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Terms and Conditions

GENERAL TERMS AND CONDITIONS

  1. AGREEMENT
      • This Contract becomes effective between the Client and PSS Group when the Client either signs and returns a copy of the Quote or provides instructions or documents related to the Scope of Works, whichever occurs first.
      • If the Client comprises two or more parties each of those parties is jointly and severally liable on the covenants and obligations herein.
      • This Contract cannot be varied or amended except where in writing and signed by both parties. A provision of the Contract may not be waived except in writing and signed by a director or other authorised officer of PSS GROUP PTY LTD. No waiver or breach of any provision of the Contract shall constitute a waiver or breach of any other provision.
      • In cases of discrepancies, inconsistencies, or ambiguities between the Quote, these General Conditions, and the documents comprising the Scope of Works, PSS Group will determine the resolution method. Any additional services or costs arising from such issues will be treated as a Variation.
      • This Contract, together with referenced documents and the Quote, constitutes the entire agreement between the Client and PSS Group, superseding all previous agreements, representations, and understandings.
      • PSS GROUP PTY LTD is an independent contractor and is not an agent or employee of the Client.
  2. PERFORMANCE OF SERVICES
      • PSS Group will perform the Services in accordance with these terms and conditions.
      • Before the Commencement Date, the Client must provide all necessary information and specifications for the project as outlined in the Quote. The Services provided by PSS Group will be based on this Scope of Works, which must be fully documented and agreed upon before commencing the Services.
      • PSS GROUP PTY LTD must perform the Services with reasonable skill care and diligence.
      • Unless otherwise agreed in writing, PSS Group will make reasonable efforts to complete the Services during standard operating hours (06:00-18:00 Monday to Friday) and by the Completion Date. Services provided outside standard operating hours will require prior Client approval.
      • PSS Group may suspend Services by written notice if hindered by matters beyond its control or if the Client breaches this Contract or fails to make due payments. The Completion Date will be extended for the period of suspension.
  3. SITE AND ACCESS
      • From the Commencement Date until the Completion Date the Client must provide sufficient and uninterrupted access to the Site to enable PSS GROUP PTY LTD to perform the Services.
      • The Client must ensure that the Site is a safe working environment and complies with all occupational health and safety requirements and that any potential dangers are communicated to PSS GROUP PTY LTD before entry to the Site.
      • The Site must be prepared by the Client prior to the Commencement Date. The Client must ensure that the working area is clear, dry, clean and free of materials, plant and equipment, and above all, a safe working environment.
      • PSS GROUP PTY LTD is not responsible for providing task lighting, scaffold, stairs or the like on the Site.
      • Any delays or rescheduling costs incurred by PSS GROUP PTY LTD as a result of the Client failing to comply with this clause 3 are deemed to constitute a Valid Variation.
  4. PROJECT TEAM

PSS Group will provide a Project Team capable of delivering the services specified in the Scope of Works. Team members may vary based on availability, requirements of other projects, leave requirements, specific skill sets needed, and other factors.

  1. WARRANTY AND DEFECTS
      • The Client must notify PSS Group in writing within 6 months of the completion of the Services (Warranty Period) if the client considers there is a Defect in the Deliverables or Services.
      • Where the Client has notified PSS GROUP PTY LTD of a Defect within the Warranty Period, PSS GROUP PTY LTD will either re-perform the Services or pay the Client the reasonable costs of re-performing the Services, at PSS Group’s discretion.
    • re-perform the Services; or
    • pay the Client the reasonable costs of re-performing the Services.
      • No representation, warranty, or condition, express or implied, is given by PSS Group that the Services comply with the rules, regulations, laws, and legislation of the place where the Services are provided.
      • Where law implies any term or warranty that cannot be excluded, PSS Group’s liability is limited as permitted under section 64A of the Australian Consumer Law to either re-supplying the Services or paying the reasonable cost of having the Services supplied again. 
      • These rights are the Client’s sole and exclusive remedy for a Defect.
  1. VARIATION
      • The Client may instruct a Variation to the Scope of Works in writing. PSS Group may not vary the Scope of Works without the Client’s consent, which must not be unreasonably withheld or delayed. A Variation is only valid if it is in writing and signed by both parties (Valid Variation).
      • Any additional services or costs necessary to comply with a change in law after the date of the Contract must be treated as a Valid Variation.
  • Variations must be valued based on any agreement by the parties regarding the adjustment to the Fee or, in the absence of agreement, on a fair and reasonable basis, having regard to the rates and prices in the Quote. PSS Group may claim reasonable costs including margin for activities related to Valid Variations.
  1. FEES & DISBURSEMENTS
      • The Client must pay the Fees specified in the Quote for the provision of equipment, labor, and ancillary services. The Client must reimburse PSS Group for all third-party and out-of-pocket expenses reasonably and properly incurred in connection with the Services (Disbursements).
  2. PAYMENT TERMS
      • PSS Group may claim payment by issuing an invoice to the Client no more frequently than once per week in respect of the Services performed to such date. The Client must pay the Fees and Disbursements, including GST, within the Applicable Period from the date of the invoice. If the Client disputes an amount, it must provide a payment schedule and reasons for the dispute in accordance with the SOPL.
  3. GST

Goods and Services Tax (GST) is payable on the Fees and Disbursements. The amount of GST applicable to the Fees and Disbursements will be identified separately in each Invoice and Claim.

  1. OVERDUE PAYMENTS

nterest will accrue on overdue amounts at the rate of 12% per annum, calculated daily. Payment of the interest does not relieve the Client of the obligation to pay the outstanding amount.

  1. SECURITY OF PAYMENT LEGISLATION

All claims for payment made by PSS Group relating to or in connection with Construction Works are subject to the Security of Payment Legislation.

  1. SET OFF

PSS Group may set-off any outstanding amount against any sums owed to the Client by any member of the PSS Group.

  1. LEGAL COSTS

The Client must pay PSS Group on demand all legal costs (on a full indemnity basis) incurred in enforcing rights under this Contract, registering, maintaining, or releasing any security interest, or resulting from the Client’s failure to perform covenants and obligations.

  1. INTELLECTUAL PROPERTY

PSS Group retains ownership of all Intellectual Property Rights in all Data prepared in connection with the Services. PSS Group’s Data must not be reproduced or disseminated without written permission. PSS Group grants the Client a license to use the Data for the Project, provided all Fees and Disbursements have been paid.

  1. CONFIDENTIALITY

This Contract and all other information provided to the Client is confidential and must not be disclosed to any third party or used for any other purpose.

  1. EMPLOYMENT OF PSS GROUP PTY LTD PERSONNEL

The Client may not employ or induce an employee of PSS Group to terminate their employment without approval. If an offer of employment is made and accepted, the Client must compensate PSS Group 50% of the total remuneration package offered and accepted by the employee.

  1. DEFAULT

Without limiting any other right or remedy, PSS GROUP PTY LTD may:

    • PSS Group may suspend performance of the Services or enforce any security given by the Client in the event of an outstanding amount or other breach of this Contract.
  1. TERMINATION
    • PSS Group may terminate the Contract if amounts payable remain outstanding for more than 20 Business Days, in the event of any other breach not remedied within 20 Business Days of notice, if required to act unlawfully or unethically, upon 20 Business Days’ notice, or immediately if the Client becomes insolvent.
    • The Client may terminate in the event of a breach by PSS Group not remedied within 20 Business Days of notice. Upon termination, the Client must pay all monies owed for Services performed up to and including the date of termination.
  1. LIMITATION ON LIABILITY
      • PSS Group’s aggregate liability is limited to the Fees payable under this Contract. PSS Group is not liable for indirect, special, or consequential loss or damage or for fines, penalties, or punitive damages.
  2. DISPUTE RESOLUTION

In the event of a dispute, either party may serve a notice detailing the dispute, requiring senior representatives to meet and settle the dispute within 5 Business Days. If not settled within 10 Business Days, the dispute will be referred to mediation, with costs shared equally by the parties.

  1. JURISDICTION

The relationship between PSS Group and the Client is governed by the laws of Western Australia. The parties submit to the jurisdiction of the Courts of Western Australia.

  1. GENERAL

IIf any part of these terms becomes void or unenforceable, it will be severed to ensure the remaining parts stay in effect. The terms will remain in effect as necessary to give effect to these terms.

  1. TRUSTEE
  • Where the Client is a trustee of any trust, it warrants full power and authority to execute the Agreement and agrees to be bound in its individual and several capacity as trustee. The assets of the Trust shall be available to meet payment obligations to PSS Group.
  1. DEFINITIONS

Capitalized words have the meaning given in the Quote. Otherwise:

 

“Applicable Period” means 14 days or shorter as required by SOPL.

“Business Days” excludes weekends or public holidays in the Site’s jurisdiction.

“Construction Works” refers to activities to which the Security of Payment Legislation applies.

“Contract” refers to the contract identified in the Quote.

“Data” includes proposals, documents, drawings, designs, plans, and data.

“Defect” means any error, damage, or deficiency in the Services or Deliverables.

“Deliverables” refers to the Data provided upon completion of the Services.

“Intellectual Property Rights” includes all intellectual and industrial property rights.

“Security of Payment Legislation” refers to the applicable act in Western Australia.

“Site” refers to the place identified in the Quote.

“Quote” refers to the order or quote incorporating these General Conditions.

“Variation” means any change to the Services or method of performing the Services.

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