1. Description of Service
This document (herein referred to as the “Agreement”) governs your relationship with 360 New Zealand Ltd. (“Website” or “360nz”), as a viewer or as a client (collectively referred to as “Clients”). Access to and use of this Website, and the Services delivered by 360nz (collectively, the “Services”), are subject to the following terms, conditions and notices (the “Terms of Service”). By using the Services, you are agreeing to all of the Terms of Service, as may be updated by us from time to time. You should check this page before commissioning our Services and take notice of any changes we may have made to the Terms of Service. A change log will be maintained at the bottom of this page.
360nz is the digital media services arm of 360 New Zealand Ltd. 360nz provides web design, communications, photography and videography, aerial imagery, 360 degree video and virtual tours services to clients throughout New Zealand and internationally.
2. Definitions of Service
“Digital Media” refers to any item of Digital Media content or Service provided by 360nz or another person/company contracted by 360nz.
“Commissioned Shoot” or “Project” refers to any type of Digital Media service engagement requested and paid for by Clients, and shot by 360nz or a contracted partner.
“Virtual Tours” or “A Tour” refers to one ground or aerial virtual tour delivered to Clients as a Service. “Panorama” or “Aerial Panorama” refers to one 360 degree panorama, which is included within A Tour.
“Stills Photography” refers to standard still imagery for web or print. Stills Photography includes an image editing service.
“360 Video Production” refers to 360 degree video playable on a 360-enabled platform. 360 Video Production services includes both filming and post production editing.
“Video Production” refers to non-interactive video and time lapse production. Video Production services includes both filming and post production editing.
“Image Licensing” and “Stock Imagery” refers to the licensing of all variations of imagery owned by 360nz.
“Aerial Operations” refers to any imagery shot from a UAV (Unmanned Aerial Vehicle).
“Annual Plan” refers to a yearly subscription to one or more of the 360nz Services, renewables annually.
“Quarterly Plan” refers to a three-month subscription to one or more of the 360nz Services, paid quarterly, renewable annually.
“Wed Design” refers to a single service of constructing a website for the client, including layout, design and architecture. This may or may not extend to content.
“Website Hosting” refers to the hosting of Client’s websites on 360nz’s contracted cloud server.
3. Service Deliverables
All services provided by 360nz are singular unless otherwise stated as Annual Plans. Services will be delivered as per individual agreements created between Clients and 360nz.
i) Commissioned Shoots
Commissioned Shoots come in the form of Stills Photography, standard Video Production, 360 Video Production, Panoramas and Virtual Tours.
The ownership of all Digital Media created during Commissioned Shoots remains with 360nz indefinitely, unless otherwise agreed upon in writing between Clients and 360nz. All Clients retain the right to use the Digital Media from Commissioned Shoots in the specified format. Clients cannot resell or giveaway any Digital Media created during Commission Shoots to third parties, unless previously agreed in writing.
ii) Stills Photography
Stills Photography services are commissioned by shoot, delivering 20 plus images in one location when commissioned per location. Stills Photography services can also be commissioned by the day, delivering all images shot throughout the day. Images are supplied to Clients in both web-ready and print-ready JPG formats. Raw files and additional formats are only provided when agreed upon prior to the shoot.
iii) Video Production and 360 Video Production
Video Production and 360 Video Production services are commissioned by the day (or half day in special cases). Imagery is supplied to Clients in the form of an edited, finished video, unless otherwise agreed upon prior to the shoot. Raw footage can be supplied to Clients via hard drive at the Clients’ expense. All produced videos will include a short 360nz logo title card at the end of the edit. Removing this title card violates our Terms of Service, unless previously agreed in writing.
iv) Virtual Tours
Virtual Tours, Panoramas and Aerial Panoramas are commissioned by location. These services can be delivered in the form of a stitched flat Panorama or a full Virtual Tour. Panoramas can be used by the Client on other 360-VR platforms such as Google Streetview or Facebook. 360nz will submit the Panorama to Google on Behalf of the Client.
As a Trusted Google Photographer, all Panoramas are created to Google Streetview standards and specifications.
v) Virtual Tour Annual Plans
Virtual Tour Annual Plans are delivered in two Service formats; the annual “Supported Plan” and the annual “Hosted Plan”.
The annual Supported Plan provides hosting, technology updates and reviews/edits/additions to The Tour content, and installation support. These updates are provided annually, once a year, taking up to one day to complete. Additional updates can be requested and paid for at any time. The annual Hosted Plan provides hosting and compatibility updates only.
Annual Plans commence from the date that the finished version of the Service is made available to Clients, for a total of 12 months.
Within these Services, Clients can commission multiple aerial or ground Panoramas to be included in the Virtual Tour. A number of other digital media Services can also be delivered as part of a digital media package, provided by 360nz.
Offline versions of A Tour can be made available at a one-off cost. These files are then available to the Client with an unlimited period of usage. The Tour files must be kept confidential and not shared outside of your organisation. Any copying or sharing of The Tour files will result in immediate termination of the current Services provided to that Client. Any updates required within an offline version of The Tour can only be fulfilled when the Client is on an Annual Plan.
Branding-free versions of A Tour are available at additional cost. Branding-free denotes that any 360nz logo, or variation of, will be removed from the Virtual Tour. The context menu (right click menu) within all Tours will reference 360 New Zealand Ltd as the creators.
vi) Image Licensing and Stock Imagery
Stock Imagery can be licensed to Clients from 360nz, under one of the following agreement options:
– Limited rights; provides Clients with a licensing period, geographical region of use, and specified for web and/or print usage.
– Exclusive rights; provides Clients with exclusive use of the specified imagery indefinitely. Clients may use the specified imagery externally however they cannot resell the imagery for a monetary value. 360nz waves the right to resell or use the imagery in any form.
vii) Website Hosting
360nz provides limited website hosting services to on-going Clients. All Website Hosting services are provided through a Cloud Server contract with 1and1, on a US-based server.
360nz provides site maintenance and updating services as part of both monthly and annual Web Hosting plans. 360nz are not liable for website downtime due to problems that may arise with the server.
All Web Hosting services are liable to 1and1’s Terms and Conditions.
4. Aerial Operations
All Aerial Operations are performed under the Part 141 Aviation Training Organisation certificate TR86491, completed with Aviation Safety Management Systems Ltd and are compliant with current Civil Aviation Authority regulations.
360nz maintains liability insurance cover for all Aerial Operations for up to 5 million dollars (NZD) through Rothbury Insurance Brokers. This policy is underwritten by QBE.
5. Privacy and Compliance
Clients must ensure they have the rights to use and distribute any additional Digital Media that is provided by Clients, for use within A Tour, a Web Design project or any other Digital Media.
Clients shall ensure that any collection, use and disclosure of information obtained pursuant to A Tour or other Service provided, complies with all applicable laws, regulations and privacy policies, including all of the requirements of the CAN-SPAM Act.
This section shall survive the completion, expiration, termination or cancellation of the Services for a period of three years.
6. Payment Terms and Calculations
Clients will be invoiced from 360 New Zealand Ltd. for all services at the end of each month with the invoice to be settled by the 20th of the following month, unless otherwise stated. Annual Plans will be invoiced in full from commencement date. All invoices are payable to 360 New Zealand Ltd, regardless of type of service.
Failure to pay the amount by the due date may result in one or all Services being suspended until payment has been received. All Service pricing by 360 New Zealand Ltd is exclusive of GST.
Some Services delivered by 360nz do require a down payment. This is typically 40% of the total quote and must be settled prior to the project commencing.
All quotes and estimates provided for the Client are valid for 4 weeks from the date of issue, unless otherwise specified.
7. Term and Termination
Access to this Website, and the Services provided, is permitted on a temporary basis, and we reserve the right to withdraw or amend the Services at any time. Should the Services need to be withdrawn, Clients on active Annual Plans will be continued with and supported until the completion of the current year or be reimbursed accordingly. We will not be liable if, for any reason, this Website is unavailable at any time or for any period.
This Agreement is effective upon the date that the Services are delivered to Clients. This Agreement may be terminated by Clients at any time, without refund for any remaining time with their current Annual Plan. Neither 360nz nor any of its affiliates will have any other liability of any nature to Clients or any other third parties under this section.
8. Liability, Warranty and Indemnity
a) Except as otherwise stated herein, 360nz makes no warranties, express or implied, including without limitation, any implied warranties of fitness for a particular purpose, or any warranties as to the number of visitors to, or pages displayed, on the 360nz website or the functionality, performance, or response times of the 360nz Website and Services provided. 360nz disclaims and shall not be liable for any other loss, injury, cost or damage suffered by Clients or any other third party and shall in no event be liable for consequential, special or incidental damages, including lost profits. This provision shall survive any expiration or termination of this Agreement. In no event shall 360nz or any of its affiliates be liable to Clients for an amount in excess of the total dollar amount actually received by 360nz from Clients for the specific Services provided.
b) Clients agree to defend, indemnify and hold harmless 360nz and each of 360nz’s Clients, Contractors and affiliates, the shareholders, and employees of any of the foregoing, from, against and in respect of any and all losses, costs, (including reasonable legal fees) expenses, damages, assessments, or judgments (collectively, “Liabilities”), resulting from any claim against any such parties in connection with Client’s advertisement, except to the extent that such claims directly resulted from the gross negligence or wilful misconduct of 360nz. Any negligence during Aerial Operations will be covered by our liability insurance, discussed in point 4.
9. General Provisions
These terms and conditions are governed by the laws of New Zealand. Clients consent to the exclusive jurisdiction and venue of courts of Queenstown and Otago, for all disputes related to the subject matter hereof. No joint venture, partnership, employment or agency relationship exists between Clients and 360nz. 360nz will not be deemed to have waived or modified any of these terms and conditions except in writing signed by its duly authorised representative. Clients may not assign its rights hereunder to any third party unless 360nz expressly consents to such assignment in writing, not to be unreasonably withheld. Modifications to the originally created Service will not be binding unless agreed by both parties. If any provision of these standard terms and conditions is found invalid or unenforceable pursuant to judicial decree or decision, the remaining provisions will remain valid and enforceable, and the unenforceable provisions will be deemed modified to the extent necessary to make them enforceable. All notices to 360nz relating to any legal claims or matters must be made in writing to 360 New Zealand Ltd, PO Box 311, Wanaka, 9305, New Zealand. Each Party expressly undertakes to retain in confidence and to require its agents and contractors to retain in confidence all information and know-how transmitted to such Party that the disclosing Party has identified as being proprietary and/or confidential or which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as proprietary and/or confidential. All terms and conditions of this Agreement will be considered confidential and will not be disclosed (except to both Party’s legal representative and accountants on a need-to-know basis) without the prior written consent of the other Party. The Parties acknowledge and agree that 360nz may archive an electronic copy of the fully executed Agreement. Except as specifically provided herein, this Agreement constitutes the entire understanding and relationship between the parties and supersedes any and all prior understandings and/or Agreements between the parties with respect to the subject matter covered within Services. No change, amendment or modification of any provision of Services or waiver of any of its terms will be valid unless set forth in writing and mutually agreed to by the parties.
10. Change log
01 November 2014: First version of 360nz Terms of Service.
28 September 2016: Second version of 360nz Terms of Service. Aerial operations and annual plan service inclusions.
03 January 2018: Third version of 360nz Terms of Service. Website hosting specifics and Commissioned Shoots amended. Image Licensing, Stock Imagery and Commissioned Shoots added.
12 May 2018: Adjustment to operating certificate in Aerial Operations, point 4.