Supplying to Accent On Construction
The following are the terms and conditions on which Accent On Construction Limited will purchase goods and/or services from Suppliers or Subcontractors and are subject to any written agreement between the Suppliers or Subcontractors and Accent On Construction that expressly introduce other or varied terms and conditions.
In this document:
“Accent On Construction, we, us or our” means Accent On Construction Limited and includes its successors and assigns.
“Agreement” means the agreement to supply goods and/or services by the Supplier to Accent On Construction on the terms and conditions of these Terms.
“Goods or services” mean the goods or services supplied to Accent On Construction Limited by the Supplier.
“Subcontractor” means a person or organisation that has been engaged by Accent On Construction to provide goods and/or services where Accent On Construction has been engaged as main or head contractor.
“Subcontract Agreement” means the Master Builders Subcontract Agreement (version SA2009).
“Subcontract Works” means the works the Subcontractor has agreed to complete under the Agreement.
“Supplier” means the person or organisation that is supplying the goods and/or services (even as a Subcontractor) to Accent On Construction.
“Terms” means the terms and conditions contained in this document, as amended by us and published on our website www.accentonconstruction.co.nz from time to time.
By supplying the goods or services to us, the Supplier is deemed to have accepted these Terms, which may not be altered without our prior written consent. These Terms shall take precedence over any of the Supplier’s terms and conditions, unless the parties agree otherwise in writing.
In addition to all warranties, terms or conditions expressed or implied by law or otherwise, the Supplier warrants:
(a) that the goods and/or services supplied are of good quality as determined by good industry practice in which the Supplier operates;
(b) in respect of services, that the Supplier shall exercise the degree of skill, care and diligence as may be expected from competent and qualified professionals;
(c) in respect of goods, that the goods are fit for their normal purpose or any other purpose Accent On Construction has made known to the Supplier or its agents;
(d) That where a price of goods and services has not been agreed by the parties, the price will be a reasonable price;
(e) that the goods and/or services supplied will comply with any agreed specifications, supplied descriptions, sample or representation;
(f) that the goods and/or services will be supplied within any time period agreed by the parties, time being of the essence;
(g) that the goods and/or services supplied will comply with all statutory or regulatory requirements and any internal policies of Accent On Construction notified to the Supplier;
(h) that the goods and/or services supplied are free of any security interest, lien or other encumbrance not disclosed to Accent On Construction in writing before title in the goods passes to Accent On Construction, and that Accent On Construction will have undisturbed possession of the goods and/or services;
(i) it has the right to sell the goods to Accent On Construction on the terms of the Agreement; and
(j) that the goods and/or services supplied do not, and will not, infringe any intellectual property rights.
In the event that the goods or services provided by the Supplier fail to comply with any of the warranties specified in clause 2 above, Accent On Construction may, at any time, without limiting any of its other rights against the Supplier, cancel the Agreement and return the goods to the Supplier and the Supplier shall refund the purchase price of the goods and all reasonable costs of Accent On Construction incurred by the cancellation (including any costs of returning the goods).
4. Price Increases
If the Supplier has provided Accent On Construction with a quote for the provision of goods and/or services, the Supplier agrees that Accent On Construction will not be bound by any price increases to the quote unless agreed in writing by Accent On Construction.
5. Health and Safety Obligations
The Supplier will at all times comply with any laws, codes and standards relevant to the goods or services and will:
(a) promptly notify Accent On Construction of any hazard or accident it becomes aware of in relation to any goods and/or services supplied to Accent On Construction;
(b) hold all the necessary consents, permits and licenses that are needed to provide the goods or perform the services;
(c) implement an appropriate Health and Safety policy that complies with all its obligations under the Health and Safety in Employment Act 1992 ( including its successor or amendment legislation) and all other relevant workplace legislation and regulations; and
(d) comply with all Health and Safety requirements of Accent On Construction.
6. Guarantees, Warranties, Producer Statements and Shop Drawings
When requested by Accent On Construction, the Supplier agrees to promptly assign to Accent On Construction the benefit of any guarantees, warranties, producer statements and shop drawings relating to the goods and/or services (including any component parts of the goods and/or services) supplied by manufacturers and Suppliers (including Subcontractors), time being of the essence.
7. Public Risk Insurance
Unless otherwise agreed in writing by Accent On Construction, all Subcontractors shall effect and maintain for the duration of the Agreement Public Risk Insurance for an amount not less than $2,000,000.
8. Subcontract Agreement
Subcontractors providing subcontract works will be required (prior to commencing the subcontract works) to execute a Master Builders Subcontract Agreement (version SA2009), which takes precedence over these Terms.
9. Payment Terms
Invoices are to be emailed to Accent On Construction at the following email address email@example.com by the 25th of the month. Payment is to be made by Accent On Construction on the later of the 22nd day of the month following the receipt of the invoice by Accent On Construction or delivery of the goods or provision of services to Accent On Construction. Accent On Construction shall not be required to pay any part of any invoice that is genuinely and reasonably disputed, until such dispute is resolved.
The Supplier hereby indemnifies and will keep Accent On Construction indemnified against all costs, damages (whether direct or indirect), proceedings, loses, liabilities or other expenses (including reasonable legal fees) incurred by Accent On Construction resulting from any failure of the goods and/or services supplied, including, but not limited to, any failure to comply with the warranties specified in clause 2 above.
11. Risk and Title
Risk and title to the goods and/or services supplied to Accent On Construction will remain with the Supplier until the goods and/or services have been delivered to the location nominated by Accent On Construction. Risk will pass to Accent On Construction upon delivery. Title will pass to Accent On Construction on delivery or payment, whichever is the earlier.
Accent On Construction may from time to time in its absolute discretion amend these Terms in whole or in part at any time by publication of the amended Terms on our website http://accentonconstruction.co.nz. Amendments will be effective immediately upon the posting of the amended Terms on our website. The Supplier is responsible for ensuring they are familiar with the latest version of the Terms.
(a) Confidentiality: The Supplier, its officers, employees, agents and/or sub-contractors will treat any information supplied to it by Accent On Construction as confidential information and acknowledges that it will only use this information for the purposes it was supplied, and only to the extent necessary to fulfil the Agreement. It undertakes to not disclose, cause to be published, make known to any third parties, any confidential information, details concerning the Agreement, or details relating to any intellectual property material, without our prior written consent.
(b) Severance: If (but for this clause) a provision of these Terms would be illegal, void, unenforceable or contravene any law, these Terms are varied and are to be interpreted as if the offending provision was omitted and the remainder of these Terms shall remain enforceable.
(c) No Waiver: If we do not exercise or enforce any right available to us under these Terms, it does not constitute a waiver of those rights.
(d) Governing law and jurisdiction: These Terms and the transactions contemplated by them are governed by the laws of New Zealand.