Snoo Deep Clean & Service Terms of Service

CLIENT

Snoo Hire Client - (the "Client")

 

CONTRACTOR

 

BACKGROUND

The Client is of the opinion that the Contractor has the necessary experience and abilities to provide services to the Client.

The Contractor is agreeable to providing such services to the Client on the terms and conditions set out in this Agreement.

 

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Contractor (individually the "Party" and collectively the "Parties" to this Agreement) agree as follows:

 

SERVICES PROVIDED

The Client hereby agrees to engage the Contractor to provide the Client with the following services (the "Services"):

• Deep Clean and Service of Snoo Smart Sleeper Bassinet.

The Services will also include any other tasks which the Parties may agree on. The Contractor hereby agrees to provide such Services to the Client.

 

TERM OF AGREEMENT

The term of this Agreement (the "Term") will begin on the date of this Agreement and will remain in full force and effect until the completion of the Services, subject to earlier termination as provided in this Agreement. The Term may be extended with the written consent of the Parties.

 

PERFORMANCE

The Parties agree to do everything necessary to ensure that the terms of this Agreement take effect.

 

CURRENCY

Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in NZD (New Zealand Dollars).

 

PAYMENT

The Contractor will charge the Client for the Services as follows (the "Payment"):

• The Client will pay Snoo Hire NZ $250-$300, (dependent on package selected) inclusive of GST,  for the standard Deep Clean and Service package.
• Additional parts required to resolve specific issues with The Client's Snoo will be invoiced separately.
• Additional labour (over and above a Standard Deep Clean and Service) required to complete more complex servicing will be invoiced separately at $79/hour.

Invoices submitted by the Contractor to the Client are due upon receipt.

 

REIMBURSEMENT OF EXPENSES

The Contractor will be reimbursed from time to time for reasonable and necessary expenses incurred by the Contractor in connection with providing the Services. The Contractor will only be reimbursed for expenses submitted according to the following guidelines:

The Client will approve any extra charges for parts and labour, before Snoo Hire completes the service.

 

TRADE SECRETS

Trade secrets (the "Trade Secrets") include but are not limited to any data or information, technique or process, tool or mechanism, formula or compound, pattern or test results relating to the business of the Client, which are secret and proprietary to the Client, and which give the business a competitive advantage where the release of that Trade Secret could be reasonably expected to cause harm to the Client.

The Contractor agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Trade Secrets which the Contractor has obtained, except as authorised by the Client or as required by law. The obligations of confidentiality will apply during the Term and will survive indefinitely upon termination of this Agreement.

 

OWNERSHIP OF INTELLECTUAL PROPERTY

All intellectual property and related material (the "Intellectual Property") that is developed or produced under this Agreement, will be the property of the Contractor. The Client is granted a non-exclusive limited-use licence of this Intellectual Property.

Title, copyright, intellectual property rights and distribution rights of the Intellectual Property remain exclusively with the Contractor.

 

RETURN OF PROPERTY

Upon the expiry or termination of this Agreement, the Contractor will return to the Client any property, documentation, records, or confidential information which is the property of the Client.

 

CAPACITY/INDEPENDENT CONTRACTOR

In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. The Contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service.

 

RIGHT OF SUBSTITUTION

Except as otherwise provided in this Agreement, the Contractor may, at the Contractor's absolute discretion, engage a third party sub-contractor to perform some or all of the obligations of the Contractor under this Agreement and the Client will not hire or engage any third parties to assist with the provision of the Services.

In the event that the Contractor hires a sub-contractor:

• the Contractor will pay the sub-contractor for its services and the Payment will remain payable by the Client to the Contractor.
• for the purposes of the indemnification clause of this Agreement, the sub-contractor is an agent of the Contractor.

 

AUTONOMY

Except as otherwise provided in this Agreement, the Contractor will have full control over working time, methods, and decision making in relation to provision of the Services in accordance with the Agreement. The Contractor will work autonomously and not at the direction of the Client. However, the Contractor will be responsive to the reasonable needs and concerns of the Client.

 

EQUIPMENT

Except as otherwise provided in this Agreement, the Contractor will provide at the Contractor’s own expense, any and all tools, machinery, equipment, raw materials, supplies, workwear and any other items or parts necessary to deliver the Standard Deep Clean & Service package, in accordance with the Agreement.

 

NO EXCLUSIVITY

The Parties acknowledge that this Agreement is non-exclusive and that either Party will be free, during and after the Term, to engage or contract with third parties for the provision of services similar to the Services.

 

INDEMNIFICATION

Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.

 

WARRANT

SNOO HIRE NZ warrants all repairs with a 6 months parts and labour guarantee, warranty applies to specific work performed on the Snoo by SNOO HIRE NZ only.

If the Snoo fails within this period then SNOO HIRE NZ will endeavour to inspect the Snoo again within a timely manner.

Any repairs required that fall outside of specific work previously carried out, the customer agrees to pay SNOO HIRE NZ for parts and labour as advised. 

If the Snoo has been opened up by any party other than SNOO HIRE NZ following this agreement, any warranty given by SNOO HIRE NZ will be void.

 

LIABILITY

SNOO HIRE NZ shall not be liable for any consequential loss or losses due to any failure of the Snoo or in the event of any breach of the Agreement by SNOO HIRE NZ.

The Customer agrees to fully indemnify SNOO HIRE NZ for all or any losses it may incur in respect of claims made against SNOO HIRE NZ arising out of matters relating to the use of the Snoo by the Customer or any other person during the term of the Agreement.

SNOO HIRE NZ shall take all care but no responsibility for the Snoo while it’s in our possession.

 

MODIFICATION OF AGREEMENT

Any amendment or modification of this Agreement or additional obligation assumed by either Party in connection with this Agreement will only be binding if evidenced in writing signed by each Party or an authorised representative of each Party.

 

ASSIGNMENT

The Contractor will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written consent of the Client.

 

ENTIRE AGREEMENT

It is agreed that there is no representation, additional warranty, collateral agreement or condition affecting this Agreement except as expressly provided in this Agreement.

 

TITLES/HEADINGS

Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this Agreement.

 

GOVERNING LAW

This Agreement will be governed by and construed in accordance with the laws of New Zealand.

 

SEVERABILITY

In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.

 

WAIVER

The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.