NEW ZEALAND ADDENDUM TO GENERAL TERMS AND CONDITIONS
1. APPLICATION AND PRECEDENCE
1.1 This New Zealand Addendum (Addendum) applies if the Customer is located in New Zealand or if the Goods and/or Services are supplied to a Site located in New Zealand.
1.2 To the extent of any inconsistency between the provisions of this Addendum and the SiteHive General Terms and Conditions (Conditions), the provisions of this Addendum shall prevail.
1.3 The parties agree that, subject to the mandatory New Zealand statutory provisions set out in this Addendum, the Agreement remains governed by the laws in force in New South Wales in accordance with clause 19.8 of the Conditions.
2. DEFINITIONS
2.1 For the purposes of this Addendum and the Agreement, where the Customer is located in
New Zealand:
(a) GST includes the goods and services tax imposed under the Goods and Services Tax Act 1985 (NZ) or a successor act.
(b) NZ PPSA includes Personal Property Securities Act 1999 (NZ) and its amendments from time to time.
(c) Personal Information includes personal information as defined in section 7 of the Privacy Act 2020 (NZ).
(d) Privacy Act includes the Privacy Act 2020 (NZ) and its amendments from time to time.
3. NEW ZEALAND STATUTORY COMPLIANCE
3.1 Consumer Guarantees Act 1993: The Customer acknowledges and agrees that it is acquiring the Goods and/or Services for the purposes of a business in trade, and that the provisions of the Consumer Guarantees Act 1993 (NZ) do not apply to the supply of the
Goods and/or Services or the Agreement.
3.2 Fair Trading Act 1986: The Customer acknowledges and agrees that it is acquiring the Goods and/or Services for the purposes of a business in trade, and that for the purposes of section 5D of the Fair Trading Act 1986 (NZ), the parties are contracting out of sections 9, 12A, 13, and 14(1) of that Act, and that it is fair and reasonable that the parties are bound by this clause.
4. PRIVACY AND DATA PROTECTION
4.1 To the extent SiteHive collects, holds, or processes any Personal Information on the Customer’s behalf, SiteHive will protect that Personal Information in a manner that provides comparable safeguards to those required under the Privacy Act 2020 (NZ), regardless of
where that information is hosted or processed.
4.2 If SiteHive becomes aware of any privacy breach (as defined in the Privacy Act 2020 (NZ)) affecting the Customer’s Personal Information, SiteHive must notify the Customer as soon as practicable to enable the Customer to comply with its statutory notification obligations.
5. PERSONAL PROPERTY SECURITIES ACT 1999 (NZ)
5.1 The Customer acknowledges and agrees that the Agreement, including this Addendum, creates a security interest in the Hexanode Devices and their proceeds in favour of SiteHive for the purposes of the NZ PPSA.
5.2 The Customer agrees to do all things reasonably required by SiteHive to enable SiteHive to register a financing statement on the New Zealand Personal Property Securities Register and perfect its security interest.
5.3 The Customer waives its right to receive a copy of any verification statement in respect of any financing statement or financing change statement registered by SiteHive under the NZ PPSA, pursuant to section 148 of the NZ PPSA.
5.4 The parties agree that sections 114(1)(a), 133, and 134 of the NZ PPSA shall not apply, and the Customer waives its rights under sections 116, 120(2), 121, 125, 129, and 131 of the NZ PPSA.
6. INSOLVENCY EVENTS
6.1 For the purposes of clause 13.2(b) of the Conditions, the right to terminate the Agreement shall also apply if the Customer:
(a) is placed into receivership, liquidation, statutory management, or voluntary administration under New Zealand law;
(b) is removed, or has an application made for its removal, from the New Zealand register of companies; or
(c) in the case of an individual or partnership, is adjudicated bankrupt or enters a proposal, no asset procedure, or summary instalment order under the Insolvency Act 2006 (NZ).
7. CUSTOMS AND DUTIES
7.1 For the purposes of clause 7.1(b) of the Conditions, where Goods are delivered to New Zealand, the Price is exclusive of any New Zealand customs duties, import taxes, or border clearance fees, which shall remain the sole responsibility of the Customer.
8. CURRENCY AND INTEREST
8.1 Unless otherwise specified in the Proposal, all references to dollars or $ remain references to Australian dollars.
8.2 For the purposes of clause 7.7 of the Conditions, the reference to the “Reserve Bank cashrate” shall mean the Reserve Bank of Australia cash rate.