Terms & Conditions of Trade

DEFINITIONS
1. “After Hours” means an on-site visit made by Arrow Electrical for the purpose of providing Goods and/or Services either at short notice or outside of normal Business Hours.
2. “Arrow Electrical” shall mean Arrow Electrical Limited and its successors and assigns.
3. “Client” shall mean the client or any person acting on behalf of and with the authority of the client.
4. “Goods” shall have the same meaning as in section 2 of the Sale of Goods Act 1908 and are goods supplied by Arrow Electrical to the Client (and where the context so permits shall include any supply of Services as hereinafter defined).
5. “Guarantor” means the Directors, trustees that person (or persons), or entity that agrees herein to be liable for the debts of the Client.
6. “Business Hours” means between the hours of 8am and 5pm from Monday to Friday (inclusive) except for Public Holidays.
7. “Fee Schedule” means Arrow Electricals’ fee schedule for its Services as determined by Arrow Electrical from time to time.
8. “Price” shall mean the cost of the Goods and/or Services as agreed between Arrow Electrical and the Client in accordance with these Terms and Conditions and otherwise shall be the cost of the Goods and/or Services charged by Arrow Electrical from time to time.
9. “Services” shall mean all services supplied by Arrow Electrical to the Client and includes any advice or recommendations (and where the context so permits shall include any supply of Goods as defined above).
10. “Terms and Conditions” shall mean these terms and conditions, as amended from time to time.
ACCEPTANCE
1. Any instructions received by Arrow Electrical from the Client for the supply of Goods and/or Services shall constitute acceptance of the terms and conditions contained herein. The Client accepts and is immediately bound by these terms and conditions upon completion and delivery of the Customer Application Form or on the placing of an order for Goods and/or Services (whichever is the earlier).
2. Where more than one Client has entered into this agreement, the Clients shall be jointly and severally liable for all payments of the Price.
3. Upon acceptance of these Terms and Conditions by the Client the Terms and Conditions are irrevocable and can only be rescinded in accordance with these Terms and Conditions or with the written consent of the Director(s) of Arrow Electrical.
4. None of Arrow Electrical’s agents or representatives are authorised to make any representations, statements, conditions or agreements not expressed by the Director(s) of Arrow Electrical in writing nor is Arrow Electrical bound by any such unauthorised statements.
GOODS AND SERVICES
1. The Goods and/or Services are as described on the invoices, quotation, estimate, or any other document as provided by Arrow Electrical to the Client.
2. All parts are subject to availability.
3. Our normal business hours are between the hours of 8:00 a.m. to 5 p.m., from Monday to Friday (inclusive). Arrangements outside these hours can be made on a case by case basis.
PRICE AND PAYMENT
1. The Price shall be the price indicated on invoices provided by Arrow Electrical to the Client in respect of Goods and/or Services supplied.
2. All prices exclude GST and freight, and are in New Zealand dollars unless otherwise specified. Arrow Electrical reserves the right to adjust prices without notice.
3. Arrow Electrical may give notice to the Client (verbally or otherwise) at any time before delivery to inform of an increase to the Price of the Goods to reflect any variation beyond the reasonable control of Arrow Electrical which increases the cost of the Goods/Services by more than 10% of the estimated Price.
4. Arrow Electrical may issue the Client with invoices either upon completion of the work or on an interim basis. Payment shall be made within one working day, time being of the essence (or as otherwise indicated on the relevant invoice). Arrow Electrical reserves the right to submit an invoice at any time, solely at Arrow Electrical’s discretion. The value of work so performed shall include the reasonable value of authorised variations, whether or not the value of such variations has been finally agreed between the parties, and the value of materials delivered to the site but not installed.
5. At Arrow Electrical’s sole discretion a deposit may be required. The deposit amount or percentage of the Price will be stipulated at the time of the order of the Goods/Services and shall become immediately due and payable and is required prior to work commencing. Alternatively, new Clients may be required to pay fees and charges in full upon delivery and/or completion of work.
6. Payment will be made by cash, direct credit or by any other method as agreed to between the Client and Arrow Electrical.
7. The Price shall be increased by the amount of any GST and other taxes and duties, which may be applicable, except to the extent that any such taxes are expressly included in any quotation or estimate given by Arrow Electrical.
8. Penalty interest for late payment of invoices shall accrue from the date when payment becomes due daily until the date of payment at a rate of 2.5% compounding per calendar month and shall accrue at such a rate after as well as before any judgment.
9. Arrow Electrical reserves the right to stop all work immediately and without notice until any invoice, and any late fees and other costs payable by the Client are paid.
10. All invoices are issued on the basis that the Terms and Conditions of Arrow Electrical, from time to time, are understood and accepted by the Client.
11. In the event of default by the Client in paying for the Services and/or Goods provided, the amount outstanding may be passed on to a debt collection agency for recovery. The Client indemnifies Arrow Electrical against all costs (including legal costs on a solicitor-client basis), losses and expenses incurred by Arrow Electrical in recovering or attempting to recover any unpaid monies.
12. The Client shall pay amounts owing pursuant to these Terms and Conditions in full and on the due date without reduction, set off, defence, rebate or counter-claim for any reason whatsoever.
FEES
1. Arrow Electrical charges for Services on an hourly rate basis. Arrow Electrical may also charge for direct disbursements incurred. Arrow Electrical reserves the right to charge for its Services in accordance with its Fee Schedule.
2. Arrow Electrical’s fees are based on the time taken to complete work and are calculated to the nearest quarter hour. They reflect Arrow Electrical’s level of skill and specialist knowledge.
3. Whenever possible, we will endeavour to give you an accurate estimate of the work you wish us to carry out, based on your instructions at the time. The original estimate could vary if circumstances change, including further instruction from you. We do not guarantee any assessment or estimate of time will be accurate.
4. Time spent by us on your behalf for which you may be charged include the following as applicable:
  Telephone conversations;
  – Correspondence with you and any other parties involved;
  – Meetings with you and any other parties;
  – Site visits, including travel time and overnight accommodation if required;
  – Researching and/or reading relevant documents;
  – Preparation of reports and/or technical documentation;
  – Disbursements, including, but not limited to, all expenses incurred on your behalf such as document production, courier, toll calls and mobile calls
WARRANTY
1. We warrant that we will use professional skill and care in providing the Goods and Services.
2. No warranty is given for the Goods where any failure or defect results from:
  1. Improper storage or handling of the Goods by you, your employees, agents or customers;
  2. Use, installation, modification or alteration (including repair) of the Goods other than as recommended or authorised in writing by the manufacturer or us;Fair, wear and tear on the Goods;
  3. Failure to maintain the Goods in accordance with any care or maintenance instructions provided by us or the manufacturer;
  4. Any other matter or event specified in relation to specific Goods as invalidating or being excluded from any warranty.
3. The sole remedy in relation to the breach of any warranty under this agreement or at law, in relation to any:
  1. Service, will be for us to re-perform such services to the required standard; or
  2. Goods, will be for us to repair or replace such product, at our option, provided that if neither option is available to us (as determined solely by us) we may refund the Price paid for those Goods.
4. We have no obligation to install, customise or provide any other Service in relation to any products repaired or replaced due to a breach of any product warranty. Unless it is agreed otherwise, the Client is responsible for obtaining any necessary permits or licences required in connection with the installation, use, operation and provision of the Goods.
5. You acknowledge that if the Services or Goods are supplied for business purposes the guarantees provided under the Consumer Guarantees Act 1993 do not apply.
6. Other than the warranty set out in these Terms and Conditions, all other express or implied warranties in respect of the Services and Goods are excluded to the fullest extent permitted by law including, but not limited to, implied warranties of merchantability or fitness for a particular purposes. All statements, technical information and recommendations made by the manufacturer and/or us about the Services or Goods are believed to be reliable, but do not constitute a guarantee or warranty.
7. Any warranty will be void if Goods or labels have been tampered with.
COMPLIANCE
1. Unless otherwise agreed in writing, the Client is responsible for:
  1. ensuring that all plans and specifications supplied to Arrow Electrical in respect of the work are accurate;
  2. providing any materials, plant, and equipment required for the work expressed to be ‘client supplied’ or ‘owner supplied’, and ensuring that such materials comply with the Building Code, Electricity Act 1992, Electricity (Safety) Regulations 2010, Official standards and Electrical Codes of Practice, Auoroa and Powernet Connections Standards, Electricity Industry Participation Code Part 10 – Metering and any Manufacturer’s Instructions are fit for purpose;
  3. ensuring that the site complies with all health and safety legislation, codes and requirements (including but not limited to the Health and Safety at Work Act 2015, Electricity Act 1992, Electricity (Safety) Regulations 2010, Official Standards and Electrical Codes of Practice, Aurora and Powernet Connection Standard, Electricity Industry participation Code Part 10 – Metering);
  4. ensuring that it has sufficient title or other legal entitlement to the site to allow the work to be carried out, and that Arrow Electrical has sufficient access to the site to carry out the work;
  5. advising Arrow Electrical of any particular hazards relating to the site, and take all practicable steps to ensure the Client’s own safety throughout the work and cooperate fully in implementing Arrow Electricals’ health and safety and environmental policies and procedures and obligations under the relevant health and safety legislation;
2. If, in Arrow Electricals’ reasonable opinion, the Client has failed to comply with its above duties, Arrow Electrical may immediately notify the Client and cease all work at the site and charge the Client for time and travel incurred.
DELIVERY OF GOODS
1. Any charges for handling (including packing materials) and freight charges are extra, and payable by the Client. The most cost effective delivery method will be chosen where possible.
2. The costs of carriage and any insurance which the Client reasonably directs Arrow Electrical to incur shall be reimbursed by the Client (without any set-off or other withholding whatever) and shall be due on the date for payment of the Price. The carrier shall be deemed to be the Client’s agent.
3. Arrow Electrical may deliver the Goods by separate instalments. Each separate instalment shall be invoiced and paid for in accordance with the provisions of these Terms and Conditions.
4. Delivery of the Goods to a third party nominated by the Client is deemed to be delivery to the Client for the purposes of these Terms and Conditions.
5. Arrow Electrical is only under an obligation to deliver goods and services in accordance with their general description, whether or not a special description may have been given or implied by law. The Client shall take delivery of the Goods tendered notwithstanding that the quantity so delivered shall be either greater or less than the quantity purchased provided that;
  1. Such discrepancy in quantity shall not exceed 5%; and
  2. The Price shall be adjusted pro rata to the discrepancy.
6. The failure of Arrow Electrical to deliver shall not entitle either party to treat this contract as repudiated.
7. Arrow Electrical shall not be liable for any loss or damage whatsoever due to failure by Arrow Electrical to deliver the Goods (or any of them) promptly or at all.
8. Arrow Electrical is not responsible for any loss or damage whatsoever resulting from the delivery of the Goods. Claims for losses or damage to goods in transit must be made directly to the transport agency concerned.
CANCELLATION
1. The Client is required to notify Arrow Electrical of any cancellation a minimum of 2 hours ahead of the scheduled start time. Failure to provide such notice may result in a fee plus travel (as is applicable from time to time) being charged, solely at Arrow Electrical’s discretion.
RISK
1. If Arrow Electrical retains title to the Goods nonetheless all risk for the Goods shall pass immediately to the Client upon delivery and insurance shall be the Client’s sole responsibility.
2. If any of the Goods are damaged or destroyed prior to title to them passing to the Client, Arrow Electrical is entitled, without prejudice to any of its other rights or remedies under these Terms and Conditions (including the right to receive payment of the balance of the Price for the Goods), to receive all insurance proceeds payable in respect of the Goods. This applies whether or not the Price has become payable under these Terms and Conditions. The production of these Terms and Conditions by Arrow Electrical is sufficient evidence of Arrow Electrical’s rights to receive the insurance proceeds without the need for any person dealing with Arrow Electrical to make further enquiries.
TITLE
1. It is the intention of Arrow Electrical and agreed by the Client that property in the Goods shall not pass until:
  1. The Client has paid all amounts owing for the particular Goods and/or Services; and
  2. The Client has met all other obligations due by the Client to Arrow Electrical in respect of all contracts between the Client and Arrow Electrical, and that the Goods, or proceeds of the sale of the Goods, shall be kept separate until Arrow Electrical shall have received payment for all amounts owed pursuant to these Terms and Conditions and all other obligations of the Client are met.
2. It is further agreed that:
  1. Until such time as ownership of the Goods shall pass from Arrow Electrical to the Client, Arrow Electrical may give notice in writing to the Client to return the Goods or any of them to Arrow Electrical. Upon such notice the rights of the Client to obtain ownership or any other interest in the Goods shall cease.
  2. If the Client fails to return the Goods to Arrow Electrical then Arrow Electrical or Arrow Electrical’s agent may enter upon and into land and premises owned, occupied or used by the Client, or any premises as the invitee of the Client, where the Goods are situated and take possession of the Goods, without being responsible for any damage thereby caused.
PERSONAL PROPERTY SECURITIES ACT 1999
1. Upon assenting to these Terms and Conditions in writing the Client acknowledges and agrees that:
  1. These Terms and Conditions constitute a security agreement for the purposes of the PPSA; and
  2. A security interest is taken in all Goods previously supplied by Arrow Electrical to the Client (if any) and all Goods that will be supplied in the future by Arrow Electrical to the Client during the continuance of the parties’ relationship and secures payment by the Client to Arrow Electrical of all amounts due under this or any other agreement.
2. The Client undertakes to:
  1. Sign any further documents and/or provide any further information, such information to be complete, accurate and up-to-date in all respects, which Arrow Electrical may reasonably require to register a financing statement or financing change statement on the Personal Property Securities Register;
  2. Indemnify, and upon demand reimburse, Arrow Electrical for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register or releasing any Goods charged thereby;
  3. Not register a financing change statement or a change demand without the prior written consent of Arrow Electrical; and
  4. Give Arrow Electrical not less than fourteen (14) days prior written notice of any proposed change in the Client’s name and/or any other change in the Client’s details (including but not limited to, changes in the Client’s address, facsimile number, or business practice).
3. Arrow Electrical and the Client agree that nothing in sections 114(1)(a), 133 and 134 of the PPSA shall apply to these Terms and Conditions.
4. The Client waives its rights as a debtor under sections 116, 120(2), 121, 125, 126, 127, 129, 131 and 132 of the PPSA.
5. Unless otherwise agreed to in writing by Arrow Electrical, the Client waives its right to receive a verification statement in accordance with section 148 of the PPSA.
6. The Client unconditionally ratifies any actions taken by Arrow Electrical under and by virtue of the power of attorney given by the Client to Arrow Electrical under clauses 12.1(c).
7. Arrow Electrical may, if it deems it necessary, require other forms of security such as a security interest over the entire Client’s present and after acquired property, a mortgage over real property, or a personal guarantee of payment. Any such security interest required by Arrow Electrical will become part of this agreement and may be registered by Arrow Electrical on the Personal Property Securities Register.
SECURITY AND CHARGE
1. Despite anything to the contrary contained herein or any other rights which Arrow Electrical may have howsoever:
  1. Where the Client and or the Guarantor is the owner of land, realty or any other asset capable of being charged, both the Client and/or the Guarantor agree to mortgage and/or charge all of their joint and/or several interest in the said land, realty or any other asset to Arrow Electrical or Arrow Electrical’s nominee to secure all amounts and other monetary obligations payable under the Terms and Conditions. The Client and/or the Guarantor acknowledge and agree that Arrow Electrical (or Arrow Electrical’s nominee) shall be entitled to lodge where appropriate a caveat, which caveat shall be released once all payments and other monetary obligations payable hereunder have been met.
  2. Should Arrow Electrical elect to proceed in any manner in accordance with this clause and/or its sub-clauses, the Client and/or Guarantor shall indemnify Arrow Electrical from and against all Arrow Electrical’s costs and disbursements including legal costs on a solicitor and own client basis.
  3. To give effect to the provisions of these Terms and Conditions the Client and/or the Guarantor do hereby irrevocably nominate, constitute and appoint Arrow Electrical or Arrow Electrical’s nominee as the Client’s and/or Guarantor’s true and lawful attorney to execute mortgages and charges (whether registerable or not) including such other Terms and Conditions as Arrow Electrical and/or Arrow Electrical’s nominee shall think fit in his/her/its/their absolute discretion against the joint and/or several interest of the Client and/or the Guarantor in any land, realty or asset in favour of Arrow Electrical and in the Client’s and/or Guarantor’s name as may be necessary to secure the said Client’s and/or Guarantor’s obligations and indebtedness to Arrow Electrical and further to do and perform all necessary and other acts including instituting any necessary legal proceedings, and further to execute all or any documents in Arrow Electrical’s absolute discretion which may be necessary or advantageous to give effect to the provisions of this clause.
CANCELLATION
1. Arrow Electrical may cancel these Terms and Conditions or cancel delivery of Goods and Services at any time before the Goods are delivered by giving written notice. On giving such notice Arrow Electrical shall promptly repay to the Client any sums paid in respect of those Goods. Arrow Electrical shall not be liable for any loss or damage whatsoever arising from such cancellation.
2. At Arrow Electrical’s sole discretion the Client may cancel delivery of Goods and/or Services. In the event that the Client cancels delivery of Goods and/or Services the Client shall be liable for any costs incurred by Arrow Electrical up to the time of cancellation.
TERMINATION AND CONSEQUENCES OF TERMINATION
1. Either Arrow Electrical or the Client may terminate this agreement if the other party breaches a material term of this agreement and either the breach is incapable of remedy or the party in breach has failed to remedy the breach within 5 working days of receipt of written notification from the other party requiring it to do so. For the purposes of this clause, the following will, without limitation, be deemed to be material breaches of this agreement:
  1. Arrow Electrical will be deemed to be in material breach if it fails to supply the Goods or Services as applicable;
  2. The Client will be deemed to be in material breach if it fails to make payments when due or if it refuses to grant any security requested by Arrow Electrical.
2. Arrow Electrical may also terminate this agreement by written notice with immediate effect if:
  1. The Client is unable to pay its debts as they fall due, becomes insolvent, bankrupt or has proceedings commenced against it or passes a resolution for liquidation, has a receiver, liquidator or statutory manager appointed over all or any substantial part of its assets or enters into or proposes any composition or arrangement with its creditors.
  2. There is any threat to the safety of any of our staff or agents;
  3. In Arrow Electricals’ reasonable opinion, the Client has failed to comply with its duties in accordance with clause 7.
3. If Arrow Electrical terminates this agreement these Terms and Conditions will cease to apply and Arrow Electrical will cease to provide the services and all fees incurred up to that time will immediately become payable.
CHANGE IN INSTRUCTIONS
1. The Client shall advise Arrow Electrical promptly of any decision or instruction which affects, or may reasonably affect the work to be carried out by Arrow Electrical.
UNAUTHORISED USE, INSTALLATION OR REPAIR
1. Arrow Electrical shall not be liable for any damage caused where Goods other than those installed by Arrow Electrical are installed by unqualified tradespersons or substandard installation, or any addition, modification, or change in location of the Goods or their being serviced by personnel other than as authorised by Arrow Electrical, or use otherwise than in accordance with the manufacturer’s instructions.
DEFECTS/RETURNS
1. Any claims for unsatisfactory work or any alleged defect, shortage in quantity, damage or failure to comply with the description or quote must be made within 7 days of issue of an invoice.
2. The Client shall afford Arrow Electrical an opportunity to inspect the Goods within a reasonable time following delivery if the Client believes the Goods are defective in any way. If the Client fails to comply with these provisions the Goods shall be conclusively presumed to be in accordance with the Terms and Conditions and free from any defect or damage.
3. For defective Goods which Arrow Electrical has agreed in writing that the Client is entitled to reject, Arrow Electrical’s liability is limited to either (at Arrow Electrical’s discretion) replacing the Goods or repairing the Goods provided that:
  1. The Client has complied with the provisions of clause 17.2;
  2. The Goods are returned at the Client’s cost within seven (7) days of the invoice date;
  3. Arrow Electrical will not be liable for Goods which have not been stored or used in a proper manner;
  4. The Goods are returned in the condition in which they were delivered and with all packaging material, brochures and any manual and they are in a resaleable condition.
4. Arrow Electrical may (in its discretion) accept the Goods for credit but this may incur a restocking fee plus any freight charges.
CONTRACTUAL REMEDIES ACT
1. The provisions of the Contractual Remedies Act 1979 shall apply to this contract as if section 15(d) of the Contractual Remedies Act which states that nothing in the Contractual Remedies Act shall affect the Sale of Goods Act 1908, were omitted from the Contractual Remedies Act 1979.
UNPAID SELLER’S RIGHT TO DISPOSE OF GOODS
1. In the event that:
  1. Arrow Electrical retains possession or control of the Goods; and
  2. Payment of the Price is due to Arrow Electrical; and
  3. Arrow Electrical has made demand in writing of the Client for payment of the Price in terms of this contract; and
  4. Arrow Electrical has not received the Price of the Goods, then, whether the title in the Goods has passed to the Client or has remained with Arrow Electrical, Arrow Electrical may dispose of the Goods and may claim from the Client the loss to Arrow Electrical on such disposal.
LIEN
1. Where Arrow Electrical has not received or been tendered the whole of the price, or the payment has been dishonoured, Arrow Electrical shall have:
2. A lien on the Goods;
  1. The right to retain them for the price while Arrow Electrical is in possession of them;
  2. A right of stopping the goods in transit whether or not delivery has been made or ownership has passed; and
  3. A right of resale;
  4. The foregoing right of disposal,
3. provided that the lien of Arrow Electrical shall continue despite the commencement of proceedings or judgment for the price having been obtained.
DISCLAIMERS
1. The Client hereby disclaims any right to rescind, or cancel the contract or to sue for damages or to claim restitution arising out of any statement, representation or warranty made by any employee, agent or contractor of Arrow Electrical and the Client acknowledges that they buy the Goods relying solely upon his own skill and judgement and that Arrow Electrical shall not be bound by nor responsible for any term, condition, representation or warranty other than that given in clause 8.1 and any warranties shall be personal to the Client and shall not be transferable to any subsequent Client.
2. Arrow Electrical shall not be liable for any negligence or wilful default by the manufacturer or supplier of the goods or services provided to the Client.
3. Notwithstanding any other provision in these terms of trade, where the goods are consumer goods and are supplied for business purposes the Consumer Guarantees Act 1993 shall not apply.
DISPUTES
1. Any dispute shall, at the option of Arrow Electrical, be referred to mediation or arbitration. The Arbitration Act 1996 (or any replacement of that Act) shall govern arbitration.
LAWS
1. If any parts of these terms of trade shall be held to be illegal, unenforceable or invalid, the remaining parts shall continue in full force and effect. The laws of New Zealand shall govern these terms of trade and Arrow Electrical and the Client hereby submit to the non-exclusive jurisdiction of the courts of New Zealand.
COPYRIGHTS AND TRADEMARKS
1. Arrow Electrical does not authorize any client to use Arrow Electrical or any manufacturer’s trademarks, names or associated materials. To use these trademarks, names and associated materials, prior written approval must be given by Arrow Electrical or the relevant manufacturer.
INTELLECTUAL PROPERTY
1. Unless otherwise agreed in writing, Arrow Electrical is the owner of all copyright, trademarks and other intellectual property rights that may arise in relation to the services provided and shall only be used by the Client at Arrow Electrical’s discretion.
CONFIDENTIALITY AND PRIVACY
1. We will maintain as secret and confidential all information we obtain from the Client further to these Terms and Conditions and will not use that information for any reason other than as necessary for providing the services. This obligation will not apply to information that is in the public domain or that is known to us or obtained by us without breaching any obligation to you or that we are required to disclose by law.
2. The Client and the Guarantor (if applicable) authorise us to collect, retain, use and provide to our staff and agents, and any person or body as required by law, any personal information about the Client for the purposes of credit assessment, debt collection purposes, meeting Arrow Electrical’s obligations to the client, and enforcing our rights against you. The Client has the right to access and require the correction of the Client’s information held by Arrow Electrical.
LIABILITY
1. In no event will Arrow Electrical be liable (whether in contract, tort (including negligence), equity, breach of statutory duty or otherwise) to you for:
  1. Loss of profits or savings, loss of goodwill or opportunity, or wasted staff time; or
  2. Loss, damage, costs or expense of any kind whatsoever which is indirect, consequential, or of a special nature, arising directly or indirectly from any Services or Goods supplied by us to you, even if we had been advised of the possibility of such loss, damage, cost or expense.
2. To the extent allowed by law, Arrow Electrical’s total liability under any claim of any nature arising directly or indirectly from any Service or Goods will not exceed the fees paid by you for that Service or those Goods.
INDEMNITY
1. The Client indemnifies Arrow Electrical against any and all liability, losses, damages, costs and expenses of any nature whatsoever awarded against, incurred or suffered by Arrow Electrical, whether direct or consequential, arising out of or resulting from the Client’s breach of this agreement.
FORCE MAJEURE
1. We will not be liable to you for any breach or failure to perform any of our obligations where such breach or failure is caused by anything beyond our reasonable control, including, but without limitation, inability to obtain supplies, war, civil commotion, terrorism, strike, lockout, an act of God, fire, and natural disaster including floods, earthquakes, tsunamis or other weather phenomena.
2. If we are unable to perform our duties and obligations under these Terms and Conditions as a direct result of any such reasons the operations of these Terms and Conditions will be suspended during the period in which the reason continues.
CLIENT’S OBLIGATIONS
1. The Client must in a timely manner provide assistance, co-operation and access to premises and equipment that may reasonably be required by Arrow Electrical.
2. The Client must allow Arrow Electrical appropriate time to investigate the problem and provide a practical solution.
3. If the Client desires an alternative solution than that offered by Arrow Electrical, then Arrow Electrical cannot be held liable to provide the alternative solution.
4. After Hours Fee may vary from time to time and shall take into account the needs of the Client, the time of day, location of the call out, travel time and any other relevant factors.
VARIATION
1. Arrow Electrical Limited reserves the right, at its sole discretion to:
  1. Change, modify, add or remove parts of the Terms and Conditions of trade;
  2. Change any fees or charges;
  3. Change or cease providing any Goods or Services.
2. Changes shall be notified to you in writing as soon as possible.
3. If you do not agree with the changes you must instruct us to cease providing the Services and/or Goods.
ASSIGNMENT AND CHANGE OF NAME
1. The Client’s rights and obligations under these Terms and Conditions may not be assigned to any other party, without consent, which shall not be unreasonably withheld.
2. The Client shall notify Arrow Electrical of any change of name 5 working days before such change comes into effect.
3. Arrow Electrical may license or sub-contract all or any part of its rights and obligations without the Client’s consent.
GUARANTEE
1. In consideration of Arrow Electrical, at the request of the Client entering into this agreement, the Directors, Shareholders and the Trustees of the Client (to the extent applicable) irrevocably and unconditionally guarantee, jointly and severally if more than one, the due and faithful performance of the Client’s payment and obligations under this agreement.
2. If the Client fails to make any of its payment obligations under this agreement, the Guarantor(s) will, on demand, immediately pay such amounts to Arrow Electrical.
3. The liability of the Guarantor(s) will constitute a principal obligation of the Guarantor(s) and the Guarantor(s) will not be released from any liability under this agreement:
  1. By any allowance of time by Arrow Electrical; or
  2. By any delay or forbearance by Arrow Electrical, to exercise its rights under this agreement.
4. By agreeing to these Terms and Conditions, the Guarantor(s) authorise Arrow Electrical to make any enquiries it deems necessary at its sole discretion to enable it to assess the ability of the Guarantor(s) to fulfil its/their obligation(s) under this agreement.
CLIENT DECLARATION
1. The Client acknowledges that they have read and understood these Terms and Conditions.
2. The Client accepts these Terms and Conditions and agrees to be bound by them.