Employers Support Package Licence Agreement

EMPLOYERS SUPPORT PACKAGE SUPPORT AGREEMENT

The parties hereby agree that in consideration of Employers Assistance Ltd (hereinafter referred as "EAL") providing the Employers Support Package (ESP) services as per Clause 1 of this agreement, the Client shall pay the service fee as agreed. The parties further agree as follows:

INCLUDED SERVICES

1.1	The Client will have access to the EAL Telephone Support Hotline during business hours, which entitles the Client to telephone advice in respect of all issues relating to Industrial and Employee relations. This service includes checking of any documents generated by the Client from the EAL systems provided, with the changes highlighted.
1.2	The Client will also be entitled to use the EAL cloud based systems online. This includes upgrades and improvements to any system within the duration period of this agreement together with any new products or systems developed.
1.3	The Client will furthermore receive the regular EAL emailed newsletter on all topical industrial or employee relations issues.
1.4	All other services shall be considered to be ‘Ad hoc Services', which will are chargeable in addition to the standard monthly service fee and will only be provided with prior approval from the Client.
1.5	Terms of Engagement must be entered into for the provision of Consultancy and/or Legal Services for ‘adhoc’ work outside the scope of the client’s subscription. Discounted hourly charge out rates apply for using Consultancy or Legal Services. Hourly rates may vary depending upon the seniority of the allocated Consultant or Lawyer.
1.6	The services provided by EAL are for the exclusive use of the client for its own business or undertaking. EAL does not accept any responsibility or any liability arising out of any advice or services given by the client to third parties based on the services provided by EAL to the client.
1.7	All electronic services provided by EAL including cloud, web and software products are subject to use by the Client complying to our Fair Use Policy available here: https://www.employers.co.nz/employers-support-package-licence-agreement.aspx?id=63

EXCLUDED SERVICES

2.1	Health and Safety Systems and Health and Safety Software are excluded, however these can be purchased or subscribed to at discounted ESP member rates.

FEES

3.1	The service fee shall be paid as agreed. The Client shall immediately inform EAL if such banking particulars are changed during the term of this agreement.
3.2	The Client agrees that this agreement, when paid by Direct Debit, shall serve and be regarded as written authority to EAL to recover and deduct the aforesaid monthly service fee from the Client's bank account on the 1st day of each month.
3.3	The monthly service fee shall include all services specified in Clause 1 of this agreement.

DURATION

4.1	This agreement shall be effective for a minimum term of twelve (12) months.
4.2	This agreement will automatically renew for a second and any further period of twelve (12) months unless the Client gives written notice at least one month prior to any expiry date that the agreement should not be renewed.
4.3	This agreement may not be cancelled during the period of operation except for reasons detailed in clauses 4.4 and 4.5.
4.4	EAL shall be entitled to cancel this agreement before the expiry of the contractual period should the Client breach any of the payment provisions and fail to remedy such breach within fourteen (14) days of receiving notice to that effect.
4.5	The Client shall be entitled to cancel this agreement before the expiry of the contractual period should EAL breach any of the service requirements, or following the initial twelve (12) month period giving thirty (30) days' notice.

FAILURE TO PAY AGREED FEES

5.1	Should the client fail or in any way default on payment in respect of any invoice rendered in terms of this agreement within thirty (30) days of date of invoice, and/or fail to pay the monthly service fee in advance, EAL shall, in addition to other available remedies, be entitled to withhold and refuse to render service in terms of this agreement until all outstanding accounts have been paid. Such withholding or refusal shall not in any way be regarded as to be in breach of this agreement and shall not under any circumstances entitle the client to terminate this agreement or to claim damages of any nature whatsoever against EAL.
5.2	The right of EAL to withhold services in terms of this clause shall not prejudice any other rights it may have in Law to collect outstanding payment from the client.
5.3	Should EAL institute or engage any legal proceedings or collection agencies to collect any outstanding amount from the Client, the Client agrees to pay all fees pertaining to such collection actions in full or on a scale as between solicitor and own client.
5.4	Any outstanding amount shall accrue interest at the maximum legal prescribed rate from time to time, calculated as from the date when payment was due.
5.5	The signatory to this agreement binds himself/herself as surety and co-principal debtor with the client for the payment of all fees due in terms of this agreement.

GENERAL

6.1	Any latitude, extension of time or any indulgence which may be granted by or to the Client or by or to EAL or any failure to enforce rights under this agreement at any time shall not be deemed to be a waiver of any such right thereafter to compel strict compliance with the terms and conditions of this agreement.
6.2	This agreement shall constitute the entire agreement between the parties who by their signature hereto acknowledge that no representations have been made or warranties given or conditions to stipulations attached to any matters referred to in this agreement, save as set out herein.
6.3	No variation of this agreement shall be of any force or effect unless recorded in writing and signed by or on behalf of the parties by the representatives, duly authorised thereto.
6.4	The client shall be obliged at all times to assist EAL service staff and to fully co-operate with such staff, to enable EAL to properly discharge its duties in terms of this agreement.
6.5	The Client hereby and herewith confirms his/her agreement with all the terms and conditions of this service agreement and specifically confirms that he/she read and agreed to all these terms and conditions.