Call us for a free quote on 1300 187 162
1. Rentokil Initial Pty Ltd ABN 98 000 034 597 trading as Initial (“Initial”) agrees to supply the services, install and maintain the equipment specified in the above schedule (“Equipment”) at the servicing address specified above (“Servicing Address”), for the fees set out in the above schedule (“Schedule”) (exclusive of paper consumables) and as varied by Initial under clause 10.
2. Initial shall supply the services and install and maintain the Equipment (Services) in accordance with these terms and conditions and those set out in the Schedule (Agreement). Initial shall be entitled to replace any item of Equipment at any time at its sole discretion provided the replacement item is of an equivalent or better standard and upon replacement the replaced item is subject to these terms and conditions.
3. Fees under this Agreement exclude any amount payable in respect of GST which shall be payable in addition to the Fees. Fees are payable by the Customer to Initial, monthly, quarterly, or annually in advance. Where an option to pay the fees monthly in advance has been selected, only direct debit as a method of payment can be used. The Customer may not deduct or withhold any amount (whether by way of set off, counterclaim or otherwise) from any money owing to Initial. The Fees are based on the services, frequency and Equipment to be provided allowing for set up costs, materials and equipment costs, service support and administration costs (Service Costs). If Initial agrees to accept a reduction or cancellation of any part of the Services, any variation to the Fees must take account of these Service Costs so the Fees may not be varied pro rata to the change in the Services.
4. This Agreement will initially run for the term stated below (“Initial Term”) starting from the Agreement date specified above (“Agreement Date”). After the Initial Term has expired, this Agreement will continue until either party gives the other party 3 months written notice of termination, unless it is otherwise terminated earlier under clause 6.
5. The Equipment remains the property of Initial at all times. Risk of damage or loss passes to the Customer upon delivery and the Customer will take care of the Equipment and indemnifies Initial in respect of any loss, or damage to the Equipment other than any loss or damage to the Equipment caused by a natural disaster. The Customer will not attempt to move, alter or modify the Equipment (including removing labels or signs indicating the Equipment belongs to Initial) or request or permit any person other than Initial to do so. The Customer will inform Initial immediately if the Equipment is damaged or removed.
6. If the Customer terminates this Agreement prior to the expiry of the Initial Term, the Customer must pay the Fees (that would have been payable) for the remainder of that term to Initial and if the Agreement continues after the Initial Term and the Customer fails to provide the 3 month notice referred to in clause 4 above, the Customer must pay to Initial those fees which would have been payable to Initial for that 3 month period.
7. If the Customer:
(a) fails to comply with any of its obligations under this Agreement (including any payment obligations);
(b) fails to pay its debts when due or ceases or threatens to cease carrying on business; or
(c) becomes insolvent, bankrupt, has a receiver, liquidator or voluntary administrator appointed or has a similar event occurring in respect of it or its assets, Initial may suspend the provision of the Services and/or terminate this Agreement immediately by written notice to the Customer.
8. On termination of this Agreement, howsoever that arises, Initial may remove all of its Equipment in the Customer’s possession or control, and for that purpose may, without notice, enter any premises where it believes the Equipment may be stored, without in any way being liable to any person. Initial shall use all reasonable care in removing the Equipment but shall not be responsible for restoring that part of the premises to the original state. If Initial is unable to remove the Equipment the Customer shall be liable for the replacement value of the Equipment that has not been recovered.
9. The Customer agrees that only consumables supplied by Initial to the Customer may be used with or dispensed through the Equipment.
10. Initial reserves the right to regularly review and increase the Fees at any time after the first anniversary of the Agreement Date. This will take effect on the receipt of a valid tax invoice by Initial to the Customer.
11. The Customer must not sell, lease, part with possession, create a security interest in or otherwise encumber the Equipment. The Customer shall immediately notify anyone claiming possession of the Equipment that it belongs to Initial.
12. The Customer must ensure that Initial’s staff and other authorised personnel (Personnel) have full, free and safe access (free of any health and safety hazards and risks) to the Servicing Address (including all facilities such as water and electricity which Initial may reasonably require to provide the Services) at anytime between 4 am and 5pm Monday to Friday (or at another time agreed with the Customer) each week to enable it to carry out its obligations under this Agreement.
13. The Customer must provide Initial with all instructions and documentation necessary for Initial to provide the Services and co-operate with Initial and provide Initial with all reasonable assistance to enable Initial to perform its obligations under this Agreement.
14. Initial may engage or employ any person, sub-contractor or agent to provide any of the Services under this Agreement.
15. The Customer acknowledges that any of the following constitute proof of satisfactory performance of services undertaken by Initial:
(a) a customer service docket signed by the Customer;
(b) an image of the Customer’s signature recorded by Initial when the Customer electronically signs a service docket on a portable data terminal screen; or
(c) for services undertaken at a particular Customer site, an electronic scan record recorded by Initial when Initial (through its staff or other authorised personnel) scans the bar code located at the site.
16. This Agreement must not be assigned by the Customer without Initial’s prior written consent, which may be given or withheld, in Initial’s absolute discretion.
17. This Agreement contains the entire understanding between the parties and (except for liability under the Competition and Consumer Act 2010 (“CCA”) or other laws which cannot be excluded, restricted or modified by agreement) all other terms, representations, conditions, guarantees, undertakings, warranties and liabilities (including liability for negligence) which might have been implied (by legislation, common law, equity, trade, custom or usage) or have any application are expressly excluded to the fullest extent permitted by law.
18. To the extent permitted by law, Initial’s total aggregate liability to the Customer under and in relation to this Agreement and the services provided by Initial (including in contract, negligence, tort, or for any common law and under statutory rights such as the consumer guarantees imposed by the CCA) is limited, at Initial’s option, to the resupply of the relevant services or equipment or the cost of the resupply of the relevant services or equipment.
19. The Customer must effect and maintain at its own expense insurance in respect of:
(a) public liability and injury (including death) to any persons or for loss or damage to property as a result of the Customer’s default or negligence; and
(b) the Equipment for its full insurable value against any loss or damage of any kind caused to the Equipment; and each insurance must be on usual industry terms for that type of policy and effected with a reputable insurer. The Customer must provide Initial with evidence of the currency of the insurance on request.
20. The Customer must comply with all advice and instructions provided by Initial to the Customer including any relating to the health and safety of persons using the premises at the Servicing Address during and following the completion of the Services.
(a) obtain credit reports in respect of the Customer and its principals (“Principals”) from credit-reporting agencies;
(b) seek and/or disclose information about the Customer and the Principals (including any information about their credit worthiness, credit history, standing or capacity) which credit providers are permitted by the Act to supply, obtain or receive;
(c) disclose information about the application for credit under this Agreement and, if the application is successful, about the credit account and any credit provided to a credit- reporting agency in order to obtain information or credit reports;
(d) disclose information including identity particulars, the fact that the Customer has applied for credit and details of payments which are overdue more than 60 days to credit-reporting agencies and other credit providers; and
(e) disclose information about the Customer and the Principals to any person considering to act as a guarantor of the Customer.
22. Interest on overdue debts shall be payable by the Customer from the end of the due date until the date on which the debt is paid at a rate of two per cent (2%) above the rate charged by Initial’s bank on overdrafts for less than one hundred thousand dollars ($100,000.00) and if more than one such rate exists then the highest of those rates shall apply. Where in any invoice period, Initial has failed to complete the required minimum number of Services, the Customer may be entitled to a credit calculated on a pro rata basis after appropriate deductions in respect of the Service Costs and also taking into account the number of non routine visits such as call outs and follow up visits the Customer has received.
23. The Customer is responsible for:
(a) all reasonable costs of and incidental to the installation of the Equipment at the Servicing Address or the removal of the Equipment in the Customer’s possession and control; and
(b) all costs incurred by Initial in respect of the enforcement of any of its obligations, rights or benefits under this Agreement including any reasonable legal costs and debt collection agency fees relating to the enforcement of such obligations, rights and benefits.
24. The Customer must comply with the instructions of Initial in connection with the use of the Equipment and indemnify and keep indemnified Initial and its Personnel against all actions, claims, proceedings, demands, losses, damages, expenses liabilities and costs (including legal costs on a full indemnity basis) which Initial may pay, sustain or incur as a result of:
(a) any persons alleging loss or injury due to the Equipment not being used by the Customer or its staff or invitees in the manner recommended by Initial;
(b) any wrongful, willful or negligent act or omission of the Customer or any of its officers, employees, agents or contractors;
(c) any breach or non-performance of this Agreement by the Customer; or
(d) the removal or installation of the Equipment in the Customer’s possession and control.
25. Initial shall not be liable to the Customer:
(a) for any failure to provide the Services on a particular date due to industrial action or any other cause beyond Initial’s control; and
(b) to the extent permitted by law, for any loss, liability, damage or injury relating to defective Equipment in the possession or control of the Customer which was not brought immediately to the attention of Initial by the Customer.
26. Any notice or other communication to or by a party under this Agreement shall be sent to the Customer’s postal address as set out in the ‘Contact Information’ specified above and to Initial’s branch addresses as set out above, or to any other address last notified by the party to the sender.
27. This Agreement is governed by the laws of the State or Territory where the Services are being provided to the Customer and the parties submit to the jurisdiction of the courts of that State or Territory.