Membership Terms

These terms apply to membership of our buying group. By applying to join, and by taking up any Benefit, you agree to them.

1. These terms

1.1 We are Independent Eyecare Collective NZ Limited, company number 9372472, trading as Eye See NZ. In these terms, “we”, “us” and “our” mean that company, and “you” and “your” mean the business named in the membership application. These terms cover buying group membership only, and do not cover any other support or services that we provide under a separate agreement.

1.2 In these terms, “includes” and “including” are not words of limitation, headings do not affect interpretation, all amounts are in New Zealand dollars and exclude GST (GST is payable in addition where it applies), and:

• Benefit means a discount, rebate, offer, product or service that we make available to Members from time to time;
• Membership Year means the 12 month period starting on the date we accept your Membership, and each following 12 month period; and
• Supplier means a supplier of goods or services with whom we have arranged a Benefit.

2. Joining

2.1 Any business carrying on business in New Zealand may apply to join on the application form we publish. We may decline an application without giving reasons. You become a Member when we accept your application and you have paid the Fee, and Membership has a corresponding meaning.

2.2 You must give us accurate information in your application, and must tell us within 14 days if that information changes, including any change in the ownership or control of your business.

2.3 Membership is personal to you. You must not transfer, share or assign your Membership or these terms, and you must not allow any other business to obtain a Benefit through your Membership.

3. Benefits

3.1 We negotiate with Suppliers and make Benefits available to you and, where a Benefit says so, to your employees. The Benefits available at any time are listed at www.eyesee.co.nz.

3.2 Each Benefit is subject to the Supplier’s own terms, eligibility criteria, availability and charges, and you must comply with them. Some Benefits are supplied on our account with the Supplier. You may use those only if you apply for and accept our separate credit terms, and we may decline your application, set a credit limit, or require security or a guarantee.

3.3 When you or your employee takes up a Benefit, you or the employee contracts directly with the Supplier. We are not a party to that contract and are not responsible for any offer a Supplier makes, or for its availability or conditions. You should check those with the Supplier.

3.4 Benefits are for use in your business, and any employee Benefit is for the personal use of your employee. You must not on-sell or pass on a Benefit, or anything obtained under a Benefit, without our written consent. An employee’s access ends when their employment with you ends, or when your Membership ends, and we may tell the Supplier.

3.5 We may add, change or remove a Benefit at any time. We do not guarantee that a particular Benefit will continue, or that it will give you a better price than you could obtain elsewhere.

3.6 You must not do anything that causes us to breach our agreement with a Supplier, and you must keep our pricing and other arrangements with Suppliers confidential, unless that information is public or the law requires you to disclose it.

4. Fees and how we are paid

4.1 Membership is currently free of charge (Fee of $0). We may introduce a membership fee for future Membership Years, and if we do we will tell you the amount in writing before it applies and before you are asked to pay anything.

4.2 The Fee is non-refundable, except where clause 5.5 or clause 8.2 requires us to refund part of it. We do not refund any part of it if you do not take up a Benefit, or if your Membership ends during a Membership Year.

4.3 The Fee supports the cost of running the buying group. We may also receive and keep rebates, commissions and other payments from Suppliers, including payments based on what Members buy.

5. Term, renewal and ending your Membership

5.1 Your Membership runs for one Membership Year and renews automatically for further Membership Years until it ends under this clause.

5.2 We will invoice you for renewal before the end of each Membership Year. You may choose not to renew by telling us in writing at least 14 days before the end of the current Membership Year.

5.3 You may end your Membership at any time by giving us written notice.

5.4 We may end your Membership immediately, by written notice, if:

• you breach these terms and do not put the breach right within 14 days after we ask you to, or the breach cannot be put right;
• you do not pay an amount you owe us by its due date;
• you become insolvent or bankrupt, or go into receivership, liquidation or voluntary administration, or you stop carrying on business; or
• you do something that we reasonably consider is likely to damage the reputation of the buying group, of us, or of a Supplier.

5.5 We may end your Membership for any other reason by giving you at least 1 month written notice, and will then refund the part of the Fee relating to the balance of the Membership Year.

5.6 When your Membership ends, your access to Benefits stops, you must return any card issued to you, and you must pay us everything you owe. Any contract with a Supplier continues on its own terms.

6. Information and privacy

6.1 You must give us the information we reasonably need to run the buying group and to negotiate with Suppliers. You agree that Suppliers may give us information about what you and your employees buy and the discounts and rebates received, and that we may use it to negotiate with Suppliers, calculate rebates, and report to Members in a form that does not identify you.

6.2 We collect, use, store and disclose personal information in accordance with the Privacy Act 2020 and our privacy policy. You authorise us to give your contact details to Suppliers so that they can provide Benefits. If you give us personal information about your employees, you confirm that you are authorised to do so and that you have told them we will use it to provide Benefits. You agree that we may send you emails about your Membership, Benefits and offers from Suppliers, and you may opt out of marketing emails at any time.

7. Our liability

7.1 We arrange access to Benefits. We do not supply the goods or services provided under a Benefit, and we are not liable for the acts or omissions of a Supplier or for the goods or services a Supplier provides.

7.2 To the extent the law allows, our total liability to you for all claims arising in a Membership Year, whether in contract, tort (including negligence), equity or otherwise, is limited to the Fee you paid for that Membership Year. We are also not liable for loss of profit, loss of anticipated savings, loss of opportunity, or any indirect or consequential loss.

7.3 You acquire your Membership and each Benefit in trade. You agree that the Consumer Guarantees Act 1993 does not apply, that sections 9, 12A, 13 and 14(1) of the Fair Trading Act 1986 do not apply, and that it is fair and reasonable for you to be bound by this clause.

8. Changing these terms

8.1 We may change these terms, including the Fee. We will publish the changed terms at www.eyesee.co.nz and tell you by email.

8.2 A change that materially affects your rights or obligations takes effect at the start of your next Membership Year, or on at least 30 days’ written notice, whichever is earlier. If you do not accept it, you may end your Membership by written notice before it takes effect, and we will refund the part of the Fee that relates to the balance of the Membership Year. A change to a Benefit, or to the Suppliers we deal with, is not a change to these terms.

9. General

9.1 Notices must be in writing. An email notice is treated as received on the day it is sent, unless the sender receives notice that it was not delivered.

9.2 Nothing in these terms makes us and you partners, joint venturers or agents of each other, and neither of us may bind the other.

9.3 We may transfer these terms to a person who takes over the buying group, and we will tell you if we do.

9.4 A delay or failure by either of us to enforce a right is not a waiver of that right, and a waiver is only effective if it is in writing. If any part of these terms is unenforceable, the rest continues to apply. These terms, your membership application, and the terms of each Benefit, are the whole agreement about your Membership.

9.5 If a dispute arises, we will each try in good faith to resolve it by discussion before starting court proceedings, though either of us may apply to a court for urgent relief. New Zealand law governs these terms and the New Zealand courts have non-exclusive jurisdiction.