TERMS OF SERVICE
1 APPLICATION OF TERMS
1.1 These Terms apply to your use of the Service (as that term is defined below). By setting up an account and clicking the I agree button and accessing and using the Service:
a you agree to these Terms; and
b where your access and use is on behalf of another person (e.g. a company), you confirm that you are authorised to, and do in fact, agree to these Terms on that person’s behalf and that, by agreeing to these Terms on that person’s behalf, that person is bound by these Terms.
1.2 If you do not agree to these Terms, you are not authorised to access and use the Service, and you must immediately stop doing so.
2.1 We may change these Terms at any time by notifying you of the change by email or by posting a notice on the Website. Unless stated otherwise, any change takes effect from the date set out in the notice. You are responsible for ensuring you are familiar with the latest Terms. By continuing to access and use the Service from the date on which the Terms are changed, you agree to be bound by the changed Terms.
2.2 These Terms were last updated on 28th of March 2018.
In these Terms:
Confidential Information means any information that is not public knowledge and that is obtained from the other party in the course of, or in connection with, the provision and use of the Service. Our Confidential Information includes Intellectual Property owned by us (or our licensors), including Rental Coach. Your Confidential Information includes the Data.
Data means all data, Personal Information and usage statistics that is created by you using the Service.
Fees means the applicable fees set out on our pricing page on the Website at www.rentalcoach.co.nz or as agreed otherwise in writing between you and us, as may be updated from time to time in accordance with clause 7.9.
Force Majeure means an event that is beyond the reasonable control of a party, excluding:
▲ an event to the extent that it could have been avoided by a party taking reasonable steps or reasonable care; or
▲ a lack of funds for any reason.
including and similar words do not imply any limit.
Intellectual Property Rights includes copyright and all rights anywhere in the world conferred under statute, common law or equity relating to inventions (including patents), registered and unregistered trade marks and designs, circuit layouts, data and databases, Confidential Information, know-how, and all other rights resulting from intellectual activity. Intellectual Property has a consistent meaning, and includes any enhancement, modification or derivative work of the Intellectual Property.
Objectionable includes being objectionable, defamatory, obscene, harassing, threatening, harmful, or unlawful in any way.
Party is a person or entity who agrees with these terms and conditions and includes anyone acting on their behalf.
a person includes an individual, a body corporate, an association of persons (whether corporate or not), a trust, a government department, or any other entity.
Personal Information means information about an identifiable, living person.
Rental Coach means the software training package owned by us (and our licensors) that is used to provide the Service.
Service means the service having the core functionality described on the Website, as the Website is updated from time to time.
Start Date means the later of the date that you set up an account / first access or use the Service, or at the start of a renewal period.
Tax Law is legislation in New Zealand that includes, but not limited to, the Income Tax Act 2007, the Tax Administration Act 1994, and any other publications or interpretations issued by Inland Revenue.
Terms means these terms titled Terms of Service.
Underlying Systems means the TalentLMS Software, IT solutions, systems and networks (including software and hardware) used to provide the Service, including any third party solutions, systems and networks.
We, us or our means Learn Accounting NZ Limited, company number 3082145.
Website means the internet site at www.rentalcoach.co.nz, or such other site notified to you by us.
Year means a 12-month period starting on the Start Date or the anniversary of that date.
You or your means you or, if clause 1.1b applies, both you and the other person on whose behalf you are acting. You can also mean yourself and your spouse or partner if you choose to share your account.
Words in the singular include the plural and vice versa.
A reference to a statute includes references to regulations, orders or notices made under or in connection with the statute or regulations and all amendments, replacements or other changes to any of them.
4 PROVISION OF THE SERVICE
4.1 The Service we are providing is called “Rental Coach” (www.rentalcoach.co.nz). This is an on-line training program to help you understand your tax obligations relating to rental properties and completing your annual tax return “Rental Income Schedule – IR3R” and box 23 (rental income) on your IR3 Individual Income tax return. You are responsible for identifying all the other income to be included in your tax return.
4.2 This course is designed for rental properties owned in your own name or jointly with other people. This course does not cover rental properties that are owned by a company, trusts, or anything to do with overseas or foreign interests.
4.3 This course also only covers rental properties that are in New Zealand. If you have a rental property outside of New Zealand (such as Australia), then you will need to discuss your requirements with a tax advisor or accountant.
4.4 We aim to ensure that all our training material is correct and follows standard accounting practice in New Zealand. However, there will be times that Inland Revenue will change their interpretation relating to the application of Tax Law. We will update our material when there is a published notification from Inland Revenue of any new interpretation that they have taken as soon as practicable.
4.5 We must use reasonable efforts to provide the Service:
a in accordance with these Terms and New Zealand law;
b exercising reasonable care, skill and diligence; and
c using suitably skilled, experienced and qualified personnel.
4.6 Our provision of the Service to you is non-exclusive. Nothing in these Terms prevents us from providing the Service to any other person.
4.7 We must use reasonable efforts to ensure the Service is available. However, it is possible that on occasion the Service may be unavailable to permit maintenance or other development activity to take place, or in the event of Force Majeure. We must use reasonable efforts to publish on the Website and/or notify you by email advance details of any unavailability.
5 YOUR OBLIGATIONS
i your own training purposes for you (and your partner) only; and
ii lawful purposes; and
b not make available the Service to any third party, resell, or otherwise commercially exploit the Service.
5.2 You must provide true, current and complete information in your dealings with us (including when setting up an account), and must promptly update that information as required so that the information remains true, current and complete.
5.3 If you are given a Username, you must keep your Username secure and:
a apart from your partner or spouse, not permit any other person to use your Username, including not disclosing or providing it to any other person; and
b immediately notify us if you become aware of any disclosure or unauthorised use of your Username, by sending an email to email@example.com.
5.4 When accessing the Service, you must:
a not impersonate another person or misrepresent authorisation to act on behalf of others or us;
b correctly identify the sender of all electronic transmissions;
c not attempt to undermine the security or integrity of the Underlying Systems;
d not use, or misuse, the Service in any way which may impair the functionality of the Underlying Systems or impair the ability of any other user to use the Service;
e not act in a way, or use or introduce anything (including any virus, worm, Trojan horse, timebomb, keystroke logger, spyware or other similar feature) that in any way compromises, or may compromise, the Website or any Underlying System, or otherwise attempt to damage or interfere with the Website or any Underlying System;
f access the Website via standard web browsers only and not by any other method, unless with our agreement. Other methods include scraping, deep-linking, harvesting, data mining, use of a robot or spider, automation, or any similar data gathering, extraction or monitoring method;
g not attempt to view, access or copy any material or data other than:
i that which you are authorised to access; and
ii to the extent necessary for you to use the Service in accordance with these Terms;
h neither use the Service in a manner, nor transmit, input or store any Data, that breaches any third party right (including Intellectual Property Rights and privacy rights) or is Objectionable, incorrect or misleading;
i not give your login to other people to use (apart from your partner). If we are made aware of this, we will suspend your account; and
j immediately notify us if you become aware of any disclosure or unauthorised use of your Username, by sending an email to firstname.lastname@example.org.
a we may require access to the Data to exercise our rights and perform our obligations under these Terms; and
b to the extent that this is necessary but subject to clause 9, we may authorise a member or members of our personnel to access the Data for this purpose.
6.2 You acknowledge and agree that to the extent Data contains Personal Information, in collecting, holding and processing that information through the Service, we will collect and hold Data for the purposes of the Privacy Act 1993 and any other applicable privacy law.
6.3 You agree that we may store Data (including any Personal Information) in secure servers in overseas territories and will access that Data (including any Personal Information) in overseas territories and New Zealand from time to time.
6.5 You indemnify us against any liability, claim, proceeding, cost, expense (including the actual legal fees charged by our solicitors) and loss of any kind arising from any actual or alleged claim by a third party that any Data infringes the rights of that third party (including Intellectual Property Rights and privacy rights) or that the Data is Objectionable, incorrect or misleading.
7.1 You must pay us the Fees.
7.2 The current fees are for initial signups and renewals. The current rates of these fees can be found on our Website at https://www.rentalcoach.co.nz/faqs.
7.3 We will provide you with a valid GST tax invoice upon sign-up or renewal.
7.4 The Fees include GST, which we must charge as we are registered for GST in New Zealand.
7.5 If the rate of GST changes, then you will not need to pay any additional amounts until your next renewal.
7.6 You must pay the Fees:
a via our website (which uses Stripe),
c by Direct Credit electronically in cleared funds without any set-off or deduction, or
d by cheque.
7.7 The Fees must be paid (and the funds cleared) before we will enable access to the Service.
7.8 If there is a dishonour with any Fees paid, we will temporarily disable your access and get in contact with you to arrange another form of payment.
7.9 We may increase the Fees by stating the new fees on the Website.
7.10 We may offer discounts on these Fees either through promotions or through referrals. Details of these will be on our Website or by asking us directly.
7.11 Redemption of these discounts can be applied at the checkout when signing up, or manually when processing a renewal through our office.
8.2 You are not allowed to copy, print out, screenshot, or in any other way reproduce the material in the Service. To do so would be to infringe on our copyright.
8.3 You must view the course as a single person (or together as a couple) on your computer, tablet or phone via a standard web browser.
8.4 You are not allowed to hold a group training session with this material – the material can only be used by you and your partner or spouse. If you do want to offer it as a group session, then talk to us directly for approval.
8.5 If you provide us with ideas, comments or suggestions relating to the Service or Underlying Systems (together feedback):
a all Intellectual Property Rights in that feedback, and anything created as a result of that feedback (including new material, enhancements, modifications or derivative works), are owned solely by us; and
b we may use that feedback for improving our services internally; and
c if we want to use your feedback for a public testimonial, then we will ask for your permission first.
8.6 If you provide feedback that is public in nature (for example, on a Facebook post), then this feedback is already in the public arena and we can use this feedback in public (for example, sharing your post via Facebook).
8.7 You acknowledge that the Service may link to third party websites or feeds that are connected or relevant to the Service. Any link from the Service does not imply that we endorse, approve or recommend, or have responsibility for, those websites or feeds or their content or operators. To the maximum extent permitted by law, we exclude all responsibility or liability for those websites or feeds.
c disclose the other Party’s Confidential Information to its professional advisors on a need to know basis only and, in that case, ensure that any professional advisor to whom it discloses the other Party’s Confidential Information is aware of, and complies with, clauses 9.1a and 9.1b.
9.2 The obligation of confidentiality in clause 9.1a does not apply to any disclosure or use of Confidential Information:
a for the purpose of performing a Party’s obligations, or exercising a Party’s rights, under these Terms;
b required by law;
e by us if required as part of a bona fide sale of our business (assets or shares, whether in whole or in part) to a third party, provided that we enter into a confidentiality agreement with the third party on terms no less restrictive than this clause 9.
10.1 Each Party warrants that it has full power and authority to enter into, and perform its obligations, under these Terms.
10.2 To the maximum extent permitted by law:
a our warranties are limited to those set out in these Terms, and all other conditions, guarantees or warranties whether expressed or implied by statute or otherwise (including any warranty under the Sale of Goods Act 1908) are expressly excluded and, to the extent that they cannot be excluded, liability for them is limited to the amount of the fee paid and
b we make no representation concerning the quality of the Service and do not promise that the Service will:
i meet your requirements or be suitable for a particular purpose. (refer to clause 4.2 and 4.3 for a description of the course); or
ii be secure, free of viruses or other harmful code, uninterrupted or error free.
10.3 You agree and represent that you are acquiring the Service, and accepting these Terms, for the purpose of a business (preparing your rental property summary for your tax return) and that the Consumer Guarantees Act 1993 and any other applicable consumer protection legislation does not apply to the supply of the Service or these Terms. .
10.4 The Consumer Guarantees Act 1993 and any other applicable consumer protection legislation may apply to the supply of the Service; for example: where you have purchased this for your own personal development.
10.5 Where legislation or rule of law implies into these Terms a condition or warranty that cannot be excluded or modified by contract, the condition or warranty is deemed to be included in these Terms. However, our liability for any breach of that condition or warranty is limited, at our option, to:
a supplying the Service again; and/or
b paying the costs of having the Service supplied again.
11.1 Our maximum aggregate liability under or in connection with these Terms or relating to the Service, whether in contract, tort (including negligence), breach of statutory duty or otherwise, must not exceed the amount of any Fees paid for the subscription. The cap in this clause 11.1 includes the cap set out in clause 10.2a.
11.2 Your maximum aggregate liability to us under or in connection with these Terms or relating to the Service, whether in contract, tort (including negligence), breach of statutory duty or otherwise, must not exceed twice the amount of any Fees paid for the subscription.
a loss of profit, revenue, savings, business, use, data (including Data), and/or goodwill;
b any tax shortfall, penalties or use of money interest (UOMI) charged by Inland Revenue for any reliance on the material supplied in the Service;
c consequential, indirect, incidental or special damage or loss of any kind.
11.4 Clauses 11.1, 11.2 and 11.3 do not apply to limit either Party’s liability under or in connection with these Terms for:
b fraud, wilful misconduct, or wilful breach of the Terms;
c a breach of clause 8.1 or 8.2; or
11.5 Clauses 11.2 and 11.3 does not apply to limit your liability:
b under the indemnity in clause 6.5; or
c for those matters stated in clause 11.4a to11.4d..
11.6 Neither Party will be responsible, liable, or held to be in breach of these Terms for any failure to perform its obligations under these Terms or otherwise, to the extent that the failure is caused by the other Party failing to comply with its obligations under these Terms, or by the negligence or misconduct of the other Party. This includes, but not limited to, calculation errors or an unreasonable interpretation of the training material.
11.7 Each Party must take reasonable steps to mitigate any loss or damage, cost or expense it may suffer or incur arising out of anything done or not done by the other Party under or in connection with these Terms or the Service.
12 TERM, TERMINATION AND SUSPENSION
12.1 Unless terminated under this clause 12, these Terms and your right to access and use the Service:
a starts on the Start Date; and
b continues for a period of 100 days (“the access period’).
a breaches any material provision of these Terms and the breach is not:
i remedied within 10 business days of the receipt of a notice from the first Party requiring it to remedy the breach; or
ii capable of being remedied.
12.4 You may terminate these Terms and your right to access and use the Service by notifying us directly.
12.5 Any refund of Fees is at the sole discretion of us. We will decide what is appropriate based on the circumstances. A change of mind will not usually be enough for a refund.
12.6 Any refunds will be either refunded via PayPal, or via Direct Credit to you.
12.8 Except to the extent that a Party has ongoing rights to use Confidential Information, at the other party’s request following termination of these Terms, a Party must promptly return to the other Party or destroy all Confidential Information of the other Party that is in the first Party’s possession or control.
12.9 Without limiting any other right or remedy available to us, we may restrict or suspend your access to and use of the Service and/or delete, edit or remove the relevant Data if we consider that you have:
a undermined, or attempted to undermine, the security or integrity of the Service or any Underlying Systems;
b used, or attempted to use, the Service:
i for improper purposes; or
ii in a manner, other than for normal operational purposes, that materially reduces the operational performance of the Service;
c transmitted, inputted or stored any Data that breaches or may breach these Terms or any third party right (including Intellectual Property Rights and privacy rights), or that is or may be Objectionable, incorrect or misleading; or
d used your login for allowing access to a person other than yourself or your partner.
e Used your login for running a group training session.
f otherwise materially breached these Terms.
13.1 Neither Party is liable to the other for any failure to perform its obligations under these Terms to the extent caused by Force Majeure.
13.2 No person other than you and us has any right to a benefit under, or to enforce, these Terms.
13.3 For us to waive a right under these Terms, that waiver must be in writing and signed by us.
13.4 If we need to contact you, we may do so by email or by posting a notice on the Website. You agree that this satisfies all legal requirements in relation to written communications.
13.5 These Terms, and any dispute relating to these Terms or the Service, are governed by and must be interpreted in accordance with the laws of New Zealand. Each Party submits to the non-exclusive jurisdiction of the Courts of New Zealand in relation to any dispute connected with these Terms or the Service.
13.6 Clauses which, by their nature, are intended to survive termination of these Terms, including clauses 6.2, 8, 9, 11, 12.8 and 13.5, continue in force.
13.7 If any part or provision of these Terms is or becomes illegal, unenforceable, or invalid, that part or provision is deemed to be modified to the extent required to remedy the illegality, unenforceability or invalidity. If a modification is not possible, the part or provision must be treated for all purposes as severed from these Terms. The remainder of these Terms will be binding on you.
13.8 Subject to clauses 2.1 and 9, any variation to these Terms will be updated on our Website. When you sign-up as a new user or complete a renewal of the Service, you agree to the terms as published at that time.
13.9 These Terms set out everything agreed by the parties relating to the Service, and supersede and cancel anything discussed, exchanged or agreed prior to the Start Date. The parties have not relied on any representation, warranty or agreement relating to the Service that is not expressly set out in these Terms, and no such representation, warranty or agreement has any effect from the Start Date. Without limiting the previous sentence, the parties agree to contract out of sections 9, 12A and 13 of the Fair Trading Act 1986.
13.10 You may not assign, novate, subcontract or transfer any right or obligation under these Terms without our prior written consent, that consent not to be unreasonably withheld. You remain liable for your obligations under these Terms despite any approved assignment, subcontracting or transfer.
13.11 We are not financial advisors as the information that we are giving you in the Service is primarily in relation to the accounting of your rental property, tax return preparation, and your tax obligations. All the information we present is of a general nature. You should seek professional investment or financial advice before making any decisions involving the sale and purchase of a property or any investment decisions.
13.12 The information provided by Rental Coach does not constitute legal or professional advice nor is it conveyed or intended to be conveyed in the course of any adviser-client discourse, but is intended to be general information with respect to common legal and professional issue. The information given is based on general tax principles. It is still up to you to apply this to your own situation. If you are unclear how the information applies to your situation, then we would recommend you consulting with a tax advisor or an accountant.