Terms & Conditions
1. Definitions
“we”, “our”, or “us” refers to Porter Property Services, and “you” or “your” refers to the Customer.
“Due Date” means the date that payment is due, as specified in the tax invoice.
“Service”, “Services”, “Product”, or “Products” shall refer to all goods and services of any kind that we provide to you as specified in a quote.
“Quote” means any specific agreement between you and us pursuant to which we agree to supply you with specific products or services and for the avoidance of doubt includes a wholesale services agreement where services are provided to a wholesale provider.
“Service Terms” means any specific terms between you and us pursuant to which we agree to supply you with specific products or services.
“Business Day” means a day on which registered banks are open for general banking business in New Zealand, excluding Saturdays, Sundays and public holidays.
“Commencement Date”, unless otherwise specified, means the date on which we notify you that the Service is due to start.
“Terms” means these Terms (the “Standard Business Terms”) together with any terms contained in a Quote.
Other capitalised words, other than proper nouns, will be defined in these Business Terms or in a Service Agreement.
2. Our Charges
The cost / charge will be outlined in a Quote and shall begin from the Commencement Date, regardless of when they begin to be used. You are liable for all Charges regardless of who uses the Product or Service.
If Services are provided for a specific term and that term has ended, then we will continue to charge you on a weekly basis for that Service unless we agree to a new term. You shall remain liable for those Charges and these Terms shall continue to apply.
3. Billing & Resale
We will send you an invoice for the Charges on the project completion, which you will pay without deduction (other than validly disputed amounts) as specified on the invoice the Due Date. Unless agreed otherwise.
Part payment of any invoice will not amount to full and final settlement and the remainder of your invoice will remain due on the Due Date.
4. Disputed Accounts
You agree that unless you dispute a Charge prior to the Due Date, then you accept that Charge as valid and agree to pay it in full and without any deduction or claim for set-off for any alleged claim not directly related to the Charge. If you dispute a Charge, you must notify us immediately and without delay, and in any event within 24 hours of our invoice to you (you agree that we will not be liable for any dispute raised later than 7 days from the relevant invoice). We will investigate the dispute, and while we are doing this you do not need to pay the disputed amount but are required to pay any amount due that is not disputed. If we agree with your assessment, we will issue a billing adjustment. If we do not agree with your assessment and you still dispute the account, then we agree that before we exercise our right to suspend or terminate any services or commence any enforcement proceedings for recovery of any unpaid Charges we agree to meet within 5 working days to resolve the dispute in good faith and if not resolved both parties may within a further 5 working days submit the dispute to a mediator.
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5. Overdue Accounts
If you do not pay an invoice by the Due Date, we may charge you interest at 20% per Month on the unpaid amount from the Due Date until the date you pay it. Interest shall be calculated and compounded monthly. You must also pay any costs that are incurred by us (including all reasonable costs incurred by us to our solicitor and and/or any costs charged to us by a debt collecting agency) in recovering the money that you owe us.
This section does not apply to the portion of any invoice that is validly disputed.
6. Subcontract & Assignment
We may, at our sole discretion, subcontract any or all of our obligations under this or any other Agreement you have with us without your consent, provided that we will remain ultimately responsible to you for carrying out those obligations.
You may not assign or have someone else perform your side of any agreement with us without our prior written consent. We may assign or have someone else perform our side of any agreement we have with you.
7. Changes to these Terms
We may change these Terms from time to time and will provide you no less than 30 days written notice when we do so. If any change to our Terms or Service Agreement substantially reduces the benefit of the Services to you (assessed on an objective basis), then with our agreement that the change will have or has had such an impact on you, you may elect to terminate the affected Service without penalty or fee.
8. Notices
We will send invoices and other notices to the last email address you have given us. Please inform us in writing if you change address. Our contact details are available on our website, at www.porterpropertyservices.co.nz
Any invoice or notice will be deemed to have been delivered on the other party:
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in the case of personal delivery, when received
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in the case of posting by “track and trace” or similar delivery, then when delivered
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in the case of email, when the sender’s information system states that the invoice or notice has been sent
9. Confidential Information
All Product & Service information and pricing that is not on our website is to be treated as confidential and shall not be disclosed to any other party unless we agree to this in writing. You must also not disclose any commercially sensitive information that you receive from us, unless we agree to this in writing.
10. Intellectual Property
You acknowledge that you do not, as a result of any Agreement with us, acquire any intellectual property rights from us (including in relation to any confidential information). The provisions of this clause will survive the termination of this Agreement.
11. Termination
We require 30 days written notice for the termination of any Service. If that Service is being provided to you for a specific term and you cancel within that term, then you must also pay us any applicable early termination fees to cover any costs/losses that Porter Property Services will suffer in such circumstances.
Without limitation to any other rights available to it, we may terminate Services to you without notice if any invoice is more than 3 months overdue in payment.
If we require consent from owners of any site for access in order to supply you with a particular Service and the owners of that site withdraw such consent or request us to remove our equipment, then we may terminate the Service provided to you by written notice with effect from the date on which access to the site will be unavailable to us. You acknowledge and accept that we will not be liable to you in any way for failure to supply any Service where we terminate such Service under this provision.
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12. Our Equipment & Access
We may supply and install any equipment needed to provide the Services. Acquiring our Products or Services does not give you any proprietary rights to any part of our equipment. You agree to provide a safe and secure operating environment for our equipment.
You agree to pay for any damage or loss to our equipment caused by any reason other than normal wear and tear.
You agree to provide us access to any premises where our equipment is located or due to be located for the purposes of installing, maintaining, replacing, or retrieving that equipment. We will endeavour to provide at least 24 hours’ notice of requiring access to your premises.
13. Other Disputes and Limitation of Liability
You agree with us that if there is any dispute between the parties other than a disputed Charge (referred to in clause 4) then the party raising the dispute will do so in writing and will follow the dispute resolution procedure set out in clause 4 (good faith meeting and failing that mediation) before instituting any proceedings.
You acknowledge further that some of the Services we provide can depend on third party suppliers and that delays can be caused due to circumstances outside our control. In such cases we will not be liable to you for any costs incurred for any such delay.
14. Invalidity and Severance
If any provision of these Terms is unlawful and/or unenforceable, then it will be severed from the rest of these Terms which shall remain in force. Each provision of these Terms is separately binding.
15. These Terms
These Terms supersede all prior business terms that may have applied between you and us. The termination of Services with us does not affect any rights and responsibilities that are intended to continue or come into force after such termination.
Where there is a conflict between the meaning of these Business Terms and the terms and conditions in any Quote or other specific written agreement between you and us the Service Quote, or specific written agreement, shall prevail.
Where there is an alleged conflict between these terms and any alleged oral/unwritten agreement between you and us, then these Business Terms will prevail.
16. No Partnership & No Third-Party Rights
Nothing in these Terms is deemed to constitute either party as partners, agents, or legal representatives of the other.
Neither you nor we intend to create rights in or grant remedies to any third party as a beneficiary of these Terms or any Agreement with you, and these Terms or any Agreement with you shall be for the sole and exclusive benefit of you and us.
17. Pricing excludes GST
Unless explicitly stated otherwise, all pricing quoted to you by us excludes New Zealand Goods and Services Tax.
18. New Zealand Law
All Products and Services are provided to you under New Zealand law. The New Zealand Courts have exclusive jurisdiction to resolve any dispute that is not resolved in accordance with clause 4, above.
19. Contact Information
For any questions or concerns regarding these Terms, please contact us at:
Porter Property Services
2/14 Burleigh Street, Grafton
Auckland