User Agreement

Welcome to PreviewMe Limited's (" PreviewMe", " we"," us"or" our") Website. We are an employment technology company that provides a network of employers and candidates with the tools to publish and apply for employment opportunities, promote themselves through video and communicate more effectively.

This User Agreement (" Agreement") governs your access to and use of PreviewMe's:

(a)website, being or such other websites (at other addresses) as are made available by us from time to time, and our related mobile apps (" Website"); and

(b)services, premium services or any content, analytics or any other information provided as part of these services that we make available to you,

(collectively our " Services").

1. Introduction

1.1. Your use of the Services

1.1.1. By accessing, using or registering to use our Services, you agree to follow and be bound by this Agreement and our Privacy Policy. If you do not agree to these terms and conditions you must cease using the Services immediately.

1.1.2. If you register on behalf of a company, then you agree to be bound by this Agreement both in your personal capacity and on behalf of the company that you represent, and agree and warrant that you have the legal capacity and power to agree and be bound by this Agreement and perform the obligations under it.

1.1.3. The Role Publishing User Agreement must also be accepted and adhered to by Employer Members who use our Services.

1.1.4. This Agreement may change at PreviewMe's sole discretion and we will notify you of any changes made in accordance with clause 2.5. If you do not agree to be bound by the amended Agreement, you must not access or otherwise use any of the Services.

1.1.5. Registered users of our Services are referred to as " Members" in this Agreement (of which you will be either a Candidate Member or an Employer Member, as defined in clause 2.1 below) and non-registered users are referred to as " Visitors". You may use the Services only in accordance with this Agreement.

2. Obligations

2.1. Service Eligibility

2.1.1. By accessing and using our Services, you agree that: you are the Minimum Age (as defined below); if you register with us to seek employment opportunities (" Candidate Members"), you will only have 1 (one) PreviewMe candidate account and your name and other descriptions in your account and profile are true and accurate; and if you register with us as an employer (" Employer Members"), you will only have 1 (one) PreviewMe employer/company account and your name, the company name, your team member details and other descriptions in the account and employer profile are true and accurate.

2.1.2. Minimum Age means over the age of 14 years old. However, if a law requires that you must be older in order for us to lawfully provide the Services to you (including the collection, storage and use of your personal information) then the Minimum Age is that older age.

2.2. Membership

2.2.1. To become a Member, you must provide us with a first name, last name, verified email address, password and some further information depending on whether you are joining as an Employer Member or Candidate Member. As a Member you agree to: keep your password a secret; not share an account with anyone else except as otherwise permitted under this Agreement; be entirely responsible for all activities that occur under your account; agree to immediately notify PreviewMe of any unauthorised use of your login or any other breach of security known to you; and pay the fees relevant to your membership as set out on the Website, or if applicable the Role Publishing User Agreement, which may be amended by us from time to time.

2.2.2. As a Member you may: change your profile, password and contact at any time by following the instructions on our Website; delete Services attached to your membership at your own convenience.

2.3. Acceptable Use of PreviewMe

2.3.1. PreviewMe is trusted by its Members and Visitors and PreviewMe trusts you to use the Services responsibly. You must not, and must not attempt to, do the following: use the Services for any unlawful purposes or for promotion of illegal activities; publish, share or otherwise deal with information on the Services in violation of any applicable laws of New Zealand or any other relevant jurisdiction, including intellectual property laws, privacy laws or any contractual obligation; impersonate another person or an entity through the Services or otherwise misrepresent your affiliation with a person or entity in a manner that does or is intended to mislead, confuse or deceive others; publish or share another Member's or Visitor's private or personally identifiable information without their express authorisation and permission; use any feature of the Services to send unsolicited commercial electronic messages as defined in section 4 of Unsolicited Electronic Messages Act 2007; publish or link malicious content or information intended to damage or disrupt other Members' or Visitors' browsers or computers or to compromise privacy; access, tamper with, or use non-public areas of the Services, including PreviewMe's computer systems and the technical delivery systems of PreviewMe's providers or partners; probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures, access or search the Services by any means other than PreviewMe's publicly supported interfaces; forge any part of the header of any information published or shared, or use the Service in any way to send altered, deceptive or false information; interfere with, or disrupt, the access of any Member or Visitor, host or network, including without limitation, sending viruses, overloading, flooding, spamming, mail-bombing the Service, or using the Service in such a manner as to interfere or create an undue burden on the Service; use the Services or the Website to upload, download, transact, store or make available data that is unlawful, harassing, threatening, harmful, tortious, defamatory, libellous, abusive, violent, obscene, invasive, of another's privacy, racially or ethnically offensive or otherwise in our opinion objectionable or damaging to PreviewMe, its Members, Visitors or persons generally; and use data mining, robots, screen scraping, or similar automated data gathering, extraction or publication tools on the Website (including without limitation for the purposes of establishing, maintaining, advancing or reproducing information contained on our Website on another website or in any other publication), without our prior written approval.

2.3.2. Members and Visitors who are located outside New Zealand agree to comply with all local laws regarding online conduct and acceptable content and information.

2.4. Use of Information**

2.4.1. All content and information that you provide to us via the Service, whether publicly visible or privately transmitted to us through messages, notifications or electronic mail (" Member** Information**") is solely your responsibility. PreviewMe does not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Member Information shared via the Service or endorse any opinions expressed via the Service.

2.4.2. If you use or rely on any content or materials shared via the Service or obtained by you through the Service, whether it is content that we provide or Member Information that other Members provide through our Service (collectively " Content"), it is at your own risk. To the fullest extent permitted by law, under no circumstances will PreviewMe be liable in any way for the Content, or any loss or damage of any kind incurred as a result of the use of any Content provided through the Services.

2.4.3. You agree that you are responsible for your use of the Service and warrant that you have all the rights, power and authority in respect of any Member Information that you provide to us including all necessary rights to upload the Member Information in accordance with this Agreement.

2.4.4. You agree that Content contained on the Website is for personal use or otherwise as permitted by this Agreement onlyand may not be sold, redistributed or used for any commercial purpose.

2.5. Notices and Messages**

2.5.1. From time to time we may provide you with important notices by email or via our Website.

2.5.2. You agree that we may provide notices to you in the following ways: banner notices on our Service; PreviewMe message threads and notifications on the Service; email sent to an email address you provide; or through other means including mobile number, telephone, or mail.

2.5.3. You agree to keep your contact information up to date on your account profile.

2.6. Messages and Sharing Information**

2.6.1. Our Services allow messaging and sharing of information in a number of ways including through your Member profile, employment applications, Role Publications (as defined in the Role Publishing User Agreement) and messaging either between an Employer Member and a Candidate Member (where permitted) or amongst team members under an Employer Member profile. Information and content you share may be seen by other Members, or, if public, by Visitors.

2.6.2. Where we have made settings available, we will honour the choices you make about who can see content or information. This includes limiting the visibility of your profile from public view and restricting your profile information during the job application process.

2.6.3. Job applications or communications relating to Roles (as defined in the Role Publishing User Agreement) via our Services are private by default and only visible to you and the recipient. Where a Candidate Member communicates with an Employer Member about a job opportunity, all members registered as team members to that job opportunity of the Employer Member account will receive the communication. If you are a Candidate Member, you agree that if your Member Information is made available to an Employer Member, it may be retained by that Employer Member in relation to any Role: (i) you have enquired about and/or applied for; and/or (ii) that the Employer Member may publish in the future and that it considers may be of interest to you.

2.6.4. If you are subject to a harmful communication that contravenes the communication principles of the Harmful Digital Communications Act 2015, you can report the communication through the Message Thread portal.

2.6.5. PreviewMe takes your privacy seriously and is committed to ensuring that the privacy and integrity of any personal information (as defined in the Privacy Act) you provide to us is protected. By using our Services, you are agreeing to us and any of our affiliates to collect, hold, use and share your personal information in accordance with our Privacy Policy. There does remain the possibility that such personal information is unlawfully observed by a third party while in transit over the internet or while stored on the Website. PreviewMe disclaims all liability to you to the greatest extent possible should this occur.

3. Rights and Limits

3.1. Member Information

3.1.1. All Member Information that you provide to PreviewMe and which is stored on the Website is owned by you. PreviewMe acknowledges and agrees that all rights including intellectual property rights in such Member Information belong to you, and we shall have no rights in or to such Member Information other than as expressly provided in this Agreement.

3.1.2. You grant PreviewMe and our affiliates a non-exclusive licence to use your Member Information to: manage internal reporting requirements; collate statistical information about the use of the Website and submission of online applications; analyse the behaviour on the Website; obtain and analyse high level trends and prepare reports and analytics relating thereto; improve the user experience of our Services; and otherwise use in accordance with our Privacy Policy.

The licence is a worldwide, transferrable and sub-licensable right to use, copy, modify, distribute, publish and process Member Information that you provide through our Services, without any further consent, notice and/or compensation to you or others.

3.1.3. The licence granted to PreviewMe set out in 3.1.2 may be terminated by: the Member deleting such Member Information from the Services; or terminating this Agreement in accordance with clause 5.

3.1.4. PreviewMe will not include any Member Information in advertisements for products and services of others without your separate consent. However, we have the right, without compensation to you or others, to display advertisements (at PreviewMe's own discretion) near your Member Information.

3.1.5. Because you own your Member Information and we only have non-exclusive rights to it, you may choose to make it available to others, for example, you may choose to make your membership profile public to increase visibility to potential employers, in which case we may also use such public Member Information for our own purposes.

3.1.6. You agree that PreviewMe and our affiliates may access, store and use any Information that you provide in accordance with this Agreement, the Privacy Policy and your privacy settings.

3.2. Service Availability

3.2.1. PreviewMe may change, suspend or end any Service, or change and modify prices at PreviewMe's sole discretion. We can make these changes without prior notice to you. However, where the change is significant we will use reasonable endeavours to tell you about the change by giving notice to you per clause 2.5.2.

3.2.2. PreviewMe provides no warranty that the Services will be available, uninterrupted or error-free or that defects in the Service will be corrected.

3.2.3. PreviewMe does not guarantee or warrant that Content made available through the Website or transmitted by electronic mail will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Website for the reconstruction of any data lost.

3.3. Other Content, Providers, Apps, Sites

3.3.1. Information provided by PreviewMe in any form or through any medium does not constitute professional advice.

3.3.2. You acknowledge and agree that information published by PreviewMe is intended to provide general information only. This includes, but is not limited to, guidance for registration, member profile (including video) creation, role creation and candidate processing.

3.3.3. PreviewMe does not endorse or recommend any of the jobs or employment opportunities published and advertised on the Website and PreviewMe recommends that prior to entering into any agreement with any Member that you obtain your own independent human resources, legal, accounting, financial or taxation advice as appropriate.

3.3.4. It is the Member's sole responsibility to evaluate the accuracy, completeness and currency of all opinions, advice, services, guidance and other information provided through the Services.

3.3.5. PreviewMe provides links, pointers and guidance to websites maintained by third parties from the Website. Such linked sites are not under the control of PreviewMe and PreviewMe is not responsible for the content, material or advertisements of any linked website or any link contained in a linked website.

3.3.6. PreviewMe provides links to third parties websites to you only as a convenience, and the inclusion of any link to a website does not imply endorsement or approval by PreviewMe of content, material or advertisements of the linked website.

3.3.7. PreviewMe will not be liable for any damages or loss arising in any way out of or in connection with or incidental to any Member Information, third party content, or third party service provided by any third party.

3.4. Limits on use

3.4.1. Subject to this Agreement, PreviewMe grants: Candidate Members a personal, non-assignable, non-sublicensable and non-exclusive license to use the Service; and Employer Members a non-assignable, non-sublicensable and non-exclusive licence to use the Service for use by those authorised to use the Service. PreviewMe reserves all of its intellectual property rights in the Services. This includes PreviewMe's trade marks, rights in domain names, copyright, patents, registered designs, circuit layouts, rights in computer software, databases and lists, rights in inventions, confidential information, know‑how and trade secrets, operating manuals, quality manuals and all other intellectual property, in each case whether registered or unregistered (including applications for the grant of any of the foregoing) and all rights or forms of protection having equivalent or similar effect to any of the foregoing which may subsist anywhere in the world, including the goodwill associated with the foregoing and all rights of action, powers and benefits in respect of the same, all code and software that forms part of the Services.

3.4.2. Except as otherwise permitted under this Agreement you may not modify, copy, reproduce, republish, upload, post, transmit or dilute in anyway any material from the Website or our Services.

4. Disclaimer and limit of liability

4.1. No Warranty

4.1.1. You acknowledge that, except for those warranties or representations that cannot be excluded by law (including under the Consumer Guarantees Act 1993), the Services are provided on an "as is" basis and all representations, conditions or warranties in respect of the Service (whether express or implied, statutory or otherwise, and including warranties of merchantability and fitness for a particular purpose) are expressly excluded.

4.2. Exclusion of Liability

4.2.1. To the maximum extent permitted by law, PreviewMe shall not be liable in tort (including negligence), contract, breach of statutory duty or otherwise for any direct, indirect, incidental, special, consequential or punitive damages, or any loss of data, opportunities, reputation, profits or revenues, related to the Services or arising out of or in connection with this Agreement.

4.2.2. If, notwithstanding clause 4.2.1, we are found to be liable to you for any form of loss or damage, then to the maximum extent permitted by law, our maximum aggregate liability to you will not exceed

the fees paid by you to us for the Services in the six months prior to the date on which the claim arose (if applicable).

5. Termination

5.1.1. PreviewMe reserves the right to limit the use of the Services. This includes the right to restrict, suspend or terminate your account without notice if PreviewMe believes that you may be in breach of this Agreement or law or are misusing the Services.

5.1.2. PreviewMe or the Member may terminate this Agreement at any time upon notice to the other, or in the case of the Member, that Member choosing to close its account through the Settings Tab from located next to the dashboard of the Member's account on PreviewMe. On termination, the Member loses the right to access or use certain parts of the Services provided to Members only.

5.1.3. Termination of the Agreement as a result of you breaching one or more terms of this Agreement will not terminate those provisions of these Agreement capable of surviving termination. For example, any amounts owed by either party prior to termination remain owed after termination.

6. General provisions

6.1. Partial Invalidity

6.1.1. If any provision of this Agreement or its application to any party or circumstance is or becomes invalid or unenforceable to any extent, the remainder of this Agreement and its application will not be affected and will remain enforceable to the greatest extent permitted by law.

6.2. Assignment

6.2.1. You may not assign or transfer your rights and obligations under this Agreement to any entity without PreviewMe's written approval. If you are a company, any change in your effective control shall be deemed an assignment for the purpose of this clause.

6.2.2. You agree that PreviewMe may assign, transfer and/or sub-contract its rights and/or obligations under this Agreement to any third party without your consent.

6.2.3. There are no third party beneficiaries to this Agreement.

6.3. Waiver

6.3.1. No exercise or failure to exercise or delay in exercising any right or remedy by PreviewMe will constitute a waiver by PreviewMe of that or any other right or remedy available to it.

6.4. Governing Law

6.4.1. This Agreement is governed by the laws of New Zealand and the courts of New Zealand have exclusive jurisdiction in respect of any matter concerning use of our Services.