TERMS & CONDITIONS
Solid Sheds – Terms & Conditions of Storage
1.1. “Agreement” means the terms and conditions contained herein, together with any quotation, order, invoice or other document or
amendments expressed to be supplemental to this Agreement.
1.2. “Customer” means the person/s, entities or any person acting on behalf of and with the authority of the Customer requesting SSL to provide
the Services as specified in any proposal, quotation, order, invoice or other documentation, and: (a) if there is more than one Customer, is a reference to each Customer jointly and severally; and (b) if the Customer is a partnership, it shall bind each partner jointly and severally; and
(c) if the Customer is a part of a Trust, shall be bound in their capacity as a trustee; and
(d) includes the Customer’s executors, administrators, successors and permitted assigns.
1.3. “Cookies” means small files which are stored on a user’s computer. They are designed to hold a modest amount of data (including Personal
Information) specific to a particular client and website, and can be accessed either by the web server or the client’s computer. If the Customer does not wish to allow Cookies to operate in the background when using SSL’s website, then the Customer shall have the right to enable / disable the Cookies first by selecting the option to enable / disable provided on the website, prior to making enquiries via the website.
1.4. “Fee” means the price payable (plus any Goods and Services Tax (“GST”) where applicable) for the Services and Storage as agreed between SSL and the Customer in accordance with clause 6 of this Agreement.
1.5. “Services” means all Services (including, but not limited to, installation, collection, relocation, and removal services) supplied by SSL to the Customer at the Customer’s request from time to time.
1. “Storage” means all sheds, portable modular buildings, blocks, braces, (including, but not limited to fencing, accessories, parts, provision of building products, or other storage and /or chattels on hire) supplied by SSL to the Customer Storage and any Services (and where the context so permits shall include any supply of Services). The Storage or Services shall be as described on the invoices, quotation, authority to hire, or any other work authorisation form provided by SSL to the Customer.
1.6. “SSL” means Solid Sheds Limited T/A Solid Sheds, its successors and assigns.
2.1. The Customer is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms and conditions if the Customer places an order for, or accepts Services or Storage provided by SSL.
2.2. In the event of any inconsistency between the terms and conditions of this Agreement and any other prior document or schedule that the parties have entered into, the terms of this Agreement shall prevail.
2.3. Any amendment to the terms and conditions contained in this Agreement may only be amended in writing by the consent of both parties.
2.4. The Customer acknowledges and accepts that:
(a) the supply of Services and Storage on credit shall not take effect until the Customer has completed a credit application with SSL and it has been approved with a credit limit established for the account;
(b) in the event that the supply of Services or Storage requested exceeds the Customer’s credit limit and/or the account exceeds the payment terms, SSL reserves the right to refuse delivery;
(c) the Customer shall not be entitled to assign this Agreement to any other person (or persons);
(d) SSL shall be entitled to enter the Storage at any time, and by any method, where required to by law or by any legal authority; and
(e) SSL does not, and will not be deemed to, have knowledge of the goods stored in the Storage.
2.5. Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 226 of the Agreement and Commercial Law Act 2017 or any other applicable provisions of that Act or any Regulations referred to in that Act.
3. Authorised Representatives
3.1. Unless otherwise limited as per clause 3.2, the Customer agrees that should the Customer introduce any third party to SSL as the Customer’s duly authorised representative, that once introduced that person shall have the full authority of the Customer to order any Storage or Service, and/or to request any variation thereto, on the Customer’s behalf (such authority to continue until all requested Storage has been returned to SSL, or the Customer otherwise notifies SSL in writing that said person is no longer the Customer’s duly authorised representative).
3.2. In the event that the Customer’s duly authorised representative as per clause 3.1 is to have only limited authority to act on the Customer’s behalf, then the Customer must specifically and clearly advise SSL in writing of the parameters of the limited authority granted to their representative.
3.3. The Customer specifically acknowledges and accepts that they will be solely liable to SSL for all additional costs incurred by SSL (including SSL’s profit margin) in providing any Storage or Services, or variation/s thereto, requested by the Customer’s duly authorised representative (subject always to the limitations imposed under clause 3.2 (if any)).
4. Errors and Omissions
4.1. The Customer acknowledges and accepts that SSL shall, without prejudice, accept no liability in respect of any alleged or actual error(s) and/or omission(s):
(a) resulting from an inadvertent mistake made by SSL in the formation and/or administration of this Agreement; and/or
(b) contained in/omitted from any literature (hard copy and/or electronic) supplied by SSL in respect of the Services.
4.2. In the event such an error and/or omission occurs in accordance with clause 4.1, and is not attributable to the negligence and/or wilful
misconduct of SSL; the Customer shall not be entitled to treat this Agreement as repudiated nor render it invalid.
5. Change in Control
5.1. The Customer shall give SSL not less than fourteen (14) days prior written notice of any proposed change of ownership of the Customer and/or any other change in the Customer’s details (including but not limited to, changes in the Customer’s name, address, contact phone or fax number/s, change of trustees, or business practice). The Customer shall be liable for any loss incurred by SSL as a result of the Customer’s failure to comply with this clause.
6. Fee and Payment
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6.1. At SSL’s sole discretion the Fee shall be either:
(a) as indicated on any invoice provided by SSL to the Customer; or
(b) SSL’s quoted price (subject to clause 6.3 and 6.4) which will be valid for the period stated in the quotation and is calculated monthly or
weekly based on a seven (7) day week and fifty-two (52) week year.
6.2. The Fees (subject to clause 6.3 and 6.4) shall be payable in advance with the initial payment recorded on the Storage Agreement.
6.3. SSL reserves the right to:
(a) charge the Customer:
(i) a cleaning Fee, where the Customer has failed (in the opinion of SSL) to adhere to clause 8.1(c); and
due and payable;
(iii) loss or damage Fees of keys or Storage;
(b) if a variation to SSL’s quotation is requested or required (including as to the nature or quantity of the Storage (including size, weight and/ or quantity), nature and location of the collection and/or delivery address, relocation and removal, distance from the collection address to the delivery address, facilities available for loading or unloading, weather conditions or delays beyond the control of SSL, delivery times or dates, installation or otherwise, etc.); or
(c) any increases to SSL in the cost of performing the transportation of the Storage, which are beyond the reasonable control of SSL (including, without limitation, increases in the cost of labour or insurance premiums, etc.).
6.4. Variations will be charged for on the basis of SSL’s quotation, and will be detailed in writing, and shown as variations on SSL’s invoice. The Customer shall be required to respond to any variation submitted by SSL within ten (10) working days. Failure to do so will entitle SSL to add the cost of the variation to the Fee. Payment for all variations must be made in full at the time of their completion.
6.5. At SSL’s sole discretion a non-refundable deposit may be required in the form of a bond which is to cover the loss or damage to keys and Storage and any obligations that the Customer has failed to adhere to within this Agreement.
6.6. Time for payment for the Services being of the essence, the Fee will be payable by the Customer on the date/s determined by SSL, which may be:
(a) before delivery of the Storage;
(b) the initial weekly or monthly Fees; and
(c) subsequent payments in accordance with SSL’s payment schedule. (A part month shall constitute a full month); or
(d) the date specified on any invoice or other form as being the date for payment; or
(e) failing any notice to the contrary, the date which is seven (7) days following the date of any invoice given to the Customer by SSL.
6.7. Payment may be made by electronic/on-line banking, or by any other method as agreed to between the Customer and SSL.
6.8. Fee may in its discretion allocate any payment received from the Customer towards any invoice that SSL determines and may do so at the
time of receipt or at any time afterwards.
6.9. The Customer shall not be entitled to set off against, or deduct from the Fee, any sums owed or claimed to be owed to the Customer by SSL
nor to withhold payment of any invoice because part of that invoice is in dispute. Once in receipt of an invoice for payment, if any part of the invoice is in dispute then the Customer must notify SSL in writing within three (3) business days, the invoice shall remain due and payable for the full amount, until such time as SSL investigates the dispute claim, no credit shall be passed for refund until the review is completed. Failure to make payment may result in SSL placing the Customer’s account into default and subject to default interest in accordance with clause 17.1.
6.10. Unless otherwise stated the Fee does not include GST. In addition to the Fee, the Customer must pay to SSL an amount equal to any GST SSL must pay for any supply by SSL under this or any other agreement for providing SSL’s Services. The Customer must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Customer pays the Fee. In addition, the Customer must pay any other taxes and duties that may be applicable in addition to the Fee except where they are expressly included in the Fee.
6.11. The Customer acknowledges and agrees that the Customer’s obligations to SSL for the supply of the Storage or Services shall not cease until:
(a) the Customer has paid SSL all amounts owing for the use of the Storage and Services; and
(b) the Customer has met all other obligations due by the Customer to SSL in respect of all agreements between SSL and the Customer.
6.12. Receipt by SSL of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured,
cleared, or recognised and until then SSL’s ownership or rights in respect of the Storage and Services, and this Agreement, shall continue.
7. Delivery, Relocation and Removal
7.1. Delivery, relocation, or removal of the Storage is taken to occur at the time that SSL (or SSL’s nominated carrier) delivers or relocates the Storage to the Customer’s nominated address even if the Customer is not present at the address.
7.2. Deliveries and removals of the Storage will not be permitted by any person other than SSL.
7.3. Any relocation of the Storage must be performed by SSL, unless SSL agrees in writing for the Customer to engage a third party to relocate
7.4. Should the Customer require the Storage to be relocated or removed then the Storage must be immediately ready for removal or relocation
at the specified times agreed by both parties.
8. Use of the Storage
8.1. The Customer:
(a) satisfy itself at commencement that the Storage is suitable for its purposes;
(b) will be solely responsible for the securing of the Storage (and shall secure the Storage at all times when the Customer is not accessing/
using the Storage);
(c) maintain the Storage as is required by SSL; (d) ensure it is clean and in a state of good repair; (e) shall not:
(i) use the Storage for any purpose other than what the Storage is intended to be used for;
(ii) store, or use any goods that are inflammable, hazardous, illegal, stolen, explosive, environmentally harmful, perishable, dangerous
or that are a risk to the Storage and any person, and ensure the Storage is dry, clean, free from vermin and food scraps;
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(iii) use the Storage for any illegal or immoral purpose;
(iv) carry out any alterations to the Storage, (including, but not limited to, attaching nails, screws, etc. to any part of the Storage), or
damage the Storage, without SSL’s prior written consent. In the event of damage to the Storage, SSL shall be entitled to charge the
Customer for any repairs required;
(v) alter or make any additions to the Storage including but without limitation altering, make any additions to, defacing or erasing any
identifying mark, plate or number on or in the Storage or in any other manner interfere with the Storage;
(vi) fix any of the Storage in such a manner as to make it legally a fixture forming part of any freehold; and
(vii)is responsible (and must pay) for loss or damage caused by a third party who enters the Storage at the request or direction of the
Customer. SSL is not responsible for access and the Customer is to notify SSL of the loss or theft of the keys.
8.2. The Customer acknowledges and agrees to comply with all relevant laws, including Acts, Ordinances, Regulations, By-laws and Orders, as are or may be applicable to the use of the Storage; this includes laws relating to the goods which are stored, and the manner in which they are stored. The liability for any (and all), breach of such laws rests absolutely with the Customer, and includes any (and all) costs resulting from such breach. If SSL has reason to believe that the Customer is not complying with all relevant laws, it may take any action it believes to be necessary to so comply, and/or immediately dispose of, or remove, the goods at the Customer’s expense, and/or submit the goods to the
relevant authorities. The Customer agrees that SSL may take such action at any time, even though it could have acted earlier.
8.3. The Customer consents to inspection of the Storage by SSL.
8.4. Immediately on request by SSL the Customer will pay:
(a) the new list price of the Storage that is for whatever reason destroyed, written off or not returned to SSL; (b) all costs incurred in cleaning the Storage;
(c) all costs of repairing any damage caused by:
(i) the ordinary use of the Storage;
(ii) the negligence of the Customer or the Customer’s agent;
(iii) vandalism, or (in SSL’s reasonable opinion) in any way whatsoever other than by the ordinary use of the Storage by the Customer.
(i) lost hire fees SSL would have otherwise been entitled to for the Storage, under this, or any other hire agreement;
(ii) costs incurred by SSL in picking up and returning the Storage to SSL’s premises if the Customer does not return the Storage to
SSL’s premises or any pre-agreed pickup location when it was originally agreed that the Customer would do so;
(iii) insurance excess payable in relation to a claim made by either the Customer or SSL in relation to any damage caused by, or to, the
Storage whilst the same is hired by the Customer and irrespective of whether charged by the Customer’s insurers or SSL’s.
9. Risk to Storage
9.1. SSL retains ownership of the Storage nonetheless all risk for the Storage passes to the Customer on delivery.
9.2. The Customer accepts full responsibility for the safekeeping of the Storage and indemnifies SSL for all loss, theft, or damage to the Storage howsoever caused and without limiting the generality of the foregoing whether or not such loss, theft, or damage is attributable to any
negligence, failure, or omission of the Customer.
9.3. The Customer will insure, or self-insure, SSL’s interest in the Storage against physical loss or damage including, but not limited to, the perils
of accident, fire, theft and burglary and all other usual risks and will effect adequate Public Liability Insurance covering any loss, damage or injury to property arising out of the Storage. Further the Customer will not use the Storage nor permit it to be used in such a manner as would permit an insurer to decline any claim.
9.4. The Customer accepts full responsibility for and shall keep SSL indemnified against all liability in respect of all actions, proceedings, claims, damages, costs and expenses in respect of any injury to persons or damage to property arising out of the use of the Storage during the hire period however arising and whether or not arising from any negligence, failure or omission of the Customer or any other persons.
10. Title to Storage
10.1. The Storage is and will at all times remain the absolute property of SSL.
10.2. If the Customer fails to return the Storage to SSL then SSL or SSL’s agent may (as the invitee of the Customer) enter upon and into land and
premises owned, occupied or used by the Customer, or any premises where the Storage is situated and take possession of the Storage,
without being responsible for any damage thereby caused.
10.3. The Customer is not authorised to pledge SSL’s credit for repairs to the Storage or to create a lien over the Storage in respect of any repairs.
11.1. It shall be the Customer’s responsibility to make the site available on the agreed dates and times. If the Services are delayed or interrupted by the failure of the Customer to adhere to the placement, relocation or removal schedule agreed to between SSL and the Customer, any additional costs will be invoiced to the Customer as per clause 6.3.
11.2. SSL shall be entitled to rely on the accuracy of any plans, specifications, and other information provided by the Customer. The Customer acknowledges and agrees that in the event that any of this information provided by the Customer is inaccurate, SSL accepts no responsibility for any loss, damages, or costs however resulting from these inaccurate plans, specifications or other information.
11.3. The Customer accepts and agrees:
(a) to be present at the site when and as reasonably requested by SSL and its employees, contractors and/or agents; and
(b) to ensure that SSL has clear and free access to the site at all times to enable them to undertake the Services. SSL shall not be liable for
any loss or damage to the site (including, without limitation, damage to pathways, driveways and concreted or paved or grassed areas)
unless due to the negligence of SSL; and
(c) to ensure that such access is suitable to accept the weight of laden trucks, as may be deemed necessary by SSL. The Customer shall
pay the cost of replacement, repair or rectification to any paths, driveways, and access routes to the property.
11.4. The Customer must be on site to supervise the marking out of the line and placement of the Storage. If the Customer fails to comply with this
clause, then SSL accepts no responsibility for placement decisions that need to be made by SSL in the Customer’s absence.
11.5. SSL shall not be responsible for removal of soil to position the Storage.
11.6. Where applicable, prior to SSL commencing any Services the Customer must advise SSL of the precise location of all underground services,
subsidence, slip, erosion, flooding or hazards on the site and clearly mark the same. The underground mains & services the Customer must
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identify include, but are not limited to, electrical services, gas services, sewer services, pumping services, sewer connections, sewer sludge
mains, water mains, irrigation pipes, telephone cables, fibre optic cables, oil pumping mains, and any other services that may be on site. 11.7. Whilst SSL will take all care to avoid damage to any underground services the Customer agrees to indemnify SSL in respect of all and any
liability claims, loss, damage, costs and fines as a result of damage to services not precisely located and notified as per clause 11.6.
12. Personal Property Securities Act 1999 (“PPSA”)
12.1. In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPSA.
12.2. Upon assenting to these terms and conditions in writing the Customer acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in:
(a) all Storage previously supplied by SSL to the Customer;
(b) all Storage will be supplied in the future by SSL to the Customer and the proceeds from such Storage; and
(c) all the Customer’s present and after acquired property being a charge, including anything in respect of which the Customer has at any time a sufficient right, interest or power to grant a security interest in for the purposes of securing repayment of all monetary obligations of the Customer to SSL for Services – that have previously been provided and that will be provided in the future by SSL to the Customer.
12.3. The Customer undertakes to:
(a) sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all
respects) which SSL may reasonably require to register a financing statement or financing change statement on the Personal Property
(b) indemnify, and upon demand reimburse, SSL for all expenses incurred in registering a financing statement or financing change
statement on the Personal Property Securities Register or releasing any Storage charged thereby;
(c) not register, or permit to be registered, a financing statement or a financing change statement in relation to the Storage or the proceeds
of such Storage in favour of a third party without the prior written consent of SSL.
12.4. SSL and the Customer agree that nothing in sections 114(1)(a), 133 and 134 of the PPSA shall apply to these terms and conditions.
12.5. The Customer waives its rights as a debtor under sections 116, 120(2), 121, 125, 126, 127, 129, and 131 of the PPSA.
12.6. Unless otherwise agreed to in writing by SSL, the Customer waives its right to receive a verification statement in accordance with section
148 of the PPSA.
12.7. The Customer shall unconditionally ratify any actions taken by SSL under clauses 12.1 to 12.6.
12.8. Subject to any express provisions to the contrary (including those contained in this clause 12), nothing in these terms and conditions is
intended to have the effect of contracting out of any of the provisions of the PPSA.
13. Security and Charge
13.1. In consideration of SSL agreeing to supply Services, the Customer charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Customer either now or in the future, and the Customer grants a security interest in all of its present and after-acquired property, to secure the performance by the Customer of its obligations under these terms and conditions (including, but not limited to, the payment of any money). The terms of the charge and security interest are the terms of Memorandum 2018/4344 registered pursuant to s.209 of the Land Transfer Act 2017.
13.2. The Customer indemnifies SSL from and against all SSL’s costs and disbursements including legal costs of a solicitor and own client basis incurred in exercising SSL’s rights under this clause.
13.3. The Customer irrevocably appoints SSL and each director of SSL as the Customer’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 13 including, but not limited to, signing any document on the Customer’s behalf.
14.1. The Customer shall inspect the Services on delivery and shall within forty-eight (48) hours of delivery notify SSL of any alleged defect, shortage in quantity, errors, omissions or failure to comply with the description or quote. The Customer shall afford SSL an opportunity to inspect the Services within a reasonable time following delivery if the Customer believes the Services are defective in any way. If the Customer shall fail to comply with these provisions, the Services shall be conclusively presumed to be in accordance with the terms and conditions and free from any defect or damage.
14.2. For defective Services, which SSL has agreed in writing that the Customer is entitled to reject, SSL’s liability is limited to either (at SSL’s discretion) replacing the Services or rectifying the Services provided that the Customer has complied with the provisions of clause 14.1.
15. Consumer Guarantees Act 1993
15.1. If the Customer is acquiring Services for the purposes of a trade or business, the Customer acknowledges that the provisions of the Consumer Guarantees Act 1993 (“CGA”) do not apply to the supply of Services by SSL to the Customer.
16. Intellectual Property
16.1. Where SSL has designed, drawn or developed Storage for the Customer, then the copyright in any Storage shall remain the property of SSL. Under no circumstances may such designs, drawings and documents be used without the express written approval of SSL.
16.2. The Customer warrants that all designs, specifications or instructions given to SSL will not cause SSL to infringe any patent, registered design or trademark in the execution of the Customer’s order and the Customer agrees to indemnify SSL against any action taken by a third party against SSL in respect of any such infringement.
16.3. The Customer agrees that SSL may (at no cost) use for the purposes of marketing or entry into any competition, any Storage which SSL has created for the Customer.
17. Default and Consequences of Default
17.1. Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at SSL’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
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17.2. If the Customer owes SSL any money the Customer shall indemnify SSL from and against all costs and disbursements incurred by SSL in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, SSL’s collection agency costs, and bank dishonour fees).
17.3. Further to any other rights or remedies SSL may have under this Agreement, if a Customer has made payment to SSL, and the transaction is subsequently reversed, the Customer shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by SSL under this clause 17, where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Customer’s obligations under this Agreement.
17.4. Without prejudice to SSL’s other remedies at law SSL shall be entitled to cancel all or any part of any order of the Customer which remains unfulfilled and all amounts owing to SSL shall, whether or not due for payment, become immediately payable if:
(a) any money payable to SSL becomes overdue, or in SSL’s opinion the Customer will be unable to make a payment when it falls due;
(b) the Customer has exceeded any applicable credit limit provided by SSL;
(c) the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
(d) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer.
18.1. Without prejudice to any other remedies SSL may have, if at any time the Customer is in breach of any obligation (including those relating to payment) under these terms and conditions SSL may suspend or terminate the supply of Storage to the Customer. SSL will not be liable to the Customer for any loss or damage the Customer suffers because SSL has exercised its rights under this clause.
18.2. SSL may cancel any contract to which these terms and conditions apply or cancel delivery of Storage at any time before the Storage is delivered by giving written notice to the Customer. On giving such notice SSL shall repay to the Customer any money paid by the Customer for the Storage or Services. SSL shall not be liable for any loss or damage whatsoever arising from such cancellation.
18.3. In the event that the Customer:
(a) cancels delivery of Storage, the Customer shall be liable for any and all loss incurred (whether direct or indirect) by SSL as a direct result
of the cancellation (including, but not limited to, any loss of profits); or
(b) cancels the provision of Services prior to the expiry of any specified contract term, then the Customer shall be liable to pay for the
provision of the Services until the expiration of the contact term; or
(c) fails to give notice of intention to cancel at least five (5) days prior to the expiration date of the Storage Agreement, the Storage
Agreement shall automatically renew on a monthly or weekly basis as specified in the Storage Agreement, unless cancelled by way of
the Customer providing SSL with five (5) days’ notice.
18.4. On termination of the Storage Agreement, the Customer must remove all goods in the Storage and leave the Storage in a clean and
accessible condition and to the satisfaction of SSL. Should the Customer fail to remove their goods from the Storage on termination, SSL is authorised to (at SSL’s discretion) sell or otherwise dispose of the goods by providing the Customer seven (7) days’ notice of SSL’s intended to dispose or sell the goods.
19.1. All emails, documents, images, or other recorded information held or used by SSL is “Personal Information” as defined and referred to in
clause 19.3 and therefore considered confidential. SSL acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 2020 (“the Act”) including Part II of the OECD Guidelines and as set out in the Act and any statutory requirements where relevant in a European Economic Area “EEA” under the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). SSL acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Customer’s Personal Information, held by SSL that may result in serious harm to the Customer, SSL will notify the Customer in accordance with the Act and/or the GDPR. Any release of such Personal Information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Customer by written consent, unless subject to an operation of law.
19.2. Notwithstanding clause 19.1, privacy limitations will extend to SSL in respect of Cookies where the Customer utilises SSL’s website to make enquiries. SSL agrees to display reference to such Cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Customer’s:
(a) IP address, browser, email client type and other similar details;
(b) tracking website usage and traffic; and
(c) reports are available to SSL when SSL sends an email to the Customer, so SSL may collect and review that information (“collectively
19.3. The Customer authorises SSL or SSL’s agent to:
(a) access, collect, retain and use any information about the Customer;
(i) including, name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history or any overdue fines balance information held by the Ministry of Justice for the purpose of assessing the Customer’s creditworthiness; or
(ii) for the purpose of marketing products and services to the Customer.
(b) disclose information about the Customer, whether collected by SSL from the Customer directly or obtained by SSL from any other source
to any other credit provider or any credit reporting agency for the purposes of providing or obtaining a credit reference, debt collection or
notifying a default by the Customer.
19.4. Where the Customer is an individual the authorities under clause 19.3 are authorities or consents for the purposes of the Privacy Act 2020.
19.5. The Customer shall have the right to request (by e-mail) from SSL, a copy of the Personal Information about the Customer retained by SSL
and the right to request that SSL correct any incorrect Personal Information.
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19.6. SSL will destroy Personal Information upon the Customer’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this Agreement or is required to be maintained and/or stored in accordance with the law.
19.7. The Customer can make a privacy complaint by contacting SSL via e-mail. SSL will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within twenty (20) days of receipt of the complaint. In the event that the Customer is not satisfied with the resolution provided, the Customer can make a complaint to the Privacy Commissioner at http://www.privacy.org.nz.
20. Service of Notices
20.1. Any written notice given under this Agreement shall be deemed to have been given and received:
(a) by handing the notice to the other party, in person;
(b) by leaving it at the address of the other party as stated in this Agreement;
(c) by sending it by registered post to the address of the other party as stated in this Agreement;
(d) if sent by facsimile transmission to the fax number of the other party as stated in this Agreement (if any), on receipt of confirmation of the
(e) if sent by email to the other party’s last known email address.
20.2. Any notice that is posted shall be deemed to have been served, unless the contrary is shown, at the time when by the ordinary course of post, the notice would have been delivered.
21.1. If the Customer at any time upon or subsequent to entering in to the Agreement is acting in the capacity of trustee of any trust (“Trust”) then whether or not SSL may have notice of the Trust, the Customer covenants with SSL as follows:
(a) the Agreement extends to all rights of indemnity which the Customer now or subsequently may have against the Trust and the trust fund;
(b) the Customer has full and complete power and authority under the Trust to enter into the Agreement and the provisions of the Trust do
not purport to exclude or take away the right of indemnity of the Customer against the Trust or the trust fund. The Customer will not release the right of indemnity or commit any breach of trust or be a party to any other action which might prejudice that right of indemnity;
(c) the Customer will not without consent in writing of SSL (SSL will not unreasonably withhold consent), cause, permit, or suffer to happen any of the following events:
(i) the removal, replacement or retirement of the Customer as trustee of the Trust;
(ii) any alteration to or variation of the terms of the Trust;
(iii) any advancement or distribution of capital of the Trust; or (iv) any resettlement of the trust property.
22.1. Any dispute or difference arising as to the interpretation of these terms and conditions or as to any matter arising herein, shall be submitted to, and settled by, mediation before resorting to any external dispute resolution mechanisms (including arbitration or court proceedings) by notifying the other party in writing setting out the reason for the dispute. The parties shall share equally the mediator’s fees. Should mediation fail to resolve the dispute, the parties shall be free to pursue other dispute resolution avenues.
22.2. The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
22.3. These terms and conditions and any contract to which they apply shall be governed by the laws of New Zealand and are subject to the jurisdiction of the courts of New Zealand.
22.4. Subject to the CGA, SSL shall be under no liability whatsoever to the Customer for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Customer arising out of a breach by SSL of these terms and conditions (alternatively SSL’s liability shall be limited to damages which under no circumstances shall exceed the Fee of the Services).
22.5. SSL may licence and/or assign all or any part of its rights and/or obligations under this Agreement without the Customer’s consent.
22.6. The Customer cannot licence or assign without the written approval of SSL.
22.7. SSL may elect to subcontract out any part of the Services but shall not be relieved from any liability or obligation under this Agreement by so
doing. Furthermore, the Customer agrees and understands that they have no authority to give any instruction to any of SSL’s sub-
contractors without the authority of SSL.
22.8. The Customer agrees that SSL may amend their general terms and conditions for subsequent future contracts with the Customer by
disclosing such to the Customer in writing. These changes shall be deemed to take effect from the date on which the Customer accepts such
changes, or otherwise at such time as the Customer makes a further request for SSL to provide Services to the Customer.
22.9. Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm, national or global pandemics and/or the implementation of regulation, directions, rules or measures being enforced by Governments or embargo, including but not limited to, any Government imposed border lockdowns (including, worldwide destination ports), etc, (“Force Majeure”) or other event beyond the reasonable control of either party. This clause does not apply to a failure by the Customer to make a payment to
22.10. Both parties warrant that they have the power to enter into this Agreement and have obtained all necessary authorisations to allow them to
do so, they are not insolvent and that this Agreement creates binding and valid legal obligations on them.
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