AGREEMENT
Employers Assistance Ltd (hereinafter referred as 'EAL') and the Client hereby contract with each other, in terms of which contract EAL shall provide the services as per Clause 5 of this agreement and the client shall pay the service fee in advance as agreed. In addition the parties agree as follows:

1.     FEES

1.1.   The service fee shall be paid by means as indicated above. The Client shall immediately inform EAL if such banking particulars are changed during the term of this agreement.

1.2.   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.

1.3.   The monthly service fee shall include all services indicated in Clause 5 of this agreement. The monthly fee shall exclude all services not indicated in Clause 5 of this agreement and shall be considered to be ‘Ad-hoc Services'. The client shall be obliged and liable to pay EAL, in addition to the monthly service fee, for such ‘ad-hoc’ service.

1.4.  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.

 2.     DURATION

2.1.   This agreement shall be effective for a minimum term of twelve (12) months.

2.2.   This agreement will automatically renew for a second and any further period of 12 months unless the Client gives written notice at least one month prior to any expiry date that the agreement should not be renewed.

2.3.   This agreement may not be cancelled during the period of operation except for reasons as set out below in clauses 2.4 and 2.5.

2.4.   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.

2.5.   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 providing 30 days' notice.

 3.     FAILURE TO PAY AGREED FEES

3.1.   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 has 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.

3.2.   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.

3.3.   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.

3.4.   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.

3.5.   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.

4.     GENERAL

4.1.   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.

4.2.   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.

4.3.   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.

4.4.   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.

5.     INCLUDED SERVICES 

5.1.   The Client will be entitled to the EAL 'systems' in electronic format 'on-line'. The Client will also be entitled to all upgrades and improvements to any system within the duration period of this agreement together with any new products or systems developed.

5.2.   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

5.3.   The Client will furthermore receive the regular EAL's electronic newsletter on all topical industrial or employee relations issues.

 6.     EXCLUDED SERVICES 

6.1.   Health and Safety Systems and Health and Safety Software are excluded unless specifically contracted.

6.2.   Email & telephone support for legal issues unless specifically ordered in addition to the Employers Toolbox.

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. The signatory to this agreement warrants that he/she is duly authorised to conclude this agreement on behalf of the client.