TERMS OF TRADE
The terms of trade set out below govern all of the Services provided by JB HR & Business Support Services Limited (“JB HR”, “we”, “us”) to the customer (“you”). They will replace all earlier JB HR & Business Support terms of trade and any conditions contained in any document used by you and purporting to have contractual effect. Your acceptance of any Products from JB HR & Business Support indicates your acceptance of these terms of trade.
1.1 In these conditions, Supplier means JB HR’ suppliers; Services means goods or services of any kind which are supplied by JB HR & Business Support to you. Any variations to these terms must be previously agreed to in writing.
2.0 Price and Orders
2.1 Prices may be altered without notice.
2.2 JB HR & Business Support reserves the right to refuse to accept any contract or any part of a contract, and to charge for services by installments, in which case each installment will comprise a separate contract and shall be paid for as if it were a separate service.
2.3 JB HR & Business Support will charge a minimum fee based upon 15 minutes of time for any advice or support that takes less time than this.
3.0 Risk and liability
3.1 JB HR & Business Support Services undertake to perform their services for you with all due care and the degree of skill otherwise exercised by members of the human resources profession in similar situations. Due to the nature of employment legislation you understand and accept the risk that JB HR & Business Support Services Ltd will not provide guarantees for the service and whilst they will exercise the standard skill and care as exercised by other members of the profession and do their best to keep current with the legal changes JB HR & Business Support Services Ltd will not be held liable or responsible for any fines or losses incurred by you, the client, in the delivery and execution of the advice and support services provided. In effective terms JB HR will exercise all care but no responsibility in delivering their services.
3.2 You agree to pay all service costs including mileage charges where incurred by JB HR & Business Support.
4.1 Unless we have agreed to extend credit to you, you must pay your invoice direct to the bank account supplied by no later than the 20th of the month following the date of invoice.
4.2 You agree to supply your email address for the ability to receive electronic invoices. You undertake to keep JB HR & Business Support informed of your up to date email and business contact details for invoicing purposes.
4.3 We have sole discretion to determine the amount of credit we will extend to you at any time.
4.4 You agree to pay for the Services in full without deduction or setoff and to pay goods and services tax and any other government duties, levies or taxes in respect of the Services.
4.5 If payment is not made in full by the due date, we are entitled to charge you interest on the unpaid overdue balance at the rate of 1.5% per month on the amount you owe, compounding monthly on the unpaid balance owing on the first day of each month until payment in full is received by us, and we may charge you costs (including collection costs and legal costs on a solicitor-client basis) and suspend the performance of further services until the account is paid.
4.6 Notwithstanding clauses 4.2 and 4.3 above, all payments shall immediately become due to us if we reasonably believe that the information which you have given us in your application for services is incorrect or no longer correct and you have failed to give us correct information satisfactory to us within 5 days of our request, if you become insolvent, commit any act of bankruptcy, if a receiver, liquidator or statutory manager is appointed over any of your assets or undertaking, if you make or attempt to make an arrangement or composition with creditors, or if you fail to comply with any of the provisions of clause 6.
5.1 Property and ownership in Services, whether in their original form or incorporated in or attached to another service will not pass to you but will remain with us until we receive payment in full of the purchase price of the Services and all other amounts that you owe to us for any reason.
5.2 Intellectual property does not pass to you, you shall reproduce any documents, policies or forms provided to you by JB HR & Business Support in any manner. If you do you agree that you are accountable to pay JB HR & Business Support Services Limited for these documents as if JB HR & Business Support Services Limited had produced the documents and you acknowledge that in doing so you have breached the intellectual property rights inherent within all information provided by JB HR & Business Support Services Ltd.
6.0 Limitation of liability
6.1 The provisions of the Consumer Guarantees Act shall not apply to any supply of Services to you, and the conditions, warranties and guarantees set out in the Sale of Goods Act 1908 or implied by common law will not apply and are excluded from these terms of trade.
6.2 We will not be liable to you for any losses caused by events beyond our reasonable control. We will not be required to settle a strike or lockout or other industrial disturbance against our wishes in order to benefit from this clause.
7.0 Intellectual property and Confidentiality
7.1 All intellectual property shall remain the property of JB HR & Business Support and neither JB HR & Business Support nor its staff or business associates transfer any right, title or interest in the intellectual property to you.
7.2 You must not use any trade marks which are the property of JB HR & Business Support or its business associates, or any similar words or marks, or any combination of words which includes any of those trade marks or any similar words or marks, except to the extent authorised by JB HR & Business Support in writing.
7.3 You must not cause or permit anything which may interfere with, damage or endanger the trade marks or other intellectual property rights of JB HR & Business Support or its business associates, or assist or allow others to do so.
7.4 You must advise JB HR & Business Support immediately when you become aware of any unauthorized use or attempted use by any person of the trade marks or other intellectual property rights of JB HR & Business Support or its business associates.
7.5 You may not register a business name incorporating the words “JB HR & Business Support “.
7.6 If your account with JB HR & Business Support is terminated, you must immediately discontinue use of any of the trade marks which are the property of JB HR & Business Support in any sign, or advertising and thereafter you shall not use those trade marks directly or indirectly in connection with your business.
7.7 You agree to ensure that all Confidential Information given by JB HR & Business Support to you is made available to your employees only on the basis that those employees at all times maintain strict confidentiality.
7.8 This clause 8 shall survive the termination of the Agreement.
8.1 JB HR & Business Support reserves the right to change these terms of trade from time to time.
8.2 If JB HR & Business Support fails to enforce any terms or to exercise its rights under these terms of trade at any time, JB HR & Business Support has not waived those rights.
8.3 If any provision of these terms of trade is held to be invalid or unenforceable for any reason, the remaining provisions shall remain in full force and effect and the parties shall adjust their respective rights and obligations in accordance with the spirit and intent of the parties as shown by these terms of trade.
8.4 This agreement is governed by the laws of New Zealand and any dispute under it shall be subject to the exclusive jurisdiction of the Courts of New Zealand.