In this Agreement, unless the context otherwise requires:
“Commencement Date” means the date of which services have been requested.
“Premises” means any premises you have specified to us.
“Services” means those services described in clause 2.
“We”, “us” and “our” means Soni Enterprises and includes its officers, employees,
contractors, agents, successors and assignees.
“You” and “your” means you, the Customer.
2. OUR SERVICES
We will provide to you goods and services as requested by you or by your authorised supplier. Unless specified in writing and agreed by us, the following composes our terms of trade for all business dealings
Charges for all services provided by us(to the extent applicable) will commence on the commencement date as specified on this agreement and will be invoiced. invoice is to be made after the service has been provided.
You shall pay us for providing the Services from the Commencement Date. All charges shall be increased by the amount of any goods and services tax or other applicable taxes.
Payment for all Services is to be made after the service has been provided. You must make payment of all amounts under this Agreement without set off, deduction or withholding of any kind.
3.4 Debt collection:
You must pay all costs and expenses (including costs on a solicitor/client basis and debt collectors’ costs) we incur in enforcing or attempting to enforce our rights under this clause and otherwise under this Agreement.
3.6 Variation of charges:
Notwithstanding anything in 3.1, we may adjust the charges at any time by an amount that we in our sole discretion determine is necessary to take account of any alterations you may make to the Premises or other factors which affect the cost to us of providing the Services (including, but not limited to,increased wages, increased fuel costs, increased equipment and equipment maintenance costs and legislative changes (including in relation to holidays and other benefits to our employees and/or contractors).
4. TERM AND TERMINATION
This agreement is for the supply of services on a ‘casual’ / ‘on-demand’ basis.
4.2 Early termination:
This Agreement shall immediately terminate upon the occurrence of any one of the following:
Provide us with a least four hours’ notice;
Misbehave, or abuse with any of our employees.
We may also cancel your service anytime without any prior notice.
4.3 Consequences of termination:
The termination of this Agreement shall be without prejudice to any rights, remedies or obligations accrued under this Agreement prior to termination or expiration and nothing in this. Agreement shall prejudice our right to recover any amount outstanding at such termination or expiry.
6. REPRESENTATIONS AND WARRANTIES
6.1 Consumer Guarantees Act:
If the Services are acquired by you for business purposes, you agree that the Consumer Guarantees Act 1993 does not apply to this Agreement in respect of the Services.
6.2 Occupational health and safety:
By execution of this Agreement you warrant that the Premises are safe and free from harmful materials, infections or building diseases, or any environmental matters or issues, and any other materials, that could be harmful to one or more of our employees and/or contractors.
It is your responsibility to notify us of any hazards on or around the Premises and to advise us of any special safety procedures we need to follow when providing the Services.
6.4 No guaranteed response times:
We do not guarantee that we will respond to a requested service and attend the relevant Premises within any particular timeframe.
7. LIMITATION ON OUR LIABILITY AND INDEMNITY
We shall not be liable for any loss of profits or any consequential, indirect or special loss, damage injury of any kind suffered or incurred by you arising directly or indirectly from the performance or non-performance of our obligations under this Agreement (including, but not limited to, a failure to meet any service level agreed to for the purposes of the Agreement), any breach of our obligations under or in
connection with this Agreement or from any negligence, misrepresentation or other act or omission on our part or the part of our employees, agents or contractors.
7.2 Maximum liability:
Notwithstanding anything else in this Agreement, our liability, whether in contract or pursuant to any cancellation of this Agreement or in tort or otherwise, in respect of all claims for costs,loss, damage or injury arising from breach of any of our obligations arising under or in connection with this Agreement, from any cancellation of this Agreement or from any negligence, misrepresentation or other
act or omission on our part, or the part of our employees, agents or contractors, shall not exceed:
the daily charge paid by you to us where your claim relates to mobile patrol services;
the call out fee for an alarm response where your claim relates to alarm response services; and
We shall not be liable to you with respect of any matter whatsoever unless notice in writing of any claim is received by us within seven days of the occurrence of the event or default in respect of which your claim arises.
You shall keep us indemnified at all times against any loss, damage or injury arising from claims made against us by any third party with respect to any theft, loss, damage, destruction, death or injury occurring in or on the Premises arising out of, or in any way in relation to, the provision of, or failure to provide, the Services.
7.5 Third Parties:
All provisions of this Agreement which limit or exclude our liability shall be for the benefit of and enforceable by each of our employees, agents and contractors, and the provisions of the Contracts (Privacy) Act 1982 will apply accordingly.
Our liability under this Agreement is limited. Accordingly, you are required to arrange appropriate insurance for any loss, damage or injury that may arise to you, your Premises or your any other property as a result or our performance or non-performance under this Agreement.
8.1 Circumstances beyond our control:
Notwithstanding any other provision of this Agreement, non-performance by us of our obligations under this Agreement shall be excused, without liability for non-performance, during the time and to the extent that such performance is prevented, wholly or partly, by any act of God, fire, earthquake, storm, flood, landslide, strike, lockout, work stoppage or other labour hindrance, explosion or public mains electrical supply failure, sabotage, riot, civil disturbance, national emergency, terrorism, act of war or any other cause beyond our reasonable control.
We may assign our rights and obligations under this Agreement without your consent. This Agreement is personal to you and you may not directly or indirectly (including on a change of control) assign or otherwise transfer your rights or obligations under this Agreement or any interest under this Agreement to any other person without our consent (which may be withheld at our complete discretion).
We may allow a contractor to carry out all or any of our obligations under this Agreement without your consent.
8.5 Entire Agreement:
This Agreement contains all the terms of our agreement with you and all other terms,conditions and warranties are expressly excluded.
If any part of this Agreement is held by any court or administrative body of competent jurisdiction to be illegal, void or unenforceable such determination shall not impair the enforceability of the remaining parts of this Agreement which shall remain in full force.
Where we are required to give you notice we will do that by one or more of the following means:
This Agreement may be signed in any number of counterparts, including facsimile or scanned copies, all of which shall together constitute one and the same instrument and a binding and enforceable agreement between the parties. Either party may execute this Agreement by signing any such counterpart