General Terms for All Users of PROVIZITS

Please read these terms and conditions carefully, as they outline the rules, obligations, and responsibilities that apply to your use of the PROVIZITS platform and services. We encourage you to print or save a copy for your records.

For Users (Organisations Booking Talent)

PROVIZITS is designed to facilitate short, impactful guest appearances by current and former athletes for schools, clubs, businesses, and community groups. We are committed to maintaining a safe, respectful, and positive environment for both the hosting organisation and the Talent.

By using PROVIZITS, you agree to:

• - Treat all Talent with respect and professionalism.
• - Ensure the environment for the visit is appropriate, inclusive, and safe.
• - Not engage in or encourage any behaviour that is discriminatory, offensive, or otherwise inappropriate.
• - Understand that users (organisations booking Talent) may request vetting to verify your background or credentials. Any vetting requested is at the user's discretion

PROVIZITS reserves the right to suspend or remove access to the platform if users are found to violate these expectations.

For Talent (Athletes and Guest Speakers)

As a Talent listed on PROVIZITS, you represent both yourself and the wider sports community. You are expected to conduct yourself in a professional, respectful, and positive manner during all engagements and communications arranged via PROVIZITS.

By participating, you agree to:

• - Act professionally and respectfully at all times.
• - Not create or share any content (including social media posts or visit recordings) that could be considered offensive, discriminatory, or harmful.
• - Uphold the values of inclusivity, integrity, and respect when interacting with users and the wider public.

PROVIZITS has zero tolerance for anti-social or inappropriate behaviour. If any such conduct occurs—whether in-person or online—PROVIZITS may take action, including suspension, removal of content, or permanent removal from the platform.

1. Welcome to Provizits

a. The Talent of Use (“Talent”) is a contract between you (“You” or “Your”) and Provizits Limited (“Provizits”, “We”, “Us” or “Our”), each referred to as a "party." These Terms apply to your use of our Services as a Talent. Any use by You of our Website other than as a Talent will be governed by the User Terms.

b. By accepting these Talent Terms, you agree to comply with them and also agree to comply with our Privacy Policy, which can be found on our Website. Our Privacy Policy explains how we collect, use, and share the information we collect.

2. Changes to Terms

a. Provizits may amend these Talent Terms from time to time, such as if we introduce new Services, change functionality, or as required by law. If Provizits makes any changes to these Terms, we will notify you via email or through the Provizits App. Unless the change is material, the revised Talent Terms will become effective 30 days after notice, or when you consent to the change or accept a new Request, whichever occurs first. The revised Terms will not apply to any Requests already accepted prior to notification by Provizits. If any changes materially affect the existing Talent Terms, we will obtain your express consent, and the changes will take effect when you consent.

3. Our Relationship

a. Our Services allow Users to connect with Talents via our Website. By completing a Provizits Application Form and accepting these Talent Terms, you are applying to be a Talent on our Website. Your acceptance as a Talent will be subject to Provizits’s approval, at its sole discretion.

b. If these Talent Terms are accepted on behalf of the Talent named in the Provizits Application Form (e.g., by an agent, manager, or other representative), the Talent warrants that the person accepting the Terms is authorized to do so on behalf of the Talent and is empowered to bind the Talent to these Terms.

c. Acceptance of these Talent Terms creates an independent contractor relationship between you and Provizits, and you acknowledge that nothing in this Agreement creates any other relationship (e.g., as an employee, partner, or agent) between you and Provizits.

d. The relationship between you and Provizits is non-exclusive, meaning you can provide similar services to third parties, and we can engage third parties (including other Talents) to provide similar services under these Terms.

e. Provizits retains full ownership and control over its Website and Services, and may make changes to the Website or Services (including introducing new services or features) or conduct maintenance at any time, at its sole discretion.

4. Your Obligations

a. You confirm that you are at least 18 years old, or you are entering these Talent Terms with the consent and supervision of your legal parent or guardian.

b. When registering with Provizits, you must provide accurate, current, and complete information. If your information changes, please notify us.

c. If a User makes a Request for the agreed services from you, you agree to either:

i. Accept such Request and complete the service as agreed; or

ii. Decline such Request at your discretion by notifying the User through the Provizits platform.

We kindly request that you fulfill your obligations under this clause as soon as reasonably possible.

d. If you fail to accept or decline a Request, Provizits may, at its discretion, allow the Request to expire after review. In this case, the Request cannot be fulfilled, and the User will receive a refund. No payment will be made to you for declined or expired Requests.

e. If you are provided with Provizits account details, you are responsible for maintaining the security of these details. We will not be liable for unauthorised access or use of your Provizits account unless we fail to take reasonable steps to prevent such access. If you detect any unauthorised access or use, please contact us immediately.

f. To help us effectively market and promote you to potential clients — and ultimately get you more appearance opportunities — we strongly recommend that you provide us with the following marketing materials at no cost:

i. Your full name;

ii. A high-resolution image of yourself;

iii. A short welcome video (approximately 15–30 seconds) introducing yourself and announcing your availability on PROVIZITS;

iv. A brief personal bio; and

v. Any other marketing material you agree to provide.

PROVIZITS may use these materials on our website, social media channels, and in press or promotional content to showcase your involvement as Talent. All materials will be subject to PROVIZITS' approval before publishing. If you prefer, PROVIZITS can assist in putting together your bio and profile — just send us your key information, and we’ll help shape it for maximum visibility and impact.

You may update your materials at any time by notifying us in writing or through the app, and we will make reasonable efforts to reflect those changes promptly.

g. You may not represent yourself as an ambassador, affiliate, or representative of any Charity Partner.

h. If you choose to participate in any additional services offered by PROVIZITS — such as promotional campaigns, brand partnerships, interviews, or special event appearances — the details and any related obligations, including payment arrangements, will be clearly communicated to you in writing. You agree that your participation in these services will remain professional, respectful, and appropriate.

5. Service Rules

a. When Provizits receives a Request, we will send it to you to accept or decline. Provizits reserves the right to cancel the Request (and refund the User) before you provide the service for any reason, including if the Request may lead to an inappropriate or offensive service, seems suspicious, or presents safety concerns.

b. If you accept a Request, you agree to provide the service as per the User's instructions provided by Provizits. You must ensure the service is not offensive and adheres to the agreed-upon guidelines.

c. The duration of each service is agreed upon between you and the User during the messaging process. Both parties must agree on the duration, and you must ensure that the service is provided within the agreed timeframe and meets quality expectations.

d. Both you and the User must be clear about the requirements during the messaging process to ensure all expectations are aligned. The service content will generally follow the instructions given by the User, and you have discretion over the service specifics.

e. If you complete a service but the User is dissatisfied, Provizits will review the service. If Provizits finds that the general instructions of the User were not followed adequately, we may choose to:

• Request that the service be redone for the User; or
• Issue a full or partial refund to the User.

This may result in no or partial payment to you, but we will discuss the issue with both you and Provizits to reach an agreement.

f. If the User requests that the service remain private, you must obtain written consent from Provizits before sharing or promoting the service externally.

g. Services must fulfill the requested purpose and not be used for promoting your own goods or services.

h. Services must meet Provizits’s quality standards, and you must ensure professional delivery.

i. You must only communicate in English unless otherwise agreed with the User.

j. Provizits will attempt to verify the identity of representatives from clubs, schools, businesses, or organisations making Requests, but we cannot guarantee verification accuracy.

k. Provizits strives to ensure Users adhere to the User Terms but cannot guarantee compliance. Provizits does not take responsibility for User breaches of these Terms.

l. Provizits does not guarantee the identity of any User who submits a Request.

6. Fees and Payment

a. You set your own price for each service you offer (e.g., Quick Vizit, speaking engagement). You will receive 100% of your asking price once the service is completed. You must clearly specify what your price includes. Any additional elements beyond the standard offer should be outlined separately.

b. PROVIZITS will add a separate fee on top of your asking price, which is charged to the client to cover platform and operational costs. This fee is determined solely by PROVIZITS and does not reduce your payment. Clients see the total combined price at the time of booking.

c. Once a booking is confirmed and accepted by both parties, the agreed terms are binding. If you choose to waive your fee or donate your time for any reason, you must notify PROVIZITS in writing.

d. You are responsible for any taxes, third-party charges, or obligations related to your earnings as a Talent.

e. All completed and eligible earnings will be displayed on your PROVIZITS dashboard. You may withdraw funds at any time.

f. Payments will be made via bank transfer in New Zealand Dollars (NZD) to the account details you provide. It is your responsibility to keep your banking information accurate and up to date. We recommend regularly withdrawing funds to avoid large balances.

g. PROVIZITS reserves the right to delay or withhold payments if fraudulent or suspicious activity is suspected, pending investigation.

7. Tax & GST

a. Provizits does not provide accounting or tax advice. You are solely responsible for ensuring compliance with New Zealand tax laws. We recommend consulting a tax professional regarding your obligations.

c. Provizits may withhold tax in certain circumstances, such as if you don’t provide a valid New Zealand Business Number (NZBN).

d. Unless stated otherwise, all amounts are exclusive of Goods and Services Tax (GST) under New Zealand tax law.

e. The recipient of any taxable supply must pay GST in addition to the fees required under these terms.

f. Reimbursements or indemnities will be reduced by any GST input tax credits.

g. By accepting these terms, you agree to the Recipient Created Tax Invoice Agreement. Provizits will issue tax invoices for fees earned.

h. Terms related to tax have the meanings defined in the Goods and Services Tax Act 1985.

8. Talent Content and Licenses

a. By providing content via our platform (including quick vizits, guest engagements, podcasts, etc.), you grant Provizits a worldwide, royalty-free, non-exclusive license to use, modify, and display your content to promote our website and services. We may also use your content on Provizits’s social media platforms.

b. You grant Users and intended recipients of your services a non-exclusive, royalty-free, worldwide license to use and share your content as per the Provizits User Terms.

c. All content you upload is subject to Provizits’s approval, and we may remove or refuse to publish any content at our discretion.

d. You agree to assist Provizits in removing any content from third-party platforms if it breaches the Provizits User Terms.

e. Any content you upload is non-confidential, and you should avoid including sensitive information.

f. You confirm that:

• i. You own the rights to your content;
• ii. You’ve paid any fees related to it;
• iii. Your content does not infringe third-party rights;
• iv. Your content complies with laws;
• v. You won’t disparage Provizits;
• vi. Your content won’t be offensive or violate third-party agreements.

g. You acknowledge that you don’t own Provizits’s website or its content, including trademarks.

9. Confidentiality

a. Both parties agree to use the other party’s confidential information solely for the purpose of fulfilling the obligations outlined in these Talent Terms and shall safeguard that information with the same level of care as they would their own confidential information. Provizits’s confidential information includes the terms of this Agreement, including any completed Provizits Application Form.

b. If either party becomes aware of a breach of confidentiality, it must: i. Notify the other party as soon as possible after becoming aware of the breach; and ii. Provide reasonable assistance or information requested by the other party to minimize any resulting loss or damage.

c. Either party may disclose confidential information if required or authorised by law to do so.

d. The confidentiality obligations in this clause will not apply to any information that: i. Is publicly known; ii. Is disclosed to the other party without restriction by a third party who did not breach confidentiality; or iii. Was independently developed by the other party without reference to the confidential information provided under this Agreement.

10. Cancellation and Unavailability

a. You may pause or stop offering your services as a Talent at any time by updating your availability status via the PROVIZITS platform or by notifying us directly at tommy@provizits.com . If you wish to be temporarily unavailable, you can indicate this in your profile settings or contact us directly.

b. PROVIZITS reserves the right to temporarily mark you as unavailable or permanently remove you as a listed Talent at our sole discretion. This may be based on factors such as user demand, performance, scheduling reliability, user reviews, or other considerations, including reputational risks or legal matters. You will be notified in writing if such a change occurs.

c. If you are marked as unavailable or removed from the platform, PROVIZITS will take reasonable steps to update your profile to prevent new booking requests. We may refund Users who have pre-booked appearances affected by your unavailability or removal. You will not be entitled to receive any Fees for those cancelled engagements.

d. If you request to be removed as a Talent, PROVIZITS will take reasonable steps to remove your profile and related content from the platform as soon as possible. However, you acknowledge that previously published material (e.g., on social media, in press coverage, or promotional content) may remain publicly accessible, and PROVIZITS is not obligated to retroactively remove such material.

e. In determining whether to temporarily list a Talent as unavailable or remove them from the platform, PROVIZITS may consider a range of factors, including but not limited to: user demand, feedback and reviews, responsiveness and time taken to complete requests, and any unrelated matters such as legal proceedings, reputational concerns, allegations, suspensions, or inappropriate conduct.

12. General Provisions

a. Currency – All amounts mentioned in these Terms and any payments made will be in New Zealand dollars (NZD).

b. Disputes – We will address any complaints raised by Users regarding the Services. If you have a complaint, please contact us immediately, and we will make reasonable efforts to resolve it with you. We may request additional information to assist in resolving the issue. If the dispute cannot be resolved, you may pursue your rights under New Zealand law.

c. Notices – Any notice served under these Terms must be in writing, in English, and sent to the recipient at their designated address, phone number (if using SMS or WhatsApp), Instagram account, or email, as provided by the recipient.

d. Governing Law – This Agreement is governed by the laws of New Zealand. Both parties submit to the non-exclusive jurisdiction of the courts in New Zealand.

e. Further Assurances – Each party agrees to perform any necessary actions and sign further documents to fully enforce this Agreement.

f. Entire Agreement – These Terms replace any previous contracts between the parties related to the use of our Services as a Talent.

g. Severability – If any part of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions will remain in full force and effect.

h. Assignment – You may not transfer or assign any of your rights under these Terms without our prior written consent, which will not be unreasonably withheld. We may transfer or assign these Terms and our rights to a third party, notifying you in advance of any such change.

i. Waiver – A failure or delay in exercising any right, power, or remedy under these Terms does not constitute a waiver. A partial or single exercise of any right does not preclude further exercises of that or any other right. A waiver is only valid if made in writing.

Definitions

Completed Services refers to services that you agreed to and confirmed in the booking process and have fully completed and delivered to the User. This does not include services where the User requests a refund, which is approved by Provizits.

Fee is the amount paid by Provizits to you, as outlined in clause 6.

GST refers to the goods and services tax as defined in the Goods and Services Tax Act 1985, or any similar tax imposed in New Zealand.

GST Law refers to the Goods and Services Tax Act 1985, the Tax Administration Act 1994, and any regulations made pursuant to these Acts, or any future laws or regulations relating to GST.

Marketing Materials refers to the marketing materials specified in clause 4.

Offensive refers to any services or content that is unlawful, hateful, discriminatory, defamatory, abusive, threatening, harmful, racist, inappropriate, violent, sexually explicit, drug or alcohol-related, or that features individuals under the influence of substances. This applies to all forms of content shared through Provizits’s services, including videos, images, messages, etc.

Price refers to the cost of services provided by you.

Services includes the Website, app, or other platforms operated by Provizits, allowing Talents to connect with Users via personalized video messages or other services offered by Provizits from time to time.

Talent or Talents refers to any celebrity, current or past athlete, influencer, or individual using the Services to connect with Users.

Talent Content refers to the content related to you as described in clause 8.

Provizits Application Form refers to the form completed by the Talent upon signing up with Provizits.

User or Users refers to individuals representing schools, businesses, clubs, or other organizations using the Services to connect with a Talent.

User Terms are the terms governing User use, which are available on the Website.

Website refers to www.provizits.com and any other website or app operated by Provizits.