Terms and Conditions (Last updated: 5 June 2020)

  1. Applicability of these Terms:
    1. The following terms and conditions ("Terms") govern the website www.portconnect.co.nz ("Site") and the access to or use of the Site by any person. The Site provides access to a sophisticated online cargo management system including access to a range of container management tools and a central repository of containerised cargo information created by users.
    2. The Site is owned and operated by PortConnect Limited ("PortConnect").
    3. In these Terms:
      1. 'you', 'your' or 'user' refers to you, the person or persons using the Site and includes any organisation or entity which you may be employed or contracted by, or on whose behalf you are representing;
      2. 'we', 'us' or 'our' refers to PortConnect, or any related PortConnect group organisation which provides you with Services; and
      3. "Services" means all goods, products and services we provide and anything else we do for you, including providing you with access to, or information from, our Site.
    4. You should read all of these Terms carefully prior to accessing our Site or using our Services. By using or accessing any areas of the Site, you agree to be legally bound and to abide by these Terms. If you do not agree with any of these Terms, then do not use the Site. These Terms will apply to you whether you formally accept them and whether you agree with them or not.
    5. These Terms will apply from the date you first access or use the Site whether or not you are a registered user, or a member of the public accessing the Site without an account.
    6. These Terms and any user documents or forms contained within the Site may be amended from time to time by PortConnect. By continuing to use the Site after any amendment takes effect, you will be deemed to have accepted that amendment and will be bound by it.
    7. Our Privacy Policy applies to your use of our Services. It is important that you are familiar with our Privacy Policy attached as Appendix 1 (Privacy Policy). Please read this Privacy Policy in conjunction with these Terms.
  2. Opening and operating an Online Account
    1. In order to use our 'Detailed Track & Trace' or other paid subscription Services from time to time, you must first open an online account with PortConnect via the Site. You must complete the account opening and registration process, and be approved by PortConnect as a registered user, before being able to use or access any paid subscription Services.
    2. You represent that you are of sufficient legal age and of sufficient authority within your organisation to create binding legal obligations for any liability you or your organisation may incur as a result of your opening an account or accessing the Site or using our Services.
    3. You agree to make sure all personal and organisational information you give to us is correct and up to date, and that you will update your user profile on your account when that information changes.
    4. If you're an administrator of an organisation's online account, you also agree to:
      1. Manage access to our Services for other users who are connected to your organisation, by:
        1. Keeping user information updated; and
        2. Closing user accounts if users no longer need access to our Services via your organisation;
      2. Manage delegated authorities, which provide your organisation with the ability to make use of our Services on behalf of other users.
    5. If you grant delegated authority to allow another user to access our Services on your behalf or through your online account, you:
      1. Acknowledge that you're granting that user the right to make use of our Services on your behalf at your cost, including the amendment of data in relation to your organisation that has had delegated authority applied to it; and
      2. Accept that any action performed by users to whom you've granted delegated authority is, in effect, being done on your behalf and that you're responsible for any actions they perform.
    6. If you accept delegated authority to make use of our Services on behalf of another user, you:
      1. Acknowledge that you're accepting the right to make use of our Services on their behalf at their cost, including the amendment of data for an organisation over which you have delegated authority; and
      2. Accept that any action performed by you in relation to any delegated authority you've been granted is made in the knowledge that you're acting on behalf of the user who has granted you that authority.
    7. The purpose of these commitments is to protect the integrity and security of:
      1. Our online Services; and
      2. The information and data provided by you, and supplied by us to other users of our Services.
      If you don't honour the above commitments, then third parties may be able to take actions that appear to be on your behalf. These actions may result in a breach of security or privacy, and you will be held responsible for any consequences of this.
  3. Suspension or termination of Account
    1. PortConnect reserves the right to suspend or terminate your account and to disable your access to this Site at any time, including if:
      1. you fail to comply with any of your obligations under these Terms;
      2. you infringe PortConnect's intellectual property rights;
      3. you breach another agreement you have with PortConnect; or
      4. you use this Site for unauthorised or illegal purposes.
    2. The termination of your account (either by you or by us) or the temporary suspension of your account or access to the Site:
      1. will not affect our accrued rights and remedies against you under these Terms; and
      2. will not affect any licence granted to us to use your data in accordance with clause 7.3.
  4. Data and use of Site
    1. The data contained in the Site is derived from data supplied by users and other supply chain operators, such as ports. While PortConnect will use reasonable endeavours to supply accurate information on the Site, PortConnect, its officers, employees, advisors and agents do not warrant the accuracy, adequacy, currency or completeness or any data or information supplied, or that such data or information is suitable for your intended use.
    3. The Site is hosted by a third party. There may be instances during which your ability to use or access the Site is affected due to an issue affecting the third party host including a force majeure event. PortConnect will use reasonable endeavours to minimise any interruption to your access of the Site, but you acknowledge that such instances maybe beyond PortConnect's control and agree that PortConnect will not be liable for such interruptions or Service delivery delays or errors.
    4. In respect of your use of the Site, you accept that PortConnect:
      1. makes the Site available to users on a non-exclusive and non-transferable basis only;
      2. agrees to make reasonable endeavours to ensure the Site is available without interruption. At all times, PortConnect may need to withdraw or limit availability of the Site to allow for maintenance or development to take place; and
      3. reserves the right to make changes to the Site at its complete discretion at any time including upgrading, replacing and removing features, functionality, security features, log-in procedures and the Site's interface.
    5. PortConnect assumes no responsibility for websites hyperlinked linked to the Site. PortConnect provides links to other websites only as a convenience, and the inclusion of any link does not imply the endorsement, investigation or verification by PortConnect of the linked websites.
  5. Your obligations for using the Site
    1. To access or use the Site, you may be required to provide certain data in the form prescribed by PortConnect from time to time. You will:
      1. ensure that all data provided to the Site is submitted for a proper purpose and is complete, accurate and secure against unauthorised alteration in the course of transmission;
      2. if you are the shipper (or the shippers agent, as recorded on an ocean carriers bill of lading), provide a verified gross mass for each CSC container in accordance with the rules adopted by Maritime New Zealand from time to time - currently set out in The International Convention for the Safety of Life at Sea (known as SOLAS, 1974, as amended);
      3. resolve any inconsistencies in the data identified by us and notified to you; and
      4. ensure that your system and computer facilities are capable of engaging in the electronic exchange of data as required by the Site and that you will maintain sufficient network connections and telecommunications links from your systems to the Site.
    2. You undertake, represent and agree that:
      1. the verified gross mass declared in respect of containerised cargo shall be:
        1. correctly determined using a method approved by Maritime New Zealand; and
        2. weighed on equipment meeting New Zealand certification and calibration requirements;
      2. any data submitted in respect of chilled or refrigerated cargo shall include the correct temperature setting at which the cargo is to be maintained during transport and storage;
      3. any data submitted in respect of hazardous cargo, as defined according to the International Maritime Dangerous Goods Code shall include the correct hazardous class for the cargo in question and you accept all liability for any damage to equipment or injury to personnel which may arise as a result of that or any information being incorrect or incomplete;
      4. any data submitted for cargo that extends beyond the dimensions of the container or other loading device will include the correct measurements of any overhang or excess measurement; and
      5. you accept that PortConnect shall not be liable for any damage to your cargo which may arise as a result of any data supplied to PortConnect via the Site being incorrect or incomplete.
    3. You will:
      1. keep all usernames and passwords used to access the Site secure and confidential;
      2. notify PortConnect immediately of any unauthorised use of a log-in or other security breach;
      3. use the Site solely for its stated lawful business purposes and not for any other purpose;
      4. supply PortConnect with names, titles and email addresses of each person who you want to have access to the Site ("Authorised Person") and ensure that only Authorised Persons access and use the Site;
      5. be responsible for all acts performed using an Authorised Person's log-in details and will ensure that each Authorised Person complies with these Terms; and
      6. access and use the Site in accordance with any operating instructions issued by us or which are displayed on or within the Site from time to time.
    4. Except where expressly permitted elsewhere in these Terms, you must not, and you must ensure that all Authorised Persons do not:
      1. attempt to undermine the security of any part of the Site or use it in a manner which may impair its functionality;
      2. attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, make available or distribute all or any component of the Site or any software comprising the Site or any data within the Site;
      3. attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any software, format or system comprised in or underlying the Site;
      4. access all or any part of the Site in order to build a product or service which competes with the Site, or any of PortConnect's Services;
      5. use the Site in any way that would constitute a breach of a third party's intellectual property rights or rights to privacy; or
      6. license, sell, rent, lease, transfer, assign, distribute, display, disclose or otherwise commercially exploit the Site, any software or any data comprising the Site.
    5. In respect of all data submitted via Electronic Data Interchange (EDI) or Application Programming Interface (API), you must ensure that such data will not comprise or include any additional or unnecessary content or material, including email viruses or other code, which may cause damage to PortConnect, its systems or the Site and will not be submitted with any malicious purpose or intent.
    6. You must record in your profile the primary contact for all communications between you and your organisation and PortConnect, and will ensure that this contact is able to receive email alerts and notifications from PortConnect at any time and take appropriate action to resolve any issues that may arise from the use of PortConnect's Services.
    7. You will pay your own costs associated with your use of the Site, including payments to your other service providers such as software, bureau services, internet service providers or other network providers.
    8. Where you have submitted data to PortConnect, and PortConnect is to make available that data to a third party, you agree not to send duplicate data to such third party in any format unless a duplication of that data in an alternative format to that provided by PortConnect is specifically requested by the third party.
  6. Fees
    1. You must pay the Fees at the rates and in the manner specified in these Terms from time to time (Fees). PortConnect reserves the right to amend or increase such Fees and any increase in Fees will be effective from the date these amended Terms are posted to the Site. By continuing to use paid subscription Services after any increase takes effect, you will be deemed to have accepted those increased Fees and will be bound by them.
    2. The Fees payable to PortConnect for use of paid subscription Services, effective as at the date of issue of these Terms, are as follows:
      1. Fees for PortConnect Services are outlined in the Pricing page. You will be invoiced monthly in arrears, and all invoices must be paid in full, no later than the 20th day of the month following the month in which the invoice was issued. For transaction based services, a supporting excel report of all events charged will be provided with each monthly invoice.
      2. If you need to cancel your PortConnect subscription / user account, you must follow the process below to ensure your account is properly closed:
        1. Email [email protected] to request a cancellation of your subscription.
        2. Your cancellation notice will apply to the Detailed Track & Trace Service, or any other paid subscription Services elected to be cancelled, which includes access to any notifications you are signed up for.
        3. Your final invoice will be for the period from the first of the month of cancellation up until the date your cancellation is processed and the account closed.
      3. For account holders with a period of inactivity for a period of 6 (six) months, then your account may be closed by PortConnect. Account holders may be given the option of keeping their account open, but we will require you to move onto a direct debit payment system.
      4. Should your account be in arrears for more than 20 business days from the date payment was due, then PortConnect reserves the right to:
        1. charge default interest at the rate of 1.5% per month on the outstanding balance of your account, calculated on a daily basis from the date interest starts accruing until the date payment is made in full;
        2. Suspend activity on your account until payment is made in full or cancel your account; and
        3. Refer your account to a Debt Collection Agency or take legal action for recovery of the debt.
  7. Intellectual Property
    1. All intellectual property rights comprised in or underlying the Site (including the software used to power it, the web client and/or API through which it is accessed, all documentation relating to the Site and the branding, layout, look and feel and any trademarks associated with it) remain owned by PortConnect and by accessing the Site, you agree that you will not dispute such ownership.
    2. PortConnect welcomes feedback and ideas on how to improve the Site. If you submit feedback or suggestions for improvement, PortConnect will be free to use those ideas and you will not have rights to any new or modified intellectual property that may be generated as a result.
    3. You grant PortConnect a worldwide, non-exclusive, irrevocable, royalty free transferable licence to use, store, copy, modify, make available and communicate your data for the purpose of providing the Site and its Services and facilitating user access and use of data and other information from the Site. You indemnify PortConnect for all losses, liabilities, costs and expenses (including legal costs) suffered or incurred by PortConnect due to a claim being brought against PortConnect by a third party alleging that your data is defamatory or unlawful or infringes that third party's rights or any applicable laws.
    4. You agree that:
      1. PortConnect may use (in perpetuity) your data and data relating to your usage of the Site (in each case anonymised and in aggregated form) for the purposes of generating and compiling cargo volumes, costs and other relevant statistics ("Statistical Data") which may be made available to PortConnect's users, customers and for benchmarking and analytical purposes;
      2. all intellectual property rights in such Statistical Data derived from your data will be owned by PortConnect; and
      3. PortConnect may share your data with any competent regulatory or controlling authority if it is requested to do so in respect of any suspicious or illegal activity or any other activity or behaviour which PortConnect is required to report under applicable New Zealand legislation.
  8. Ownership of Data
    1. The data supplied by you to the Site remains your property. PortConnect will treat personal account information supplied by you as confidential and will not disclose it to any other person other than as provided by these Terms (or as required by law).
    2. Notwithstanding clause 8.1, you grant to PortConnect the right to use the data provided by you to:
      1. share your data with other users of the Site ; and
      2. combine your data with the data of other users to compile industry data which may be used by PortConnect in its discretion, including selling such data (combined or otherwise) for commercial gain, provided you are not specifically identified.
  9. Security of Data
    1. PortConnect will use reasonable endeavours to keep your data secure, through technical and organisational measures. However, it is your responsibility to ensure that those security measures are appropriate in the context of your data. In the event of any unauthorised access, use, violation, hack or security breach of the Site, PortConnect will not be liable in any way for the loss or corruption of your data.
  10. Indemnity
    1. To the fullest extent allowed by law, you hereby indemnify PortConnect, its related companies, its agents and employees against:
      1. any loss or damage (including consequential loss or damage and any legal costs and expenses) sustained by PortConnect arising from incorrect or misleading data provided by you (including damage or injury to personnel, systems or equipment); and
      2. any claim or demand made by any third party due to or arising out of or in connection with your breach of these Terms or your infringement of any rights of a third party.
    2. If you use this Site for the purposes of a business, then you agree that the New Zealand Consumer Guarantees Act 1993 shall not apply to your use of or reliance upon this Site.
  11. Limitation of liability
    1. To the fullest extent allowed by law, PortConnect and each of their officers, employees, advisors and agents exclude all liability to you for any loss or damage, including liability arising in contract or tort (including negligence) which arises out of or is in any way connected with any use of this Site or with any delay or inability to use this Site, or for any data (combined or otherwise), information or Services obtained or provided through this Site. In the event that this limitation of liability is held by any court of law to be invalid or unenforceable, the maximum aggregate liability to you for any losses, costs or damages incurred by you in connection with the use of the Site, will not exceed 3 times the Fees paid by you in the 6 month period prior to the claim arising.
    2. Notwithstanding clause 11.1, PortConnect will not be liable to you for:
      1. any indirect, consequential or special loss or damage, any loss of business opportunity, or damage to goodwill, suffered or incurred by you; or
      2. any loss to you caused by a breach of these Terms by another user.
    3. PortConnect will not be liable for any losses, costs or damages to you due to:
      1. any event or circumstance beyond the reasonable control of PortConnect, such as an act of god;
      2. an internet, network or power outage in relation to PortConnect, or any other supply chain entity, such as ports from which data is generated or received;
      3. any malfunction of the Site for any reason which causes notifications to be delayed or where notifications are incorrect due to stale or incorrect input data; and
      4. where changes to third party data is not available or updated on the Site which causes notifications to subsequently become incorrect e.g. where a notification is sent that demurrage is about to start at a given time based on data we have, but where the relevant customer gets extended storage time (not maintained in the data we get), and you have hired extra trucks/drivers to uplift the relevant containers when you don't need to and therefore you have incurred costs that weren't necessary.
    4. PortConnect will use reasonable endeavours to keep you informed about a network outage or other event that affects the use of and access to the Site and will take reasonable steps to mitigate the effect of that event and to resume availability of the Site as soon as reasonably practical.
  12. Copyright
    1. You acknowledge that all content included on this Site, including information, data, software, images, written materials and compilations are the property and copyright of PortConnect.
    1. Privacy
      1. PortConnect's privacy policy is attached as Appendix 1 to these Terms. Our Privacy Policy specifies how PortConnect will handle your personal information. By using or accessing the Site, you are taken to have accepted the adequacy of our Privacy Policy.
    2. Dispute Resolution
      1. Neither PortConnect nor you will file legal proceedings in respect of a dispute between us regarding any matter concerning your access or use of the Site (other than for the non-payment of Fees) unless the party intending to file proceedings has used all reasonable endeavours to complete the steps in clauses 14.2 and 14.3. This clause will not prevent any person from applying to a court for urgent interlocutory relief.
      2. Within 10 business days of either party giving written notice that a dispute exists, senior managers of both parties with authority to resolve the dispute shall meet in good faith to endeavour to resolve the dispute.
      3. If the dispute is not resolved with 20 business days of receipt of the notice of dispute, either party may by notice to the other party refer the dispute to mediation. The mediation will be in Auckland. If the parties do not agree on a mediator, or the mediator's fees, within a further 5 business days, the mediator will be appointed, or the fees set, by the Chair of the Resolution Institute or the Chair's designated representative. The Resolution Institute Mediation Rules shall apply to the mediation.
    3. Notices
      1. PortConnect may give notice to a user under these Terms by:
        1. posting to your profile or account or to the notices section on the Site itself; or
        2. emailing you at the email address nominated by you in your account or profile.
      2. You may give notice to PortConnect under these Terms by email to [email protected].
    4. Miscellaneous
      1. Each party shall, at its own expense, promptly sign and deliver any documents or forms (electronic or otherwise), which are reasonably required to give full effect to the provisions of these Terms.
      2. You and PortConnect are both independent contractors, and these Terms do not create any partnership, agency or employment relationship between us.
      3. The rights and remedies provided in these Terms are cumulative and not exclusive of any rights or remedies provided by any user document or notice otherwise at law.
      4. If any provision of these Terms or any other user document is illegal, invalid or unenforceable, that provision shall be read down to the extent to make it legal, valid and enforceable.
      5. In these Terms, unless the context requires otherwise:
        1. derivations of any defined word or term shall have a corresponding meaning;
        2. headings to sections or clauses are inserted for convenience only and do not affect the interpretation of these Terms;
        3. the word "including" and other similar words do not imply any limitation;
        4. a person includes any individual, organisation, corporation, firm, club, partnership, joint venture, association of persons (incorporated or not), trust or government agency;
        5. the plural includes the singular and vice versa; and
        6. a reference to a statute includes all regulations and other subordinate legislation made under that statute. A reference to a statute, regulation or other subordinate legislation, or to a provision of any statute, regulation or other subordinate legislation, includes that statute, regulation or other subordinate legislation or provision as amended, re-enacted or replaced from time to time.
      6. These Terms are governed and construed in accordance with the laws of New Zealand, and you irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of New Zealand.

    Appendix 1 – PortConnect Privacy Policy

    1. Privacy Policy
      1. This policy sets out how PortConnect handles the information we collect about you. If you use our Site, you agree that PortConnect may collect, use, disclose and store your information in accordance with this policy.
    2. Collection of your information
      1. We collect information about you when you use our Site, when you subscribe for a Service, and during our relationship with you.
      2. We may also collect information about you from third parties when you have authorised this or where such information is publicly available.
      3. The information we collect may include:
        1. your name, address (postal and email), location and telephone number(s);
        2. the date and time you use our Site and the URLs of the pages you visit;
        3. the IP address for your computer or IT system - your IP address is the identifier for your computer when you are using the internet - and the domain name from which you are accessing the internet;
        4. the operating system and browser your computer or IT system uses, and any search engine you are using;
        5. your browsing behaviour;
        6. your online transactions;
        7. your PortConnect account activity;
        8. the date and time you are visiting;
        9. the domain name of the page you visit after leaving our website;
        10. If you're using Social sign in;
          1. your Facebook email address;
          2. your unique Facebook ID;
          3. your Google email address;
          4. your unique Google ID.
        If any of the information you provide to us includes information about another person, you confirm that they have authorised you to provide us that information;
    3. Use of your information
      1. We may use your information for the following purposes:
        1. verifying your identity and address;
        2. providing you with our Services, and managing our relationship with you;
        3. providing you with information about our Services (including promotional material and news) and the Services of other members of the PortConnect group;
        4. improving our Services;
        5. conducting market research and statistical analysis;
        6. monitoring and improving the security of our Site, systems and networks.
      2. We may also use your information for any other purpose authorised by you, or as otherwise required or permitted by law.
    4. Disclosure of your information
      1. We may disclose your information to the following third parties:
        1. anyone that provides us services that relate to a purpose listed above (including third parties in New Zealand and overseas);
        2. other members of the PortConnect group, which must handle your information in accordance with this policy;
        3. anyone that we need to contact to carry out your instructions (including the recipient of any payment);
        4. government agencies and other third parties where required or permitted by law or any court;
        5. anyone that can help us if your use of our Site is causing us technical issues (including an attack on our Site, systems or networks); and
        6. anyone looking to purchase our business or assets.
        We may also disclose your information to anyone you authorise us to disclose that information to.
    5. Storage and security of your information
      1. We may store your information ourselves, or with third parties data centres contracted to hold your information for us in New Zealand and overseas. We will take reasonable steps to ensure that your information is protected from unauthorised access, use, modification, or disclosure (or other misuse).
    6. Your rights to access and correct your information
      1. You can ask us to provide you with the information we hold about you and request corrections to it. There may be a charge for providing you this information, but we'll let you know if this is the case before we provide you the information.
      2. If you would like to see the information we hold about you or request a correction, please contact us at [email protected].
    7. Cookies
      1. Our Site place a cookie on your computer or IT system. A "cookie" is a file which allows us to track your likes, dislikes and interests as you use our websites. We may use this information to help us identify you, to personalise your experience when you visit our Site and to provide you advertisements for our Services when you visit our and third party websites.
      2. You can stop cookies being placed on your computer or IT system by changing the settings for your internet browser. However, some of our Site's features will not work without cookies.
      3. Our Site places a cookie on the hard drive of your computer or IT system. A "cookie" is a file which allows us to track user application preferences. In addition, our Site may use third party cookies such as Google Analytics for Display Advertisers, including the following features:
        1. Google Display Network Impression Reporting - which gives us additional insight into who has viewed our paid digital advertising on other websites. This will help us optimise and tailor our advertising.
        2. DoubleClick Platform integrations & Remarketing with Google Analytics - the integrations between both our web analytic and paid advertising platforms together to give us additional insight. This allows us to tailor our advertising to ensure the right types and offers are shown to you while you are using the internet outside our Site.
        3. Google Analytics Demographics and Interest Reporting - which gives us insight into behaviour information relating to visitor age, gender and organisation type and industry.
        4. interests on an anonymous and aggregate level. This will help us to understand browsing behaviour to give you a better experience whilst visiting our Site.
        5. Cookies are used to analyse your use of our Site and to serve ads when you visit our Site. The information we collect and share with third parties through cookies is aggregated and therefore anonymous (it does not include personal information which is likely to identify you). The information may be used to serve you ads in relation to our products when you visit our Site and third party websites. You can access information about Google's Privacy Policy here
        6. While we recommend that users enable cookies on their browsers in order to enjoy all the features of our Site, the decision remains in the hands of the user. Most browsers allow you to control management of cookies, this will be different depending on each user's PC - refer to your browser help menu for further information.
    8. Changing this policy
      1. We may change this Policy at any time by changing or removing existing terms or adding new ones. Changes may take the form of a completely new policy. We will tell you about any changes by posting an updated policy on our Site. Any change we make applies from the date we post it on Site.
      2. If you have any questions about our Privacy Policy, email us at [email protected].