TERMS AND CONDITIONS
Last updated 31 March 2023
SERVICE PROVIDER
Means “Business IT Solutions Limited”, “us”, “our”, ” we”.
CLIENT
Means the person or entity (“you”, “your”, “client”) engaging or requesting Business IT Solutions Limited services, and in the event the client is a company, any person acting on behalf of and with authority of the Client.
IN WRITING
Means either by email or letter.
ACCEPTANCE
Any instructions received by the Service Provider from the Client for the supply of services, shall constitute acceptance of the terms and conditions contained herein.
QUOTES, ESTIMATES AND PRICING
Unless otherwise stated in writing, pricing is an estimate only and must be in writing; this is due to installs and labour varying due to reasons beyond the control of the Service Provider. Estimates are subject to change and can be exceeded by up to 15% of the original estimate before the Service Provider is required to provide the Client with an updated estimate.
Estimated pricing is valid for 7 days from date of issue unless otherwise stated.
Quotes will be valid for 7 days unless specified otherwise in writing. A quote is merely an invitation to You to place an order with Us and the acceptance of a quote by You will not create a binding contract between You and Us.
Once you confirm your acceptance of a quote in writing within the 7-day period, the quoted price will be confirmed as the final agreed price.
Should you make alterations to the quote it may affect the final price and it will need to be reviewed; in most cases we will create a new quote. We reserve the right to make changes to the products, services and pricing found in a quote before it is accepted by you.
When a special price or discount offer has been applied to a quote, no other special promotion, discount or bonus offer will be applicable.
While we endeavour to honour every quote and estimate, in the event that products are subjected to any price and supply fluctuations outside of Our control, We reserve the right to update the price and product accordingly. If the product is no longer available, We will recommend a substitute which is subject to Your final approval.
Estimated Time of Arrival (ETA) We receive from Our suppliers and provide to You are estimates only and cannot be held as the actual promised date or time.
RETURNS
Should You change Your mind and return a product to Us, We will charge You a restocking fee of 20% of the original purchase price of the product. Any labour relating to the product is not refundable.
Any subscription You sign up for or that We help You sign up for is an agreement between You and the third-party vendor and not Us. As such, these third-party vendors have their own licence and other legal agreements relating to the services they provide and how they invoice. This will include any cancellation fee or commitment term some of which may contain an annual commitment where cancellation may not result in a refund to You.
It is Your responsibility to agree to these terms and conditions held by third-parties and We are not involved in the relationship between You and them other than providing You with support for the service they provide.
You also acknowledge that any goods that have been customised specifically for Your use may potentially be unreturnable and non-refundable at Our sole discretion.
Items returned must be in original condition including all packaging and in an unopened state. This does not apply if We have opened the item and removed all packaging.
WARRANTY
Unless otherwise stated, all new hardware comes with a minimum one-year return to base warranty. The majority of Our hardware comes with a three-year manufacturer’s warranty which is also return to base and will be specified as a “three year warranty”. We may also offer a special warranty “three year BITS Device Cover” depending upon the device being sold.
Although these warranties are “return to base” We may, at Our sole discretion, organise or perform the pickup of any faulty equipment. However, unless We organise to pickup the equipment, You will need to ship the goods directly back to Us at Your own expense.
We may also, at Our sole discretion, replace Your device with a new unit at no cost to You. This replacement will be either identical to the faulty unit, or where this is not possible, of a very similar specification. In such a circumstance where an identical unit cannot be obtained, We will discuss this with You at the time.
Our warranty only covers hardware faults. Software faults are not covered by Our warranty.
Many of the devices We sell also come with Our BITS Device Cover. This is in addition to the manufacturer’s warranty and for the same period of time as the manufacturer’s warranty but is only available if expressly stated on the quote or invoice .
This additional cover provides You with direct cost-free replacement of a faulty device provided the warranty claim is approved by the vendor. This includes all set up costs to get You back up and running. If You are on our Managed Service Plan and the device is affecting Your ability to work without any form of workaround, We will make best efforts to provide You with a temporary solution while the device is repaired. The temporary unit may not be to the exact specifications of the faulty device but will be able to keep You operating in a reasonable manner.
ORDERS
When You wish to proceed with a quote or estimate, You must do so in writing. Orders made in-person or over the phone will not be accepted.
Absent any actual knowledge to the contrary, We may rely upon the apparent validity of an order. If any written order is sent to Us or is placed via our online portal (web-based ordering system) by a named person, We will deem that order as being requested by You.
We may refuse to accept certain orders in special circumstances, including but not limited to, default on Your account, lack of stock or availability, or if the item in question has not been quoted by Us prior.
You acknowledge that orders cannot be cancelled once placed if We have already requested stock from Our suppliers.
INSURANCE
When We deliver items to You via courier, We hold all responsibility to ensure any goods delivered to You are insured while in transit. This responsibility ends once the item is delivered to its desired location.
Should any issues occur during transit or immediately after delivery such as damaged packaging, goods, or both, We will deal directly with the courier to resolve the damage and send You another unit as soon as practicable even if the original delivery is under dispute.
Where goods are delivered directly to You by courier, You acknowledge that you will inspect these goods immediately upon delivery and inform Us as soon as possible as to any damage or defect.
You acknowledge that You will hold sufficient insurance to cover goods delivered to You to protect Us from loss until those goods are paid in full by You.
Title of goods provided to You by Us remain Ours until payment is received in full.
PRODUCT SPECIFICATIONS & SUBSTITUTES
Although We do Our best to ensure all specifications We communicate with You are accurate and full, there may be minor variations in dimensions and specifications where these are changed by the manufacturer of the goods after the order date and before delivery or by Our suppliers.
If We cannot supply the intended and agreed goods to You after accepting Your order, we may offer to substitute items that cannot be supplied with items that are similar or exceed the specifications that You have ordered. You can accept or decline these substitutes. If You decline the substitution in these circumstances, You agree the order will be cancelled.
COMPUTER UTILITY, FUNCTIONALITY & FITNESS FOR PURPOSE
You acknowledge that the science of computing and the IT industry as a whole is constantly evolving and as such certain incidents may involve a process of trial and error which may require novel or experimental techniques to resolve issues.
In particular, We may use tests, troubleshooting steps, advice and recommendations that may prove incorrect or inappropriate in an attempt to resolve an issue You are having. While We will make all reasonable endeavours to ensure these steps are appropriate You indemnify and hold Us harmless in such circumstances and acknowledge that work performed, even if it does not resolve the original issue, is valid and billable.
Our priority is to ensure all work We perform for You gets You the best possible outcome. However, all worked performed will be done within reasonable limits of assistance as determined by Us. Reasonable assistance is normally limited to work previously agreed between You and Us.
You also acknowledge that We have no control over many factors that could influence the suitability, function, or fitness for purpose of goods that enter into a new or existing computing environment including how that new equipment or software interacts with other equipment or software already present in Your environment and that you hold Us harmless in such circumstances. This also includes recommendations and suggestions We may provide to You that turn out to not be the case.
NON-SOLICITATION OF EMPLOYEES
You agree that during Your engagement of Our services and for a period of two years after you cease to engage Our services, You will not seek directly, or indirectly, to employee, or otherwise contract with, any of Our employees in connection with any of the services offered by Us to You.
Should You do so, this would cause us immeasurable harm. You accept that in such a circumstance You would be liable to pay to Us $40,000 as a sum commensurate to the loss suffered by Us.
In addition to claiming these damages, We shall have the option to immediately terminate Our relationship with You, with all monies and obligations on Your part becoming due and payable immediately.
The amount of liquidated damages reflected herein is not intended as a penalty and is reasonably calculated based upon projected costs and expenses We would incur to identify, recruit, hire and train a suitable replacement for such personnel, as well as any business We lose as a result of the employee being solicited away from Us.
SUB-CONTRACTING
From time to time We may need to involve a third-party to provide services We normally don’t (e.g. electrical wiring) or provide on-site support in a location We are not based.
Before engaging with a third-party sub-contractor, We will inform You of the details of this third party and ensure that they are restrained with a confidentially agreement. Only after You approve in writing that We can use the sub-contractor do we engage their services.
In certain circumstances We pay this sub-contractor directly and in other situations You will pay them directly and We simply manage the project with them. This will be determined in writing at the time of the work to be completed.
Regardless of how the relationship with the sub-contractor is structured, You acknowledge that We are not responsible or liable for the activities, actions, or events they perform.
SUPPORT PLAN
As a Client, You can be on either our Hourly Support Plan or on a Managed Service Plan. Both plans have different ways of charging and different obligations on Our and Your part.
By default, all Clients start with an Hourly Support Plan and can sign up for a Managed Service Plan should they wish. Signing up for a Managed Service Plan requires You to sign and accept both these Terms & Conditions as well as Managed Services Plan Agreement.
Our Terms & Conditions (this document) and Our Managed Services Plan Agreement are both subject to change from time to time. Both documents are available on our website, as requested from Your Account Manager or in writing.
HOURLY SUPPORT PLAN
The following conditions apply if you are on our default Hourly Support Plan.
We charge You in timely increments depending on the type of support required as per the table below:
| SUPPORT TYPE | BILLED IN INCREMENTS (minutes) | MINIMUM CHARGE (minutes) |
| Phone | 15 | 15 |
| Remote | 15 | 15 |
| On-site | 15 | 60 |
| After-hours phone | 30 | 30 |
| After-hours remote | 30 | 30 |
| After-hours on-site | 30 | 60 |
Unless agreed otherwise, our hourly rate is $155 +GST per hour for work performed between 8:30 am to 5:00 pm Monday to Friday excluding public holidays. Work performed outside these hours is at our after-hours rate of $232.50 +GST. After-hours work will be approved by You in writing before commencing.
Unless agreed otherwise in writing, our standard hourly rate for travelling to your work site is $95+GST per hour. This is charged from our office based on a return trip.
When You are on a Managed Service Plan, We take care of all of Your internal IT needs including, but not limited to: backups, subscriptions and cloud services that You have given Us to manage. When You are on a Hourly Support Plan, You call Us when You need Our assistance; We do not have any responsibility for on-going management of any services or subscriptions including those We provide You on the Hourly Support Plan.
MANAGED SERVICE PLAN
The terms and conditions for Our Managed Service Plan is covered in Our Managed Service Plan Agreement which You must agree to alongside these terms and conditions.
In certain circumstances, We may refer to Our “hourly rate” within the Managed Service Plan Agreement. When such a reference is made it means We will charge You as if You were on Our Hourly Support Plan; all terms and conditions set out under that section will apply to those cases but we will be responsible for managing Your subscriptions and services.
REQUESTING OUR HELP
When You contact Us to lodge a service request, only the methods below may be used:
Phone: 0800 694 8776 or 03 942 7454
Email: support@bits.co.nz
Self-Service Portal: “Submit Ticket” tab
If you matter is urgent or critical, then You must call Us on either (03) 942 7454 or 0800 MY IT PRO (694 8776).
Please include a short description of the problem and any screenshots of errors to assist in the resolution of the issue.
If the issue is being lodged by either phone or external email, you must include your name, company and return contact details.
Service requests must not be lodged directly with technicians, as this detracts them from resolving the current issue.
BACKUPS
Backup solutions require Us to depend upon third-party hardware and software to perform backups on Your behalf. Although We use leading industry standards and training to ensure the backup solution is fit for purpose and working well,
We will take all reasonable steps to ensure your solution is robust and working.
Any obligation of the third-party backup provider would still be applicable where possible by contract and law.
We take no responsibility for, and shall not be liable for, any lost data, failed backup system including where backups have not run, not all data items have been protected, or backups have become corrupted. This includes hacked backups.
PAYMENT TERMS
All payments are due 20th of the month following the invoice date unless otherwise arranged in advance and confirmed in writing by Us.
We reserve the right to require either security or payment in advance before delivering products and services.
Once your order is processed by our suppliers and your product or service is in the process of being shipped\delivered, we reserve the right to invoice you for said goods and services that we have been invoiced for ourselves using current payment times as discussed in this document or by written agreement.
NO DEDUCTIONS OR SET-OFF
You must make all payments due to Us in full without any deductions, whether by set-off, counterclaim, or any other equitable or legal claim.
PERSONAL PROPERTY SECURITIES ACT 1999 (PPSA)
You agree that:
- this agreement will create in favour of Us, a security interest in the products and services which are the subject of this contract; and
- the security interest granted by You to Us secures the payment by You to Us of all amounts You may, from time to time and at any time, owe to Us.
You shall do all things, execute all documents and provide any information which We may require to enable Us to perfect and maintain the perfection of Our security interests (including by registration of a financing statement). You shall not consent to or enter into any agreement which permits any other person to register a security interest in respect of the goods and services provided by Us which ranks in priority to Us.
OWNERSHIP
Property in, ownership of, and title to the goods and products supplied subject to this contract shall not pass to You until You have paid the full amount owing under the contract. Until property in the goods and products passes to You, You will hold the goods as Our bailee.
DEFAULT
Unless otherwise agreed in writing, in the event You fail to make payment when due, and without prejudice to any other rights, powers, or remedies We may have:
- We may suspend or terminate the supply of goods and services to You, or cancel all or any part of any order with You which remains unperformed or underperformed;
- all amounts owing by You to Us shall immediately become due and payable notwithstanding that the due date for payment has not arisen, or where no invoice has been tendered, including in respect of any order which has not been fully performed; and
- We may enforce any security interest granted to Us by You.
We will not be liable to You for any loss or damage You suffer as a result of Us exercising any of Our rights, powers, or remedies under this agreement.
INTEREST AND LEGAL EXPENSES
If the You fail to make payment when due, then You shall be liable to pay Us:
- default interest on the outstanding amount owing. Interest on late payment shall cover the period running from the day following the due date for payment, up to and including the date when We receive payment in full of the outstanding amount including interest. This period shall continue after, as well as before, any judgment. The rate of interest shall be seven percent per month above Our bank’s commercial overdraft rate. Interest shall accrue on a daily basis and be compounded quarterly.
- all expenses, including debt collection costs and legal fees, We incur in relation to recovering any amount You have failed to pay in accordance with these Terms and Conditions. For the avoidance of doubt, You will be liable to reimburse Us Our legal fees on a solicitor-client basis.
INTELLECTUAL PROPERTY
Unless otherwise agreed in writing, intellectual property in all software programs, technical information, and any other material provided by Us to You in connection with the contract is vested in Us and shall not transfer to You under any circumstances.
As part of our solution to You, We roll out security, feature and monitoring systems which are constantly being evolved by Us. Should You wish to no longer use Our services then We will remove these elements from Your computer and cloud networks. You acknowledge that the design and implementation of these system are Our Intellectual Property and can only be used by You while You remain a client of Ours. For the avoidance of doubt, any failure by Us to remove Our services following termination shall not constitute a waiver of Our rights to the intellectual property.
COMPLIANCE WITH LAWS
We will comply with all legislation specified in this contract:
- Consumer Guarantees Act 1993; unless the Client is not a “Consumer” within the meaning set out in section 2 of the Consumer Guarantees Act 1993, in which case We are not required to comply with the Consumer Guarantee Act 1993;
- The Fair Trading Act 1986; and
- The Privacy Act 2020.
PRIVACY ACT
Subject to the provisions of the Privacy Act 2020, You permit Us to:
- collect, use, and retain information concerning You, for the purpose of assessing the Your credit worthiness or to enforce any rights under these terms and conditions and any contract or proposal supplied to You; and
- to disclose information obtained to any person for the purposes set out in clause (1) of this section.
CONFIDENTIALITY
We shall use all reasonable efforts to:
- preserve the confidentiality and avoid the disclosure of Your confidential information, unless strictly required otherwise by law;
- not at any time disclose, give, or transmit (in any manner or form or for any purpose) Your confidential information to any person, party, firm, or corporation unless required by law;
- not use any of Your confidential information in any way other than for the purpose of providing the services that are the subject of this agreement; and
- ensure that all Our employees or agents to whom Your confidential information is disclosed are legally bound to keep Your Confidential Information confidential.
Due to the nature of work performed by Us, We may need to store information such as passwords, setup information, process information and various other information that could be considered confidential to You. You permit Us to store this information but can request the removal or a copy of this information from Our systems at any time.
If You requests work to be performed that would require the disclosure of part of the Confidential Information to third parties, then You can authorise Us to release this information. This authorisation shall be in writing.
LIMITATION OF LIABILITY
We shall use all reasonable endeavours to complete the services within estimated time frames. The nature and scope of information technology equipment has differing amounts of complexity and therefore estimated timeframes may need to be exceeded.
We shall not be liable for any losses or damages, whether direct or indirect, caused by Your use of third-party software and/or hardware that is incompatible with, or in any way conflicts with, the goods and services provided by the Service Provider.
Any issues relating to a conflict between the goods and services provided by Us pursuant to this agreement and compatibility with third-party software and/or hardware should be directed to the third-party. In any event, You should ensure that it has adequately backed up all of Your own data to best protect Yourself in the event that any incompatibility arises.
INDEMNITY
Except in the case of fraud or wilful dishonesty by Us, You agree to indemnify and hold Us harmless on demand from and against any and all actions, claims, demands, losses, costs, and damages made against Us and expenses (including, without limitation, reasonable legal costs on a solicitor/client basis) incurred by the Us as a direct or indirect result of Our performance of this agreement.
DISPUTES
In the event a dispute arises between You and Us, You must immediately notify Us of the dispute and provide sufficient details of the same. You agree that You and Us are acting in good faith and We will endeavour to resolve the dispute. In the event the dispute or difference cannot be resolved, You and Us agree to attend mediation. This shall not apply to any dispute over payment of any invoice tendered by Us to You.
CANCELLATION
We may cancel or vary these terms & conditions or services by giving written notice to You. We shall not be liable for any loss or damage arising from such cancellation or variation. You may also wish to cancel these terms & conditions or services by giving written notice to Us.
WAIVER & SEVERABILITY
All rights, powers, exemptions, and remedies available to Us remain in force despite any neglect, forbearance, or delay in enforcing them. We will not be considered to have waived any right, power, remedy, or condition unless the waiver is in writing by Us or person authorised to sign on behalf of Us.
If any of these Terms and Conditions are held to be invalid, void, unenforceable or illegal for any reason, such provision shall be deemed to be severed from these Terms and Conditions and the remaining Terms and Conditions shall continue in full force save for in relation to Non-Solicitation of Employees.