1.1 In this Agreement the following words have the following definitions:
Client means a person or entity listed as the Client under the heading “Parties”, being the person or entity for which Sydney Commercial Interiors & Fitouts Pty Ltd is to provide Services;
Confidential Information means any information disclosed by the Client to the Service Provider, which the Client identifies in writing as being Confidential Information.
Commencement Date means [insert date], being the date upon which the provision of Services shall commence.
Completion Date means [insert date], being the date upon which the provision of Services are to be completed. The Service Provider may vary the Completion Date by notice in writing to the Client.
Documents mean all relevant documentation, information and particulars provided by the Client to the Service Provider.
Insolvency Event means, for a person, being in liquidation or provisional liquidation or under administration, having a controller (as defined in the Corporations Act 2001 (Cth)) or analogous person appointed to it or any of its property, being taken under section 459F(1) of the Corporations Act 2001 (Cth) to have failed to comply with a statutory demand, being unable to pay its debts or otherwise insolvent, dying, ceasing to be of full legal capacity or otherwise becoming incapable of managing its own affairs for any reason, taking any step that could result in the person becoming an insolvent under administration (as defined in section 9 of the Corporations Act 2001 (Cth)), entering into a compromise or arrangement with, or assignment for the benefit of, any of its members or creditors, or any analogous event.
Interest means 8% per annum.
Services means the following services:
()d performing any additional services reasonably requested by the Client and agreed to in writing by the Service Provider; and
Total Price means the full amount for the Services as provided in the Quote.
Quote means the document outlining the costs of the Services and materials as provided by the Service Provider.
2 ROLE OF THE SERVICE PROVIDER
2.1 The Service Provider shall perform the Services with due care, diligence and skill.
2.2 Unless otherwise agreed in writing, the Service Provider may rely on all the Documents and directions provided by the Client to the Service Provider as being correct.
2.3 If the Service Provider becomes aware of any matter that will change the scope, character or quality or timing of the Services provided then the Service Provider shall promptly notify the Client in writing of that matter.
2.4 The Service Provider shall keep confidential any Confidential Information disclosed by the Client, unless such disclosure is agreed to by the Client or is otherwise in the public domain.
3 ROLE OF THE CLIENT
3.1 The Client shall provide the Service Provider with all information relevant to the safety risks and hazards that may impact upon the provision of Services.
3.2 The Client will be responsible for obtaining any and all approvals, authorities, licences and permits necessary to enable the Service Provider to provide the Services.
3.3 The Client is to inform the building manager or other such relevant person, entity or authority (as applicable) of the Services to be carried out by the Service Provider and a copy of any relevant approval must be provided to the Service Provider at least seven days (or as otherwise agreed) before the Commencement Date.
3.4 The Client shall co-operate with the Service Provider and shall not interfere with, hinder or otherwise obstruct the performance of the Services.
3.5 The Client shall ensure that adequate public liability and any other relevant insurances are obtained and maintained for the course of the provision of Services. The insurance policies shall name the Service Provider as one of the insured for each relevant insurance policy.
4.1 The Client shall pay:
(a) a deposit of 40% of the Total Price upon acceptance of the Quote provided by the Service Provider;
(b) 50% of the Total Price on [insert date]; and
(c) The balance of 10%, plus any additional costs incurred in accordance with Clause 4.3.
4.2 Unless otherwise agreed in writing, payments must be made by way of cheque, EFT or cash.
4.3 If the Client varies the scope, character, timing or quality of the Services, then the Service Provider shall be entitled to vary the Total Price accordingly.
4.4 All materials provided by the Service Provider, including materials already erected, affixed, etc, remain the property of the Service Provider until payment is made in full in accordance with this clause and the Service Provider shall be entitled to reclaim any such materials as it sees fit.
5 FAILURE TO PAY IN ACCORDANCE WITH THIS AGREEMENT
5.1 The provision of Services will not commence until the payment referred to at clause 4.1(a) is made in full.
5.2 The Service Provider will immediately cease the provision of Services until such time that the payment referred to at clause 4.1(b) is made in full, together with any accrued Interest.
5.3 Payment in accordance with Clause 4.1(c) must be paid within seven days from the Service Provider invoicing the Client on or after the Completion Date.
5.4 Interest will be charged for any delay in payment in accordance with this Agreement.
5.5 The Client shall indemnify the Service Provider against all loss, costs and expenses, including legal costs, incurred by the Service Provider in pursuing any overdue payments.
Unless specified, amounts set out under this Agreement are exclusive of Goods and Services Tax (“GST”).