AGREEMENT FOR DECLUTTERING, RELOCATION AND TRANSITION SERVICES
This contract takes place between Care to Move (ABN 69 608 182 538) (the Supplier) and the Customer for the provision of Services for the Customer and/or on behalf of a Third Party Client (if any) as detailed in the attached estimate.
Subject to the terms and conditions set out below we will use our best endeavours to complete the Services within the estimated Timeframes related to the Premises and at the charges as set out in the attached estimate. Please note that unless otherwise stated in writing, any anticipated fees and charges for the Services set out in the attached estimate or given orally or in writing as a variation to this contract are estimates only and are not binding on us.
Terms and conditions
1 The meaning of some words used in these terms and conditions
we, us or our is a reference to Care to Move.
you or your is a reference to the person to whom we are providing our Services and who is required to pay for the Services we provide.
Claims means all demands, claims, proceedings, penalties, fines and liability (whether criminal or civil, in contract, tort or otherwise).
Losses means all losses including financial losses, damages, legal costs and other expenses of any nature whatsoever.
Materials means any materials, goods, parts or items we need to buy necessarily in order to perform the Services.
Parties is a reference to both us and you and to the extent possible to any Third Party Client.
Premises means the place or places where we will provide the Services.
Services means the relocation / transition services we will provide. The precise Services we will be providing to you will stated in the attached estimate and as we agree orally or in writing from time to time.
Timeframes mean the estimated Timeframes set out in the attached estimate or as notified to you by us from time to time.
2 Entering into a legally binding contract
(a) A contract between you and us will come into being in one of two ways: (i) when you sign the attached estimate, we and you will enter into a legally binding contract on the date you sign. (ii) where you and we agree orally that we should provide the Services, then there will be a legally binding contract on the date of our oral agreement even if this is later confirmed in writing. (b) We suggest that before you sign the quotation or orally agree to us providing Services that you read through these terms and conditions. If you have any questions concerning them please ask us.
(c) You should keep a copy of these terms and conditions for your records as they form part of your contract with us.
3 Providing the Services
(a) Once we and you have entered into a legally binding contract, we will (subject to the availability of the Supplier’s Staff and agents) normally start providing the Services to you straight away or on a date agreed between us without further discussion with you. Occasionally the Services will be provided at some other date or time or be dependent on a number of factors.
(b) Our aim is to always provide you with the Services: (i) using reasonable care and skill; (ii) in compliance with commonly accepted practices and to a professional standard; and
(iii) in compliance with the laws and regulations in force at the location of the Premises at the time we are carry out the Services.
(c) The Services will be performed by the employees, agents or subcontractors that we may choose as most appropriate to carry out the Services as set out in the attached estimate or as agreed, from time to time by the Parties.
4 Days and times when we normally provide the Services and performance of Services away from the Premises
(a) Unless we agree otherwise, we will provide the Services on normal working days. A normal working day for us means Mondays to Fridays, excluding any bank or other national holidays in Queensland. If we agree to provide the Services on a weekend or a holiday we will apply a loading of up to 30% to our fees.
(b) Some of the Services will be performed at the Premises and some of the Services will be performed away from the Premises. For example, we may only be able to carry out some of the activities in performing the Services other than at the Premises. We may only be able to carry out some of the Services when you are present.
(a) At the time we perform the Services we may not have all the Materials we need to perform the Services. This may be for a number of reasons, such as: (i) we have not provided an estimate and cannot reasonably establish what Materials are necessary until we start performing the Services; or (ii) where we have provided an estimate, it may not have been reasonably possible to establish the need for particular Materials at the time we provided the estimate (the need for the particular Materials may only be revealed when we start performing the Services); or (iii) whether or not we have provided an estimate, the condition of an item or the area which is the subject of the Services may only become apparent when we start performing the Services and it was not reasonably possible to establish it until that point. (b) In such cases we may need to purchase Materials.
(c) If the Materials are available from a local supplier, then we normally travel to a local supplier and purchase the Materials and return to continue performing the Services. We normally charge for our travel time in these circumstances. If the Materials are not available from a local supplier we normally order the Materials and return on another occasion to continue to perform the Services. We will not charge you for any time spent in obtaining Materials if we have brought or ordered the wrong Materials. In such circumstances we will normally charge for the time spent in making telephone calls to suppliers or our office to locate the required Materials.
6 Use of subcontractors
(a) We are permitted to use other persons or subcontractors to provide some or all of the Services. If we do so we will enter into separate service agreements with those subcontractors and ensure that those subcontractors hold relevant insurances.
(b) Although we are responsible to ensure that the work provided by our subcontractors is to a professional standard, we are not (to the extent possible by law) liable for any Claims or Losses arising from damage, liability, injury to you, any third parties, or any property for any acts of omissions of those persons or subcontractors within or outside the scope of this contract.
7.1 Our responsibility to perform the Services by particular dates
We aim to carry out the Services within the estimated Timeframes. But we cannot guarantee or provide a firm commitment that:
(a) we will start performing the Services by a specified date or time; or
(b) we will complete the performance of all the Services by any specified date or time; or
(c) the performance of any individual part of the Services will be completed by a specified date or time.
7.2 What can happen if we cannot start or complete performing the Services Subject to subparagraph 7.3 below:
(a) If we do not start or complete performing the Services within a reasonable period from Timeframes we have agreed or notified then you may choose either to continue to wait until we can start performing the Services or complete performing them or you can terminate the contract.
(b) Where we have started performing the Services and you decide you wish to terminate the contract you will only have to pay for any Services we have performed up to the date of termination and for payments we have a legal obligation to pay for (e.g. for any Materials, or to any subcontractors or providers). If you have made payments to us in excess of the amount of Services we have performed or Materials we have purchased, we will return the difference to you within 14 days of the termination.
7.3 Situations or events outside our reasonable control
(a) There are certain situations or events which occur which are not within our reasonable control (some examples are given in the next numbered paragraph). Where one of these occurs, we will normally attempt to recommence performing the Services as soon as the situation which has stopped us performing the Services has been resolved. In such circumstances there may be a delay (sometimes a substantial delay) before we can start or continue performing the Services. We will keep you informed on the progress of the completion of the Services against the estimated Timeframes and inform you of any adjustments to those Timeframes.
(b) The following are examples of events or situations which are not within in our reasonable control: (i) if you delay the provision of Services due to being unable to give decisive or timely instructions to us on what you wish to have done or how you wish your property to be dealt with or if you are unable or unwilling to commit to minimum timeframes that are needed with you present (for example if we need you present for a 4 hour block and you are unable or unwilling to commit to such a timeframe); (ii) where you make a change in the Services you wish us to perform (and this results in, for example, us (or other providers) having to do further work, wait for you to be ready or wait for new or different Materials); (iii) where we have to wait for other providers of services (whether engaged by you or by us) to complete their work before we are able to perform or continue to perform the Services (or the relevant part of the Services dependent on the other provider if ordered at short notice); (iv) where we are unable to gain access to the Premises to carry out the Services at the times and dates we have agreed with you; (v) where the areas in the Premises have not be readied by you as we and you have agreed in order for us to perform the Services; (vi) if the Materials are not delivered on the date or at the time agreed with the supplier of the Materials (and it is not possible to obtain a replacement from an alternative supplier at all or within a reasonable amount of time, or the price charged by the alternative supplier is excessively higher than by the original supplier if ordered at short notice); or (vii) for other some unforeseen or unavoidable event or situation which is beyond our control.
(c) If events or situations which are not within in our reasonable control mean that Services can not be completed or performed within a reasonable time (having regard to the circumstances) you have the following options available to you: (i) continuing to wait until we are able to recommence performing the Services. If you are required to make any payments during this period (for example if we and you have agreed that you will pay us in staged amounts) then we will not require you to make any of the payments required until we are able to recommence performing the Services; or
(ii) allowing you to terminate the contract. If you choose this option then you will only have to pay for any Services we have performed up to the date of termination and for payments we have a legal obligation to pay for any Materials, or to any subcontractors or providers. If you have made payment to us in excess of the amount of Services we have performed or Materials we have purchased, we will return the difference to you within 14 days of cancellation.
8 Price, estimates and payment
8.1 Our charges for costs and disbursements
We will charge for all costs and expenses incurred in performing the Services, including travelling, photocopying, courier services, postage, parking and Materials. If such expenses are known by us at the time of providing our attached estimate, then such costs will be included in that estimate. If such expenses are not known by us at the time of providing our estimate such expenses will be charged to you in addition to the estimate.
8.2 Our charges based on an estimate
(a) If we provide an estimate, then we will charge you the amount stated in the estimate. We only provide estimates and not quotations or binding indications of how much we will charge. Estimates are normally valid for a period of 30 days from the date they are given.
(b) As we provide an estimate we may need to charge you a higher amount than stated in the estimate. This can occur for a number of reasons, in particular where: (i) what you require us to do changes, or the amount of work or Services you require us to provide increases or is different to what we and you agreed before we started performing the Services and as stated in the estimate; or (ii) when we start performing the Services it becomes apparent that the amount of Services we will need to perform or the type of work that is involved is different to what we agreed before we started performing the Services and we could not reasonably foresee this before we started performing the Services. (c) Where the amount of work involved is greater than that stated in an estimate (as set out in paragraph 8.2(b)) then following will happen: (i) if the amount of extra time we need to spend to finish performing the Services will mean that the extra amount payable by you will not exceed 10% of the amount stated in the estimate, then we will carry on providing and completing the Services without contacting you and obtaining your agreement; (ii) otherwise we will not continue performing the Services and we will seek your approval (orally or in writing) to the extra amount that you will need to pay and then provide you with a written confirmation of such variation to our estimate, unless: (A) it is not possible to contact you within a reasonable time; or (B) it is not safe not to carry out and finish performing the Services (for example, your goods or premises may be left in a dangerous condition or unprotected from theft if the Services are not completed).
8.3 When payment is required
Unless otherwise agreed in writing, payment for our Services and the Materials is to be made in a number of stages payments as follows:
(a) the payment of a deposit of 50% of the estimate before we commence performing the Services;
(b) the payment of the remaining 50% of the estimate 7 days before completion of the Services; and
(c) the payment of any final sum owing due to any additional costs or variations as contemplated by paragraph 8.2(c) of this contract, on completion of the Services.
All amounts stated (whether orally or in writing) are exclusive of GST.
8.5 If you do not pay when required to
(a) If you fail to make payment by the date or time we and you agree we may: (i) charge you an administration fee of $50 and interest at 10% per annum on any outstanding amounts if those outstanding amounts remain unpaid for more than 30 days from the date of our invoice or when we asked you first to pay them; or (ii) if the amounts not paid represent 50% or more of the total value of the Services we are to perform for you, and there remain some Services which we have not yet performed, then we may suspend performing the remaining Services until you make payment; or both.
(b) If we incur any costs of collection including but not limited to any collection agency fees or legal fees you agree to indemnify for all such costs on a full indemnity basis.
8.6 Where you seek to not pay amounts due to us
You will not refuse to pay any amount owing to us where there is only a minor or inconsequential defect or error in the performance of the Services. You will be entitled only to refuse to pay no more than a proportionate amount of any amount due.
9 Exclusion and limitation of liability
(a) Except in the case of death or personal injury caused by our negligence, our liability under or in connection with this contract whether arising in contract, tort, negligence, breach of statutory duty or otherwise will to the extent permitted by the law be limited to the fees and charges paid by you to us under this contract.
(b) Otherwise we will only be liable for any loss or damage suffered by you which is a reasonably foreseeable consequence of a breach by us of this contract.
(c) If any loss or damage suffered by you relates to your business activities or use of the Premises for commercial purposes then we exclude all liability for any business loss and in particular we exclude all liability for loss of profits or other economic loss arising out of a breach of this contract.
(a) We hold and must continue to hold all insurances required by law including: (i) worker’s compensation insurance as prescribed by law for our personnel; and (ii) public liability insurance.
(b) You must hold and continue to hold the following insurances for any Premises: (i) building and contents insurance; and (ii) public liability insurance.
11 Communicating with us
(a) If you wish to send us any notice or letter then it needs to be sent to the address below.
(b) If we wish to send you a letter or notice we will use the address you have given in the attached estimate.
12 Termination of contract
(a) Once we and you enter into a binding contract you will normally not be able to terminate the contract, except where we agree or as otherwise provided for in this contract. We retain the right to terminate the contract if you delay taking the steps you are required to take to allow us to continue to provide the Services under this contract and if that delay is for more than 30 days.
(b) If the contract is terminated then you will be responsible for the cost of: (i) any of our time in performing the Services up to the date we stop providing the Services; (ii) any Materials we are contractually committed to buying up to the date of termination (whether or not we need to pay for them before or after the date the contract between us and you is terminated). Any Materials we have purchased (but not used in performing the Services) will be delivered to you; and (ii) any payments we are contractually committed to making to any personnel or subcontractors (whether or not we need to pay for them before or after the date the contract between us and you is terminated).
(c) In the circumstances stated in paragraph 12(b) we will first deduct the amounts for which you are responsible from any deposit you have paid. Any remaining deposit will be returned to you. If the amount owing is greater than the deposit we will return invoice you for the amount in excess of the deposit and such sum will be payable within 7 days.
(d) If you: (i) purport to terminate the contract; or (ii) give notice purporting to terminate the contract; or (iii) otherwise do not fulfil your obligations (such as by not paying any sums due to be paid to us) in a way which amounts to you terminating the contract,
we do not have to accept your termination of the contract except as provided in paragraph (b) or as otherwise provided for in this contract. However, we may choose to accept termination of the contract, and if we choose to do so you will be required to pay to us a reasonable amount for the losses and costs (including loss of profit) we have suffered. If you have paid a deposit, this will be retained and if our reasonable losses and costs (including loss of profit) are greater than the deposit we have retained we will require you to pay for our losses and costs in excess of the deposit retained.
13 Amendments to the contract terms and conditions
We will have the right to amend the terms and conditions of this contract where:
(a) we need to do so in order to comply with changes in the law or for regulatory reasons; or
(b) we need to correct any errors or omissions (and this right includes the right to change any of the documentation which forms part of the contract), as long such correction is minor and does not materially affect the contract.
Where we are making any amendment we will give you 30 days prior notice (unless the contract is terminated before that period).
14 Privacy and Confidentiality
(a) We may collect, store and use your personal information provided to us by you during this contract.
(b) Before you disclose to us the personal information of another person, you must obtain that person’s consent to both the disclosure and the processing of that personal information.
(d) We will not, without your express consent, supply your personal information to any third party for the purpose of their or any other third party’s direct marketing.
(e) We may disclose your personal information to any of our staff, employees, professional advisers, agents, suppliers or subcontractors insofar as reasonably necessary for the purposes of providing Services to you under this contract.
(f) We may disclose or retain your personal information to the extent that we are required to do so by law.
(g) We will keep all matters of a confidential nature confidential and will use our best endeavours to ensure our agents, suppliers or subcontractors do the same.
15 Law and jurisdiction
(a) This contract takes effect, is governed by, and is construed in accordance with the laws from time to time in force in Queensland, Australia.
(b) The Parties submit to the non-exclusive jurisdiction of the courts of Queensland.