TERMS AND CONDITIONS FOR HAVEN BLACK SUPPLIER COLLECTIVE
– PLEASE READ THESE CAREFULLY.
As a supplier you are representing Haven Black and must operate to the same high standards. Our terms and conditions reflect your agreement when supplying services or goods to us, or to our clients.
In this Agreement, the following words shall have the following meanings:
- “The company” means Haven Black (or any of the companies with the group, namely the Havencab Property Group, National Facilities Management).
- “The Member” means any member represented by the company.
- “Supplier” means any person who is providing a service or product, paid or non-paid, to the company.
- “Goods” means the items or supplied.
OFFER AND ACCEPTANCE
- All quotations or estimates given by the Supplier verbally or in writing shall constitute an offer. Acceptance may be made by either the payment or confirmation of the order verbally or in writing.
- Once the offer is accepted these terms and conditions will automatically come into effect.
TIME OF DELIVERY OR PERFORMANCE
- Any time for delivery or despatch of Goods or completion of Services agreed between the parties in writing shall be of the essence.
- Prior to the date(s) for delivery of any Goods or performance of the Services, the company (acting reasonably) may alter such date(s), quantities and type of Goods, places for delivery and/or details of the Services, upon giving the Supplier reasonable notice in writing. If any such alteration affects the price agreed for the Goods and/or Services the Supplier shall promptly notify Haven Black.
The Supplier shall comply with all relevant Australian legislation, rules, regulations, bylaws, codes of practice and directives relating to the supply of Goods and Services hereunder.
- The services provided by The Supplier shall be as described in any written or verbal material.
- If the Supplier is outsourcing jobs to a third party, the Supplier must provide all the details of the third-party company and the order to The Company if requested.
The Supplier shall indemnify The Company in full against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs calculated on a full indemnity basis) suffered or incurred by The Company arising out of or in connection with any breach of or negligent performance or non-performance of this agreement by Supplier.
Any order hereunder may be terminated by written notice forthwith:
- by The Company and The Supplier if the other commits any material or persistent breach of these terms and, where capable of remedy fails to remedy the same within 7 days;
- by either party if the other becomes bankrupt or insolvent or any receiver or administrator or similar person is appointed in respect of that party or enters into any arrangement with its creditors;
- by either party if they reasonably believe that any of the events;
- above is about to occur and notifies the other party accordingly;
- by The Company if the Supplier ceases or threatens to cease to carry on business; or
- by the Company, if the Supplier fails to deliver or despatch the Goods or complete the Services in good time.
The Company shall have the right at any time and for any reason to terminate any order in whole or in part by giving the Supplier not less than 28 days written notice whereupon all work shall be discontinued.
CONFIDENTIALITY AND PUBLICITY
- As an information and review service you permit The Company to share and publish their experience of The Supplier through our news service, with the press, with our members and with selected organisations and websites.
- The Supplier shall not use The Company’s name for advertisements or publicity without its consent
INTELLECTUAL PROPERTY RIGHTS
The Supplier shall indemnify the Company in full against any claim for infringement (or alleged infringement) of any Intellectual Property rights brought by a third party as a result of the use of any Goods, the results of any Services or any materials supplied by the Supplier.
The Supplier shall procure and maintain insurance(s) in amounts and with coverage acceptable to The Company and in line with good industry practice, with reputable insurance companies. At The Company’s request, the Supplier shall furnish to The Company certificates and other satisfactory evidence of such insurances. The Supplier’s purchase and maintenance of such appropriate insurance however shall not modify or relieve the Supplier of its obligations and liabilities under this Contract.
- All Services supplied shall be performed by appropriately qualified and trained personnel with due care and diligence.
- None of the work covered by the Contract shall be assigned or subcontracted by the Supplier.
- The provisions of the Contract (Rights of Third Parties) Act 1999 shall not apply to the Contract and are hereby expressly excluded.
- Except as otherwise provided herein, the rights of either party under the Contract shall not be prejudiced or restricted by any indulgence or forbearance extended by one party to the other and no waiver by one party of its rights in relation to any breach of the Contract shall affect its rights in respect of any subsequent breach.
- Any demand, notice or other communication given or made under or in connection with this Contract shall be in writing.
- All notices shall be deemed properly served if delivered in person or sent by email to its registered office or principle place of business. A notice sent by email will be deemed to have been served at the time of successful transmission, once it has been replied to by Haven Blackt.
- The Supplier and The Company are independent contracting parties and nothing in this Contract shall make either party the agent or representative of the other.
- If any provision herein is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions and the remainder of the provisions in question shall not be affected thereby.
- This Contract constitutes the entire agreement between the Supplier and the Supplier with respect to the matters contained herein and supersedes all prior oral or written representations and agreements.
- The formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by Australian law and the parties submit to the exclusive jurisdiction of the Australian Courts.
DELIVERY OF GOODS VIP COLLECTIVE
- At time of delivery / consultation the Supplier shall provide an advice note detailing The Company purchase order number, description code number (if any) and quantity of the Goods consigned.
- Where applicable, all Goods must be adequately packaged and protected against damage and deterioration in transit.
- Where applicable, returnable packaging and other containers shall be supplied by the Supplier free of charge.