1. 1. The terms of this document govern the relationship between you and the New Zealand Deerstalkers’ Association (NZDA) in respect of your participation in the Program.2. 2. Your participation in the Program is conditional upon you agreeing to the terms set out in this document. The Program is offered to you on condition that you read and accept this document and agree to be bound by its terms.3. 3. By creating an Account, undertaking Jobs or otherwise participating in the Program, you are considered to have accepted the terms set out in this document. If you do not agree with or otherwise do not wish to accept the terms set out in this document, you must not create an Account, undertake any Jobs or otherwise participate in the Program.2. 2. Definitions and interpretation clauses1. 2.1 DefinitionsIn this document:1. Account means the account established by a Participant with the NZDA to facilitate participation in the Program.2. Farmer means a Participant who is a farmer or other landholder participating in the Program for the purpose of receiving assistance with wildlife management activities.3. Job means a wildlife management activity on a Farmer's land, that is proposed by a Farmer to be completed by one or more Members.4. Member means a Participant who is a financial member of the NZDA.5. Participant means a person participating in the Program, and can be either a Member or Farmer.6. Program means the NZDA Farmer Assist® program.1. 2. 2.2 InterpretationIn this document unless a contrary intention is expressed:1. 1. a. (a) headings and italicised, highlighted or bold type do not affect the interpretation of this document;b. (b) the singular includes the plural and the plural includes the singular;c. (c) a gender includes all other genders;d. (d) other parts of speech and grammatical forms of a word or phrase defined in this document have a corresponding meaning;e. (e) a reference to a 'person' includes any individual, firm, company, partnership, joint venture, an unincorporated body or association, trust, corporation or other body corporate and any Government Agency (whether or not having a separate legal personality);f. (f) a reference to any thing (including any right) includes a part of that thing, but nothing in this clause 2.2(f) implies that performance of part of an obligation constitutes performance of the obligation;g. (g) a reference to a clause, party, annexure, exhibit or schedule is a reference to a clause of, and a party, annexure, exhibit and schedule to, this document and a reference to this document includes any clause, annexure, exhibit and schedule;h. (h) a reference to a document (including this document) includes all amendments or supplements to, or replacements or novations of, that document;i. (i) a reference to a party to any document includes that party's successors and permitted assigns;j. (j) a reference to time is to the time in NZ Daylight saving Time;k. (k) a reference to an agreement other than this document includes an undertaking, deed, agreement or legally enforceable arrangement or understanding whether or not in writing;l. (l) a reference to a document includes any agreement or contract in writing, or any certificate, notice, deed, instrument or other document of any kind;m. (m) a provision of this document may not be construed adversely to a party solely on the ground that the party was responsible for the preparation of this document or the preparation or proposal of that provision;n. (n) a reference to a body, other than a party to this document (including an institute, association or authority), whether statutory or not, which ceases to exist or whose powers or functions are transferred to another body, is a reference to the body which replaces it or which substantially succeeds to its powers or functions; ando. (o) the words 'include', 'including', 'for example', 'such as' or any form of those words or similar expressions in this document do not limit what else is included and must be construed as if they are followed by the words 'without limitation', unless there is express wording to the contrary.2. 3. Program4. 4. The NZDA provides the Program to facilitate the connection of Members with Farmers who require assistance with wildlife management activities. You acknowledge and agree that:1. a. (a) the extent of the services provided by the NZDA as a part of the Program will be limited to making available a platform intended to facilitate the connection of Farmers with Members;b. (b) the NZDA does not itself provide wildlife management services as part of the Program, and will not itself complete Jobs;c. (c) arrangements made for the conduct of Jobs between Farmers and Members are between those parties directly, and do not involve the NZDA;d. (d) you are solely responsible for your interactions with other Participants, and the NZDA has no control over the actions of other Participants; ande. (e) the NZDA is under no obligation to become involved in any dispute between you and any other Participants.5. 5. All Members wishing to participate in the Program must complete all participation requirements set by the NZDA from time to time, including those set out in the document located at https://farmerassist.co.nz/Downloads/Complete_Farmers_Assist_Manual.pdf. In particular, all Members must complete either or both of:1. f. (f) the Firearm Proficiency Requirements set out in the participation requirements for the Program.Where you wish to participate in the Program as a Member, you warrant that you have first met all participation requirements.6. 6. You acknowledge and agree that:1. a. (h) you participate in the Program, and offer and/or undertake any Jobs, at your own risk, with complete knowledge and understanding of the inherent risks associated with recreational hunting activities;b. (i) although the term 'Job' is used as part of the Program and this document:i. (i) this document does not and are should not to be taken to create an employment, partnership, joint venture or fiduciary relationship between:A. (A) you and the NZDA; orB. (B) you and any other Participant; andii. (ii) all Jobs undertaken by Members are recreational in nature only;c. (j) you will obey all rules and directions issued by the NZDA in relation to the Program; andd. (k) the NZDA may change or discontinue the Program at any time.7. 7. Where you are a Member, you further acknowledge and agree that:1. a. (l) you will, at all times, comply with the NZDA Farmer Assist® Code of Conduct;b. (m) you may not necessarily be granted the opportunity to participate in any Jobs, and the NZDA is under no obligation to ensure that Jobs are made available to you;c. (n) you will not enter the property of a Farmer without receiving their prior express permission;d. (o) Farmers maintain their right to choose who they invite onto their property, and may change or revoke permission to access their property at any time in their sole discretion, and are not obliged to provide any reasons or other justification;e. (p) you will immediately leave the property of a Farmer where so directed by the Farmer or the NZDA;f. (q) you must show the relevant Farmer, or otherwise provide the relevant Farmer with, a copy of your current NZDA membership card prior to commencing any Job;g. (r) when participating in a Job, or otherwise on the property of a Farmer, you will follow all directions provided and any limitations set by the Farmer; andh. (s) you will not, intentionally or otherwise, damage the property of any Farmer.8. 8. Where you are a Farmer, you further acknowledge and agree that:1. 1. a. (t) the NZDA may not be able locate suitable Members to complete any Jobs you propose;b. (u) you are responsible for determining the suitability of those you invite onto your property, including suitability to complete your Job(s);c. (v) prior to granting any person access to your property you will:i. (i) discuss with them all necessary issues and conditions of entry; andii. (ii) check their NZDA membership card to ensure that they are in fact a Member;d. (w) you will be responsible for making your own enquires as to whether any insurances or liability covers are needed in relation to Members and Jobs undertaken on your property, including whether any insurances that may already held by Members may be sufficient for your purposes; ande. (x) the NZDA has not provided any endorsements or guarantees in relation to the efficacy of Members in completing Jobs.2. 4. Termination of Participation9. 9. The NZDA expressly reserves the right to restrict, suspend or terminate your Account and/or your participation in the Program if the NZDA, in its sole discretion, determines that:1. a. (a) you have breached any applicable laws or regulations or any terms of this document;b. (b) you pose a threat to the NZDA, its clients, affiliates or related entities, other users, or other persons generally;c. (c) doing so is necessary in order to protect the image, safety and/or operational integrity of the Program; ord. (d) doing so is in the interests of, or otherwise so desired by, the NZDA.10. 10. The NZDA reserves the right, in its sole discretion, to reject, refuse to post, or remove any posting made by, or content uploaded, by you, or to deny, restrict, suspect, or terminate your access to your Account or any part of the Program at any time, for any reason (including no reason), and without prior notice or explanation, and without any form of liability whatsoever.5. 5. Account11. 11. In order to participate in the Program, you may be required to create an Account. When creating your Account, you must provide complete and accurate information, and may be required to confirm your understanding of the terms in this document.12. 12. Accounts are personal, and are non-transferable. You agree that you will not allow any third party to use your Account for any purpose.13. 13. You must keep your password to the Account confidential and secure. You agree not to disclose the password to your Account to any third party.14. 14. You must notify the NZDA immediately if your suspect any unauthorised use of your Account or access to your password.15. 15. You are solely responsible for any and all use of your Account, and accordingly, you are liable to the NZDA for any losses sustained by it as a result of unauthorised use of your Account, and you may be similarly liable to other third parties.16. 16. For the avoidance of doubt, you acknowledge and agree that the NZDA assumes no responsibility or liability to:1. 1. a. (a) any party for losses caused by unauthorised use of your Account; orb. (b) you for losses caused by unauthorised use of the Account of another Participant.2. 6. Warranties17. 17. By participating in the Program, you warrant and represent to the NZDA that:1. a. (a) you are 18 years of age or older;b. (b) any information you submit to obtain an Account is truthful and accurate, and that you will ensure that the accuracy of such information is maintained as part of your Account;c. (c) you have read and understood all rules and guidelines published by the NZDA in relation to the Program, including the Complete NZDA Farmer Assist® Program Booklet, as amended by the NZDA from time to time; andd. (d) your participation in the Program does not violate any applicable laws or regulations, and that you will comply with all applicable laws and regulations.18. 18 If you are not a Farmer, you warrant and represent that you are a current member of the NZDA, and will maintain such membership for the duration of your participation in the Program.7. 7. Disclaimers19. 19. The NZDA is not responsible for, and to the fullest extent permitted by law makes no warranties (whether express or implied) regarding any Participant or their conduct, online or offline.20. 20. Without limiting clause 7.1, the participation of a Participant in the Program does not constitute or imply the approval or endorsement of that person by the NZDA.21. 21. The NZDA is not responsible for any problems, failures or technical malfunctions of any telephone lines or networks, computer online systems, servers or providers, computer equipment, software, or any other object or material, related to use or participation in its website or services, including but not limited to any damage resulting from the download of any user content, NZDA content or other material as part of your participation in the Program.22. 22. The NZDA expressly disclaims, to the fullest extent permitted by applicable laws and regulations, any statutory or other warranty, including but not limited to warranties or guarantees of acceptability of quality, merchantability or fitness for purpose.23. 23. The NZDA cannot guarantee, and does not promise, any specific results from participation in the Program.24. 24. In no circumstances will the NZDA be responsible for any loss or damage, including personal injury or death, resulting from participation in the Program, or from the conduct of any Participant, whether online or offline.8. 8. Limitation of Liability25. 25. Notwithstanding clause 7, the NZDA acknowledges that legislation in New Zealand and other relevant jurisdictions (including the New Zealand Consumer Law ) implies certain non-excludable guarantees, warranties and conditions into particular agreements for the supply of goods and services, which cannot be excluded, restricted or modified (Non-Excludable Guarantees). The NZDA does not exclude, restrict or modify the Non-Excludable Guarantees, and nothing in this document is intended or is to be construed as doing so. Accordingly, nothing in this document affects any remedies available to you at law which cannot be lawfully excluded by the NZDA, including in respect of any of the Non-Excludable Guarantees which may be applicable.26. 26. Subject to clause 8.1, to the fullest extent permitted by applicable laws and regulations, the NZDA will not be liable for any direct, consequential or indirect loss suffered by you or any other party arising from your participation in the Program, including but not limited your participation in any Jobs.27. 27. Notwithstanding anything to the contrary in this document, but without affecting clauses 8.1, 8.2 or 8.4, the NZDA's liability to you in respect of any cause of action whatsoever will at all times be limited to:1. a. (a) the amount paid by you to the NZDA in relation to your participation in the Program, if any; orb. (b) $10, if you have not paid anything to the NZDA in relation to your participation in the Program.28. 28. To the maximum extent permitted by law, the NZDA's liability to you for a breach of any of the Non-Excludable Guarantees is limited to any one of the following, at the option of the NZDA:1. 1. a. (c) in the case of goods - replacement of the goods or the supply of equivalent goods; repair of the goods; payment of the cost of replacing the goods or acquiring equivalent goods; or payment of the costs of having the goods repaired; andb. (d) in the case of services - the supply of the services again or payment of the cost of having the services supplied again.2. 9. IndemnityYou agree to indemnify and hold the NZDA, its subsidiaries and affiliates and their respective officers, agents, partners and employees ('those indemnified'), from and against any loss (including legal costs and expenses on a solicitor/own client basis) or liability incurred or suffered by any of those indemnified in relation to any claim, suit, demand, action or proceeding by any person against any of those indemnified arising from your participation in the Program, your use of the website, any user content submitted by you or any breach by you of this document (including but not limited to the representations and warranties made by you, as set out in this document).10. 10. General1. 10.1 AmendmentThe NZDA reserves the right to amend, revise or replace this document from time to time. Amendments, revisions and replacements will be effective immediately upon posting on the NZDA's Farmer Assist website, unless a later effective date is specified. Continued participation in the Program or any Jobs, or use of your Account, following such notification represents your agreement to be bound by the terms of this document as amended, revised or replaced, and your understanding and acceptance of the amended, revised or replaced document.1. 2. 10.2 Assignmenta. (a) You cannot assign, novate or otherwise transfer any of your rights or obligations under this document without the prior written consent of the NZDA which consent can be granted or withheld in the absolute discretion of the NZDA.b. (b) The NZDA can assign, novate or otherwise transfer any of its rights or obligations under this document at its sole discretion, without notice to you.c. (c) An assignment in breach of clause 10.2(a) is intended by the parties to be void and of no force and effect.d. (d) A breach of clause 10.2(a) by you entitles the NZDA to terminate this document.3. 10.3 Waivera. (a) A waiver of a right, remedy or power by the NZDA must be in writing and signed.b. (b) The NZDA does not waive a right, remedy or power if it delays in exercising, fails to exercise or only partially exercises that right, remedy or power.c. (c) A waiver given by the NZDA in accordance with clause 10.3(a):i. (i) is only effective in relation to the particular obligation or breach in respect of which it is given and is not to be construed as a waiver of that obligation or breach on any other occasion; andii. (ii) does not preclude the NZDA from enforcing or exercising any other right, remedy or power under this document nor is it to be construed as a waiver of any other obligation or breach.4. 10.4 SeveranceIf a provision in this document is wholly or partly void, illegal or unenforceable in any relevant jurisdiction that provision or part must, to that extent, be treated as deleted from this document for the purposes of that jurisdiction. This does not affect the validity or enforceability of the remainder of the provision or any other provision of this document.1. 5. 10.5 Governing law and jurisdictiona. (a) This document is governed by and is to be construed under the laws in force in New Zealand.b. (b) Each party submits to the non-exclusive jurisdiction of the courts exercising jurisdiction in New Zealand and courts of appeal from them in respect of any proceedings arising out of or in connection with this document. Each party irrevocably waives any objection to the venue of any legal process in these courts on the basis that the process has been brought in an inconvenient forum.6. 10.6 Further assurancesYou must, at your own expense, do all things and execute all further documents necessary to give full effect to this document and the transactions contemplated by it.1. 7. 10.7 No relianceYou acknowledge and agree that you have not relied on any statement by the NZDA which has not been expressly included in this document.1. 8. 10.8 Entire agreementThis document states all of the express terms of the agreement between the parties in respect of its subject matter. It supersedes all prior discussions, negotiations, understandings and agreements in respect of its subject matter.This clause does not prohibit the NZDA from issuing, or invalidate any already issued, rules, direction or documentation in relation to the Program. These will have effect as noted elsewhere in this document.1. 9. 10.9 Relationship of partiesa. (a) You and the NZDA are not, and are not to be taken to be, in a partnership, joint venture, employment or fiduciary relationship.b. (b) Nothing in this document gives you authority to bind the NZDA in any way.10. 10.10 Exercise of rightsa. (a) Unless expressly required by the terms of this document, the NZDA is not required to act reasonably in giving or withholding any consent or approval or exercising any other right, power, authority, discretion or remedy, under or in connection with this document.b. (b) The NZDA may (without any requirement to act reasonably) impose conditions on the grant by it of any consent or approval, or any waiver of any right, power, authority, discretion or remedy, under or in connection with this document. Any conditions must be complied with by the party relying on the consent, approval or waiver.11. 10.11 Clauses that survive terminationa. (a) Without limiting or impacting upon the continued operation of any clause which as a matter of construction is intended to survive the termination or expiry of this document, the following clauses survive the termination or expiry of this document:i. (i) clause 3.1; andii. (ii) clauses 4, 5, 6, 7, 8, and 9.b. (b) Each indemnity you provide in this document is a continuing obligation, independent from your other obligations and survives the termination of this document. It is not necessary for the NZDA to incur expense or make payment before enforcing a right of indemnity under this document.