Terms of Use

These Terms of Use are current as at 21 April 2023

1. Introduction

QWB Lab Limited, a company incorporated in New Zealand (Company Number 8229162), with its registered office at 1/18 Westwell Road, Belmont, Auckland 0622, New Zealand (herein referred to as “QWB Lab”, “we”, “our” or “us”) provides and operates a platform service offering that enables cultural organisations to measure, understand, improve and articulate their impact on wellbeing, inspired by the OECD wellbeing framework (the “QWB Lab Platform”). 

QWB Lab also has a public website https://qwblab.com (the “QWB Lab Website”).

As applicable, the QWB Lab website is made available to a public user or the QWB Lab Platform is made available to a QWB Lab client user (herein referred to as a “User“or “you”).

A client User, with a User ID that enables them to access the QWB Lab Platform (via a link at the QWB Lab Website), who use certain QWB Lab Platform services, may also be referred to herein as a “Client”.

A public User or client User is subject to compliance with:

i. applicable Terms of Use as set out below; and

ii. our Privacy Policy also set out in the QWB Lab Website www.qwblab.com/privacy-policy

2. Application

2.1 These Terms of Use apply to a User. 

2.2 As a User who accesses and uses the QWB Lab Website: 

i. you consent and agree to these Terms of Use; and 

ii. where your access and use is on behalf of another Person (e.g. a company), including where you have an employment relationship or services contract with that Person, you confirm that you are authorised to, and do in fact, consent and agree to these Terms of Use on that Person’s behalf, and that, by agreeing to these Terms of Use on that Person’s behalf, that Person is bound by these Terms of Use.

2.3 If you do not consent and agree to these Terms of Use you are not authorised to access and use the QWB Lab Website, and you must immediately stop doing so. 

3. Definitions

In these Terms of Use, the following terms are defined:

  • “Intellectual Property Rights (“IPR”)“ means any of copyright (including any right in software), patent, utility model, registered design, unregistered design right, industrial design, domain name rights, moral rights, database right, and any trade secret, trade or service mark, trade or business name, goodwill or rights in confidential information (including the right for such information to be kept confidential),know-how and any other intellectual proprietary right (whether or not such rights are registered or capable of being registered).
  • “Personal Information“ means information about an identifiable living person.
  • “Person” means a natural person, partnership, joint venture, body corporate, association, trust, governmental agency or other legal entity.
  • “Underlying System” means any network, system, software, data or material that underlies or is connected to or linked to the QWB Lab Website (including the QWB Lab Platform). 
  • “User ID” means a unique name and/or password allocated to a Client that allows them to access the Client only (non-public) portal of the QWB Platform. 
  • “Virus” means any software, code, file, programme devices or other devices including “time bombs”, "worms", "viruses", "Trojan horses", "protect codes", "data destruct keys", “ransomware”, "malware", "backdoors” that are intended to access, modify, delete, damage, deactivate or disable the QWB Lab Website or an Underlying System, and which are designed to prevent, impair or otherwise adversely affect their operation  or network or any telecommunications service, equipment or network or any other service or device. 

4. Compliance obligations

4.1 You must provide true, current and complete information in your engagement with the QWB Lab Website and us (including, where applicable, registering your details or other required information) and you must promptly update that information as required so that the information remains true, current and complete. QWB Lab reserves the right to verify and deny access where such required data is incomplete, incorrect, inappropriate, misleading and or missing.

4.2 Where you are a Client and given a User ID, you must keep your User ID secure and:

i. not permit any other Person to use your User ID, including not disclosing or providing it to any other Person; and 

ii. immediately notify QWB Lab if you become aware of any disclosure or unauthorised use of your User ID, by sending an email to QWB Lab Limited ‘s as set out at Section 12.3.

4.3 You must:

i. not do or attempt to do anything that is unlawful, which is prohibited by any laws applicable to the QWB Lab Website, which we would consider inappropriate, or which might bring us or QWB Lab Website into disrepute including:

a. anything that would constitute a breach of an individual’s privacy (including uploading Personal Information without an individual's consent) or any other legal rights;

b. using the QWB Lab Website to defame, harass, threaten, menace or offend any person or post, submit or otherwise distribute unlawful, defamatory, abusive, obscene or offensive materials;

c. interfering with any other user of the QWB Lab Website;

d. using the QWB Lab Website to send unsolicited electronic messages; or

e. facilitating or assisting a third party to do any of the above acts;

ii. not act in a way, or use or introduce anything including any Virus that in any way compromises, or may compromise, the QWB Lab Website or any Underlying System, or otherwise attempt to damage or interfere with the QWB Lab Website or any Underlying System; and 

iii. access the QWB Lab Website via standard web browser only and not by any other method. Such other methods include, without limitation, scraping, deep linking, harvesting, data mining, use of a robot or spider, automation, or any similar data gathering, extraction or monitoring method. 

4.4 You must not establish a link to the QWB Lab Website unless we have provided you with prior written permission. If you wish to seek our permission, then please contact us per Section 12.3.  

5. QWB Lab Website content 

5.1 QWB Lab Limited uses reasonable endeavours to ensure the accuracy and completeness of the QWB Lab Website content.

5.2 QWB Lab Website content, where accessed by a public user, is informational only in relation to the QWB Lab Platform service offerings. QWB Lab Website content is not in any manner advisory in nature and therefore cannot be relied on in that context.

5.3 The QWB Lab Website may also contain related information including third party content. To the extent:

i. that content published by QWB Lab on the QWB Lab Website is created by a third-party author then QWB Lab does not endorse the views or content expressed therein; and

ii. that the QWB Lab Website contains links to websites operated by third parties, we do not control, endorse or approve, and are not responsible for the content of such websites. 

6. QWB Lab Limited Intellectual Property Rights

6.1 We (and our service providers or licensors or other third parties, as applicable) own all proprietary rights (including IPR) in the QWB Lab Website (including, as applicable, in any of the domain name, trade or service marks, content (whether data or text, graphics, artwork, photographs, logos, icons, sound recordings, videos) and generally the look and feel) and in any Underlying Systems.

6.2 Your use of the QWB Lab Website and its content does not grant or transfer to you any rights, title or interest in relation to our proprietary rights (including IPR). You must not: 

i. copy or use, in whole or in part, any of our proprietary rights (including IPR); 

ii. breach any of our proprietary rights (including IPR) including (without limitation) altering or modifying any of it or causing any of it to be framed or embedded in another website or platform or creating derivative works from it.

7. Disclaimers

7.1 To the extent permitted by law, we (and our service providers or licensors, as applicable) make no representation or warranty or have no liability or responsibility to you or any other Person in connection with:

i. the QWB Lab Website being unavailable (in whole or in part) or performing slowly;

ii. any error in, or omission from, any information or content made available to a public user through the QWB Lab Website;

iii. any exposure to Viruses or other forms of interference which may damage your computer systems when you access or use the QWB Lab Website including downloading data of any kind. You are responsible for ensuring the process by which you access and use the QWB Lab Website protects your computer systems including protection from Viruses or other risks via the Internet.

7.2 We make no representation or warranty that the QWB Lab Website is appropriate or available for use in all countries or that the content satisfies the laws of all countries. You are responsible for ensuring that your access to and use of the QWB Lab Website is not illegal or prohibited and for your own compliance with applicable local laws. 

7.3 The QWB Lab Website may be accessed throughout New Zealand and overseas. We make no representation that the QWB Lab Website complies with the laws of any country outside New Zealand. If you access QWB Lab Website from outside New Zealand, you do so at your own risk and are responsible for complying with the laws of the jurisdiction where you access the QWB Lab Website

8. Privacy

We respect your privacy and understand protecting your Personal Information is important. Our Privacy Policy (available on the QWB Lab Website at www.qwblab.com/privacy-policy) sets out how we will collect and handle your Personal Information. 

9. Liability

9.1 To the maximum extent permitted by law:

i. your access and use the QWB Lab Website at your own risk; and 

ii. we are not liable or responsible to you or any other Person for any loss, damage or expense, howsoever arising whether in contract, tort (including negligence), equity, breach of statutory duty, or otherwise, whether direct or indirect, and/or whether present, unascertained, future or contingent  (a “Liability”) suffered by you or any third party, arising from or in connection with your use and/or any inaccessibility of, interruption to, or, outage of, the QWB Lab Website and/or any loss or corruption of data, and/or the fact that the QWB Lab Website content is incorrect, incomplete or out-of-date. 

9.2 Except to the extent permitted by law, nothing in these Terms of Use has the effect of contracting out of the New Zealand Consumer Guarantees Act 1993 or any other consumer protection law that cannot be excluded. 

10. Changes 

We may change these Terms of Use at any time by updating them on the QWB Lab Website. Unless stated otherwise, any change takes effect immediately. You are responsible for ensuring you are familiar with the latest Terms of Use. By continuing to access and use the QWB Lab Website, you agree to be bound by the changed Terms of Use. 

11. Suspension and Termination 

11.1 Without prejudice to any other right or remedy available to us, if we consider that you have breached these Terms of Use or we otherwise consider it appropriate, we may immediately, and without notice, suspend or terminate your access to the QWB Lab Website (or any part of it). On suspension or termination, you must immediately cease using the QWB Lab Website (or any part of it) and must not attempt to gain further access.

11.2 We may, at any time and without notice to you, change suspend or discontinue or restrict access to the QWB Lab Website, in whole or in part. We may also exclude any Person from using the QWB Lab Site, at any time and at our sole discretion. We are not responsible for any Liability you may suffer arising from or in connection with any such discontinuance or other exclusionary actions.

12. General

12.1 Governing Law

These Terms of Use, and any dispute relating to these Terms of Use, 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 of Use. 

12.2 Severability 

If any part or provision of these Terms of Use 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 of Use.  The remainder of these Terms of Use will be binding on you.

12.3 Communication 

12.3.1 If we need to contact you, we may do so by email (where your details are held by us), or, where it is general to all Users, by posting a notice on the QWB Lab Website. 

12.3.2 If you have a question for us, please contact us by email contactus@qwblab.com