#ItsMyMove Toolkit Application

These Terms of Use (Terms) set out the basis on which Sport New Zealand (Sport NZ) permits campaign affiliates (Campaign Affiliate(s) and/or you) to use the IT’S MY MOVE Campaign Toolkit.

By accessing and using the Toolkit, each Campaign Affiliate confirms that it has read and understood these Terms and agrees to comply with them. 

1. Purpose

The purpose of the Campaign is to:

1. address and improve the attitudes, beliefs and motivations of young women aged between 14-17 years in relation to sport, physical activity and recreation;
2. reduce barriers to participation in sport, physical activity and recreation for young women;
3. encourage young women and boost their confidence to be physically active;
4. support the role of adults and the sector in making the system more inclusive and welcoming to this segment of young women;
5. encourage providers of physical activity and recreation to take action to attract and retain more young women in their programmes; and
6. create fun, social-centric sport and recreation environments for young women,

(the Purpose).

2. Toolkit

2.1         In these Terms, Toolkit means the tailored materials, resources and information developed and provided by Sport NZ (as amended from time to time), including:

1. Posters, social tiles, email signature, social header, TVC, GIPHY, videos stings, editable posters; editable social tiles; and
2. the ITSMYMOVE brand, logo and trademarks (Trade Marks).

2.2         The Toolkit is intended to support and assist Campaign Affiliates to:

1. activate the Purpose by providing consistent and targeted resources;
2. promote the Campaign; and
3. promote their own Purpose related activities to the target audience,

(each a Permitted Use).

2.3         The Toolkit will be accessible through Sport NZ’s dedicated Campaign portal during the Term. On expiry of the Term (or if an Campaign Affiliate has breached these Terms) access to the portal will expire and the Toolkit will no longer be accessible.

3. Licence and access to Toolkit

3.1         Sport NZ grants to each Campaign Affiliate during the Term a non-exclusive, non-sublicensable, non-transferable, right to access and use the Toolkit in New Zealand, solely for the Purpose, in accordance with the Permitted Uses, these Terms and subject to the following:

1. any use of the Toolkit in any format must have Sport NZ’s prior written approval, unless otherwise agreed in writing with Sport NZ; and
2. any use of the Trade Marks and Toolkit must comply with the Campaign Brand Guidelines provided by Sport NZ and as updated from time to time;
3. access to the Toolkit through the portal is strictly limited to the Campaign Affiliate and no Campaign Affiliate will allow any other person, entity or affiliate to access the portal or otherwise access and/or use the Toolkit;
4. Use of the Toolkit in relation to events, games, matches or other activities is limited to those which are free to attend and which don’t restrict participation by the Campaign’s target audience, unless otherwise agreed in writing with Sport NZ.

(the Toolkit Licence)

3.2         The Toolkit Licence will run from the date you are approved by Sport NZ as an Campaign Affiliate until 8 February 2023 (the Term), unless terminated earlier.

3.3         Sport NZ may, at its discretion, extend or renew the Term for further periods. Sport NZ will notify Campaign Affiliates in advance of expiry of the Term if it has decided to extend or renew the Term, including if there have been any amendments and/or updates to the Toolkit which will come into effect on extension or renewal of the Term.  

3.4         Where Sport NZ issues an amended or updated version of the Toolkit, Campaign Affiliates will comply with any directions from Sport NZ regarding the same, including using the updated/amended version of the Toolkit and deleting any previous versions.

3.5        Campaign Affiliates acknowledge that Sport NZ may withhold its approval of any requested use of the Trade Marks at its discretion, and/or may suspend or limit any Toolkit Licence at any time if Sport NZ reasonably considers that the Campaign Affiliate has used the Toolkit in breach of these Terms and/or has or may bring Sport NZ or the Campaign into disrepute.

3.6         Each Campaign Affiliate is responsible for ensuring all staff and personnel understand and comply with these Terms, and confirms and acknowledges that it will be responsible and liable to Sport NZ for the acts and omissions of all staff and personnel in respect of any access to and/or use of the Toolkit in breach of these Terms.

3.7         Use of the Toolkit by Campaign Affiliates is limited to the original format the Toolkit resources are provided in. Campaign Affiliates must not use the Toolkit in connection with any third party (whether commercial or non-commercial) trade marks, brands or logos, including in any materials and/or content utilising the Toolkit and/or at any events and activities in connection with the Campaign, other than with Sport NZ’s prior written approval.

3.8         Any use of the Toolkit for materially commercial purposes, such as promotion of merchandise, products or other goods and/or services is strictly prohibited. 

4. Campaign Affiliate responsibilities

Each Campaign Affiliate confirms that it will:

1. keep its access details to the Toolkit secure at all times and not share or disclose such details with any third party;
2. not use the Toolkit in any way which would or could be detrimental to Sport NZ, the Campaign and/or the goodwill and reputation in the Sport NZ brand and/or the Campaign;
3. not make any representation that it has any right, title or interest in or to the Toolkit other than as granted to it under the Toolkit Licence;
4. work together with Sport NZ (and other Campaign Affiliates as the case may be) in good faith and collaboratively for the Purpose during the Term; and
5. provide feedback to Sport NZ as reasonably requested throughout the Term in relation to the Toolkit and/or Campaign (including completing questionnaires and/or responding to targeted queries).

5. Authorised Representative

Each Campaign Affiliate will nominate and authorise a person to be the point of contact with Sport NZ in relation to the Toolkit.

6. Intellectual Property

6.1         All intellectual property rights in or to the Toolkit are and remain the absolute property of Sport NZ and any goodwill which may be generated in connection with the use of the Toolkit, including the Trade Marks, will be for the benefit of Sport NZ.

6.2         Nothing in these Terms gives an Campaign Affiliate any right, title or interest in or to the Toolkit other than in accordance with the Toolkit Licence.

6.3        Campaign Affiliates shall not sublicence, modify, reproduce, copy, replicate (in whole or in part), alter, adapt, modify, transform, publish, distribute, communicate to the public, or build on the Toolkit and/or create derivative works or otherwise use the Toolkit in any way other than in accordance with the Toolkit Licence and these Terms.

6.4         If an Campaign Affiliate becomes aware of any infringement of the Toolkit by a third party, it will promptly notify Sport NZ in writing.

6.5         Each Campaign Affiliate confirms that it will not, at any time, apply for, obtain or register any trade mark, domain name, company or business name using or incorporating the name ‘ITSMYMOVE’, ‘MYMOVE’ and/or any trade or service mark similar to or including, the Trade Marks, for any goods or services in any country.

7. Suspension and Termination

7.1         Sport NZ may, at its sole discretion, suspend and/or terminate any Toolkit Licence if:

1. there is any non-compliance or a breach of these Terms; and/or
2. the Campaign has been discontinued for any reason.

7.2         Where any Toolkit Licence has been suspended:

1. Sport NZ may request that the Campaign Affiliate take certain steps to remedy the relevant breach or non-compliance to its reasonable satisfaction;
2. the Campaign Affiliate may not access or use the Toolkit (including any existing materials utilising, referring to or otherwise related to the Toolkit), until Sport NZ has notified the Campaign Affiliate that the suspension has been lifted and it may resume access and use.

7.3         On termination of any Toolkit Licence or expiry of the Term:

1. the Toolkit Licence shall be terminated and access to the Toolkit shall cease immediately;
2. the Campaign Affiliate must immediately cease using and securely destroy in all formats and on all devices the Toolkit, including the Trade Marks and any documents, materials or other resources containing or referring to the same.

8. Media and public statements

8.1         Sport NZ may name or otherwise identify Campaign Affiliates in any media releases and/or other promotional material regarding the Campaign and/or Toolkit and each Campaign Affiliate consents to the same.

8.2         Both parties agree not to use the other party’s brand and/or trade mark(s) in any way which may be detrimental to the valuable goodwill and reputation in that party’s brand. 

8.3        Campaign Affiliates must request and receive prior written approval from Sport NZ before promoting their participation in the Campaign (other than by using of the Toolkit), such as in any article or public statement.

9. Dispute Resolution

The parties will meet and discuss in good faith any dispute between them arising out of these Terms. Notwithstanding either party’s right to seek urgent interlocutory relief, if discussions fail to resolve the dispute, either party may refer the dispute to mediation and the parties agree to engage in any such mediation in good faith.

10. Limitation of liability

10.1       To the extent permitted by law, Sport NZ shall not be liable to any Campaign Affiliate for any indirect or consequential loss or damage, loss of revenue, loss of profit, loss of business opportunity, loss of goodwill or loss of anticipated savings suffered by it in connection with these Terms.

10.2       The Toolkit is provided on an ‘as-is’ basis, and Sport NZ does not give any warranties in relation to the Toolkit, including non-infringement of third-party rights. Your use of the Toolkit and acceptance of these Terms of Use is based on your own investigations.

10.3       Sport NZ’s liability to any Campaign Affiliate in respect of any loss, damage and/or costs incurred or suffered by the Campaign Affiliate in relation to or arising from these Terms and/or the Toolkit shall not exceed NZD$1,000.

11. General

11.1       Assignment: Campaign Affiliate are not permitted to assign their rights or responsibilities under these Terms to any other person, entity or party.

11.2       Governing law: these Terms are governed by the laws of New Zealand.

11.3       Amendment: Sport NZ will notify Campaign Affiliate of any amendment, variation, change or modification of these Terms at least 30 days prior to such changes taking effect. Any use of the Toolkit after that by an Campaign Affiliate will be deemed to be on the revised Terms.

11.4       Independence: nothing in these Terms establishes a joint venture, partnership, association or employment relationship of any Campaign Affiliate with or in relation to Sport NZ. Neither party shall make decisions for or on behalf of the other party, or in any way hold itself out as having such authority.