Last updated: March 2025

When these Terms apply: These Terms of Engagement ("Terms") apply to our engagements with you, including all services we provide to you, such as advice, organising events, providing funding, referrals, the provision of digital content, and any other assistance (collectively our "Services").

Other terms: Other, more specific, terms may apply to some of the Services we provide to you in addition to these general terms. In particular, use of our online services is also subject to our Terms of Use. Where there is any inconsistency, the more specific terms (as reasonably determined by us) prevail.

When binding: These Terms are binding on each of us once you start to use our Services or continue to use them after they have been changed (see below). We may ask you to confirm your agreement in writing for our records, but these Terms will be binding on both of us as set out in this paragraph even if you don't provide that confirmation.

Changes to Terms: We may need to change these Terms from time to time. If we do make any changes, those changes become binding on both of us 14 days after we give you notice in writing of them or publish them on our website (whichever is earlier), except that:

(a) if a change is significant and would materially affect you, we must give you notice in writing; and

(b) if you give us notice before the end of the 14 days that you do not wish to be bound by a change to our Terms, our engagement with you will end at the end of the 14 days, or as soon as is reasonably practical after that, and the varied Terms will not apply to you.

Nature of relationship: Our relationship with you is not a joint venture or partnership and nor is it a relationship of agency or employment. Neither of us has the authority to bind the other.

No obligation: We have no obligation to provide any particular Service to you during our engagement, or to continue to provide it where we have in the past. Time shall not be of the essence for any Services provided during our engagement.

Introductory text: This document includes some introductory text in some sections, which sits above the Terms and is separated from them by a horizontal line. This introductory text is intended to provide context but does not form part of the Terms. It does not create any rights or obligations, but can be used to help interpret the Terms. If it is inconsistent with the Terms, the Terms prevail.

You may provide us with information that is confidential in nature. We take confidentiality very seriously. The clauses below set out our confidentiality obligations, but also recognise that in some cases disclosure may be necessary for either legal or practical reasons. Please note that how we deal with your personal information is set out below in the Privacy section.

Confidential Information means any information that we receive from you that:

(a) a reasonable person would expect to be confidential; or

(b) you tell us is confidential in writing when you give it to us (or before you give it to us),

(c) is Highly Confidential Information,

but does not include information where:

(d) that information is available to the public; or

(e) we already have that information when we first receive it from you; or

(f) a third party provides that information to us (unless the third party directly or indirectly received the information as a result of a disclosure by us).

To be clear, the following information will not be considered confidential:

(g) the fact that we are engaging with you;

(h) your "segmentation" as (for example) a "Focus" or "Engaged" customer.

Highly Confidential Information means any information that we receive from you that you tell us is "Highly Confidential Information" in writing when you give it to us (or before you give it to us).

Confidentiality and security: Unless disclosure is permitted under these Terms (see below), we undertake that we will:

(a) hold any Confidential Information we receive in confidence, and not disclose it to any person, for so long as it remains Confidential Information; and

(b) put in place and maintain reasonable security measures to prevent any unauthorised person from using or accessing the Confidential Information in our possession or control.

Permitted disclosures: We may disclose Confidential Information:

(a) to another New Zealand Government entity if:

(i) the information is not Highly Confidential Information and that New Zealand Government entity is bound by a statutory confidentiality obligation in relation to the information or by a confidentiality undertaking in relation to the information that is on substantially the same terms as these terms; or

(ii) the disclosure is, in our reasonable opinion, required to assist in the prevention or detection of any unlawful activity; or

(iii) the disclosure is reasonably required to facilitate the provision of our Services to you (e.g. an event delivered in conjunction with another New Zealand Government entity);

(b) if required by applicable law;

(c) to the extent authorised by you;

(d) to:

(i) our employees; or

(ii) our professional advisers, auditors, service providers and independent contractors who have a specific need to have access to the Confidential Information in the course of their work for us, provided, in each case, that they are legally obliged to us to keep it confidential; or

(e) if the information is not Highly Confidential Information, to a Minister of the Crown (or to the office of the relevant Minister for provision to the Minister) who requests the information (noting that even Highly Confidential Information may, in some circumstances, need to be disclosed to a Minister under (b)).

Communicating confidentiality: If we disclose Confidential Information in reliance on one of the grounds set out above, we must, to the extent that is reasonable under the circumstances, ensure that each person to whom we disclose the Confidential Information is aware of the confidential nature of the information.

Consultation: If we propose to disclose Confidential Information under (b) or (e) above, we must, to the extent that is reasonable under the circumstances, discuss with you before disclosing the information and inform you when we have disclosed the information.

Enforcement of confidentiality: If we disclose Confidential Information under (d) above, we must take reasonable steps to ensure that the person to whom the information is disclosed keeps it confidential.

Generative AI is a rapidly developing area of technology, with transformative potential for the public sector and we are actively exploring generative AI tools to enhance the quality of our service to you. In doing so, your Confidential Information may be processed by systems which have been tested and approved by NZTE in accordance with our internal policies and processes. These policies and processes are to ensure the safe and effective use of generative AI.

When using generative AI tools to provide services to you, we implement appropriate safeguards to ensure we treat your Confidential Information with respect, and we are responsible for checking any generative AI outputs for accuracy and appropriateness before we use them.

We have also established AI governance which provides oversight and guidance on the ethical and security implications, ongoing improvement, and overall impact of the use of generative AI by NZTE, over and above the established security and privacy controls already in place.

If we have personal information about you or your employees, we will manage that personal information in accordance with applicable laws. We take these privacy obligations seriously.

Privacy Policy: These Terms of Engagement incorporate our Privacy Policy, which provides details on how we may collect, store and use personal information.

Contact details: You authorise us to use the contact details and other personal information you provide us with (whether about you or other individuals in your organisation) to:

(a) include you and those individuals in mailing lists relating to our Services, including offers to participate in seminars, workshops, and surveys (though you and they may revoke this authorisation at any time); and

(b) retain that personal information so that we can contact you or them in the future or put others (for example, other Government agencies that wish to help you) in contact with you or them; and

(c) provide you with Services and otherwise use them in accordance with our Privacy Policy.

Consent of individuals: If you provide us the business contact details of individuals or other personal information of that individual, you must ensure that they have consented to us holding those details and using them as set out in our Privacy Policy.

We're proud to work with our customers and are generally happy for you to tell people that you work with us. However, it's really important that our role in helping your business is not misrepresented. Working with us does not provide a general Government stamp of approval or imply that we endorse your products. It's not our role to do either of those things. It also helps us (and you) if we can manage the way in which public statements involving each other are presented.

No misrepresentation: Each of us may disclose our relationship with the other, so long as that relationship is not misrepresented. In particular you must not represent that we or the New Zealand Government endorse or approve you, your organisation, or its products or services. Please note that the NZTE logo is our intellectual property and may not be used without our prior consent.

No surprises: Subject to the following paragraph, each of us must notify the other as soon as we reasonably can of any issues that could generate media attention about our engagement or may cause reputational issues to NZTE or the New Zealand Government. This includes any issue that could materially damage your reputation and thereby raise questions about the existence of our relationship. Further, you understand and agree that NZTE may undertake ‘Know Your Customer’ and character checks, the purposes of which are for NZTE to consider potential reputational impacts to NZTE or the New Zealand Government.

Legal constraints: The previous paragraph does not require either of us to disclose information to the extent that doing so would breach any law or a confidentiality obligation to an independent third party.

Public statements: If either of us intends to make a public statement referring to the other that could reasonably be expected to draw significant attention to the other, we must first consult with the other to the extent we reasonably can under the circumstances.

Our objective is to help you and we intend to engage with you in good faith to the best of our ability. We would like to be able to explore issues with you as openly as possible, without being constrained by the risk of legal liability if we don't always get it exactly right. While this will leave the onus on you to independently assess the merit of our views, it will allow us to offer ideas and support across a far wider range of issues. This maximises our ability to help you.

No representation: We make no warranty or representation about the advice or other support we provide, including its suitability for your business.

Your responsibility to decide: It is your responsibility to decide how and whether to use and/or rely on the Services we provide, and you rely on them at your own risk. For example, you must independently decide whether to use any other provider or product that we refer or introduce you to.

Not specialist advice: You acknowledge that our Services are not, and are not intended to be, expert legal, financial, investment, tax, or professional advice with respect to any business matter, transaction or investment. You should undertake relevant due diligence and consult with independent professional advisers before making any legal, financial, investment, trading, or business decision. We are not an offeror of any financial products to any person nor do we provide any financial advice service for the purpose of the Financial Markets Conduct Act 2013.

No liability: You agree that we have no liability to you (whether in contract, tort or otherwise) in relation to the Services we provide to you, except to the extent that:

(a) you suffer direct loss as a result of a breach by us of a written contract (including these Terms);

or

(b) our liability is not able to be excluded by applicable law (in which case our liability shall be limited to the minimum amount allowed by that applicable law).

In particular you agree that any Services we provide (including via our providers such as Beachhead Advisors) are supplied and acquired for business purposes and we both agree that the Consumer Guarantees Act 1993 does not apply to them.

Equitable relief: The preceding clause does not prevent you from seeking non-monetary equitable relief.

Force majeure: Neither of us will be responsible to the other for any delay or failure to perform an obligation under these Terms to the extent the failure or delay was caused by an event beyond the affected party's reasonable control.

Our Beachheads Advisors may undertake work for you that exposes them to risks of liability both to you and to third parties. This risk is increased by the fact that they operate semi-independently of NZTE. Consequently, there are some specific conditions relating to the use of Beachheads Advisors.

Claims and indemnity: When you decide to use the services of one of our Beachheads Advisors, you agree:

(a) not to make any claim against the Beachheads Advisor; and

(b) to indemnify the Beachheads Advisor against any loss, cost, claim, damage or other consequence incurred by the Beachheads Advisor as a result of a third party claim made against the Beachhead Advisor in relation to, or arising as a consequence of, the Beachheads Advisor providing services to you and/or your organisation.

Many of our Services are free, but in some cases we recover some of our costs by charging you.

No surprise fees: We will not charge you for any Service unless:

(a) we have told you upfront in writing that there is a charge for the Service before you begin consuming it; and

(b) you confirm to us that you still wish to use the Service after we have informed you of the charge, which may be by confirming it in writing or taking positive steps to use the Service after we have informed you of the charge.

Prompt payment: If there is a charge for a Service that you have agreed to, you must pay that charge promptly after we invoice you for it (subject to us meeting any reasonable invoicing requirements you may have).

We are funded with public money and it is our role to help different businesses for the good of New Zealand, even where their interests may conflict with each other. Consequently, although we are sensitive to competitive tensions and it is certainly not our intention to help one New Zealand business at the expense of another, we cannot agree to help some businesses to the exclusion of their competitors. We also need to keep evolving our service offering, which necessarily means drawing on what we learn from each customer engagement to better service all customers, subject always to our confidentiality obligations to you.

No exclusivity: You acknowledge that we will be working with other businesses and that:

(a) in some cases, those other businesses may be your competitors; and

(b) in some cases, the assistance we provide to those other businesses may be against your interests (because, for example, it may increase their market share, which could come partially at your expense).

Use of knowledge: You acknowledge that we are, ourselves, learning through our engagement with you, and that we will use that knowledge to improve our service offering to all of our customers.

No exceptions from obligations: Nothing in this section relieves us of our obligations in relation to your Confidential Information or Intellectual Property Rights.

The NZTE Investment team provides support to potential Investors and Investees in a number of different ways. In order to provide our support to you as an Investor or Investee, the following additional conditions apply:

Definitions applicable to this section:

‘Know Your Customer’ Checks: In order for NZTE to deliver services to you as an Investee or Investor, we may need to undertake ‘Know Your Customer’ checks. This may involve NZTE, or a service provider to NZTE, carrying out a verification and/or good character check on you, your company, and any directors and/or shareholders of your company, or in the case of an Acceptable Investment Applicant, the applicant business. You agree that by engaging with us, you authorise NZTE to carry out these checks, and acknowledge that the outcome of such checks may mean that NZTE is no longer able to engage with you.

Investor Migrants: Our role in the investor migrant programme is investor attraction, activation, aftercare, and assessing the eligibility of managed funds and direct investments for the Active Investor Plus visa. Immigration New Zealand is responsible for visa information, processing and decision making. Engaging with us does not guarantee that you will be successful in being granted and remaining compliant with your Active Investor Plus visa conditions.

No guarantees: Working with us does not guarantee that you will successfully raise capital, nor that you will be a successful Acceptable Investment Applicant.

Comply with health and safety law: We will each comply with all our obligations in the Health and Safety at Work Act 2015 and any relevant other health and safety obligations, in relation to our engagement.

Comply with health and safety policies when on each other’s premises: When one of us is on the other’s premises, we each will comply with relevant health and safety policies and procedures that apply to those premises, provided we have been informed of them previously or at the time.

Cooperation: We will each consult, cooperate, and coordinate with each other for the purposes of complying with our respective health and safety duties and obligations.

Notification: We will each immediately notify each other if we become aware of any health and safety issues relevant to this engagement.

Termination without cause: Either of us may terminate our engagement at any time for any reason by notice in writing. However, these Terms continue in full force and effect, except to the extent they are made redundant by the termination of our engagement.

Governing law: These Terms are governed by and shall be construed in accordance with New Zealand law and both parties submit to the non-exclusive jurisdiction of the New Zealand courts.

Anti-bribery: New Zealand's anti-bribery laws apply in New Zealand and overseas. Please note that we will not provide Services to any party suspected of, or involved in, bribery, and we will report such incidences to relevant government authorities.

Notices: All notices given by one party to the other under these Terms of Engagement must be in writing. Notices from you must be sent to legal@nzte.govt.nz. Notices from us will be sent to you via our website or by using the contact details you have provided to us.