ANPURE GROUP LIMITED STANDARD TERMS AND CONDITIONS
These terms and conditions (Terms) provided by Anpure Group Limited trading as Aim Hire, Blue Loos, GrabTruck or Siteco (Anpure), together with the Variable Schedule and Additional Pricing Schedule, as amended by Anpure from time to time, will form the agreement between Anpure and the Client in relation to the supply of the Equipment for the Term and/or the supply of Services (including Products) (Agreement). Anpure recommends the Client seek legal advice about this Agreement before accepting it and ordering any Equipment and/or Services. Signing the Variable Schedule or otherwise instructing Anpure to provide the Equipment and/or Services constitutes acceptance of this Agreement. Any trade arrangement, agreement or course of dealing between the parties at variance with this Agreement will have no effect unless provided in writing and approved in writing by Anpure.
Additional Pricing Schedule means the Additional Pricing Schedule provided by Anpure to the Client in writing.
Agreement means these Terms, the Variable Schedule and the Additional Pricing Schedule.
Client means the person, firm or company specified in the Variable Schedule or otherwise acquiring the Equipment and/or Services.
Equipment means any Equipment supplied on loan or for hire by Anpure to the Client from time to time, including but not limited to a GrabBag, Fencing, and/or Toilets.
Fencing means all fences, feet, bracing or any part thereof.
Force Majeure Event means any event or circumstance (whether arising from natural causes, human agency or otherwise) that is beyond the reasonable control of Anpure including (without limitation) strikes, lockouts or other labour disputes, riot, civil commotion, fire, flood, drought, loss or delay at sea, breakdown or war (whether declared or not).
GrabBag means a collection and disposal bag provided by Anpure.
Non-Permitted Material means any material that is not permitted to be placed in or on a GrabBag, as notified and /or required by Anpure from time to time.
Property means the Client's property on which the Services are to be performed or the Equipment is to be located at or collected from as specified in the Variable Schedule or approved by Anpure from time to time.
Product means any product or goods sold and/or supplied by Anpure to Client in the process or as part of providing the Services.
Rent means the price payable for the hire of the Equipment as set out in the Variable Schedule or as otherwise advised by Anpure.
Services means the Services outlined in the Variable Schedule, the additional Services listed in the Additional Pricing Schedule and all other services supplied by Anpure from time to time.
Term has the meaning given to it in clause 2.2.
Toilet means portable toilets, trailer stands and accessories.
Variable Schedule means the Anpure Schedule of Variable Terms provided by Anpure to the Client in writing.
2.1 All requests for hire of Equipment and/or provision of Services are subject to acceptance by Anpure in writing or by Anpure supplying Equipment and/or Services in accordance with this Agreement.
2.2 The term of any hire of Equipment shall be for the period specified in the Variable Schedule or otherwise agreed by Anpure in writing.
2.3 On expiry of the Term, Anpure and the Client may by agreement extend the Term and, in such case, the Client shall pay the Rent and any charges for Services (as advised by Anpure) for such extended period as is agreed by Anpure in writing and these Terms shall apply during the extended period with any necessary modifications.
3.1 Anpure may in its sole discretion require the Client to pay a non-refundable deposit of 20% of the total price of ordered Equipment and/or Services. If required, such deposit will be payable upon signing of the Variable Schedule or otherwise as agreed by Anpure and is required before Anpure supplies any Equipment and/or Services.
3.2 Anpure may require the Client to provide details of a valid credit or debit card upon signing of the Variable Schedule as an alternative form of deposit, in which event Anpure reserves the right to charge such valid credit or debit card at any time for payment of any sums due under this Agreement.
3.3 Anpure will invoice the Client for Equipment and/or Services (including for any Product) provided in accordance with the Variable Schedule or otherwise as advised by Anpure to Client. The Client agrees to pay the total amount shown on the invoice in accordance with the payment terms nominated on the invoice, or as otherwise demanded by Anpure without set off or deduction. All invoices are plus GST.
3.4 In addition to payment of the Rent and the price for the Services and Product as recorded in the Variable Schedule, the Client agrees to reimburse Anpure for all reasonable expenses incurred by Anpure in connection with the delivery, erection and/or collection of the Equipment and/or provision of the Services (including Product). Such amounts will be payable by the Client in accordance with the terms of this clause 3.
3.5 Default interest at the rate of 15% per annum will be payable by the Client (calculated on a daily basis) on any amount outstanding from the due date for payment to the date Anpure receives payment.
3.6 Anpure may in its sole discretion suspend provision of the Equipment and/or Services and/or remove Equipment or Product until payment has been made in full.
4. DELIVERY OF EQUIPMENT OR PRODUCT
4.1 Delivery will take place when the Equipment or Product is delivered by Anpure to the Property described in the Variable Schedule or the Client collects the Equipment or Product from Anpure's premises. Anpure may at its own discretion decline to supply the Equipment or Product. Anpure may deliver the Equipment and/or Product in instalments.
4.2 Risk of any loss of, damage or deterioration to the Equipment or Product supplied by Anpure will pass immediately to the Client when the Equipment or Product leaves the possession or control of Anpure. Risk in the Equipment or Product will not pass back to Anpure from the Client until the Equipment or Product is back in the physical possession of Anpure.
5.1 Anpure retains full ownership and title to the Equipment at all times.
5.2 Title in and to any material placed in or on any GrabBag, other than any Non-Permitted material, will vest in Anpure when Anpure removes the GrabBag from the Property. The Client will retain ownership of any Non-Permitted Material.
5.3 All Product remains the property of Anpure until all amounts owing to Anpure are paid in full. The Client agrees that until payment has been made any delivered Product is held by it as bailee and that it will, if requested to do so, store the Product in a manner that makes it clear that it is the property of Anpure. Risk of any loss or damage or deterioration in respect of the Product shall pass to the Client upon delivery.
5.4 Anpure may at any time, as the Client's agent, enter the Client's Property or any site or premises where the Equipment or Product is located and remove it if it believes the Equipment or Product is at risk. Anpure shall not be liable for any damage caused by its entry and repossession of the Equipment or Product, and the Client irrevocably indemnifies Anpure and its agents and representatives against any liability, action or claim (including claims made by third parties), made against, or any loss suffered or incurred by, Anpure, arising from any act, such entry and/or repossession.
6. CLIENT'S OBLIGATIONS
6.1 In addition to its other obligations under these Terms, the Client acknowledges and agrees that it is responsible for:
(a) ensuring that it has obtained all necessary approvals and permits for the erectionand use of the Equipment;
(b) complying with all applicable statutes and/or rules and regulations for the duration ofthe Term;
(c) complying with all guidelines and instructions for use of the Equipment and/or Product as provided or promulgated by Anpure from time to time;
(d) ensuring the Equipment is securely stored when not in use and is identifiable as the property of Anpure;
(e) ensuring the Equipment is accessible so that Anpure can complete Services at all times (including during wet weather);
(f) keeping the Equipment at the Property and ensuring it is not removed by any person other than Anpure;
(g) notifying Anpure of any damage or loss to any Equipment and ensuring that no person repairs, or attempts to repair, any damage to the Equipment without Anpure's prior written agreement; and
(h) immediately delivering up and allowing the Equipment to be collected and removed from the Property by Anpure (or its contractors or agents) at the expiry of the Term or upon termination, or as otherwise agreed by Anpure or required by this Agreement.
7. CONDITION OF EQUIPMENT AND USE
7.1 The Client acknowledges and agrees that:
(a) Anpure has made no warranty or representation express or implied that the Equipment is now suitable or that it will be or remain suitable or adequate for the Client's purposes;
(b) the Client relies solely on its own judgment in accepting the Equipment for hire under this Agreement;
(c) the Equipment is or will be hired under these Terms in a clean condition and that the Equipment must be kept and delivered up to Anpure in the same good clean condition without any allowance for wear and tear. Where there has been damage to the Equipment, the fees in the Additional Pricing Schedule shall apply;
(d) the Client is liable for the full repair or replacement cost of the Equipment if it is lost or damaged during the Term (except loss or damage occurring during delivery or removal by Anpure or its agents or contractors) or not delivered up in the foregoing condition on expiry or earlier termination of the Term;
(e) the Client shall immediately upon demand by Anpure pay the full amount required to repair or replace any lost or damaged Equipment, except where the loss or damage is covered by the Client's insurance (if any) over the Equipment then the Client's liability for such repair or replacement is limited to the excess which would be payable on a claim for such insured loss or damage;
(f) in the event that Fencing is lost, stolen or damaged beyond economic repair, Anpure shall charge the full rental up to and including the date the Client notifies Anpure that Fencing has been lost, stolen and/or damaged beyond economic repair. From that date until Anpure has replaced the Fencing the Client shall pay as a genuine pre-estimate of lost rental profit a sum as liquidated damages being equal to two-thirds of the rental that would have applied for that period. Anpure shall use reasonable endeavours to purchase replacement Fencing as quickly as possible using monies paid by the Client to do so.
8.1 Unless expressly stated in writing by Anpure, the Client is solely responsible for effecting and maintaining insurance in respect of all Equipment, Product and the Property. Such insurance shall cover all liability, loss, action or claim including liability, loss, actions or claims for fire, explosion, earthquake, lightning, flood or storm.
8.2 Anpure is entitled to receive all insurance proceeds payable in respect of such damage or loss recorded in clauses 4.2 and 8.1. The production of this Agreement by Anpure will be sufficient evidence of Anpure's right to receive payment of such insurance proceeds without the need for further enquiry by any person dealing with Anpure. Any insurance proceeds received under this clause will be applied by Anpure as follows:
(a) firstly in payment of the cost of the damaged or destroyed Equipment or Product;
(b) secondly, in payment of any other money payable by the Client to Anpure under this Agreement; and
(c) lastly, any balance will be paid to the Client.
9. SECURITY INTEREST
9.1 The Client grants Anpure a security interest in all Equipment and Product from time to time supplied by Anpure to the Client, and all the Client's present and future rights in relation to such Equipment and Product and all proceeds of sale of such Equipment and Product, as security for the payment of all amounts the Client may from time to time owe Anpure and the performance of the Client's obligations to Anpure. Anpure may register a financing statement to protect its security interest.
9.2 The Client will sign all documents and provide all information Anpure requires to register a financing statement or financing change statement on the Personal Property Securities Register (PPSR) and will indemnify, and upon demand reimburse, Anpure for all expenses incurred in registering a financing statement or financing change statement on the PPSR, or releasing any Equipment or Product charged and will give Anpure at least 20 days prior written notice if it wishes to change its name.
9.3 The Client will protect Anpure's interests in the Equipment and Product. In particular, the Client will put in place appropriate security precautions to protect the Equipment and Product from loss, damage and destruction including arranging suitable insurance, not permit any other security interest to attach to the Equipment or Product and not change the physical appearance of the Equipment.
9.4 The Client agrees that nothing in sections 114(1)(a), 133 and 134 of the Personal Property Securities Act 1999 (PPSA) will apply to these Terms; waives all the Client's rights under sections 116, 120(2), 121, 125, 126, 127, 129 and 131 of the PPSA; and waives its rights to receive a copy of the verification statement confirming registration.
10. DEFAULT AND TERMINATION
10.1 Without prejudice to Anpure's rights or remedies under this Agreement or at law Anpure may immediately cancel this Agreement and cease Services and delivery of Equipment or Product:
(a) by giving the Client seven days prior written notice; or
(b) immediately if:
(i) the Client fails to pay any amount owing to Anpure under this Agreement; or
(ii) the Client breaches this Agreement, and such breach is not capable of remedy or if capable of remedy, is not remedied to Anpure's satisfaction within 3 days after Anpure notifies the Client of such breach; or
(iii) an event occurs which in Anpure's sole opinion affects or may affect the Client's ability to meet its obligations under this Agreement, including the bankruptcy, voluntary administration, receivership or liquidation of the Client.
10.2 Upon termination of this Agreement, the Client must immediately pay all amounts owing to Anpure, and Anpure may repossess any Equipment and/or Product without notice.
10.3 Anpure may retain all or part of any deposit paid by the Client to cover its reasonable costs and/or as compensation for the early termination of this Agreement.
11. HEALTH AND SAFETY
11.1 Anpure is responsible for providing a safe workplace for Anpure's employees and contractors and for any other persons affected by its business operations. To assist Anpure to comply with its legal obligations, including obligations under the Health and Safety at Work Act 2015 and all applicable regulations, the Client shall:
(a) prior to commencement of the Services or erection or delivery of the Equipment, advise Anpure of any known hazards arising at the Property, including those the Client considers unrelated to the Services;
(b) while the Services are being supplied, remain outside any area of the Property deemed by Anpure to be hazardous for any reason and at Anpure's sole discretion, unless accompanied by a representative of Anpure and properly using any personal protective equipment provided by Anpure;
(c) so far as is reasonably practicable, consult, co-operate with, and co-ordinate activities with Anpure and any and all third parties who are also conducting a business or undertaking services on the Property; and
(d) comply with all Anpure's directions and instructions in respect to health and safety matters at the Property while the Services are being supplied by Anpure.
11.2 If, in Anpure's sole opinion, the Client is in breach of this clause, or any employee or contractor of Anpure is concerned over any health and safety matters in providing the Services Anpure may immediately delay or stop supplying the Services until the breach or concern is remedied and Anpure is satisfied it will not be repeated. Anpure will not be liable for any loss, (including, without limitation, indirect or consequential losses), damage (including, without limitation, liquidated damages), expense or injury resulting from delay in supplying the Services as a result of stopping work pursuant to this clause.
12.1 If the Client entered into this Agreement for business purposes and/or in trade the provisions of the Consumer Guarantees Act 1993 are expressly excluded.
12.2 All warranties, guarantees or conditions, express or implied (including any implied warranties under the Contract and Commercial Law Act 2017) that may be excluded by any law of New Zealand or any other country are excluded to the maximum extent permitted by that applicable law.
12.3 Where the Client is not in trade, nothing in this Agreement is intended to have effect of contracting out of the provisions of the Consumer Guarantees Act 1993 or the Fair Trading Act 1986, and all provisions of this Agreement will be read and modified to the extent necessary to give full effect to the terms of those Acts.
13.1 Notwithstanding any other provision of this Agreement, Anpure's liability arising out of, or in connection with, this Agreement in respect of any claim whether under contract, tort (including negligence) or on any other basis, is limited to the maximum extent permitted by law at Anpure's option to:
(a) in the case of Equipment or Product, replacing the Equipment or Product or supplying equivalent equipment or product, or the cost of replacing the Equipment or Product or supplying equivalent equipment or product;
(b) in the case of Services, supplying the Services again or paying the cost of having the Services supplied again.
13.2 Anpure will not be liable for any physical or financial injury, loss or damage, or consequential loss or damage, of any kind including any loss of profits arising out of any defect in the Equipment and/or Services (including Product), or the supply, installation or use of the Equipment or Services (including the Product), or arising out of Anpure's negligence, or in any way whatsoever, to the maximum extent permitted by law.
13.3 Notwithstanding any other provision of this Agreement and to the maximum extent permitted by law Anpure's total liability to the Client (whether in contract, equity, tort (including negligence)) under or arising from this Agreement will not exceed the total amount paid by the Client for Equipment and Services (including supply of the Product) under this Agreement.
13.4 The liability of Anpure shall be reduced proportionately to the extent that any act or omission of the Client may have contributed to the loss, liability or cost.
13.5 Any claim made against Anpure by the Client must be notified to Anpure within 6 months from the date the Services/Product or Equipment are provided.
14. SITECO SUPPLIERS
14.1 For the purposes of this clause: Accredited Sampler, in relation to Siteco only, has the definition provided in New Zealand Standard NZS 8510:2017 and means a person who is considered competent and is authorised to take samples for detailed assessments and post-decontamination reports on behalf of AS/NZS ISO/IEC 17020 or NZS ISO/IEC 17025 accredited body. Clearance Certificate and Clearance Report, in relation to Siteco only, has the definition provided in New Zealand Standard NZS 8510:2017 and means a report and certification by a decontamination contractor (being Anpure), including confirmation by an Accredited Sampler, that a property has been decontaminated to the levels specified in NZS 8510:2017.
14.2 Anpure will not be liable for any damage or loss caused by an external supplier including but not limited to independent Accredited Samplers providing post-decontamination sampling reports or testing and to the maximum extent permitted by law do not provide any warranties relating to the same.
14.3 All statements and certifications made in the Clearance Certificate and Clearance Report are provided to the best of Anpure's knowledge and belief and are made in strict reliance on the post-decontamination sampling and testing prepared by the Accredited Sampler.
14.4 Anpure does not certify as to the accuracy of Accredited Samplers post-decontamination sampling report or testing and accepts no liability for any error or misrepresentation in the Accredited Sampler's post-decontamination sampling report or testing or arising as a result of Anpure's reliance on such post-decontamination sampling report and testing.
15.1 The Client irrevocably indemnifies Anpure and will hold Anpure harmless from and against all loss, costs, damages, expenses that (including all legal costs and expenses incurred on a solicitor/own client basis) Anpure incurs and all claims, demands and other proceedings brought by any person, arising from the Client's failure to comply with this Agreement or with any legislation, regulation or bylaw, or from any act, omission or negligence committed by the Client or by any of the Client's employees, agents, contractors or customers.
16. FORCE MAJEURE
16.1 Notwithstanding any other provision of this Agreement, non-performance by Anpure of any of its obligations under this Agreement will be excused, without liability for non-performance, during the time and to the extent that such performance is prevented, wholly or substantially, by a Force Majeure Event. Subject to this clause, performance of any obligation affected by a Force Majeure Event will be resumed as soon as reasonably possible after the termination or abatement of the Force Majeure Event.
17.1 The Client will pay all Anpure's costs and expenses including any debt collection costs and all reasonable legal costs and expenses (on a solicitor/own client basis together with disbursements) as a result of late payment and/or incurred in the enforcement of Anpure's rights or remedies under this Agreement or at law.
18.1 The Client may not assign or otherwise transfer all or any of its rights and obligations underthis Agreement without the prior written approval of Anpure.
19.1 Waiver of any of the terms in this Agreement or failure to exercise a right or remedy by Anpure will not imply or constitute a further waiver by Anpure of the same or any other term, condition, right or remedy.
20.1 The Client authorises Anpure to collect and disclose information about the Client (including credit information) to or from any person (including accountants, credit reporters, debt collection agencies, solicitors or other suppliers) for the purposes of considering whether to provide Equipment and Services to the Client, making credit decisions about the Client including considering the Client's credit application, monitoring the Client's credit account, and from time to time reviewing whether to continue providing credit, and recovering any amount owing by the Client, or taking enforcement action against any of it.
20.2 The Client acknowledges that information given to credit reporting agencies may be disclosed by them to other persons to help those other persons decide whether to provide credit or other Equipment or Services to the Client.
21.1 A reference to any legislation includes a modification and re-enactment of, legislation enacted in substitution for, and regulation, order-in-council and other instrument from time to time issued or made under, that legislation.
22.1 Clause 5, 9, 10, 12, 13, 14, 15 and this clause 22 and all other clauses by which their nature survive termination, shall survive termination.
23. ENTIRE AGREEMENT
23.1 To the maximum extent permitted by law, this Agreement contains all of the terms and conditions of the contract between Anpure and the Client and Anpure and the Client agree that to the maximum extent permitted by law sections 9, 12A and 13 of the Fair Trading Act 1986 are expressly excluded.