Last Updated: 25th September 2026

TABLE OF CONTENTS

OVERVIEW AND THE PLATFORM

1.1 Operator Entity and Corporate Scope: SEE AND DO NEW ZEALAND LIMITED, a duly incorporated company in New Zealand ("See and Do NZ", "us", or "we"), operates a public travel discovery network and Online Travel Agency (OTA). See and Do NZ owns and manages the integrated digital booking ecosystem known collectively as the Platform, which markets and sells New Zealand tourism experiences directly to global and domestic travellers via the website SeeAndDo.co.nz, associated applications, and digital channels.

The Platform incorporates a proprietary Affiliate Platform and distribution network alongside the video content website SeeAndDo.TV. Through this promotional arm, commercial sub-agents and affiliates ("Affiliate(s)")—including New Zealand accommodation providers, tourism businesses, and international tourism operators and agents—access the Platform to book Services directly for their guests or to refer Customers to the Platform. To facilitate these referrals, See and Do NZ produces, hosts, and distributes digital and physical promotional tools, including regional destination video streams, downloaded video files, automated website booking widgets, tracked reservation links, and custom-printed QR code posters. These multi-channel tools drive visual engagement and route offline and online consumer traffic directly to the Platform to execute verified booking transactions. Each Affiliate maintains a contractual relationship exclusively with See and Do NZ, and no direct contractual relationship exists between any Affiliate and a listed Supplier under this Agreement.

1.2 Core Portal Infrastructure: The SeeAndDo.co.nz website consists of three distinct, password-protected or access-controlled portals, each operating on independent user databases with no internal data crossover:

(a) Supplier Portal: Accessible to registered tour operators, activity providers, organisers, ticket suppliers, transport operators, attractions, and other tourism-related businesses ("Supplier(s)"). It allows Suppliers to create and configure listings, upload media, coordinate live booking inventory, track commissions, and manage accounts.

(b) Affiliate Portal: Accessible to registered accommodation providers, local businesses, international tourism agents, and commercial partners ("Affiliate(s)"). It allows Affiliates to access promotional referral tools, process direct bookings on behalf of their guests or customers, and track referral commissions.

(c) Customer Portal: The consumer-facing digital interface through which the general public and end users ("Customer(s)") browse listings, purchase tickets, and manage automated reservation profiles.

1.3 Independent Account Rule: A Supplier who also wishes to participate as an Affiliate must establish a completely separate, independent Affiliate account using distinct login credentials. Accounts do not automatically link across portals.

1.4 SeeAndDo.TV Operations: The website SeeAndDo.TV (www.seeanddo.tv) is a separate video content repository within the Platform ecosystem that provides digital media distribution channels serving two distinct purposes:

(a) For Affiliates: Regional and destination-specific video files are available for online streaming and direct digital download. Affiliates may download these files to store locally and play via physical media devices (including, but not limited to, USB drives, hardware media players, or internal computer loops) on display screens within their premises. Affiliates log in through SeeAndDo.TV using credentials linked directly to their master SeeAndDo.co.nz Affiliate account.

(b) For Suppliers: Suppliers may purchase an optional annual premium video listing to host and showcase their own promotional activity videos on SeeAndDo.TV, mapped to the relevant geographic region of their Service, to capture the attention of travellers online or within physical affiliate establishments.

1.5 Active Marketing and Booking Facilitation Framework:

(a) Promotional and Media Activities: The Supplier acknowledges and agrees that See and Do NZ is an active marketing partner that invests significantly in the promotion of New Zealand tourism. This includes producing regional destination videos, managing extensive affiliate distribution structures, and creating physical promotional materials to actively drive Customer engagement and bookings to the Supplier.

(b) Commercial Agency Boundaries: While See and Do NZ actively markets, promotes, and facilitates the booking transaction as an authorized commercial agent on behalf of the Supplier, the physical delivery of the experience remains the sole responsibility of the Operator. In no event shall See and Do NZ be deemed the direct provider, operator, physical custodian, or direct contractual partner for the physical execution of the Services booked by a Customer.

2. Definitions

In this Agreement, the following terms have the strict meanings set out below:

Adventure Activity: A Service classified as an adventure activity under the New Zealand Health and Safety at Work (Adventure Activities) Regulations 2016, requiring the Supplier to be registered with WorkSafe NZ and to hold a current, valid safety audit certificate.

Affiliate: An accommodation provider, tourism business, local business, international tourism agent or operator, or other commercial partner who participates in the See and Do NZ Affiliate Platform network to promote Supplier Services and earn tracking commissions on completed bookings.

Affiliate Portal: The secure, password-protected section of the Platform accessible to registered Affiliates through the SeeAndDo.co.nz website and SeeAndDo.TV website interface, used to manage affiliate tools, download media assets, execute guest bookings, and track commission summaries.

Booking System: A Supplier's native, third-party reservation software and availability management platform (such as Rezdy or IBIS) connected directly to the Platform via a live API data integration feed.

Boosted Listing: A premium, paid promotional advertising placement at the top of a relevant regional or category page on the Platform purchased by a Supplier in accordance with Section 14 of this Agreement.

Chargeback: A formal reversal or revocation of a Customer payment transaction initiated by the Customer's banking institution or card provider after payment has been collected by See and Do NZ’s gateway.

Commission: The percentage fee or contractually fixed revenue slice retained by See and Do NZ from the baseline gross price of a successfully completed booking. This fee is separately agreed between See and Do NZ and the Supplier. While See and Do NZ currently absorbs the payment gateway credit card transaction fee out of its own retained commission balance, See and Do NZ reserves an absolute, discretionary right to modify this structure at any time. We retain full freedom to pass this transactional cost directly onto the Supplier or the Customer in the future, subject to platform policy updates.

Customer: An end user, traveller, consumer, or visitor who browses, purchases, intends to purchase, or executes a reservation transaction for a listed Service through any channel on the Platform.

Customer Portal: The consumer-facing digital interface through which the general public and end users may securely log in to access their automated reservation profiles, review transaction history, and retrieve or download their active booking tickets on the SeeAndDo.co.nz website. For the avoidance of doubt, access to the Customer Portal is not required to complete a transactional booking.

Digital Media Content License: The royalty-free, worldwide, perpetual, non-exclusive license granted by a Supplier to See and Do NZ upon submission of promotional media, authorizing See and Do NZ to host, stream, distribute via download, scrape, and display audio-visual files across SeeAndDo.TV, SeeAndDo.co.nz, and connected affiliate media loops.

Discount Deal Boost: A temporary, Supplier-initiated discounted pricing tier placed on a listed Service, which automatically generates a promotional listing placement on the Platform ordered hierarchically by highest discount percentage.

Listing Channels: The three (3) distinct operational frameworks available to a Supplier upon registration, defined specifically as API Integration, the Email Notification System, and static Paid Listings.

Paid Listing: A static promotional advertisement placement on the Platform purchased by a Supplier for an agreed subscription fee, utilized where automated transactional booking features are non-applicable or not integrated into the Supplier's business model.

Platform: The entire integrated travel discovery, digital media production, and online booking network owned and operated by See and Do NZ, hosted on and accessible through SeeAndDo.co.nz, SeeAndDo.TV, linked backend portals, applications, social media pipelines, and physical affiliate distribution arrays (including website widgets, tracked email links, and custom-printed QR code posters).

Risk Disclosure: The formal hazard identification document required to be uploaded by Adventure Activity Suppliers to their portal profile for mandatory display to Customers prior to booking, in strict accordance with WorkSafe NZ regulations.

SeeAndDo.TV: The dedicated video content repository website (www.seeanddo.tv) operated by See and Do NZ, forming an integrated promotional arm of the Platform, which hosts regional destination videos for online streaming or direct digital download by Affiliates for local display, and provides annual premium video hosting listings for Suppliers.

Service: Any tour, sightseeing excursion, leisure activity, experience, physical attraction, transport link, hospitality product, or alternative tourism-related service offered by a Supplier and published on the Platform.

Supplier: A tour operator, activity provider, experience organizer, ticket supplier, transport operator, attraction, restaurant, local market, art gallery, or other tourism-related business entity that lists their products or services on the Platform.

Supplier Portal: The secure, password-protected section of the Platform accessible exclusively to registered Suppliers through the SeeAndDo.co.nz website layout, utilized to configure listings, adjust real-time inventory, track financial payouts, manage accounts, and purchase premium promotional products.

WorkSafe NZ: WorkSafe New Zealand (Mahi Haumaru Aotearoa), the crown entity and government regulator responsible for workplace health and safety in New Zealand, including the enforcement of safety audits under the Health and Safety at Work (Adventure Activities) Regulations 2016.

3. Scope Of Application And Contractual Relationships

3.1 Scope of the Agreement: These terms and conditions ("Conditions" or "Agreement") govern the commercial relationship between the Supplier and See and Do NZ exclusively.

3.2 Independent Customer-Supplier Contracts: The direct commercial relationship between the Customer and the Supplier for the actual delivery of the experience is not governed by this Agreement. Instead, it is governed by the individual service contract entered into directly between the Customer and the Supplier at the time of booking.

3.3 Default Customer Terms and Product-Specific Field: The fallback agreement governing the relationship between Customers and Suppliers is the General Terms and Conditions displayed publicly on the See and Do NZ website. Where a Supplier wishes to enforce specific operational rules, age limits, safety policies, or cancellation terms beyond those default customer conditions, the Supplier must input their unique parameters into the dedicated product-specific terms field provided within their listing setup layout inside the Supplier Portal.

3.4 Supplier Liability for Custom Text: Any product-specific terms provided by the Supplier will be displayed automatically to Customers on the relevant listing page. The Supplier assumes sole, exclusive liability for the legal validity, clarity, accuracy, and appropriateness of any custom text or terms they choose to upload. See and Do NZ excludes all liability and will not be held responsible for arbitrating any consumer disputes arising from Supplier-specific policy text displayed on the Platform.

3.5 External Portals Framework: For the avoidance of doubt, the legal relationship between See and Do NZ and consumer end-users is governed independently by the Customer Terms and Conditions available on the SeeAndDo.co.nz website. The relationship between See and Do NZ and its hospitality or booking partners is governed independently by the See and Do NZ Affiliate Terms and Conditions, which are accessible through the Affiliate Portal network.

4. Supplier Registration And Channel Selection

4.1 Execution of Enforceable Agreement: By completing the digital registration process on the Platform, creating an account, and clicking the "I Agree" button, the Supplier explicitly acknowledges that they are entering into a legally binding commercial agreement with See and Do NZ, and that these Conditions constitute a valid, enforceable contract between the parties. The individual executing this Contract on the Supplier's behalf represents and warrants that they are fully authorised, empowered, and legally competent to bind the business entity to these Conditions. See and Do NZ is under no legal obligation to verify the identity, authenticity, or authority credentials of the individual executing the account setup.

4.2 Mandatory Listing Channel Selection: Upon successful registration, the Supplier must select the specific operational framework that applies to their commercial business model. The Platform provides three (3) distinct listing channel pathways, which the Supplier is responsible for selecting appropriately:

(a) API Integration: For operators connecting an external third-party reservation software (such as Rezdy or IBIS) to automatically synchronize real-time pricing and transactional inventory.

(b) Email Notification System: For operators utilizing the manual See and Do NZ dashboard to coordinate booking requests, date allocations, and automated customer refunds via manual dashboard commands.

(c) Paid Listing: For operators establishing a static promotional feature or advertisement where direct, transactional end-user booking configurations are non-applicable to their business operations.

4.3 Configuration and Content Responsibility: The Supplier assumes sole, exclusive responsibility for ensuring their chosen listing channel is configured accurately, completely, and tested thoroughly before requesting publication or going live on the Platform. The Supplier must ensure all Service descriptions, API data streams, dashboard settings, contact emails, and profile elements are kept completely true, updated, and accurate.

4.4 New Zealand Taxation and Commercial Compliance:
The Supplier shall offer and render all listed Services in strict compliance with the practices, codes, and regulations of the New Zealand Inland Revenue Department (IRD). All prices uploaded, configured, or transmitted via an API data stream to the Platform must represent the absolute final gross cost to the consumer.

During the digital registration process, the Supplier must explicitly declare whether they are registered for GST within their profile settings. The Supplier assumes exclusive, total liability for the accuracy of this declaration. Where a Supplier is not registered for GST, they acknowledge that the system-generated customer ticket will omit a Supplier GST number. The Supplier remains solely responsible for accounting for any required tax components or professional business declarations directly with the IRD.

4.5 Account Fraud and Discretionary Suspension Rights: See and Do NZ is not responsible for verifying Supplier credentials but reserves the absolute right to review, audit, suspend, reconfigure, or terminate any Supplier account or listing channel selection at any time without notice or liability. This right may be exercised where there is reasonable suspicion of fraudulent registration, misrepresentation, unauthorized use, a failure to maintain the technical infrastructure required for an API connection, or a breach of these platform listing standards.

5. THE SERVICE PROVIDED BY SEE AND DO NZ

5.1 Commercial Agency and Payment Authorization: The Supplier authorises See and Do NZ, directly and indirectly through the use of Affiliates and sub-agents, to:

(a) Promote, advertise, and offer Services to Customers on the Supplier's behalf;

(b) Conclude contracts with Customers in the name of and on behalf of the Supplier where booking features are utilised on the Platform; and

(c) Collect payments from Customers for the Services on behalf of the Supplier and hold those payments securely until the successful completion of the booked Service.

The Supplier further authorises See and Do NZ's third-party payment service provider (Payment Service Provider, such as Stripe) and any other third party authorised by See and Do NZ to process data required to permit the transfer of funds to the Supplier's nominated payment account, or as otherwise required in order to operate the Platform.

5.2 Optional Promotional Products and Services: See and Do NZ offers all Suppliers a range of optional additional promotional products and services, which are initiated by the Supplier from within their Supplier Account when logged in. These include:

(a) Boosted Listings: Paid promotional placements at the top of relevant listing pages on the Platform, available for purchase by the Supplier through their Supplier Account.

(b) Discount Deal Boosts: Supplier-initiated temporary discounted pricing on listed Services, generating promotional placement on the Platform in order of highest discount percentage.

(c) SeeAndDo.TV Video Listings: Paid annual listings allowing Suppliers to add their own promotional activity videos to SeeAndDo.TV for display in their relevant region or regions through accommodation establishments and other Affiliate locations throughout New Zealand.

(d) Other Promotional Campaigns: Additional marketing or promotional opportunities offered by See and Do NZ from time to time which Suppliers may elect to participate in.

Pricing for all promotional products is as published on the Platform from time to time and may be updated at See and Do NZ's discretion. All promotional purchases are non-refundable once invoiced.

5.3 Business Goodwill and Promotion: See and Do NZ facilitates the promotion, and where booking features are utilised, the negotiation and completion of the sale of Services between Customers and Suppliers by way of the Platform. This contributes to increasing the Supplier's goodwill, promoting the Supplier's Services, and generally encouraging Customers to place bookings with Suppliers.

5.4 Media Capture and Rights: To secure high-quality advertising materials and conduct regional promotional campaigns to market the Supplier's experiences, the Supplier agrees to permit appointed See and Do NZ media representatives to participate physically in their listed Services upon reasonable advance notice. All photographs, raw video files, drone footage layers, and promotional media captured during such participation remain the copyrighted property of See and Do New Zealand Limited, to be hosted and distributed across the Platform and SeeAndDo.TV [2.1].

The Supplier agrees to provide See and Do NZ media staff with access to their Services at no charge for this purpose; provided always that such access remains strictly subject to asset manifest availability, seasonal capacity thresholds, and is mutually coordinated so as not to displace commercial paying Customers during peak operational trading windows.

5.5 Quality Control and Internal Ledger Reversals: To maintain strict quality control, monitor data synchronization integrity, and audit real-time customer service standards, See and Do NZ reserves an absolute right to appoint anonymous test shoppers who may book a Supplier's Service up to four (4) times per calendar year entirely without prior notice. Test shoppers shall only disclose their quality-audit status after the booking instance or physical experience has been fully executed.

In the event of a finalized test booking sequence, See and Do NZ will execute an automated internal ledger adjustment, withholding or reversing the collected booking revenue from the Supplier’s next account payout cycle. The Supplier shall receive a comprehensive feedback brief outlining technical performance and service findings within fourteen (14) days of disclosure.

5.6 Content Modification, AIO Formatting, and Self-Service Editing Rights: See and Do NZ reserves the right to edit, optimise, reformat, structure, or otherwise modify Supplier listing content—including titles, descriptions, images, and other listing information—at any time and without notice, for the purposes of improving discoverability, search engine performance, conversion, and alignment with external AI Search Optimisation (AIO) frameworks or partner channels (such as Google Things to Do). This includes updates made using information sourced from the Supplier's own website, API data, or other publicly available sources.

The Supplier retains full self-service access to their account and may log into the Supplier Portal at any time to edit, update, or modify their own listings, profile page, and imagery directly.

Where a Supplier has multiple listings on the Platform, See and Do NZ may use information brought in through the Supplier's API connection to populate, update, separate, or differentiate individual listing pages to ensure each listing is accurately represented as a single distinct product type on the Platform The Supplier remains responsible for the accuracy of their listing information at all times and should review their listings regularly to ensure they accurately reflect their Services. Where a Supplier believes any modification made by See and Do NZ is inaccurate, they may log into the Supplier Portal to correct or edit it themselves, or alternatively contact See and Do NZ at [email protected] to request an adjustment.

6. GOOGLE THINGS TO DO (TTD)

6.1 Program Scope and Visibility: See and Do NZ actively submits eligible Supplier listings to Google Things To Do ("Google TTD"), which is Google's proprietary platform for showcasing tours, activities, and attractions across Google Search, Google Maps, and related Google interfaces. Inclusion in the Google TTD network provides substantial additional global visibility, search ranking advantages, and direct consumer discoverability for eligible Supplier listings at no extra cost to the Supplier.

6.2 Mandatory Google TTD Eligibility Criteria: To qualify for automated submission and indexing on Google TTD, the Supplier’s listing must strictly comply with all technical and structural platform requirements, including:

(a) Architectural Structure: The listing must represent a single, distinct experience or product type per page (for example, a standalone page for a specific tour type) to allow Google to cleanly parse live pricing data;

(b) Content Accuracy: The listing must remain fully active on the Platform with comprehensive, high-quality imagery and accurate informational fields;

(c) Live Technical Connection: The listing must feature real-time live availability, valid pricing arrays, and instant booking confirmation delivered through a supported third-party Booking System API connection; and

(d) Geographic Point of Interest: The experience must be directly associated with a recognized, physical Google Point of Interest or verified Google Maps location.

6.3 Platform Discretion and Third-Party Control: The Supplier explicitly acknowledges that not all listings will qualify for Google TTD integration. See and Do NZ submits eligible listings at its sole operational discretion and provides no guarantee, warranty, or representation that any submitted listing will be approved, indexed, or displayed by Google. The final decision to approve, rank, position, or display any listing on Google TTD rests exclusively with Google and is governed entirely by Google's independent algorithms, system configurations, and corporate policies, which remain completely beyond See and Do NZ's control or liability.

7. Duties and Obligations of the Supplier

7.1 Informational Accuracy and Platform Liability: The Supplier represents and warrants that all information provided in respect of their Services through the Supplier Account shall at all times be true, accurate, complete, and not misleading. The Supplier is responsible for updating their listing information promptly as required to maintain accuracy at all times. The Supplier acknowledges that See and Do NZ may from time to time edit or optimise listing content in accordance with clause 5.6, and remains responsible for reviewing their listings regularly to ensure accuracy. The Supplier may be held liable for Customer claims arising from inaccurate or misleading information displayed on the Platform, including information about Services or prices.

7.2 Booking Notifications and API Integrity: The Supplier must actively manage their chosen operational channel to prevent customer friction, adhering to the following strict timelines:

(a) Manual Email Notification Suppliers: The Supplier is required to monitor the email address registered in their Supplier Account at least once per day and to action any booking notifications promptly. Bookings must be officially actioned within the manual dashboard—by accepting, cancelling, or requesting a date change—as soon as possible and strictly within 48 hours of receipt of the booking notification.

(b) API-Connected Suppliers: Where the Supplier uses a connected Booking System via API, the Supplier assumes sole, exclusive responsibility for keeping their native third-party booking platform accurate, online, and up to date at all times. The Supplier must ensure that availability, live pricing structures, and booking data transmitted to the Platform are 100% current and correct. See and Do NZ accepts no liability for system sync failures, static rate mismatches, or overbookings caused by an un-synced or lagging API connection.

7.3 New Zealand Statutory and Regulatory Compliance: The Supplier represents and warrants that all Services shall be rendered in strict compliance with all applicable laws of New Zealand and shall not violate the rights of any third parties. The Supplier particularly warrants:

(a) Health and Safety Frameworks: To comply with all consumer protection, health and safety, and other applicable protection, information, and consultation duties and regulations, including the Health and Safety at Work Act 2015 and all subsequent regulations made under it.

(b) Administrative Licensing and Permits: To ensure all administrative permits, licences, insurances, and authorisations required to lawfully operate and deliver their Services in New Zealand are current, complete, and valid at all times, and to instruct all service partners accordingly. This includes, but is not limited to:

(i) Adventure Activity Operators: Current and verified registration with WorkSafe New Zealand alongside a valid safety audit certificate under the Health and Safety at Work (Adventure Activities) Regulations 2016;

(ii) Adventure Aviation Operators: A current operator certificate issued by the Civil Aviation Authority (CAA) of New Zealand under Civil Aviation Rule Part 115, covering operations including tandem skydiving, paragliding, hang gliding, hot air ballooning, scenic flights, helicopter tours, microlights, warbirds, and gliding; and

(iii) Marine-Based Activity Operators: Full compliance with all applicable Maritime New Zealand requirements and regulations, including high speed vessel operations, parasailing, swimming operations, shark cage diving, and commercial rafting under Maritime Rule Part 81.

(c) Risk Disclosure Mandate: Where the Supplier's Services are classified as Adventure Activities under the Health and Safety at Work (Adventure Activities) Regulations 2016, the Supplier warrants that they are registered with WorkSafe New Zealand, hold a current safety audit certificate, and have uploaded a current Risk Disclosure document to their Supplier Account for display to Customers prior to booking. See and Do NZ provides the facility to upload the Risk Disclosure document but accepts no responsibility for the accuracy, currency, or legal compliance of any Risk Disclosure uploaded by a Supplier, or for any failure by a Supplier to upload a required Risk Disclosure. The obligation to obtain, maintain, and display a compliant Risk Disclosure rests solely with the Supplier.

(d) Document Provision: Upon request, to provide See and Do NZ with evidence and documentation confirming compliance with the above, including copies of permits, licences, safety audit certificates, insurance certificates, and relevant regulatory registrations.

(e) Regulatory Cooperation: In the event of alleged non-compliance with any of the above, to cooperate promptly and at the Supplier's own expense with any relevant regulatory or administrative authority or consumer protection body.

7.4 Profile Maintenance and Communication Liability: The Supplier is responsible for keeping all information in their Supplier Account profile accurate and current at all times. This includes, but is not limited to:

(i) Primary contact name and details for See and Do NZ communications;
(ii) Sales and marketing email address;
(iii) Accounts email address for invoices, statements, and payment notifications;
(iv) Booking notification email address for booking-related communications;
(v) Phone number and cellphone number as displayed on tickets and Customer communications;
(vi) Bank account details for net ledger payouts and booking revenue distributions;
(vii) GST number;
(viii) Business address and postal address; and
(ix) Any other contact or business information held within the Supplier profile.

The Supplier acknowledges that their contact details and phone numbers are used on Customer tickets and booking communications, and that their bank account details are used for commission payments. See and Do NZ accepts no liability for failed communications, missed bookings, or failed payments resulting from inaccurate or outdated profile information provided by the Supplier. It is the Supplier's sole responsibility to update their profile information promptly whenever any details change.

7.5 Commercial Agency and Comprehensive Safety Indemnity: The Supplier acknowledges and agrees that See and Do NZ acts solely as a commercial agent and online marketplace facilitating the promotion and booking of the Supplier's Services. See and Do NZ is not the provider of any Service listed on the Platform and has no control over the delivery, quality, safety, or outcome of any Service provided by the Supplier.

The Supplier is solely responsible for the safe, lawful, and competent delivery of all Services listed on the Platform, including the safety and wellbeing of all Customers and participants during the delivery of those Services. See and Do NZ accepts no responsibility or liability whatsoever for any personal injury, death, illness, loss, damage, expense, or claim of any nature arising from or in connection with the delivery of, participation in, or failure to deliver any Service by the Supplier, whether caused by the negligence of the Supplier, their employees, contractors, guides, or agents, or otherwise.

The Supplier agrees to indemnify and hold harmless See and Do NZ and its directors, employees, and agents against any claim, loss, damage, or expense (including legal fees) arising from any accident, injury, death, or other incident occurring during or in connection with the delivery of the Supplier's Services, except to the extent caused by the gross negligence or wilful misconduct of See and Do NZ.

7.6 Customer Pre-Arrival Information: The Supplier represents and warrants that they will provide Customers with all necessary information required for the execution of the Service—including meeting point, time, clothing requirements, equipment needed, health and fitness requirements, and any other relevant information—well in advance of the booked Service date. This information must be accurate, complete, and kept up to date at all times within the Supplier's listing.

7.7 Staff Qualifications and Conduct: The Supplier represents and warrants that all guides, instructors, pilots, skippers, and other staff involved in the delivery of Services hold all required legal qualifications, licences, certifications, and professional authorisations applicable to their role and the Services being delivered. The Supplier is fully responsible for the conduct of all guides, staff, contractors, and agents in relation to Customers and any other persons who legitimately participate in or are affected by the Services.

7.8 Intermediary Prohibition and Listing Authenticity: The Supplier may only offer their own direct Services via the Platform. The Supplier may not offer Services as an intermediary or agent for another party. To the extent the Supplier acts as an unauthorized intermediary or agent, they shall be treated as the direct contracting party and held liable for any resulting damages. The Supplier must be prepared and able to perform every Service listed on the Platform at all times. Fictitious, inactive, or sham listings are strictly prohibited.

7.9 Rate Parity and Direct Channel Equality: The baseline pricing, real-time availability matrices, and cancellation terms configured by the Supplier across the Platform must at all times be equal to or better than the rates and terms published directly on the Supplier's own corporate website, social media pages, or internal direct booking channels. Customers who book through the See and Do NZ Platform must be treated with equal hospitality and priority as direct-booking guests. The Supplier is strictly prohibited from imposing localized fees, credit card surcharges, or discriminatory check-in conditions on Customers who route via the Platform that do not apply symmetrically to their own direct-channel patrons.

7.10 Comprehensive Public Liability Insurance: The Supplier shall maintain a comprehensive general liability insurance policy covering all Services offered through the Platform at all times. The insurance sum must be appropriate to the booking volumes and risk profile of the Services offered. The insurance policy must also cover potential claims against or losses suffered by See and Do NZ arising from the Supplier's Services or the Supplier's breach of this Agreement. See and Do NZ reserves the right to request proof of current insurance coverage and proof of premium payment at any time. Failure to maintain adequate insurance is a material breach of this Agreement.

7.11 Final Pricing and Surcharge Prohibition: All prices provided by the Supplier through their account dashboard or API sync stream must represent the absolute final gross cost to the consumer and comply with Section 4.4. The Supplier must not request, demand, or collect any additional payments, administrative surcharges, or forced gratuities from Customers beyond the price displayed on the Platform at the time of checkout.

The sole narrow exception to this provision applies strictly to compulsory, legally mandated local council docking fees, marine environment levies, or Department of Conservation (DOC) passenger concessions that are strictly required by New Zealand statutory frameworks to be collected in person at the point of physical deployment. This exception is only contractually valid provided such dynamic localized overheads were explicitly declared as a mandatory exclusion within the Supplier's product listing text prior to the Customer executing checkout. Any collection disputes or pricing friction arising on-site regarding these excluded surcharges remain an independent matter handled exclusively between the Customer and the Supplier, entirely absolving See and Do NZ of liability in accordance with Customer Section 12.5.

7.12 Content Clearances and Intellectual Property Warranties: The Supplier represents and warrants that they hold and will continue to hold all necessary rights, licences, and consents in respect of all content, images, video footage, audio files, logos, trademarks, and other materials uploaded or submitted to the Platform through their Supplier Account, including but not limited to:

(a) All copyright and intellectual property rights in the submitted content;

(b) Consents of all persons appearing in any images or video footage;

(c) Consents of owners of any property, land, or other rights featured in the content;

(d) Consents required in respect of any cultural protocols or moral rights; and

(e) Any other consents, licences, or permissions required under applicable law.

The Supplier represents and warrants that See and Do NZ's use, reproduction, display, and distribution of the submitted content as permitted under this Agreement does not and will not breach any duty toward or rights of any person or entity, including rights of intellectual property, publicity, privacy, or any rights or duties under consumer protection, product liability, tort, or contract.

See and Do NZ accepts no responsibility or liability whatsoever for any copyright infringement, intellectual property claim, privacy breach, or any other claim arising from or in connection with content submitted by the Supplier through their Supplier Account. The Supplier agrees to fully indemnify, defend, and hold harmless See and Do NZ and its respective directors, employees, and applicable third parties from and against any and all third-party claims, liability, loss, and expense (including reasonable legal fees) arising out of or related to the content submitted by the Supplier or See and Do NZ's use of that content in accordance with this Agreement.

8. COMMISSION AND REVENUE RETENTION

8.1 Individualized Account Settings: The commission rate applicable to each Supplier is as separately agreed between the Supplier and See and Do NZ. See and Do NZ will set and lock the agreed commission rate within the Supplier's account parameters on the Platform. Commission rates may differ between individual Suppliers and between distinct booking types or listing tiers. Any future structural updates or changes to an agreed commission rate must be mutually agreed between the parties.

8.2 Gross Calculation and GST Breakdown:

(a) Commission is calculated at the agreed percentage rate on the gross, GST-inclusive booking value paid by the Customer in New Zealand Dollars (NZD).

(b) The calculated commission amount is deducted automatically from the total booking value collected, and the net balance is held for payout to the Supplier.

(c) See and Do NZ accounts for New Zealand Goods and Services Tax (GST) on its earned commission portion only. The Supplier assumes exclusive, sole responsibility for accounting for GST on the full remaining portion of the booking income to the Inland Revenue Department (IRD).

(d) The monthly commission invoice issued to the Supplier by See and Do NZ will explicitly itemise all completed bookings for the period, showing the gross booking value, the commission deducted, and the net amount payable to the Supplier.

8.3 Reversals and Chargeback Adjustments: Commission is officially earned by See and Do NZ on successfully completed bookings only. If a booking is cancelled for any valid reason prior to completion, no commission will be retained. If a Customer payment transaction is reversed, revoked, or subject to a successful Chargeback initiated by the Customer's banking institution, no commission will be payable to See and Do NZ in respect of that booking. Where commission has already been paid out or deducted in respect of a transaction that is subsequently reversed or charged back, See and Do NZ will adjust and deduct that amount from the Supplier's next monthly statement or ledger payout.

8.4 Transaction Fees and Discretionary Cost Allocation:

(a) Exclusive Supplier Overheads: Any local council taxes, regional environment levies, or operational expenses payable by the Supplier in respect of their physical Services or business income are solely the Supplier's responsibility and will not be compensated, shared, or reimbursed by See and Do NZ.

(b) Current Platform Absorption:

Payment processing and standard electronic checkout gateway transaction fees are currently funded and absorbed entirely by See and Do NZ out of its master commission share, ensuring that neither the Customer nor the Supplier incurs an extra transactional surcharge at checkout.

(c) Absolute Discretionary Fee Adjustments: See and Do NZ reserves an absolute, unrestricted right to modify, alter, or cancel this fee-absorption policy at any time at its sole commercial discretion. See and Do NZ maintains complete freedom to introduce, recalculate, or pass on payment processing fees with immediate effect, choosing at its own option to either calculate and add the transaction processing fees to the booking total at the Customer's cost, or deduct it as a separate transactional overhead from the Supplier's final pay-out ledger, subject directly to live platform policy updates.

8.5 Master Agreement Priority: Where specific commission rates or custom operational terms have been separately signed or agreed between See and Do NZ and a specific Supplier, those customized terms will apply to that Supplier's account. All other general provisions, shields, and liabilities of this Agreement continue to apply in full.

9. Listing Setup And Booking Listings

9.1 Listing Setup Options: During the initial listing setup process, the Supplier must select their preferred operational configuration from the following options:

(a) API Integration: Connecting their existing third-party booking system (such as Rezdy, FareHarbor or IBIS) for automated real-time live pricing and availability.

(b) Email Notification System: Utilising the See and Do NZ manual dashboard and email notification network for manual booking management.

(c) Paid Listing: Selecting a static paid advertising placement where direct transactional booking options are not applicable to their business model.

The Supplier is solely responsible for selecting the option most appropriate to their business and for ensuring their connection or listing is configured accurately and completely before going live on the Platform. Full operational details for each channel are set out in the relevant sections of this Agreement.

9.2 Supplier Accuracy Requirements: The Supplier is responsible for creating and maintaining accurate, complete, and up-to-date listings for each of their Services on the Platform. Each listing must include at a minimum:

(a) A clear and accurate title and description of the Service;
(b) Current pricing inclusive of GST;
(c) Meeting point, departure location, and timing information;
(d) Duration of the Service;
(e) What is included and excluded;
(f) Any age, fitness, health, or weight restrictions applicable to the Service;
(g) Cancellation policy; and
(h) At least one high-quality image.

9.3 Maintenance of Live Content: Listings must be kept current at all times. Services that have been revised, are no longer available, or have been discontinued must be updated or removed from the Platform immediately. See and Do NZ accepts no liability to the Supplier, Customer, or any third party for bookings made in respect of inaccurate, un-synced, or outdated listing information.

9.4 Product Structure and External Optimisation: Each listing must represent a single, distinct experience or product type to comply with Platform architecture and external search engine optimization channels (including Google Things to Do). Where possible, multiple departure times or variations for the same experience should be grouped under one main listing dropdown rather than created as separate pages. See and Do NZ reserves the right to manage, consolidate, structure, or edit listings at its sole discretion to meet these technical and structural requirements.

9.5 Company Branding and Booking Agent Disclaimer: Services must be listed under the Supplier's generally used company or brand name. No impression shall be created, directly or indirectly, that See and Do NZ is the direct provider of the Services, or that See and Do NZ has tested, endorsed, or guaranteed the quality of the Services. See and Do NZ displays a booking facilitator disclaimer on all listings at the time of purchase. Booking confirmations will clearly identify See and Do NZ's role as a booking agent only, and will connect the Customer and Supplier directly post-purchase for ticketing, scheduling changes, queries, or cancellations.

9.6 Modification and Removal Rights: See and Do NZ reserves the right to edit, optimise, reformat, or otherwise modify Supplier listing content at any time and without notice as set out in clause 5.6 of this Agreement. See and Do NZ also reserves the right to temporarily pause, remove, suspend, or decline to publish any listing that does not meet the Platform's content, technical API, or listing standards, without notice and without liability to the Supplier.

10. Booking And Payment Procedure

10.1 User Access and Account Requirements: All visitors to the Platform may view listed Services without prior registration. Customers are not required to establish a consumer profile or create an account to successfully execute a booking transaction.

10.2 Transactional Processing Channels: Where a booking mechanism is active on a listing, Customers execute the transaction directly on the Platform and execute immediate payment. Bookings are routed, captured, and authorized based on the Supplier’s chosen listing channel configuration:

(a) API-Connected Booking System — Instant Confirmation: Where the Supplier has linked their native reservation software via an active API connection with instant confirmation enabled, bookings are automatically validated and drawn directly from the Supplier's live availability manifest. The booking is instantly confirmed to the Customer, the Supplier's manifest is updated automatically, and payment is processed immediately upon confirmation.

(b) API-Connected Booking System — Pending Confirmation: Where the Supplier's API configuration requires manual confirmation, the Customer's funds are captured as an unearned authorization hold in the payment network. The Supplier must officially confirm or decline the reservation via their native software as soon as possible, targeting a window of forty-eight (48) hours. The underlying payment gateway (Stripe) authorization hold is structurally configured to remain active for a maximum platform buffer of up to seven (7) days in accordance with Customer Section 11.4. If formally declined, or if the transaction remains unconfirmed at the expiration of the 7-day hold window, the pending transaction will automatically cancel and the platform will execute a 100% automated reversal to the Customer's original card at no cost.

(c) See and Do NZ Email Notification Booking System: Where the Supplier utilizes the manual dashboard, booking requests are transmitted via email notification. The Customer's payment is securely held as an uncaptured authorization while the Supplier reviews the request. The Supplier must accept, request an alternative date, or cancel the booking request via the Supplier Portal within forty-eight (48) hours.

In accordance with Customer Section 11.4, the underlying financial hold remains legally active on the payment gateway for up to seven (7) days. If cancelled by the Supplier, or if the 7-day technical hold window lapses without dashboard confirmation, the system will automatically trigger a 100% transaction reversal back to the Customer.

10.3 Trust Deposit Framework and Revenue Vesting: All Customer payments are collected and held securely by See and Do NZ on behalf of the Customer as a secure deposit against the booked Service. The collected transaction value does not become vested in or payable to the Supplier until the scheduled Service has been successfully and completely delivered by the Supplier. Until physical delivery occurs, the funds remain customer assets held in trust by See and Do NZ.

10.4 Financial Transparency and Account Access: The Supplier maintains on-demand access within the secure Supplier Portal at any time to review:

(a) All localized tax invoices generated in respect of promotional purchases or listing boosts;

(b) A comprehensive Commission Summary detailing all transactional tracking, gross values, and deducted See and Do NZ commissions; and

(c) A monthly Statement outlining completed services less applicable commissions, any outstanding See and Do NZ promotional invoices, and net historical payouts.

10.5 Invoicing and Statement Reconciliation: A commission invoice for all successfully delivered Services in the preceding month is issued to the Supplier at the close of each calendar month. A comprehensive monthly ledger statement is transmitted to the Supplier's nominated accounts email address at the beginning of the following month. The Supplier or See and Do NZ may raise a written claim regarding a ledger inaccuracy within thirty (30) days of issue. If no formal dispute is logged via [email protected] within this 30-day window, the invoice and statement are deemed legally accurate and accepted by both parties.

10.6 Monthly Payout Schedule: The Supplier will be paid the total net amount owing as verified in the accepted monthly statement—representing all successfully completed and delivered booking payments less See and Do NZ's commission and less any outstanding promotional product invoices—on the 20th day of the calendar month following the actual physical completion of the booked Services.

10.7 Supplier Balances Due: If a monthly statement demonstrates that the Supplier's promotional purchases or penalty invoices exceed the booking revenues collected by See and Do NZ on their behalf, the Supplier assumes a direct commercial obligation to pay See and Do NZ the outstanding net balance by the 20th day of that concurrent month.

10.8 Currency and Interbank Transaction Fees: All financial transactions, authorizations, and settlements are executed strictly in New Zealand Dollars (NZD). See and Do NZ accepts no liability for transaction fees, international conversion margins, or account maintenance costs levied by the Supplier's banking institution, all of which remain at the Supplier's exclusive expense.

10.9 Bank Account Accuracy and Liability: Payments will be remitted directly via electronic funds transfer into the bank account specified within the Supplier's secure profile page. The Supplier assumes exclusive liability for maintaining current, valid, and accurate banking routing details. See and Do NZ excludes all liability for failed distributions, misdirected transfers, or processing delays resulting from inaccurate or outdated banking profiles maintained by the Supplier.

11. Chargebacks And Payment Disputes

11.1 Notification and Ultimate Supplier Liability: In the event that a Customer initiates a chargeback or payment dispute with their bank or card provider in respect of a booking ("Chargeback"), See and Do NZ will notify the Supplier as soon as practicable. The Supplier explicitly acknowledges and agrees that because the underlying service contract exists exclusively between the Customer and the Supplier, the Supplier bears the ultimate financial liability for all successful Chargebacks, transaction reversals, and associated payment network penalty fees relating to their listed Products.

11.2 Pre-Payout Withholding and Gross Reversals: Where a Chargeback notification is received prior to payment being remitted to the Supplier under the monthly schedule, See and Do NZ reserves an absolute right to withhold the entire net booking payment from the Supplier until the dispute has been fully and finally adjudicated by the card-issuing bank. If the Chargeback is successful, the booking payment will be permanently reversed, no payout will be made to the Supplier, and the Supplier shall be held fully liable to See and Do NZ for the gross transaction value alongside any gateway dispute penalty fees assessed by the payment processor (Stripe).

11.3 Post-Payout Debt Recovery: Where a Chargeback notification is received after payment has already been remitted to the Supplier, the gross amount paid to the Supplier in respect of that booking becomes immediately due and payable to See and Do NZ as a direct commercial debt. See and Do NZ reserves the absolute right to recover this debt by deducting the equivalent amount from any future payments, ledger balances, or settlements owing to the Supplier.

11.4 Dispute Evidence Compilation: If the Supplier wishes See and Do NZ to contest a Chargeback on their behalf, the Supplier must compile and provide all available evidence relating to the successful delivery of the Service as a single PDF document to [email protected] within five (5) working days of being notified. Such evidence may include, but is not limited to:

(a) Photographs or video stills capturing the Customer's participation;
(b) Signed safety waivers, risk disclosures, or participation agreements;
(c) Staff attendance logs or manifest records; and
(d) Any digital communication or email threads with the Customer.

See and Do NZ will submit the provided evidence package to the payment processor where practicable but makes no guarantee regarding the outcome of any Chargeback dispute. See and Do NZ accepts no liability for the outcome of any Chargeback dispute regardless of the evidence provided.

11.5 Third-Party Resolution Control: The Supplier explicitly acknowledges that Chargeback disputes are determined solely by global card schemes and third-party issuing banks, and that the final outcome of any dispute is entirely beyond See and Do NZ's control or liability.

11.6 Fraud Prevention Measures: See and Do NZ implements automated fraud prevention measures within its payment gateway system to minimize the risk of fraudulent transactions and malicious Chargebacks. These security matrices are maintained at See and Do NZ's sole discretion and may be updated or changed at any time without notice. See and Do NZ makes no warranty or guarantee regarding the absolute effectiveness of these measures and accepts no liability for any Chargeback or fraudulent transaction that occurs notwithstanding them.

12. TRANSACTION AND PAYMENT PROCESSING FEES

12.1 Discretionary Fee Adjustments: Payment processing and standard electronic checkout gateway transaction fees are currently funded and absorbed entirely by See and Do NZ out of its master commission share, ensuring that neither the Customer nor the Supplier incurs an extra transactional surcharge at checkout [14.2]. See and Do NZ reserves an absolute, unrestricted right to modify, alter, or cancel this fee-absorption policy at any time at its sole commercial discretion. See and Do NZ maintains complete freedom to introduce, recalculate, or pass on payment processing fees with immediate effect, choosing at its own option to either calculate and add the transaction processing fees to the booking total at the Customer's cost, or deduct it as a separate transactional overhead from the Supplier's final payout ledger, subject directly to live platform policy updates.

13. AUTOMATED BOOKING PROCESSING — SUPPLIER BOOKING SYSTEM

13.1 Compatible Software Connections: Where the Supplier utilizes an existing reservation platform compatible with the Platform interface, the Supplier may connect their data feed via a live third-party API integration to enable automated booking processing. Supported software platforms include Rezdy, FareHarbor, IBIS (via Rezdy), CustomLinc, RTBS, and other booking systems integrated by See and Do NZ from time to time.

13.2 Manifest Synchronisation Responsibility: Where a compatible API connection is established, bookings processed through the Platform are automatically confirmed or held as pending based entirely on the Supplier's native system configuration, and are drawn directly from the live availability manifests maintained by the Supplier. The Supplier assumes exclusive, total responsibility for keeping their native reservation platform online, synchronized, and completely accurate at all times.

13.3 Non-Compatible Software Frameworks: If the Supplier's preferred reservation system is not natively compatible with the Platform interface, the Supplier agrees to utilize the manual See and Do NZ Email Notification Booking System (set out in Section 14) until a compatible data bridge becomes available. The Supplier may request the addition of their specific platform to See and Do NZ’s development roadmap for future integration consideration.

13.4 Third-Party Data Disclaimers: See and Do NZ is a data facilitator only and accepts no liability or responsibility for the completeness, accuracy, errors, or service lag of data held within external, third-party booking systems. The Supplier remains solely liable for maintaining accurate live availability, pricing tiers, and calendar layouts within their native system at all times.

13.5 Mandatory Two-Step API Cancellation Rule: The Supplier explicitly acknowledges that processing a cancellation within their native third-party booking platform (such as Rezdy or IBIS) does not automatically communicate a financial command to See and Do NZ’s payment gateway (Stripe) to return funds to the customer. Therefore, all API-connected Suppliers must follow a mandatory two-step process:
(a) Process the booking cancellation normally within their native third-party booking platform; and
(b) Immediately send a written notification via email to [email protected] confirming the cancellation and explicitly authorizing See and Do NZ to manually trigger the financial transaction refund to the Customer.

14. SEE AND DO NZ EMAIL NOTIFICATION BOOKING SYSTEM

14.1 Manual Review Allocation: Where a Supplier does not operate a live, connected API booking interface, booking requests will be routed manually through the See and Do NZ Email Notification Booking System. Under this framework, the Supplier is allocated a maximum target window of forty-eight (48) hours to accept, request an alternative date/time modification, or cancel each incoming booking request.

14.2 Immediate Transmission and Gateway Status: The Supplier will receive an automated email alert immediately upon a booking request being placed by a Customer. At this stage, the Customer has completed checkout, and their funds are held as an uncaptured authorization in the payment system pending Supplier review. The Supplier must access their secure dashboard via the Supplier Portal and action the request by selecting Accept, Cancel, or Change as soon as possible, and strictly before the payment gateway's (Stripe) maximum seven (7) day automated safety hold window expires.

14.3 Automated Reminders: To support booking finalization, the Supplier's profile will receive automated system reminders if a pending booking request remains un-actioned after twelve (12) hours, and again after twenty-four (24) hours from the initial checkout transaction.

14.4 Acceptance and Manual Refunds: If the Supplier clicks the "Accept" button within the dashboard, the transaction is finalized, the service contract between the Supplier and Customer becomes legally binding, and the ticket is generated. If the Supplier selects the "Cancel" button, the pending booking request is killed and the Customer's payment authorization is reversed automatically at no cost to the Customer.

14.5 Auto-Cancellation for Inactivity: If the Supplier fails to manually action a booking request within forty-eight (48) hours of placement, or if the transaction risks system-wide expiration at the lapse of the maximum seven (7) day payment gateway hold buffer, the booking request will be automatically cancelled by the Platform and the funds released back to the Customer. The Supplier is responsible for monitoring notifications daily. Repeated failure to action booking requests within these parameters causes consumer friction and constitutes a material breach that may result in immediate suspension or permanent termination of the Supplier’s account.

15. PAID LISTINGS

15.1 Static Advertising Eligibility: Suppliers whose business models are fundamentally unsuited for or unable to utilize automated booking systems—including but not limited to local markets, art galleries, restaurants, public attractions, and retail tourism providers—may elect to publish a static Paid Listing on the Platform. Paid Listings provide a direct, outbound link to the Supplier's external website interface in place of an integrated booking checkout facility.

15.2 Placement and Fee Discretion: Paid listing placement fees vary based on regional selection, area mapping, and directory category pages, and are published dynamically within the Platform. See and Do NZ reserves the absolute right to update, restructure, or modify static paid listing fees at its sole commercial discretion.

15.3 Invoicing Protocols: Upon a Supplier selecting a Paid Listing tier and choosing a recurring billing cycle, a localized tax invoice will be generated and transmitted to the accounts email address specified in the Supplier profile. All invoices must be settled by the explicit due date stated on the document.

15.4 Monthly Paid Listings: Subscription fees for monthly advertising placements are due in advance on the specified invoice date. Either party may terminate a monthly Paid Listing at any time by providing thirty (30) days' prior written notice to the other party.

15.5 Annual Paid Listings: Annual advertising placements require an upfront payment equal to twelve (12) months of the applicable listing tier upon commencement. Either party may terminate an annual Paid Listing by providing formal written notice at least thirty (30) days prior to the expiration of the current 12-month cycle. If no written notice is received by [email protected] prior to this 30-day window, the listing will automatically renew for a further 12-month period and a renewal invoice will be generated.

15.6 Non-Refundable Nature of Advertising Capital: All fees, subscription amounts, and payments made to See and Do NZ for Paid Listings are completely non-refundable under all circumstances, including where fees have been paid in advance and a listing is terminated or removed prior to the expiration of the billing cycle.

16. BOOSTED LISTINGS

16.1 Placement Framework and Allocation Limits: Boosted Listings represent premium paid promotional placements available for purchase by eligible Suppliers to position their specific listing at the absolute apex of a relevant regional or category search page on the Platform. A maximum allocation of four (4) individual Boosted Listing spaces are available at the top of each page interface at any one time.

16.2 Booking and Waiting List Mechanics:

(a) Advance Booking: Boosted Listings are available for reservation directly within the secure Supplier Portal and may be booked in advance of the promotional deployment period.

(b) Pre-Invoice Cancellation Notice: All reserved Boosted Listings that have not yet generated a formal invoice may be cancelled by the Supplier with a minimum of thirty (30) days' prior written notice to [email protected].

(c) Re-Allocation of Space: Cancelled advertising slots are released instantly upon processing and are made immediately available to alternative operators or sequential waiting lists maintained on the Platform.

16.3 Non-Refundable Fee Structure and Discretionary Removal

(a) Pricing Discretion: Subscription fees and rates for Boosted Listings are as dynamically published within the Platform from time to time. All advertising purchases are deemed fully executed and remain entirely non-refundable once an invoice has been generated, subject strictly to the platform rights outlined in Section 16.3(b).

(b) See and Do NZ Right of Removal and Substitution: See and Do NZ reserves the absolute right, at its sole operational discretion, to temporarily suspend, remove, or swap out any Boosted Listing from the top of a page interface at any time and for any reason. This includes, but is not limited to, instances where a Supplier’s experience becomes fully booked or unavailable for direct transactional orders, where a listing suffers from chronically low consumer response rates, or where See and Do NZ elects to prioritize higher-performing, more popular local attractions to improve overall Platform conversion.

(c) Liability Cap for Removal: Where a paid Boosted Listing is removed by See and Do NZ mid-cycle under Section 16.3(b) through no fault or breach of the Supplier, See and Do NZ’s maximum aggregate liability is strictly limited to issuing a pro-rata credit or refund to the Supplier for the remaining unused days of that billing month. In no event shall See and Do NZ be liable for any alleged loss of business, indirect costs, or projected revenue deficits arising from such removal.

16.4 Channel Eligibility Restriction: Boosted Listings are strictly available to Suppliers operating under a commission-based transactional listing channel as defined in Section 11 or Section 12 of this Agreement. For the avoidance of doubt, Boosted Listings are explicitly unavailable to Suppliers utilizing a static Paid Listing advertising placement framework under Section 13.

17. DISCOUNT DEAL BOOSTS

17.1 Promotional Pricing Eligibility: Suppliers utilizing a commission-based transactional listing channel as defined in Section 11 or Section 12 of this Agreement may elect to promote their Services with a temporary Discount Deal Boost. Discount Deal Boost promotional features are strictly unavailable to operators utilizing static Paid Listing placements under Section 13.

17.2 Promotion Windows and Booking Horizons:

(a) Duration of Discount Offer: When instigating a Discount Deal Boost, the Supplier selects the specific number of days that the discounted price is active and visible to the public on the Platform.

(b) Unlimited Future Booking Dates: While the discount offer itself is only visible on the site for the duration selected by the Supplier, the promotional price applies to any calendar date available going forward. Customers are entitled to book any available future date matching the Supplier's live inventory horizon using that promotional rate.

17.3 Algorithmic Hierarchy, Layout Placements, and Removal Discretion:

(a) Layout Ordering: Discount Deal Boost listings are structurally positioned on the relevant regional page directly below any paid Boosted Listings, and are ordered hierarchically based on the highest discount percentage first.

(b) Global Aggregation: The top-performing discount offers across the entire ecosystem may also be selected, aggregated, and featured on the Platform Home Page, North Island hub page, South Island hub page, and high-traffic regional landing zones at See and Do NZ's sole operational discretion.

(c) See and Do NZ Right of Termination: See and Do NZ retains the absolute right to deactivate, edit, or remove any active Discount Deal Boost feature from any page at any time without notice and without liability, including where the discount structure creates system calculation errors, misrepresents transactional availability, or fails to meet platform content and standard criteria.

17.4 Marketing and Syndication Permissions: The Supplier explicitly grants See and Do NZ an unrestricted right and license to utilize their active Discount Deal Boost pricing parameters and listing assets for targeted external promotion across social media pipelines, direct email marketing networks, digital newsletters, and any other advertising medium at See and Do NZ's discretion.

18. SEEANDDO.TV VIDEO NETWORK

18.1 Digital Video Distribution Framework: SeeAndDo.TV (www.seeanddo.tv) is See and Do NZ's video content repository featuring regional and destination-specific scenic media files showcasing New Zealand geography, travel hubs, and operator experiences. This digital media content is made available free of charge to registered Affiliates for online streaming or direct digital download to store locally and play on display screens via physical media devices (including USB drives, hardware media players, or internal computer loops) within their physical establishments.

18.2 Supplier Promotional Video Slots: Suppliers may elect to purchase an optional annual SeeAndDo.TV listing slot to host, stream, and showcase their own promotional activity videos on the platform. Supplier promotional videos are mapped and displayed on SeeAndDo.TV within the specific geographic region or regions relevant to their actual physical Service.

(a) Multi-Region Mapping: Where a Supplier's Service is factually relevant to more than one distinct region, the promotional video assets may be mapped to additional regional directory pages upon payment of the applicable tier fees.

(b) Content Differentiation Rule: Where a Supplier wishes to publish multiple video slots within a single regional index, each video file submitted must be distinctly and substantially different in visual and audio content to preserve media variety for viewers.

18.3 Annual Licensing and Fee Discretion: SeeAndDo.TV listing fees are payable annually in advance and are as dynamically published within the Platform interface from time to time. See and Do NZ reserves an absolute right to update, restructure, or modify annual video hosting pricing at its sole commercial discretion. Any pricing adjustments will apply immediately to subsequent annual registration cycles, automatic renewals, or new video slot purchases [18.3].18.4 Content Standards and Copyright Permissions for SeeAndDo.TV:

(a) Approval and Standards: All video content and footage submitted by Suppliers for SeeAndDo.TV must meet See and Do NZ's quality standards and is subject to absolute approval prior to publication or digital distribution. See and Do NZ reserves the right to decline, edit, or remove any video content or file at any time that does not meet these criteria, is deemed low-resolution, or misrepresents the Supplier's actual Services.

(b) Grant of Media License: By uploading, sending, or otherwise making available any video content or footage to See and Do NZ, the Supplier grants See and Do NZ a royalty-free, perpetual, non-exclusive worldwide right and license to host, use, reproduce, distribute via digital download, stream online, and display the footage across SeeAndDo.TV, SeeAndDo.co.nz, and all associated affiliate media channels.

(c) Intellectual Property and Third-Party Consents: The Supplier represents, warrants, and guarantees that they hold and will continue to hold all necessary legal rights, copyrights, trademark rights, and rights of publicity required to grant this license. The Supplier explicitly confirms they have obtained all necessary clearances, including but not limited to:

(i) Written consents of any and all persons or models appearing in the footage;
(ii) Access and filming consents of relevant land and property owners; and
(iii) Formal clearances regarding local cultural protocols, moral property rights, and commercial background music synchronization licensing.

(d) Comprehensive Indemnity and Liability Shield: The Supplier warrants that the reproduction, digital distribution, streaming, and display of the supplied footage by See and Do NZ does not and will not breach the intellectual property, privacy, contractual, or consumer protection rights of any third party. The Supplier assumes full liability and agrees to fully indemnify See and Do NZ against any third-party claims, legal fees, or financial penalties arising from a breach of these copyright and permission warranties.

18.5 Proprietary Intellectual Property Ownership: The Supplier explicitly acknowledges that all regional scenic video files, area destination videos, destination descriptions, software matrices, media layouts, and digital frameworks produced, hosted, or made available by See and Do NZ across the Platform remain the exclusive intellectual property of See and Do NZ.

18.6 Restrictions on Asset Usage: The digital media files and assets provided on SeeAndDo.TV are licensed strictly for local, on-screen display within registered, active Affiliate establishments as set out in clause 18.1. Suppliers are strictly prohibited from copying, downloading, scraping, redistributing, or incorporating any of See and Do NZ's proprietary video files, regional footage, or brand assets into their own commercial websites, social media channels, or external marketing platforms without the express, prior written consent of See and Do NZ.

18.7 Multi-Network Participation: Listed Suppliers are warmly invited and encouraged to participate in the See and Do NZ Affiliate network. A Supplier may establish a separate, independent Affiliate account to gain full access to the Affiliate Portal, downloadable regional video files, print assets, and digital booking widgets. All such cross-promotional participation and tool usage shall be governed exclusively by, and must be executed in strict accordance with, the separate See and Do NZ Affiliate Terms and Conditions.

19. TICKETING AND GST INVOICING

19.1 Commercial Ticketing Mandate: See and Do NZ generates and issues a formal booking confirmation in the form of a digital ticket to the Customer on behalf of the Supplier. This ticket automatically incorporates the Supplier's unique New Zealand GST number and serves as the legally binding tax invoice between the Supplier and the Customer for the booked Service. The Supplier explicitly agrees to recognize this booking confirmation ticket as a valid, enforceable voucher and GST tax invoice between their business entity and the Customer.

19.2 Customer Data Provision: The Customer's comprehensive booking profile parameters—including their full legal name, transactional email address, and contact phone number—are extracted and made available to the Supplier within the secure Supplier Portal immediately upon a booking transaction successfully passing through the payment gateway.

19.3 See and Do NZ Taxation Boundaries: See and Do NZ's proprietary GST number appears exclusively on its monthly commission invoices and on tax invoices generated for promotional platform products purchased by the Supplier (including SeeAndDo.TV listings, Boosted Listings, static Paid Listings, and special marketing campaigns). See and Do NZ accounts for GST on its own specific services only. The Supplier assumes total, exclusive liability for accounting for all consumer-facing GST elements tied to the physical delivery of the Service to the Inland Revenue Department (IRD).

20. CANCELLATIONS AND REFUNDS

20.1 Customer Cancellation Windows: Unless otherwise agreed between the parties, Customers are entitled to cancel their booking with a full refund of the ticket price up to 24 hours, 48 hours, 72 hours, or 7 days before the booked Service date, depending on the cancellation policy selected by the Supplier during listing setup. Multi-day tours may opt for 14 days and 30 days if required.

20.2 Manual System Cancellations: For Suppliers utilizing the manual See and Do NZ booking dashboard, the ticket price will be refunded in full to the Customer automatically when the Supplier clicks the "Cancel" button for the relevant booking in their dashboard. The Supplier must immediately send a follow-up written notice of this cancellation to See and Do NZ via email ([email protected]). Any transactional processing fee adjustments or platform absorption offsets will be managed directly in the backend ledger by See and Do NZ in accordance with Section 8.4

20.3 API-Connected System Cancellations: For Suppliers connected via a live API integration, processing a cancellation within the Supplier’s native booking platform does not automatically trigger a financial refund to the Customer via See and Do NZ’s payment gateway. Therefore, API-connected Suppliers must perform a two-step process:

(a) Process the cancellation normally within their own native booking platform under Section 13; and

(b) Immediately send a mandatory written notice via email to [email protected] confirming the cancellation and explicitly requesting See and Do NZ to manually trigger the financial refund to the Customer.

20.4 Late Cancellations and No-Shows: If the Customer wishes to cancel after the agreed cancellation period has passed, or if the Customer does not appear on the day of the Service, the Customer is obliged to pay the full price of the Service.

20.5 Post-Service Deadline: No cancellation or refund may be processed after the actual date of the booked Service.

20.6 Supplier-Initiated Cancellations: If a Supplier needs to cancel a booking for any reason at their discretion, they must follow the specific procedures outlined in clause 20.2 (for manual users) or clause 20.3 (for API users). This will always result in a full refund of the ticket price to the Customer.

20.7 Unjustified Cancellations: See and Do NZ invests significantly in marketing Services to Customers. If the Supplier unjustifiably or negligently fails to deliver or cancels a Service that has been booked by a Customer, the Supplier agrees that See and Do NZ may issue a full refund to the affected Customer and that the Supplier will pay See and Do NZ a contractual penalty of 20% of the gross selling price of the Service for each affected Customer. See and Do NZ may, at its sole discretion, waive this penalty in whole or in part if the Supplier provides an alternative equivalent Service to the affected Customer at the same date.

20.8 Force Majeure Cancellations: In circumstances of Force Majeure—including but not limited to government-mandated shutdowns, natural disasters, pandemics, severe weather disruptions, or other events entirely beyond the parties' reasonable control—the Supplier shall allow Customers to cancel and return their tickets for a full refund up to and including the day of the scheduled booking. The Supplier must initiate the cancellation via their respective system setup (in accordance with the operational rules in Section 13 or Section 14) and ensure See and Do NZ is notified immediately via email to process the manual transaction refund. If a Force Majeure situation occurs and the Supplier does not act promptly, See and Do NZ reserves the right to cancel the affected bookings and process refunds on the Supplier's behalf to protect platform integrity.

In complete alignment with Customer Section 14.9(b), any refunds processed under these extraordinary circumstances are strictly limited to the gross face value of the Product ticket; in no event shall See and Do NZ or the Supplier assume any liability, financial exposure, or compensation duties for a Customer's non-refundable commercial airline tickets, domestic transit overheads, hotel accommodation fees, or collateral travel disruption expenses.

20.9 Business Closure Notification: In the event the Supplier cancels their Services or closes their business for any reason, including Force Majeure, they must notify See and Do NZ immediately in writing.

21. BOOKING MODIFICATIONS AND DATE CHANGES

21.1 Supplier-Initiated Date and Time Changes: If the Supplier needs to change a booking date or time due to weather, scheduling conflicts, or any other operational reason, the Supplier must contact the Customer directly using the contact details provided in the Supplier Account and attempt to agree on a mutually suitable alternative date.

Once a new date or time is successfully worked out with the Customer, the update must be officially logged using the appropriate method based on the Supplier’s connection type:

(a) API-Connected Suppliers: The Supplier must update the date and time directly within their native third-party booking platform (such as FareHarbor, Rezdy, or IBIS) so the manifests remain aligned, and must immediately email [email protected] to provide written notification of the change so See and Do NZ can sync the master records.

(b) Manual Dashboard Suppliers: The Supplier must use the "Postpone" function within their See and Do NZ Bookings page to update the booking date, reissue the ticket with the new confirmed date, and must immediately email [email protected] to notify See and Do NZ of the manual adjustment.

21.2 Platform Administrative Tweak Fees: While See and Do NZ provides the automated portal infrastructure to facilitate dynamic scheduling changes, See and Do NZ reserves the absolute right to levy a reasonable administrative modification fee (not exceeding $25 NZD per ticket instance) directly to the requesting party for complex, manual database corrections, naming modifications, or ledger adjustments executed by See and Do NZ staff outside the automated portal commands.

22. DISPLAYED CONTENT AND INTELLECTUAL PROPERTY

22.1 Universal Platform Media License: The Supplier grants See and Do NZ (including its owned and operated platforms such as SeeAndDo.co.nz and SeeAndDo.TV) a non-exclusive, royalty-free, perpetual, worldwide licence to:

(a) Use, reproduce, distribute, display, and make available the content, images, videos, audio files, descriptions, and intellectual property submitted through the Supplier Account, pulled via connected third-party booking platform APIs (including but not limited to FareHarbor, Rezdy or IBIS), imported from the Supplier's company website, or retrieved from other public data sources, in any manner and through any medium, as necessary to operate the Platform, display or distribute on SeeAndDo.TV, and actively promote the Supplier's Services; and (b) Sublicense, make available, and distribute this content through affiliated companies, affiliate network platforms, third-party platforms, social media channels, cinema networks, and other digital distribution networks.

22.2 Third-Party Distribution and Disconnection Remedies: See and Do NZ may sublicense or make available Supplier content to affiliated companies and third-party partners. In no event shall See and Do NZ be liable to the Supplier for the specific acts, formatting choices, or omissions of third-party platforms. The Supplier's sole legal remedy in respect of third-party partner platforms is to submit a formal request that See and Do NZ disconnect the Supplier’s specific content from the relevant platform, or alternatively to terminate this Agreement.

22.3 Intellectual Property Warranty and Indemnity Shield: The Supplier represents and warrants that they hold, and will continue to hold, all necessary legal rights, copyrights, trademark rights, and rights of publicity in and to all supplied content, image files, audio files, and video footage. The Supplier assumes full liability and explicitly agrees to fully indemnify See and Do NZ against any and all third-party claims, legal expenses, or financial damages arising from intellectual property or copyright infringement tied to content submitted or made available to See and Do NZ through the Supplier Account.

22.4 General Platform Data Scraping and AI Training Prohibition: The Supplier explicitly agrees not to utilize, nor authorize any third party to utilize, automated software, data mining tools, web scrapers, spiders, or robots to extract, cache, harvest, index, or parse any digital media content, text descriptions, video files, or data structures from the Platform. Furthermore, the use of any proprietary text, destination imagery, or video streams hosted on SeeAndDo.co.nz or SeeAndDo.TV for the purposes of training generative Artificial Intelligence (AI) models, machine learning algorithms, or data translation systems is strictly prohibited without the express, prior written commercial license of See and Do NZ.

23. RESPONSIBILITY FOR CONTENT

23.1 Exclusions of Accuracy Liability: The Supplier is solely responsible for all content submitted through the Supplier Account, pulled via APIs, or provided for digital display, distribution, or online streaming, including Service descriptions, images, videos, pricing matrix fields, and calendar availability. See and Do NZ treats all Supplier-submitted content as external content and explicitly excludes all liability for its real-time accuracy, completeness, or currency.

23.2 Third-Party Clearance Warranties: The Supplier may only upload or provide content for which they own or hold the appropriate rights. For the avoidance of doubt, this includes securing all necessary third-party clearances and consents required for digital display, distribution, or online streaming, including but not limited to:

(a) Written consents of all persons or models appearing in any video footage or imagery;
(b) Full music synchronisation and audio licensing rights;
(c) Physical property and landowner clearances; and
(d) Absolute compliance with all applicable local cultural protocols.

Content must not infringe the privacy rights of Customers or third parties and must comply with all applicable New Zealand laws.

23.3 SeeAndDo.TV Quality Control and Moderation: All video content submitted for SeeAndDo.TV must meet See and Do NZ's content quality standards and remains subject to absolute approval prior to digital publication or distribution. See and Do NZ reserves the right to decline, edit, or fully remove any video content file at its sole operational discretion for any reason whatsoever, including but not limited to instances where the video fails to meet technical quality standards, is low-resolution, represents repetitive content, or misrepresents the Supplier's physical Services.

23.4 Content Compliance Enforcement and Account Termination: If See and Do NZ is formally notified of, or independently detects, any content that does not comply with these Conditions or applicable law, See and Do NZ may partially or fully remove that content at its sole discretion and without notice. If such non-compliant content originates from a listed Supplier, See and Do NZ reserves the right to block, freeze, pause, or permanently terminate the relevant Supplier Account. See and Do NZ will consider the mutual commercial interests of both parties before taking final termination action.

24. MARKETING AND PROMOTION

24.1 Authorized Promotional Channels: See and Do NZ is fully entitled to promote the Supplier's Services using the Supplier's brand name, trademarks, and submitted media content through any commercial medium at its discretion. This includes, but is not limited to: online search engine marketing, direct email newsletters, targeted pay-per-click (PPC) advertising campaigns, social media matrices, video streaming promotions, digital screen displays, regional print advertising brochures, and any alternative promotional channel deployed by See and Do NZ.

24.2 Complete Promotional Discretion: It remains at See and Do NZ's sole operational discretion how to feature, rank, categorize, and advertise Supplier Services across the main Platform, on external social media networks, within local print publications, on digital screen loops, on third-party partner websites, and within active affiliate distribution networks. See and Do NZ provides no guarantee of specific algorithmic ranking, placement volume, or promotional priority unless explicitly purchased via a separate premium advertising tier (such as a Boosted Listing).

24.3 Keyword Bidding and Trademark Protection: The Supplier is strictly prohibited from directly or indirectly targeting the See and Do NZ brand name, trademark assets, or core intellectual property through keyword bidding purchases (such as Google Ads auction bidding), meta-tagging configurations, or any alternative search engine optimization strategy that leverages See and Do NZ's identity to siphon traffic.

24.4 Marketing Capital Allocation: See and Do NZ funds and runs all general marketing campaigns at its own exclusive cost and operational discretion, unless a separate, co-funded individual regional promotion has been mutually agreed upon and signed in writing with a specific Supplier.

24.5 Media and Press Release Pre-Approval Mandate: Any corporate press releases, media statements, public promotional content, or third-party advertising material that references See and Do NZ, the See and Do NZ brand elements, or any aspect of the operational relationship between the Supplier and See and Do NZ must be formally approved in writing by See and Do NZ prior to publication or distribution across any public platform, media channel, or distribution medium. Any promotional content published without this prior written authorization must be completely and immediately removed by the Supplier upon receipt of a request from [email protected].

24.6 Unmodified Asset Sharing Permissions: Suppliers are warmly permitted to share, re-post, and cross-promote unmodified marketing content supplied directly by See and Do NZ—including live social media posts, platform links, public video streams, and digital promotional packages—without requiring a separate written approval loop, provided such content is shared entirely without modification and strictly within the positive tourism context for which it was originally intended.

25. RATINGS AND REVIEWS

25.1 Third-Party API Ratings: Star ratings and reviews displayed on Supplier listings on the Platform may be integrated via third-party APIs, including but not limited to Google, TripAdvisor, Facebook, or automated booking system review engines. See and Do NZ is a facilitator of this data only and is not responsible for the content, accuracy, sentiment, or live availability of these external ratings, nor can it control or guarantee the specific ratings displayed. These external ratings remain subject to the respective third-party platforms' systems, algorithms, and policies, and may change or sync at any time without notice.

25.2 Native Platform Review System: See and Do NZ reserves the right to introduce a proprietary review system on the Platform at any time, allowing Customers to directly review booked Services. Where this native review system is active, all submitted review content remains the exclusive intellectual property of See and Do NZ. The Supplier is strictly prohibited from publishing or syndicating these native Platform reviews onto their own or any third-party website without the prior written consent of See and Do NZ.

25.3 Review Moderation: For any native platform reviews, See and Do NZ reserves the sole right to moderate, edit, filter, or remove review content that it deems defamatory, offensive, inaccurate, or non-compliant with its content standards.

26. DATA PROTECTION AND PRIVACY COMPLIANCE

26.1 Customer Data Security: The Supplier explicitly agrees to implement and maintain rigorous administrative, technical, and physical security procedures and controls to prevent the unauthorised disclosure of, alteration of, or access to any personal data or information of any Customer. The Supplier and its operating affiliates are strictly prohibited from engaging in any unsolicited marketing, remarketing campaigns, or promotional communications with any Customer who has booked through the Platform without that specific Customer's prior express, verifiable opt-in consent.

26.2 Compliance with New Zealand Privacy Law: The Supplier shall collect, process, store, utilize, and handle all Customer-related information, identity records, and payment data in absolute compliance with the New Zealand Privacy Act 2020, the Information Privacy Principles (IPPs), and all other applicable regional privacy legislation.

26.3 Security Audit Rights: Upon See and Do NZ's request, the Supplier shall promptly provide formal evidence and verification documentation detailing the technical and organisational security measures they have deployed governing the processing and safe isolation of personal consumer data.

26.4 Mandatory Privacy Breach Notification: In the event that the Supplier’s internal booking software, native database, email networks, or physical office systems suffer a verified or suspected data security compromise, cyber-attack, or unauthorized access involving any Customer personal data routed via the Platform, the Supplier assumes a mandatory legal duty to notify See and Do NZ in writing via [email protected] within twenty-four (24) hours of discovering the event.

The Supplier assumes sole, exclusive financial and legal liability for managing, reporting, and mitigating any such privacy breaches in accordance with the Privacy Act 2020, and shall fully indemnify and hold harmless See and Do NZ against any statutory fines, legal defence fees, or regulatory penalties issued by the New Zealand Privacy Commissioner arising from the Supplier’s data security failures.

27. CORRESPONDENCE AND NOTIFICATIONS

27.1 Consent to Digital Communications: By creating an account and registering on the Platform, the Supplier provides express commercial consent to receiving digital communications and notifications from See and Do NZ in connection with their active Supplier profile. These operational communications form a fundamental, necessary component of the commercial relationship and do not constitute unsolicited commercial messages under the Unsolicited Electronic Messages Act 2007.

27.2 Scope of Communications: Authorized transmissions may include, but are not limited to: account access alerts, live booking notification payloads, monthly commission statements, tax invoices, system updates, new feature releases, mandatory modifications to these Terms and Conditions, optional promotional opportunities, and regulatory information relevant to their participation on the Platform.

27.3 Communication Opt-Out and Account Termination: Because these communication loops are critical to maintaining transactional integrity, if the Supplier no longer wishes to receive operational updates from See and Do NZ, they must formally terminate their Supplier account by providing written notice of termination to [email protected].

28. ACCOUNT SECURITY AND DORMANT ACCOUNTS

28.1 Credential Confidentiality and Breach Notification: The Supplier assumes absolute, exclusive responsibility for maintaining the strict security, vigilance, and confidentiality of their Supplier Account login credentials, passwords, and access gates at all times. The Supplier must notify See and Do NZ immediately via email at [email protected] if they become aware of, or reasonably suspect, any unauthorised access, data breach, or compromise of their account. Any operational or financial activity carried out through an authenticated Supplier Account will be deemed legally to have been executed by the registered Supplier.

28.2 Deactivation Protocol for Inactive Accounts: See and Do NZ reserves the absolute right to deactivate, freeze, or archive any Supplier Account that demonstrates zero database activity, login history, or active listing updates for a continuous period of twelve (12) months or more. Affected Suppliers will be alerted via their registered email address prior to deactivation and provided with a reasonable operational window to reactivate their profile. Profile deactivation does not impact or dissolve any commission ledger balances legitimately accumulated prior to deactivation that remain unpaid under the standard payout schedule.

28.3 Mandatory Dashboard Accuracy and Technical Failure Notification: The Supplier assumes an ongoing contractual obligation to ensure all account parameters, company trading names, registered New Zealand GST numbers, and corporate bank routing profiles maintained within their secure Supplier Account remain 100% current, valid, and accurate for automated payouts. In the event that a Supplier attempts to update these banking or tax parameters and the digital portal interface experiences a temporary system failure, coding bug, or data dropping glitch that prevents the settings from saving, the Supplier must immediately contact See and Do NZ in writing via [email protected] within twenty-four (24) hours of the error to report the failure. See and Do NZ assumes absolutely zero liability or financial responsibility for misdirected booking distributions, historical statement errors, or failed electronic remittances resulting from outdated profiles or un-notified system glitches where the Supplier has failed to log a written technical support alert within this strict 24-hour window.

29. SUPPLIER REPRESENTATIONS AND WARRANTIES SUMMARY

29.1 Master Operational Warranties: To ensure platform and consumer integrity, the Supplier provides a final summary warranty and confirms that:

(a) Signing Authority: The individual executing this Agreement on the Supplier's behalf has been explicitly authorized and empowered by the business entity to do so as set out in clause 4.1;

(b) Enforceable Contract: This Agreement constitutes a valid, legally binding, and enforceable obligation against the Supplier's business framework;

(c) No Third-Party Breach: The execution and performance of the Supplier's obligations under this contract will not violate or breach any active agreement, covenant, or commercial obligation held with any third party;

(d) Regulatory Compliance: The Supplier holds and maintains all New Zealand safety audits, licences, transport permits, and WorkSafe or CAA certificates required to lawfully deliver their Services as detailed in clause 7.3; and

(e) Intellectual Property Clearance: The Supplier remains the direct owner of, or is explicitly authorized to deploy, all intellectual property rights and media clearances in content uploaded or transmitted through the Supplier Account as detailed in Section 21.2 and Section 22.4.

30. CHANGES TO THE PLATFORM AND AGREEMENT

30.1 Modification and Amendment Rights: See and Do NZ reserves the absolute right to modify, restructure, add, or remove any operational aspect of the Platform, listing criteria, or these general Conditions at any time to reflect changing technical workflows, payment network terms, or legal requirements.

30.2 Supplier Review and Notification: Suppliers are encouraged to review these Conditions regularly within the Supplier Portal dashboard. See and Do NZ will notify active Suppliers via email of any material, structural changes to these terms.

30.3 Termination and Continued Use: If the Supplier does not accept a formal modification implemented by See and Do NZ, their sole remedy is to terminate this Agreement by providing written notice of termination to [email protected] within thirty (30) days of the modification notification. Continued use of the Platform, booking dashboards, or API streams following the expiration of this 30-day window constitutes absolute, legally binding acceptance of the updated Conditions by the Supplier.

31. DISPUTE RESOLUTION

31.1 Good Faith Negotiations: In the event of any commercial dispute, disagreement, or claim arising out of or in connection with this Agreement, both parties agree to attempt to resolve the dispute in good faith through direct, structured negotiation before pursuing any legal or formal court proceedings.

31.2 Escalation to New Zealand Courts: If a dispute cannot be successfully resolved within thirty (30) days of the initial written notification being logged via [email protected], either party may pursue formal resolution through the appropriate New Zealand judicial courts.

31.3 Urgent Injunctive Relief: Nothing within this clause shall operate to restrict or prevent either party from seeking urgent injunctive, protective, or other interim emergency relief from a New Zealand court where necessary to protect their intellectual property, brand assets, or financial security.

32. SUPPLIER COMPLAINTS AND GREIVANCES

32.1 Written Logging Requirements: If a Supplier has a operational complaint, billing concern, or ledger grievance regarding the Platform, their account parameters, commission payouts, or any other matter covered by this Agreement, they must contact See and Do NZ in writing via email at [email protected] providing comprehensive detail, account data, and supporting logs.

32.2 Operational Review Windows and Verification: See and Do NZ will acknowledge receipt of the logged grievance within five (5) business days and will review the matter with the intent to issue an operational response or resolution framework within twenty (20) business days.

To prevent communication errors, if the Supplier does not receive an explicit receipt confirmation email from See and Do NZ within three (3) business days of submitting their grievance, the Supplier must immediately contact See and Do NZ by telephone at +64 21 230 6505 to verify that their written notice was successfully received. See and Do NZ accepts no liability for unreceived or filtered emails where the Supplier has failed to verify delivery via telephone. Where extensive technical troubleshooting or payment network investigation is required, See and Do NZ will notify the Supplier of the updated timeline.

33. CUSTOMER COMPLAINTS AND INDEPENDENT ARBITRATION

33.1 Direct Supplier Liability for Service Failure: Any and all complaints, statutory claims, consumer grievances, or financial refund demands received from Customers in respect of the physical Services offered, scheduled, delayed, or rendered by the Supplier must be managed, resolved, and absorbed by the Supplier directly. See and Do NZ acts strictly as a booking agent and online marketplace facilitator; it is not responsible for, and explicitly disclaims all liability in respect of, any consumer claims under the Consumer Guarantees Act 1993 or Fair Trading Act 1986.

33.2 Discretionary Platform Support: See and Do NZ reserves the absolute right, at its sole operational discretion, to offer courtesy customer support services, act as a neutral intermediary between the Supplier and an aggrieved Customer, or otherwise assist Customers in their digital communications with the Supplier. The provision of such customer service assistance does not constitute an admission of platform liability, nor does it shift any financial or legal burden away from the Supplier.

34. LIABILITY OF THE SUPPLIER AND INDEMNIFICATION

34.1 Scope of Supplier Indemnity: The Supplier agrees, at the Supplier's expense, and on an after-tax basis, to indemnify, defend, and hold harmless See and Do NZ, each of its affiliates, any of See and Do NZ's or its affiliates' officers, directors, employees, or agents, and See and Do NZ's third-party distribution partners against any third-party claim, action, loss, damage, expense, or other liability (including without limitation, reasonable legal fees and expenses) arising from or relating to:

(a) The physical delivery, execution, or outcome of the Supplier's Services;

(b) The performance of the Supplier's duties and obligations under this Agreement, or any operational breach or default by the Supplier under this Agreement, including a breach of any representation, warranty, or regulatory safety covenant; or

(c) Any legal allegation that See and Do NZ's or its affiliates' use, reproduction, distribution, or digital display of the Service information or uploaded media assets as permitted under this Agreement infringes, violates, or misappropriates the intellectual property or copyright rights of any third party.

34.2 Legal Counsel and Settlements: The Supplier agrees to utilise a legal counsel reasonably satisfactory to See and Do NZ to defend any indemnified claim. See and Do NZ reserves the right to actively participate in the defence or settlement of any claim at any time using independent legal counsel selected by See and Do NZ at the Supplier's sole expense. The Supplier explicitly agrees not to consent to the entry of any final settlement or judgment without See and Do NZ's prior written consent, which will not be unreasonably withheld or delayed by See and Do NZ.

35. LIMITATION OF LIABILITY OF SEE AND DO NZ

35.1 Platform-Wide Technical Bug Shield: The Supplier explicitly acknowledges that web software, reservation APIs, payment networks, and digital data pipelines can experience unexpected system breaks, technical outages, data drops, database lag, and software coding bugs from time to time. See and Do NZ provides the software and platform utilities strictly on an "as-is" and "as-available" basis. See and Do NZ accepts absolutely zero contractual or tort liability, and excludes all claims for lost revenue, missed bookings, or operational disruptions arising directly from an unexpected software code break, gateway lag, or platform system failure.

35.2 Volume and Booking Performance Disclaimers: See and Do NZ bears absolutely no commercial risk or liability with respect to the number, frequency, financial value, or specific type of Services booked through the Platform. See and Do NZ provides no guarantee of consumer demand or commercial returns to the Supplier.

35.3 Financial Liability Capping: See and Do NZ's liability under these Conditions shall be strictly restricted as follows: See and Do NZ shall be fully liable only for financial losses caused intentionally or with proven gross negligence by See and Do NZ. To the maximum extent permitted by New Zealand law, See and Do NZ's total aggregate liability to the Supplier for any single claim, system failure, or dispute arising out of or in connection with a specific transaction or booking shall be strictly capped and limited to the exact value of the commission earned and retained by See and Do NZ on that relevant booking. For any general, non-transactional platform disputes or system-wide coding failures, See and Do NZ's maximum aggregate commercial liability shall in no event exceed the flat sum of one hundred New Zealand Dollars (NZ $100.00). In no event shall See and Do NZ be liable for any alleged loss of business, indirect costs, punitive damages, or projected revenue deficits arising from platform utilisation.

35.4 Business-to-Business Contracting Out (CGA and FTA): The Supplier explicitly acknowledges and agrees that this Agreement is entered into strictly in trade as a business-to-business (B2B) commercial contract. To the maximum extent permitted under Section 43 of the Consumer Guarantees Act 1993 and Section 5D of the Fair Trading Act 1986, the parties explicitly covenant and agree to contract out of the provisions of both the Consumer Guarantees Act 1993 and Sections 9, 12A, and 13 of the Fair Trading Act 1986. The Supplier warrants that it is fair and reasonable to be bound by this provision based on the commercial nature of this marketplace relationship.

36. TERM AND TERMINATION

36.1 Indefinite Contractual Duration: This Agreement is concluded for an indefinite period and remains fully active until formally terminated by either party in accordance with these Conditions.

36.2 Termination Without Cause and Booking Fulfilment: Either party may terminate this Agreement at any time and without specifying a cause by providing thirty (30) days' prior written notice of termination to the other party via [email protected], unless a shorter notice period is mutually agreed upon in writing between both parties.

All confirmed Customer bookings active at the time of the termination notice, or processed during the subsequent 30-day notice window, must be fulfilled and delivered completely as planned by the Supplier. Any unilateral disconnection of live API streams or refusal to honor active manifests by the Supplier during this transition period shall constitute an immediate material breach, triggering the enforcement and penalty protocols outlined in Section 20.7 and Section 36.4.

36.3 Survival of Historical Obligations: Contractual termination does not release either party from commercial obligations, debts, or liabilities that arose prior to the date of termination. This includes, but is not limited to, the Supplier's obligation to settle any outstanding promotional invoices or penalty amounts owed to See and Do NZ, and See and Do NZ's obligation to remit any commission ledger settlements legitimately accumulated and payable prior to the execution date of termination.

36.4 Discretionary Enforcement and Protective Actions: If there are structural indications, system data logs, or formal complaints suggesting that a Supplier is violating New Zealand legal provisions, third-party intellectual property rights, or these general Conditions, or if See and Do NZ otherwise holds a legitimate commercial interest in doing so—particularly to protect Customers, consumer safety, or the brand goodwill of other Suppliers—See and Do NZ is entitled to immediately take one or more of the following protective actions:

(a) Issue the Supplier with a formal written warning and remedial timeline;

(b) Delete, pause, unpublish, or temporarily suspend any or all of the Supplier's listings or uploaded media content;

(c) Disconnect the Supplier's live API data integration feed or restrict the Supplier's technical access privileges to the Platform backend;

(d) Temporarily freeze or permanently terminate the Supplier's secure dashboard account; or

(e) Cancel existing bookings in the name of and on behalf of the Supplier without regard to the standard applicable cancellation policy, and systematically decline to process new incoming bookings in the name of the Supplier.

37. GENERAL LEGAL BOILERPLATE TERMS

37.1 Assignment of Rights and Business Transfers:

(a) See and Do NZ Corporate Assignment: See and Do NZ retains the absolute right to assign, transfer, or deal with its corporate rights, liabilities, and assets under this Agreement at any time to a parent entity, subsidiary, or third-party purchaser without requiring the Supplier's consent.

(b) Supplier Handover and Transfer Duty: In the event the Supplier sells or handovers their physical tourism operations to a new owner, the original Supplier assumes a direct contractual obligation to inform the incoming owner of these Conditions, which are permanently available for review within the footer of the Platform.

(c) Continuous Supplier Liability Until Profile Update: The original registered Supplier remains solely, fully, and legally liable under this Agreement for all bookings, customer refund demands, chargeback debts, safety compliance actions, and platform behaviors until the incoming owner has successfully logged into the secure Supplier Portal and completely updated the profile parameters (including corporate trading name, New Zealand GST number, contact email addresses, and verified bank account records). By updating these account parameters and continuing to utilize the account features, the incoming owner accepts these Conditions by implication.

(d) Indemnity for Unauthorized Transfer: See and Do NZ accepts absolutely no liability for misdirected booking notifications, failed dashboard data transfers, or financial settlements remitted into the historical bank account on file where a Supplier business has changed hands without the formal execution of this profile update. The original Supplier agrees to fully indemnify See and Do NZ for any losses arising from an unannounced or uncompleted business profile transfer.

37.2 Force Majeure Interruption: Neither party shall be held liable for failing or delaying performance of its contractual obligations resulting from any major condition completely beyond its reasonable control. This includes, but is not limited to: governmental actions, acts of terrorism, pandemics, public health emergencies, earthquakes, fires, regional floods, acts of God, extreme weather rendering tours unsafe, power grid failures, and widespread internet or data network disturbances.

37.3 Statutory Severability: If any specific provision or clause of this Agreement is found by a New Zealand court of competent jurisdiction to be unenforceable, illegal, or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force, effect, and binding integrity.

37.4 No Implied Waiver: The failure of either party to actively enforce or take action in the event of a breach of this Agreement by the other party shall not be deemed a waiver of such breach, nor a waiver of any future subsequent breaches.

37.5 Governing Law and Jurisdiction: This Agreement shall be governed by, interpreted, and construed in strict accordance with the laws of New Zealand. The exclusive legal venue and place of performance for any formal legal disputes arising from or in connection with this platform Agreement shall be the courts of Auckland, New Zealand.

37.6 Operational Notices: Any contractual notices required under this Agreement shall be transmitted exclusively in writing via email. Notices to See and Do NZ must be sent to [email protected]. Notices to the Supplier will be transmitted to the email address registered in the Supplier's profile account. The Supplier assumes total responsibility for ensuring their registered contact details remain current, active, and accurate.

See and Do New Zealand Limited
www.seeanddo.co.nz
[email protected]