1. Defined Terms
1.1 “the Electrician” means Fayen Electrical Ltd , its
successors and assigns or any person acting on behalf
of and with the authority of Fayen Electrical Ltd.
1.2 Customer” means the person/s or entity being provided
Works as specified in any invoice, document or order,
and if there is more than one Customer is a reference
to each Customer jointly and severally. The Customer
includes any person or entity that the Customer
introduces to the Electrician as their duly authorised
representative. The Electrician may take instructions
from the duly authorised representative as if they came
directly from the Customer. The Customer may revoke
this authorisation at any time by providing notice to the
Electrician in writing of this revocation.
1.3 “Works” means all works, services or Materials
supplied by the Electrician to the Customer from time
to time (where the context so permits the terms ‘Works’
or ‘Materials’ shall be interchangeable for the other).
1.4 “Price” means the Price payable for the Works as
agreed between The Electrician and the Customer in
accordance with clause 3 below.
2. Acceptance of these Terms and Conditions
2.1 Upon the Customer accepting a quote, placing an order
for or accepting delivery of any Works the Customer is
taken deemed to have exclusively accepted and is
immediately bound, jointly and severally, by these
terms and conditions
2.2 The Customer accepts and acknowledges its obligation
to provide all contract Works insurance unless
otherwise agreed to in writing prior to commencement
of the Works.
2.3 The supply of Materials by the Electrician to the
Customer for accepted orders is subject to availability
and if, for any reason, Materials are not or cease to be
available, The Electrician reserves the right to vary the
Price with alternative Materials as per clause 3.3. The
Electrician also reserves the right to halt all Works until
such time as The Electrician and the Customer agree
to such changes.
3. Invoicing and Payment
3.1 At the Electrician’s sole discretion, the Charges shall
be, either:
(a) in accordance with any quote provided by the
Electrician;
(b) as indicated on any invoice provided by the Electrician
to the Customer; or
3.2 subject to clause 3.3, the Charges as at the date of
provision of the Services, according to the Electrician’s
written quote to the Customer, which will be valid for
the period/s stated therein.
3.3 Unless otherwise stated in writing, the Customer shall
be charged for the Electrician’s travel costs by set fee,
mileage fee or in any manner that the Electrician
chooses.
3.4 The Electrician reserves the right to change the Price:
(a) if a variation to the Materials which are to be supplied
is requested; or
(b) if a variation to the Works originally scheduled
(including any applicable plans or specifications) is
requested; or
(c) where additional Works are required due to the
discovery of hidden or unidentifiable difficulties
(including, but not limited to, hard rock barriers below
the surface, iron reinforcing rods in concrete, hidden
pipes and wiring in walls or poorly prepared surfaces
etc) which are only discovered on commencement of
the Works; or
(d) in the event of increases to the Electrician in the cost of
labour or materials which are beyond The Electrician’s
control.
3.5 Time for payment for the Works being of the essence,
the Price will be payable by the Customer on the date/s
determined by the Electrician, which may be:
(a) on completion of the Works; or
(b) by way of progress payments in accordance with the
Electrician’s specified progress payment schedule.
Such progress payment claims may include the
reasonable value of authorised variations and the value
of any Materials delivered to the worksite but not yet
installed;
(c) the date specified on any invoice or other form as being
the date for payment; or
(d) failing any notice to the contrary, the date which is
seven (7) days following the date of any invoice given
to the Customer by the Electrician.
3.6 Payment will be made by electronic/online banking, or
by any other method as agreed to between the
Customer and the Electrician.
3.7 At the Electrician ’s sole discretion a deposit may be
required upon request.
3.8 Unless otherwise stated the Charges do not include
GST. In addition to the Charges the Customer must pay
to the Electrician an amount equal to any GST the
Electrician must pay for any provision of Services by
the Electrician under this or any other agreement. 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 Charges. In
addition the Customer must pay any other taxes and
duties that may be applicable in addition to the
Charges, except where they are expressly included in
the Charges.
4. Provision of Works
4.1 Subject to clause 4.2 the Electrician will ensure that the
Works start as soon as it is reasonably possible or as
otherwise as advised to the Customer.
4.2 The Works commencement date will be put back and
the completion date extended by whatever time is
reasonable in the event that the Electrician claims an
extension of time (by giving the Customer written
notice) where completion is delayed by an event
beyond The Electrician ’s control, including but not
limited to any failure by the Customer to:
4.2.1 make a selection; or
4.2.2 have the site ready for the Works; or
4.2.3 notify The Electrician hat the site is ready; or
4.3 where the Works are delayed by either the Customer
or any other third party.
4.4 The Electrician may deliver the Works by separate
instalments. Each separate instalment shall be
invoiced and paid in accordance with the provisions in
these terms and conditions.
4.5 Any time or date given by the Electrician to the
Customer is an estimate only. The Electrician shall not
be liable for any loss or damage whatsoever due to
failure by The Electrician to deliver the Works (or any
part of them) promptly or at all, where due to
circumstances beyond the reasonable control of the
Electrician.
4.6 Any recommendations, advice, assistance or
information provided by the Electrician is provided in
good faith and the Electrician shall not be liable in any
way for any damage, loss or other costs in relation to
the Customer or their agent or other contractors
reliance on the recommendations, advice, assistance
or information. The Customer, their agent or
contractors take this recommendations, advice,
assistance or information at their own risk and using
their own judgement.
5. Plans and Specifications
5.1 All customary building industry tolerances shall apply to
the dimensions and measurements of the Materials
unless the Electrician and the Customer agree
otherwise in writing.
5.2 The Electrician shall be entitled to rely on the accuracy
of any plans, specifications and other information
provided by the Customer or the Customers
representatives or contractors.
5.3 If any reference to the position of any electrical
installations is removed or covered up by the Customer
or the Customers contractors, then the Electrician shall
not be responsible for any damage caused in relation
to the locating of the installations. In this instance the
installations will be at the sole discretion of the
Electrician.
5.4 Any additional costs caused by the Customer not
providing an acceptable plan or scope of work, will be
the responsibility of the Customer.
5.5 If the Customer requests the Electrician to decide on
the positing of any electrical installations the Customer
shall be deemed to have accepted the positioning of
such.
5.6 The Electrician will require at least (7) days’ notice of
any required completion date. The Electrician will use
their best endeavours to meet such deadlines but will
not be in any way liable in relation to such deadlines
not being met.
6 Customer Responsibilities
6.1 Any scaffolding the Electrician considers is required to
complete the works in a safe manner will be the
responsibility of the Customer at the Customers cost.
The scaffolding must be provided and erected by a
professional scaffolding company and be acceptable to
the Electrician at the Electricians sole discretion.
6.2 The customer must provide the area of the Works clear
from all furniture and obstructions. If the Electrician has
to move anything from the area of the works, if the
Electrician chooses to do so, this will be done at the
sole risk of the Customer and any damage to the
Customers property will not be the responsibility of the
Electrician.
6.3 The Customer is responsible for the clean-up of the site
and removal of rubbish from the site.
6.4 The Customer shall ensure that the Electrician has
clear and free access to the work site at all times to
enable them to undertake the works. The Electrician
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 it is due to the negligence of theElectrician
6.5 On request the Customer will advise and mark the
precise the location of all underground services on the
site. The underground services the Customer must
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. While the Electrician will take all
due care, any damaged caused by the Customer not
correctly and precisely locating such underground
services will be the responsibility of the Customer and
the Customer will indemnify the Electrician from all
liability, claims, loss, damage or fines.
6.6 The Customer is responsible for any materials or
products that they supply. Any additional costs incurred
because the materials provided are not fit for purpose
for any reason including but not limited to bring the
wrong:
(a) Size; (b) Colour; (c) Rating; (d)standard, (e)quality; (f)
colour and finish; will be the Customers responsibility.
7. Title
7.1 The Electrician and the Customer agree that ownership
of the Materials shall not pass to the Customeruntil:
7.1.1 the Customer has paid the Electrician all amounts
owing to the Electrician; and
7.1.2 the Customer has met all of its other obligations to the
Electrician.
7.2 Receipt by The Electrician of any form of payment other
than cash shall be deemed to be received by the
Electrician once they have cleared funds in their Bank
account that cannot be reversed.
7.3 Risk for the materials shall move to the Customer as
soon as they accept delivery.
7.4 It is further agreed that:
7.4.1 until ownership of the Materials passes to the Customer
in accordance with clause 7.1 the Customer is only a
bailee of the Materials and unless the Materials have
become fixtures must return the Materials to the
Electrician on request.
7.4.2 the Customer holds the benefit of the Customer’s
insurance of the Materials on trust for the Electrician
and must pay to the Electrician the proceeds of any
insurance in the event of the Materials being lost,
damaged or destroyed.
7.4.3 the production of these terms and conditions by The
Electrician shall be sufficient evidence of the
Electrician’s rights to receive the insurance proceeds
direct from the insurer without the need for any person
dealing with the Electrician to make furtherenquiries.
7.4.4 the Customer must not sell, dispose, or otherwise part
with possession of the Materials other than in the
ordinary course of business and for market value. If the
Customer sells, disposes or parts with possession of
the Materials then the Customer must hold the
proceeds of any such act on trust for the Electrician and
must pay or deliver the proceeds to the Electrician on
demand.
7.4.5 the Customer should not convert or process the
Materials or intermix them with other goods but if the
Customer does so then the Customer holds the
resulting product on trust for the benefit of the
Electrician and must sell, dispose of or return the
resulting product to the Electrician as it so directs.
7.4.6 unless the Materials have become fixtures the
Customer irrevocably authorises the Electrician to enter
any premises where the Electrician believes the
Materials are kept and recover possession of the
Materials.
7.4.7 The Electrician may recover possession of any
Materials in transit whether or not delivery has
occurred.
7.4.8 the Customer shall not charge or grant an
encumbrance over the Materials nor grant nor
otherwise give away any interest in the Materials while
they remain the property of The Electrician.
7.4.9 The Electrician may commence proceedings to recover
the Price of the Materials sold notwithstanding that
ownership of the Materials has not passed to the
Customer.


8 Personal Property Securities Act 1999 (“PPSA”)
8.1 The Customer agrees that the interest created in these
terms in the materials is a security interest within the
meaning of the Personal Property Securities Act 1999
(“PPSA”). The Electrician shall have the right to register
such interest with the Personal Property Securities
Register.
8.2 Provide any information or sign any additional
document to allow the Electrician to register its interest
on the Personal Property Security Register.
8.3 The Customer will reimburse the Electrician for any
costs associated in the registration of the financing
statement.
8.4 Nothing in sections 114(1)(a), 133 and 134 of the PPSA
shall apply to these terms and conditions.
8.5 The Customer waives its rights as a debtor under
sections 116, 120(2), 121, 125, 126, 127, 129, 131 and
132 of the PPSA.
8.6 The Customer waives its right to receive a verification
statement in accordance with section 148 of the PPSA.
8.7 The Customer shall unconditionally ratify any actions
taken by the Electrician under clauses 8.1 to 8.6.
9 Hazardous Substances
9.1 If the Electrician or anyone else identifies materials
around the area that the works are being completed
that they suspect may be hazardous, toxic or otherwise
a danger to the Electrician, including but not limited to
asbestos, then it will be the Customers responsibility to
have the substance tested and if necessary removed.
Until the Customer has provided evidence to the
Electricians that the substance is not dangerous or has
been removed by a suitably qualified person, the
Electrician may take any steps that they see necessary
including refusing to complete any furtherworks.
10 Security and Charge
10.1 In consideration for the Electrician agreeing to supply
the Materials, 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, 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).
10.2 The Customer indemnifies the Electrician from and
against all of the Electrician’s costs and disbursements
including legal costs on a solicitor client basis incurred
in exercising the Electrician’s rights under thisclause.
10.3 The Customer irrevocably appoints the Electrician and
each director of the Electrician as the Customer’s true
and lawful attorney/s to perform all necessary acts to
give effect to the provisions of this clause including, but
not limited to, signing any document on the Customer’s
behalf.
11 Customer’s Disclaimer
Page 2 of 2
11.1 The Customer hereby disclaims any right to rescind,
or cancel any contract with the Electrician or to sue
for damages or to claim restitution arising out of any
inadvertent misrepresentation made to the
Customer by the Electrician and the Customer
acknowledges that the Works are bought relying
solely upon the Customer’s skill and judgment.
12 Warranties
12.1 As permitted by law the Electrician provides no
warranty as to the quality or suitability of the
Materials for any purpose. Any implied warranty is
expressly excluded. The Electrician shall not be
liable or responsible for any loss suffered or caused
by the materials in any waywhatsoever.
13 Consumer Guarantees Act 1993
13.1 If the Customer is acquiring Materials for the
purposes of a trade or business, the Customer
acknowledges that the provisions of the Consumer
Guarantees Act 1993 do not apply to the supply of
Materials by the Electrician to the Customer.
14 Dispute Resolution
14.1 All disputes and differences between the Customer
and the Electrician touching and concerning this
agreement will be attempted to be resolved with
good faith negotiations. If the dispute or difference
can still not be resolved through good faith
negotiations, it shall be referred to arbitration under
a single arbitrator agreed upon by both parties.
Failing agreement, by an arbitrator appointed by the
president of the New Zealand Law Society for the
time being. The arbitration is to be carried out in
accordance with provisions of the Arbitration Act
1996.
15 Default and Consequences of Default
15.1 The Electrician may charge interest on overdue
invoices 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
compounding monthly.
15.2 The Electrician may charge the Customer for, and
the Customer must indemnify the Electrician from,
all costs and expenses incurred by the Electrician in
the collection of unpaid sums under this Agreement
or otherwise taking action to enforce the terms of
this agreement. This includes but is not limited to
legal costs on a full solicitor client basis.
15.3 Without prejudice to any other remedies the
Electrician may have, if at any time the Customer is
in breach of any obligation (including those relating
to payment) under these terms and conditions, the
Electrician may suspend or terminate the supply of
Works to the Customer. The Electrician will not be
liable to the Customer for any loss or damage the
Customer suffers because the Electrician has
exercised its rights under this clause.
15.4 Without prejudice to the Electrician’s other remedies
at law the Electrician shall be entitled to cancel all or
any part of any order of the Customer which remains
unfulfilled and all amounts owing to the Electrician
shall, whether or not due for payment, become
immediately payable if:
15.4.1 any money payable to the Electrician becomes
overdue, or in The Electrician’s opinion the
Customer will be unable to make a payment when it
falls due;
15.4.2 the Customer becomes insolvent or bankrupt,
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
15.4.3 a receiver, manager, liquidator (provisional or
otherwise) or similar person is appointed in respect
of the Customer or any asset of theCustomer.
16 Compliance with Laws
16.1 The Customer and the Electrician shall comply with
the provisions of all statutes, regulations and bylaws
that may be applicable to the works.
16.2 Unless otherwise agreed the Customer shall obtain
any consents that may be required for theworks.
16.3 The Customer will be responsible to ensure that the
site where the works are to take place will comply
with any occupational health and safety laws relating
to building/construction sites to the satisfaction of
the Electrician. Until the Electrician is satisfied that
the site meets all health and safety requirements,
they will not commence work.
17 Insurance
17.1 The Electrician will hold public liability insurance of
at least $5 million. It is the Customers responsibility
to ensure that they are similarly insured.
18. Cancellation
18.1 The Electrician may cancel any contract or
agreement that is subject to these terms and
conditions by providing notice to the Customer.
Once the Electrician has provided such notice to the
Customer the Electrician will refund any amounts
paid by the Customer for works that are not done.
The Electrician will not be responsible or liable for
any damage or loss whatsoever arising from the
cancellation.
18.2 If the Customer cancels any contract or Agreement
that is subject to these terms and conditions the
Customer shall be liable for any loss that the
Electrician may suffer as a direct result of the
cancellation, including but not limited to profits. Any
materials ordered by the Electrician to the
specifications of the Customer will remain due and
will not be refundable if paid.
19 Privacy Act 2020
19.1 The Customer authorises the Electrician or the
Electrician ’s agent to:
19.1.1 access, collect, retain and use any information about
the Customer;
19.1.1.1 (including any overdue fines balance information
held by the Ministry of Justice) for the purpose of
assessing the Customer’s creditworthiness; or
19.1.1.2 for the purpose of marketing products and services
to the Customer.
19.1.2 disclose information about the Customer, whether
collected by The Electrician from the Customer
directly or obtained by the Electrician 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.
19.2 Where the Customer is an individual the authorities
under clause 19.1 are authorities or consents for the
purposes of the Privacy Act 2020.
19.3 The Customer shall have the right to request the
Electrician for a copy of the information about the
Customer retained by the Electrician and the right to
request the Electrician to correct any incorrect
information about the Customer held by the
Electrician.
20 Construction Contract Act 2002
20.1 The Customer hereby expressly acknowledges that:
20.1.1 the Electrician has the right to suspend work within
five (5) working days of written notice of its intent to
do so if a payment claim is served on the Customer,
and:
20.1.1.1 the payment is not paid in full by the due date for
payment and no payment schedule has been given
by the Customer; or
20.1.1.2 a scheduled amount stated in a payment schedule
issued by the Customer in relation to the payment
claim is not paid in full by the due date for its
payment; or
20.1.1.3 the Customer has not complied with an adjudicator’s
notice that the Customer must pay an amount to the
Electrician by a particular date; and
20.1.1.4 the Electrician has given written notice to the
Customer of its intention to suspend the carrying out
of construction work under the construction contract.
20.1.2 if the Electrician suspends work, it:
20.1.2.1 is not in breach of contract; and
20.1.2.2 is not liable for any loss or damage whatsoever
suffered, or alleged to be suffered, by the Customer
or by any person claiming through the Customer;
and
20.1.2.3 is entitled to an extension of time to complete the
contract; and
20.1.2.4 keeps its rights under the contract including the right
to terminate the contract; and may at any time lift the
suspension, even if the amount has not been paid or
an adjudicator’s determination has not been
complied with.
20.1.3 if the Electrician exercises the right to suspend work,
the exercise of that right does not:
20.1.3.1 affect any rights that would otherwise have been
available to the Electrician under the Contract and
Commercial Law Act 2017; or
20.1.3.2 enable the Customer to exercise any rights that may
otherwise have been available to the Customer
under that Act as a direct consequence of the
Electrician suspending work under thisprovision.
21. General Terms
21.1 If the Electrician fails to enforce any term or
provision contained in these terms and conditions or
any other Agreement or contract between the
Electrician and the Customer, it shall not be treated
as a waiver of that term or provision. Such waiver
will not affect the Electricians right to enforce such
term or provision.
21.2 The Agreement is governed by, and must be
interpreted in accordance with, the laws of New
Zealand and is subject to the jurisdiction of the
Courts of New Zealand
21.3 The Electrician 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 the Electrician of these terms and
conditions (alternatively The Electrician ’s liability
shall be limited to damages which under no
circumstances shall exceed the Price of the Works).
21.4 The Customer shall not be entitled to set off against,
or deduct from the Price, any sums owed or claimed
to be owed to the Customer by the Electrician nor to
withhold payment of any invoice because part of that
invoice is in dispute.
21.5 The Electrician may engage or sub-contract all or
any part of its rights and obligations under these
terms and conditions without the Customer’s
consent.
21.6 The Customer shall give the Electrician 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, or business practice). The Customer shall be
liable for any loss incurred by the Electrician as a result of
the Customer’s failure to comply with this clause.
21.7 These terms and conditions may be amended by the
Electrician at any time. If any changes are made tothese
terms and conditions the Electrician will notify the
Customer of such changes in writing. The changes will
not take effect until the Customer has been notified of the
change. By instructing the Electrician to undertake further