1. Purpose of this agreement

• This document outlines the terms that govern the relationship between Drainworx Limited and the Customer.

• “Drainworx ltd” shall mean Drainworx Limited, or any agents or employees thereof (we, us and our).

• “Customer” shall mean the customer, any person acting on behalf of and with the authority of the customer or any person purchasing services and products from Drainworx Ltd (you and your).

 

2. Information we may collect about you

• You consent to providing us with and permitting the use of all necessary information to support this agreement and facilitate our goods and services.

• Unless you withdraw your consent, you agree to the collection and sharing of your information for the following purposes:

  (a) to facilitate the provision of our goods and services;

  (b) to uphold our responsibilities under this agreement or any additional agreements;

  (c) as authorized by you or mandated by law;

  (d) to evaluate creditworthiness; and

  (e) to promote our goods and services to you.

• We will adhere to the Privacy Act 1993, ensuring that your information is only used if we can confirm it is accurate, complete, relevant, and not misleading. If we share your information with another entity, we will take reasonable steps to secure it from unauthorized use or disclosure. You have the right to access your information and request corrections for any errors.

 

3. Definition of our goods and services

• Our goods and services encompass, but are not limited to:

(a) plumbing components, units, systems, fixtures, fittings, accessories, and materials provided by us;

(b) design, plumbing, drainage, vacuum loading, relining, CCTV inspections, unblocking, supply, servicing, repairs, labour, delivery, and installation; and

(c) agency fees, charges, and expenses incurred by us, which will be recorded in any document or electronic record issued by either party and deemed incorporated into and part of this agreement.

 

4. Pricing structure

• The price for goods and services will be as mutually agreed between you and us from time to time, plus GST and other expenses. If no price is specified, the cost will be the standard price at which we offer those goods and services at the time of your request. Prices are subject to reasonable adjustments due to variations in the goods and services or unforeseen circumstances.

 

5. Quotations

• If we provide you with a quote for goods and services:

 (a) the quote will be valid for thirty (30) days and will not include GST, unless stated otherwise;

 (b) any increased costs arising from changes to the quote due to inadequate or incorrect information, or requests for additional goods and services, will be your                responsibility;

 (c) we reserve the right to withdraw the quote at any time before your acceptance; and

 (d) we may modify the quote due to unforeseen circumstances or clerical errors.

 

6. Payment terms

• You agree to pay us completely and without any deductions:

  (a) 7 days after the invoice date unless otherwise specified

  (b) by the 20th day of the month following the date of our invoice if you are an agreed 20th of the month customer, unless otherwise specified;

  (c) interest on any overdue amount at a rate of 2.5% per month or part thereof;

  (d) expenses incurred in enforcing our rights under this agreement, including PPSR registration, debt collection, and legal fees; and

  (e) a deposit may be required.

• You agree to allow us to allocate any payment towards any invoice. If no allocation is made, it will be done in a manner that maintains our maximum purchase money security interest in the goods.

• We may require progress payments as per the Construction Contracts Act 2002. Retentions may apply.

• You will be liable for payment if a third party who is expected to pay you or us fails to do so.

• You will be liable for late payment fee’s as agreed to in our invoice terms and conditions if not queried within 7 days of the invoice date

 

7. Warranties and limitations of liability

• This agreement includes any applicable manufacturer and third-party warranties, as well as any written warranty provided by us.

• If you are a trade professional or operate a business, you agree to contract out of the Fair-Trading Act 1986, the Consumer Guarantees Act 1993, and the Sale of Goods Act 1908 as allowed by law.

• We are not responsible for delays or failures in fulfilling our obligations if caused by factors beyond our reasonable control, including supplier or importation delays.

• Subject to applicable insurance and clauses, if we are found liable for any loss or damage of any kind arising from our provision of goods and services including any consequential losses, whether experienced or incurred by you or by another individual or entity and whether in contract, tort, or otherwise, our overall liability will be limited to the worth of the goods and services provided to you. 

• You will be liable for payment if a third party that you anticipate will pay you or us fails to do so. 

 

8. Our goods and services

• Claims regarding our goods and services are subject to the following conditions: 

(a) for claims pertaining to faulty or defective goods and services, you must notify us within the applicable warranty timeframe;

(b) for claims unrelated to faults or defects, such as shortages or incorrect deliveries, you must notify us within seventy-two (72) hours of pickup or delivery;

(c) for claims related to installation, you must inform us within five (5) days following the completion of our services;

(d) the items must have been used in accordance with our or the manufacturer’s instructions and should not have been exposed to abuse, neglect, misuse, accidents, or work by an unauthorized third party;

(e) you shall bear the cost of returning any product;

(f) all items for return must be in their original saleable condition as provided to you, and a restocking fee of 25% of the value of the returned items may be imposed; and

(g) we will at our discretion repair or replace defective items or carry out further services.

• Any items that are the subject of a claim under clause 8.2 must not be destroyed or removed from the premises until we have inspected them or have waived our right to do so in writing. 

 

9. What responsibilities do you have? 

• You are responsible for ensuring that all: 

(a) locations impacted by our goods and services comply with all relevant health and safety regulations and have proper access; 

(b) required resource consents from relevant local authorities have been secured, and you have informed us of any pertinent information within those consents; 

(c) information, plans, and drawings upon which we base our goods and/or services are accurate and comprehensive. We will not be liable for changes and additions to our goods and services that result from inaccuracies or incompleteness, and you will be accountable for the costs of any additional goods and services needed to rectify any issues; and 

(d) utilities, underground services, cables, mains, pipes, drains, and connections are identified, marked, and clearly visible. 

• If you fail to adequately fulfill your obligations under clauses listed above, any and all loss, damage, or costs incurred will be solely your responsibility. 

 

10.What ownership and security rights do we possess? 

• We retain ownership of and hold a security interest in all goods until you have fully paid us for all goods and services provided to you. While we retain ownership, you must store all goods in such a way that our interests are safeguarded and can be identified as being provided by us.

 

11. CCTV accuracy

• Although CCTV locaters are highly accurate in optimal conditions for measuring depth and position, their accuracy can be compromised by various factors such as dense or rocky soil, uneven gradients, and pipe conditions. As a result, Drainworx Ltd acknowledges that locates and depths provided in such challenging conditions may experience inaccuracies of up to 500mm (0.5m) on either side of the specified location and a depth inaccuracy ranging from 10-15%.

• Failure by the customer to acknowledge, understand or consider the above provisions by way of careful, safe digging practices surrounding underground services and utilities, sees Drainworx Ltd, in no circumstances liable for any damage to or disturbance of cables or services, or for any injury, loss or other consequences of such damage or disturbance, including (without limitation)for loss of use, data, production, profit, revenue, business, contract or anticipated saving, damage to goodwill, reputation or share price, loss of customer or customer losses, loss by reason of full or partial shutdown or non-operation, or for any delay, financing costs or increase in operating costs or any economic loss or for any special, indirect or consequential loss or damage which may be suffered by you, or by any other person or organisation including (without limitation) any operator, owner, customer or service company.

• Without prejudice to the above provision, if Drainworx Ltd, should in any circumstances have any liability to you in tort, contract or otherwise in connection with the services, its liability shall be confined to damages in a maximum sum not exceeding the moneys actually paid to Drainworx Ltd, by the customer for the services.

• The above protections and indemnities also apply for the benefit of all employees, officers, agents and contractors of Drainworx Ltd.

• The customer acknowledges that this document contains the entire agreement between them and Drainworx Ltd and that no representation, warranty or other stipulation inconsistent with this document is expressed or implied on the part of Drainworx Ltd.

 

 12. What if you want to vary the goods and services to be provided?

• All requests and orders are subject to these terms and conditions and no goods or services may be varied unless both parties agree to the variation in writing. If we have reasonably relied on your original instructions then you will be responsible for payment of the original price of the goods and services.

 

13. When can a party cancel this agreement?

• Subject to clauses, either party may cancel this agreement at any time by giving twenty-one (21) days prior written notice.

• We have the right by seven (7) days prior written notice to suspend or cancel wholly or in part this or any agreement for the provision of goods and services and/or close your credit account, if you default by:

(a) failing to pay or indicating you will not pay any sum owing by the due date;

(b) any of your creditors seizing or indicating they will seize any goods provided to you;

(c) goods in your possession becoming materially damaged while any amount remains unpaid;

(d) being bankrupted, insolvent, under statutory management or put into liquidation;

(e) a receiver being appointed over or a landlord possessing any of your assets;

(f) a court judgment entered against you remaining unsatisfied for seven (7) days;

(g) breaching the terms of this agreement; and

(h) an adverse material change in your financial position.

• If you default we may exercise a lien against any goods in our possession.

• Cancellation or suspension under will not affect either party’s claim for any amount due at the time of cancellation or suspension, damages for any breach of obligations under this agreement and any other legal rights either party may have. Upon cancellation of this agreement any amount owed by you for goods and services provided up to and including the date of cancellation will become immediately payable and current orders and services will terminate.

 

14. Does a personal guarantee apply?

• If you are a director of a company or the trustee of a trust:

(a) in exchange for us agreeing to supply goods and services and/or grant credit to the company or the trust, you also sign this agreement in your personal capacity, and

jointly and severally personally undertake as principal debtors, to pay everything that the company or trust owes us, and to indemnify us against non-payment and/or default;

and

(b) any personal liability of you as director or trustee will not exclude the company or trust from the liabilities and obligations contained in this agreement.

A guarantee provided will continue to apply not withstanding changes to these terms of trade in accordance withand/or prior dealings.

 

15. What else is agreed?

• We may outsource (contract out) part of the work required to perform our services, you agree to pay for all amounts due in connection with the same.

• A failure by either party to enforce any of the terms of this agreement will not be deemed to be a waiver of any of the rights or obligations under this agreement.

• Neither party may assign or transfer their rights or obligations under this agreement to any other party without our prior written consent.

• If any of these terms are determined to be invalid, void, illegal or unenforceable, the validity, existence, legality and enforceability of the remaining terms will not be affected.

• This agreement supersedes all prior agreements, representations and warranties. Any instructions we receive from you and all arrangements between the parties are subject to these terms.

• If a dispute arises between the parties either party must notify the other in writing within seven (7) days of the dispute arising. The parties will endeavour to resolve the dispute by negotiation within seven (7) days of receiving notice. If the parties cannot resolve the dispute then each party will have the right to refer the dispute for mediation or arbitration at any time. The arbitration will be undertaken in accordance with the Arbitration Act 1996. The presence of a dispute will not affect either party’s claim for any amount due, damages for any breach of obligations under this agreement and any other legal rights either party may have.

• Documentation related to this agreement may be served on you by email.

• We will notify you of any changes to these terms and publish the same on our website – continued provision of goods and services will be subject to your signed or written acceptance of the same. All other variations must be mutually agreed in writing.

• This agreement is governed by the laws of New Zealand