Overview
- These terms and conditions are the ‘Terms’ which form part of the Alarm Agreement between the Client and Hato Hone St John.
- The Alarm Agreement comprises these Terms and the Enrolment Form completed and provided to Hato Hone St John, by or on behalf of the Client.
In the event of any inconsistency between these Terms and the Enrolment Form, the Enrolment Form will prevail to the extent of any inconsistency.
Parties
1. The Priory in New Zealand of the Most Venerable Order of the Hospital of St John of Jerusalem, a charitable trust registered under the Charitable Trusts Act 1957 (registration no. 844630) having its registered office at 2 Harrison Road, Mount Wellington, Auckland, New Zealand (‘Hato Hone St John’);
2. the person named as ‘Client 1’ in the ‘Client Details’ section of the Enrolment Form (‘Client’); and
3. if applicable, the person specified in the Enrolment Form, other than the Client, as responsible for paying part of, or all, of the Charges, where such person has given their express consent to Hato Hone St John (‘Paying Customer’).
Background
A) Hato Hone St John is a supplier of medical alarm equipment, mobile devices and monitoring services.
B) Hato Hone St John has agreed to supply the Equipment, and provide the Services, to the Client on the terms and subject to the conditions set out in the Alarm Agreement.
Agreement
1. Definitions and interpretation
1.1 In these Terms, unless the context otherwise requires:
‘Ambulance Provider’ means any ambulance organisation that provides Emergency Response Services to the Client in response to a request by Hato Hone St John in accordance with clause 3.3dii.
‘Business Day’ means a day (other than a Saturday or Sunday) where banks are generally open for the transaction of normal banking business in Auckland, New Zealand.
‘Charges’ means:
a) the Service Fee;
b) the Replacement Fee (if any); and
c) any other charges or amounts otherwise payable to Hato Hone St John under the Alarm Agreement.
‘Chargeable Date’ means the date specified as being the ‘chargeable date’ on the Enrolment Form.
‘Client Information’ means any information, including Personal Information, disclosed by the Client to Hato Hone St John, including in the Enrolment Form, in connection with the Alarm Agreement.
‘Client Premises’ means the address specified as being the physical address of the Client in the Enrolment Form.
‘Emergency Response Services’ means arranging and dispatching emergency response services:
a) to the Client Premises in response to the activation of the Home Medical Alarm Unit;
b) to the Client anywhere in New Zealand in response to the activation of the Mobile Device or a 111 call.
‘Enrolment Form’ means the St John alarm Enrolment Form submitted by (or on behalf of) the Client to Hato Hone St John.
‘Equipment’ means any equipment provided by Hato Hone St John to the Client under the Alarm Agreement, including, in each case where applicable:
a) the Home Medical Alarm Unit;
b) the Mobile Device;
c) the Home Trigger Device;
d) the Lockbox; and
e) any other equipment, peripherals, parts, accessories, or other items to be provided by Hato Hone St John in connection with the Home Medical Alarm Unit or the Mobile Device.
‘Force Majeure Event’ means an event or circumstance beyond the reasonable control of Hato Hone St John, including:
a) fire, flood, explosion, earthquake, storm or other natural disaster;
b) civil commotion, hostilities (whether war is declared or not), sabotage, an act of terrorism, chemical or biological contamination;
c) industrial action, strikes, lockouts, or other labour relations disputes;
d) supply chain issues caused by or arising from pandemics, disease outbreaks or other multinational health issues preventing the free carriage of goods; and
e) the acts of any public authority or imposition of any government sanction, embargo or similar action.
‘Government Agency’ means:
a) the Ministry of Social Development;
b) Veterans’ Affairs New Zealand;
c) the Accident Compensation Corporation; or
d) any other public service department, crown entity, or statutory entity.
‘Government Funding’ means financial assistance provided to the Client by a Government Agency in contribution to the Client’s payment of the Charges (whether in whole or in part).
‘GST’ means any goods and services tax payable in accordance with the Goods and Services Tax Act 1985.
‘Health and Safety Law’ means the Health and Safety at Work Act 2015, regulations made under that Act and any other laws about the safety or workers and any other persons which apply to the Services or the provision of the Equipment.
‘Home Trigger Device’ means any device, such as a pendant or watch, provided to the Client by Hato Hone St John in connection with the Home Medical Alarm Unit, which is configured to transmit a signal to the Home Medical Alarm Unit when triggered.
‘Home Medical Alarm Unit’ means the Home Medical Alarm Unit to be provided by Hato Hone St John to the Client, as specified in the Enrolment Form.
‘Home and Mobile Plan’ means the plan described as the ‘Home and Mobile Plan’ in the Enrolment Form.
‘Home Plan’ means the plan described as the ‘Home Plan’ in the Enrolment Form.
‘Installation Date’ means the date specified as the ‘Installation Date’ in the Enrolment Form.
‘Lockbox’ means the storage device specified as the ‘Lockbox’ in the Enrolment Form.
‘Mobile Device’ means the device or devices to be provided to the Client by Hato Hone St John, specified as the ‘Mobile Device’ in the Enrolment Form.
‘Mobile Plan’ means the plan described as the ‘Mobile Plan’ in the Enrolment Form.
‘Monitoring Services’ means the services to be provided by Hato Hone St John, as described in clause 3.3.
‘No Charge Trial’ means the period of time described as the ‘No Charge Trial’ in clause 5.1.
‘NZ Privacy Law’ means:
a) any statute, regulation, or law, in force in New Zealand, regulating privacy or the use of personal information;
b) any code of practice, including the Health Information Privacy Code 1994; and
c) any guidelines or rules established by the New Zealand Privacy Commissioner.
‘Personal Information’ has the meaning given to it under NZ Privacy Law.
‘Replacement Fee’ means the fee specified as the ‘replacement fee’ for a Mobile Device in the Enrolment Form or, if no fee is specified, a replacement fee determined by Hato Hone St John (acting reasonably), based on the market value of the relevant Mobile Device.
‘Second User’ means a person, other than the Client, who uses the Home Medical Alarm Unit (or any part of it).
‘Services’ means:
a the Monitoring Services; and
b the Emergency Response Services.
‘Service Fee’ means the amount specified in the Enrolment Form as payable by (or on behalf of) the Client to Hato Hone St John for the Services.
‘Specified Payment Frequency’ means the billing period specified as being the ‘payment frequency’ in the Enrolment Form.
‘Specified Payment Type’ means the method of payment specified as being the ‘payment type’ in the Enrolment Form.
‘Hato Hone St John Privacy Notice’ means the notice describing Hato Hone St John’s collection, storage, use, and disclosure of personal information, as published at www.stjohn.org.nz/contact-us/privacy-notice from time to time or otherwise made available by Hato Hone St John to the Client.
1.2 In interpreting these Terms, the following rules apply unless the context otherwise requires:
a) Headings: Clause and other headings are for reference only and are not an aid in interpretation.
b) Statutes: References to statutory provisions will include references to all regulations, orders, rules or notices made under that statute and references to a statute or regulation will be construed as references to those statutes or regulations as they may be amended or re-enacted or as their application is modified by other provisions from time to time.
c) Periods of time: All periods of time include the day on which the period commences and also the day on which the period ends.
d) Number and gender: Words importing the plural include the singular and vice versa and words importing one gender include the other genders.
e) Person: A reference to a ‘person’ includes a natural person, company, corporation, partnership, firm, joint venture, association of persons (whether corporate or unincorporated), trust, organisation, Government department, Minister of the Crown, state or agency of a state (in each case, whether or not having separate legal personality).
f) Includes: The word ‘includes’ in any form is not a word of limitation.
g) Interpretation: Nothing in these Terms is to be interpreted against a party solely on the ground that the party put forward these Terms or any part of it.
h) NZD and GST: All amounts payable under this Alarm Agreement will be specified in New Zealand dollars and inclusive of GST (if any).
2 Term
The Alarm Agreement will come into force on the Installation Date and continue in force unless and until it is terminated:
a) by either party giving no less than one month’s notice to the other;
b) in accordance with clause 12.1, clause 12.2, or clause 5.5.
3 Equipment and services
3.1 Unless otherwise agreed, Hato Hone St John will:
a) if the Client has specified the Home and Mobile Plan or the Home Plan, install the Home Medical Alarm Unit at the Client Premises;
b) if the Client has specified a Lockbox on the Enrolment Form, install the Lockbox at the Client Premises;
c) deliver any other necessary Equipment to the Client Premises;
d) if the Client has specified the Home and Mobile Plan or the Mobile Plan, deliver the Mobile Device together with any other necessary Equipment to the Client Premises,
on the Installation Date.
3.2 All ownership and title in and to the Equipment will remain with Hato Hone St John and nothing in the Alarm Agreement will be taken to transfer, assign, or dispose of that title.
3.3 During the Term, Hato Hone St John will perform the following services (being the ‘Monitoring Services’):
a) conduct maintenance testing of the Equipment; and
b) if the Client has specified the Home and Mobile Plan or the Home Plan in the Enrolment Form, in the event the Home Medical Alarm Unit is activated, place a call to the Home Medical Alarm Unit that is the source of such activation;
c) if the Client has specified the Home and Mobile Plan, or the Mobile Plan, in the event the Mobile Device is activated, place a call to the Mobile Device that is the source of such activation;
d) following the placement of the call:
i if Hato Hone St John is able to contact the Client (or the Second User, as the case may be), arrange an appropriate response;
ii if Hato Hone St John is unable to contact the Client (or the Second User, as the case may be) and Hato Hone St John determines that:
A) the Home Medical Alarm Unit was activated, Hato Hone St John may arrange for an Ambulance Provider to provide the Emergency Response Services;
B) the Mobile Device was activated, Hato Hone St John will attempt to verify the validity of the activation and may arrange for an Ambulance Provider to provide the Emergency Response Services,
but in each case cannot guarantee that the Ambulance Provider will provide the Emergency Response Services.
3.4 Without limiting the warranties given by Hato Hone St John under clause 8.1, if the Client has specified the Home and Mobile Plan or the Mobile Plan on the Enrolment Form, and Hato Hone St John determines, acting reasonably, that the Mobile Device requires replacement, Hato Hone St John:
a) may issue a valid tax invoice for the Replacement Fee and the Client must pay the amount specified on that invoice on or before the due date specified on the invoice, or if no due date is specified, by the 20th of the month following the month in which Hato Hone St John issued the invoice; and
b) subject to the Client paying the amount specified on the invoice, will deliver a replacement Mobile Device to the Client.
3.5 Without limiting the warranties given by Hato Hone St John under clause 8.1, if the Client has specified the Home Plan or the Home and Mobile Plan, and Hato Hone St John determines, acting reasonably, that any of the Equipment (other than the Mobile Device or Home Trigger Device, if any):
a) must be repaired to rectify damage or deterioration beyond reasonable wear and tear; or
b) must be replaced as a result of the actions or omissions by the Client, the Second User (if any), or any other person acting on behalf of the Client,
Hato Hone St John may repair or replace that Equipment and the Client may be required to pay Hato Hone St John any amount associated with such repair or replacement, as specified and in accordance with an invoice issued by Hato Hone St John to the Client.
4 Charges and payment
4.1 If a Paying Customer is specified on the Enrolment Form, and that Paying Customer has consented to such specification:
a) the Paying Customer will pay all Charges in accordance with the Alarm Agreement;
b) the obligations imposed on the Client under the Alarm Agreement to make any payments will be deemed to be imposed on the Paying Customer; and
c) the Paying Customer acknowledges that Hato Hone St John has agreed to provide the Services and the Equipment to the Client under these Terms on the basis of the Paying Customer’s agreement to make such payments and comply with such obligations.
4.2 During the Term, except as provided in clause 5.1:
a) if the Specified Payment Type is ‘direct debit’, Hato Hone St John will deduct the Service Fee, at the Specified Payment Frequency and the Client must ensure that Hato Hone St John is authorised to make such deductions;
b) if the Specified Payment Type is ‘invoice’, Hato Hone St John will issue a valid tax invoice for the Service Fee, at the Specified Payment Frequency, and the Client must pay the amount specified in the invoice in accordance with the invoice.
4.3 If Hato Hone St John is unable to deduct the Service Fee in accordance with clause 4.2a, or the Client fails to pay the Service Fee in accordance with clause 4.2b, and such failure is not due to an error caused by Hato Hone St John, then Hato Hone St John may charge and the Client must pay:
a) late payment interest on the amount outstanding:
i at a rate of 10% per annum, compounding monthly, on the amount outstanding;
ii for a period which starts on the date on which the amount is due for payment and ends on the date on which the Client has paid Hato Hone St John all outstanding amounts in full; and
b) all costs of recovery incurred by Hato Hone St John, including legal costs and disbursements on a solicitor and client basis, debt collector costs, and/or court or service fees.
4.4 If the Client disputes the amount payable as specified on an invoice issued by Hato Hone St John or otherwise notified by Hato Hone St John, on the basis that the Charges have not been calculated correctly:
a the Client must pay the full amount specified on the invoice (or otherwise notified by Hato Hone St John);
b the Client may notify Hato Hone St John in writing that the Client disputes the amount specified as being payable; and
c if Hato Hone St John determines that the Charges have not been calculated correctly and that the Client has overpaid Hato Hone St John, Hato Hone St John will refund the amount of the overpayment.
4.5 Except as provided in clause 4.6, Hato Hone St John will not be liable for any amount payable in connection with:
a calls placed by Hato Hone St John following the activation of the Home Medical Alarm Unit or the Mobile Device; or
b any ancillary installation charges required for the Equipment to function, including the installation of a power point.
4.6 Hato Hone St John will pay any fees actually charged to the Client by an Ambulance Provider for the provision of the Emergency Response Services, whether those services are provided to the Client as the result of:
a the activation of the Home Medical Alarm Unit or the Mobile Device (as the case may be); or
b the placement of a 111 call,
except where Hato Hone St John determines (acting reasonably) that the Home Medical Alarm Unit or the Mobile Device (as the case may be) has been intentionally activated by the Client for non-emergency related purposes.
5 No charge trial
5.1 Subject to clause 5.2, Hato Hone St John will waive the Service Fee otherwise payable by the Client from the Installation Date until the first Chargeable Date (the ‘No Charge Trial’).
5.2 The Client will be eligible for the No Charge Trial if:
a the Client and the Second User (if any) is not party to and has not previously been party to any other agreement with Hato Hone St John for the provision of equipment which is the same or similar to the Equipment; and
b the Client and the Second User (if any) permanently resides in New Zealand.
5.3 If the Client does not meet the eligibility requirements described in 5.2, Hato Hone St John will charge the Service Fee in accordance with clause 5.2 from the period beginning on the Installation Date.
5.4 Except as provided in clause 5.5, if the Client does not meet the eligibility requirements described in clause 5.2 or the Client terminates the Alarm Agreement within three months following the Installation Date, Hato Hone St John may charge, and the Client must pay, the Service Fee that would otherwise have been payable by the Client during the No Charge Trial.
5.5 The Client may terminate the Alarm Agreement by notifying Hato Hone St John at any time during the No Charge Trial period and no amount will be payable to Hato Hone St John by the Client.
6 Client obligations
The Client must:
a immediately notify Hato Hone St John if power, telephone or cellular services are disrupted or disconnected from the Client Premises;
b not engage, and must ensure that no person at the Client premises engages, in any abusive behaviour towards Hato Hone St John personnel, or any Emergency Response Services personnel;
c not attempt to change any battery, or repair, or otherwise modify the Equipment, and must ensure that no other person, including the Second User (if applicable), attempt to do so;
d immediately notify Hato Hone St John if the Equipment is damaged or otherwise requires maintenance (including a change of battery);
e not remove any serial number or other identification number from the Equipment (or any ancillary equipment provided by Hato Hone St John) and must ensure that no other person, including the Second User (if applicable), does so;
f maintain the Equipment in good working condition and repair, and must ensure that the Second User (if applicable) does the same;
g comply, and ensure that the Second User (if applicable) complies, with any direction, policy, or guidelines advised by Hato Hone St John in relation to the use of the Equipment; and
h keep the Equipment free from encumbrances.
7 Access to Client Premises and health and safety
7.1 The Client must ensure that Hato Hone St John has lawful access to the Client Premises and the Client authorises (and must ensure that the Second User (if any) authorises):
a Hato Hone St John to perform the Services and provide the Equipment;
b Hato Hone St John to carry out other activities reasonably necessary or incidental to the performance of the Services and provision of the Equipment; and
c any suitably identified personnel of an Ambulance Provider to, for the purposes of providing Emergency Response Services on the instruction of Hato Hone St John:
i access the Client Premises; and
ii use reasonable force to gain access to the Client Premises, if such personnel are unable to immediately access a key to the Client premises (whether or not the Client received a Lockbox),
and the Client warrants to Hato Hone St John that it has the authority to grant such access and authorise such actions, including on behalf of the Second User.
7.2 The Client must, and must ensure that the Second User (if applicable) will:
a promptly provide Hato Hone St John with all reasonable assistance that Hato Hone St John may request from the Client or the Second User to assist Hato Hone St John to:
i ensure the safety of all Hato Hone St John and Ambulance Provider workers and of any other person while they are present at or near the Client Premises; and
ii facilitate Hato Hone St John and the Ambulance Provider to comply with Health and Safety Law;
b co-operate with Hato Hone St John and the Ambulance Provider with respect to all requests that Hato Hone St John and/or the Ambulance Provider makes for the Client or the Second User for the provision of information about the Client Premises or any work to be carried out at the Client Premises (including the provision of the Equipment and the Services);
c ensure all information provided to Hato Hone St John is up to date, accurate and not misleading; and
d promptly follow all reasonable directions that Hato Hone St John and/or the Ambulance Provider gives with respect to the Client Premises, including:
i any direction to remove or secure property at the Client Premises; and
ii any direction to remove or secure any animals at or near the Client Premises which are under the Client’s or the Second User’s control.
7.3 If Hato Hone St John is not satisfied, in its absolute discretion, that the Services may be performed safely at the Client Premises, Hato Hone St John may:
a take such actions and do such further things as it sees fit, in its absolute discretion, if it considers that it is necessary or desirable to do so to ensure the safety of workers;
b suspend the provision of Services for such time (or indefinitely) until it is satisfied that the Services may be performed safely.
8 Warranties
8.1 Hato Hone St John warrants to the Client that:
a any Equipment supplied by Hato Hone St John will be of acceptable quality; and
b Hato Hone St John will provide the Services with reasonable skill and care.
8.2 Unless the parties otherwise agree in writing, Hato Hone St John is performing the Services at the Client’s request, and therefore:
a the Client is solely responsible for determining whether the Services that the Client has requested are fit for the particular purpose for which the Client (or the Second User, as the case may be) has requested them; and
b the Client is not relying on Hato Hone St John’s skill or judgment and it is not reasonable for the Client to do so in determining whether the Services will achieve a particular result or will otherwise be fit for the particular purpose for which the Client has requested them.
8.3 The Client warrants to Hato Hone St John that any information that is provided to Hato Hone St John:
a by the Client or the Second User (if applicable); or
b on the Client or Second User’s behalf,
is true and correct, complete, and is not misleading (whether directly or by omission).
9 Privacy
9.1 The Client and the Paying Customer (if any) authorise Hato Hone St John to collect, hold, and use Personal Information about the Client and the Paying Customer in accordance with NZ Privacy Law, for the purposes set out in the Hato Hone St John Privacy Notice, and otherwise to:
a provide the Equipment and the Services or otherwise in connection with the Alarm Agreement;
b verify and process the Enrolment Form or any other application made by or on behalf of the Client for Hato Hone St John products or services, including for determining the creditworthiness of the Client (and the Paying Customer, if any);
c communicate with the Client about Hato Hone St John products and services;
d collect or facilitate the collection of payment and debt in connection with the Alarm Agreement; and
e report to any credit reporting or referencing agency non-payment of any amount owing under the Alarm Agreement
9.2 Hato Hone St John may disclose Personal Information it holds about the Client or the Paying Customer:
a as described in the Hato Hone St John Privacy Notice;
b to any contact person named in the Enrolment Form or subsequently advised by or on behalf of the Client; and
c to any employee, contractor, agent of Hato Hone St John or other third party,
in each case in connection with the purposes described in clause 9.1.
9.3 If the Client receives Government Funding, in addition to the persons described above and in the Hato Hone St John Privacy Notice, Hato Hone St John may disclose Personal Information that it holds about the Client to the Government Agency providing the Government Funding for the purposes of facilitating the payment and administration of that Government Funding, including to:
a confirm whether or not the Alarm Agreement is in force; and
b confirm any Charges that remain payable or have been paid.
9.4 The Client authorises Hato Hone St John to collect Personal Information about the Client, and has obtained authorisation from the Second User and/or the Paying Customer for Hato Hone St John to collect Personal Information about those persons, from any of the following persons for the purposes of providing the Services (and otherwise as described in the Hato Hone St John Privacy Notice):
a a medical professional or other party providing or assisting with the health care of the Client;
b an Ambulance Provider, emergency communications centre, or other person providing, coordinating, or assisting with the provision of the Services; or
c a contact person named in the Enrolment Form, or subsequently advised by, or on behalf of, the Client.
9.5 The Client has obtained authorisation from the Second User (if any) for Hato Hone St John to collect, use, and disclose Personal Information about the Second User from the Client in accordance with this clause 9 and otherwise with the Hato Hone St John Privacy Notice.
9.6 The Client, the Second User, and the Paying Customer may request access to, or correction of, their Personal Information held by Hato Hone St John by contacting Hato Hone St John’s privacy officer, as described in the Hato Hone St John Privacy Notice.
10 Confidentiality
10.1 Except as provided in clauses 9 or 10.2, Hato Hone St John will hold the Client Information securely and in strict confidence and will use the Client Information solely for the purposes of providing the Services and Equipment or otherwise in accordance with the Alarm Agreement.
10.2 The obligation imposed on Hato Hone St John under clause 10.1 will not apply to any Client Information which:
a is publicly available or becomes publicly available other than through an act or omission by Hato Hone St John; or
b Hato Hone St John is required to disclose under law or by order of a court of competent jurisdiction or by a regulator having jurisdiction over Hato Hone St John.
11 Liability
11.1 If Hato Hone St John fails to meet the warranties set out in clause 8.1 in relation to the performance of the Services and provision of the Equipment, without limiting the rights available to the Client under the Consumer Guarantees Act 1993:
a the Client may require Hato Hone St John to remedy that failure, if that failure is capable of remedy within a reasonable time at no cost to the Client;
b the Client may exercise any other rights the Client may have under the Consumer Guarantees Act 1993; and
c the Client’s rights at clauses 11.1a and 11.1b will be the Client’s sole remedy.
11.2 Hato Hone St John will not be liable to the Client whether resulting in connection with a breach by Hato Hone St John of these Terms, or (to the extent permitted by law) in negligence, for:
a any loss (whether direct or indirect in each case) arising from:
i failure of the Equipment arising from misuse of the Equipment;
ii failure to install any ancillary equipment notified by Hato Hone St John as being necessary or desirable to operate the Equipment reliably and continuously (including where such equipment could not be installed due to circumstances beyond Hato Hone St John’s control);
iii failure or disruption to power, telecommunications services, or cellular connectivity;
iv non-compliance with any Hato Hone St John direction issued in relation to the Equipment or other any equipment;
v Hato Hone St John’s inability or failure to perform or delay in performing any obligation, where such inability or failure is caused by a Force Majeure Event; or
b any damage to the Client Premises, the Client’s property, or the Second User’s property caused by or in connection with the provision of Emergency Response Services in accordance with these Terms (whether or not the Client has been provided a Lockbox and whether or not the Client has stored a key in any Lockbox provided) or any loss arising as a result of such damage;
c any indirect or consequential loss.
12 Termination
12.1 Hato Hone St John may terminate the Alarm Agreement immediately by notice in writing:
a to an authorised representative of the Client, if the Client dies; or
b to the Client, if:
i the Client fails to pay any Charge and that Charge remains unpaid for 20 Business Days following the due date for payment of that Charge;
ii the Client commits any material breach of these Terms, and fails to remedy such breach after being given five Business Days’ written notice by Hato Hone St John specifying the breach and requiring it to be remedied;
iii the Client uses the Equipment in a manner contrary to these Terms, persistently in relation to non-emergency events, or otherwise than in accordance with any direction given by Hato Hone St John, and the Client has not ceased such use after being given five Business Days’ written notice by Hato Hone St John specifying the misuse and requiring it to cease; or
iv the Client or any person on the Client Premises engages in behaviour that, in the opinion of Hato Hone St John (acting reasonably) is abusive, dangerous or otherwise harmful, towards Hato Hone St John personnel or the personnel of any Emergency Response Services.
12.2 If the Client receives Government Funding, and the applicable Government Agency ceases to provide such Government Funding:
a the Client must immediately notify Hato Hone St John that such Government Funding has ceased;
b unless otherwise agreed, upon Hato Hone St John receiving that notice, or otherwise becoming aware that the Government Funding has ceased, the Alarm Agreement will immediately terminate.
12.3 Upon termination of the Alarm Agreement:
a the Client must immediately pay Hato Hone St John all Charges or other amounts payable (including under clause 3.4, clause 3.5, and clause 4);
b Hato Hone St John may remove, or engage a third party to remove, any Equipment from the Client Premises; and
c the Client must immediately cease use of the Equipment and must ensure that no other person, including the Second User, uses the Equipment.
13 Notices
13.1 Any notice that Hato Hone St John is required to, or may, give to the Client pursuant to the Alarm Agreement will be deemed to be validly given if personally delivered, posted, or sent by email transmission to the Client’s contact details specified in the Enrolment Form.
13.2 If the Client is required to, or may, give notice to Hato Hone St John pursuant to the Alarm Agreement, the Client must send that notice to one of the following addresses:
By email, to: telecare@stjohn.org.nz
By post, to: St John medical alarms
Private Bag 14902
Panmure, Auckland 1741
13.3 Notices given by Hato Hone St John in accordance with clause 13.1 or by the Client in accordance with clause 13.2 will be deemed to be received:
a If sent by post by either Hato Hone St John or the Client, on the third Business Day following the date it was posted;
b If sent by email by Hato Hone St John or the Client, at the time of transmission by the sender unless the sender was put on notice that the transmission was unsuccessful,
but if the time and day on which a notice would be deemed to have been received in accordance with the above is not between 9.00 am and 5.00 pm on a Business Day then the notice will be deemed to have been received on 9.00 am on the next Business Day.
14 Complaints
14.1 If the Client wishes to make a complaint in connection with the Alarm Agreement, it may do so by writing to Hato Hone St John at the one of the addresses specified in clause 13.2, specifying:
a the name and address of the Client;
b the nature of the complaint; and
c any other relevant details.
14.2 Upon receipt of such a complaint, Hato Hone St John will:
a acknowledge receipt of the complaint in writing within five Business Days of receiving the complaint; and
b in good faith, within one month, attempt to resolve the complaint or notify a timeframe for such resolution.
15 General
15.1 The Alarm Agreement:
a contains the entire agreement between the parties with respect to its subject matter;
b sets out the only conduct relied on by the parties and supersedes all earlier conduct and prior agreements, representations and understandings between the parties in connection with its subject matter.
15.2 Hato Hone St John may amend these Terms (including any amount payable by the Client) from time to time by 20 Business Days’ notice in writing to the Client and the amended Terms will apply from the date that notice expires.
15.3 Each party must do everything (including executing agreements and documents and voting in favour of resolutions) necessary to give full effect to these Terms and the transactions contemplated by it.
15.4 No exercise or failure to exercise or delay in exercising any right or remedy by either party will constitute a waiver by that party of that or any other right or remedy available to it.
15.5 The agreements, obligations, and warranties contained in these Terms will not merge on completion of the transactions contemplated by it but will remain in full force until satisfied.
15.6 Nothing contained in these Terms will be deemed or construed to constitute a party to be a partner, agent, or representative of the other party, or to create any trust or commercial partnership.
15.7 The Client must not assign, charge, encumber, or otherwise deal with any rights and obligations under the Alarm Agreement, or attempt or purport to do so, without the prior consent of Hato Hone St John.
15.8 Hato Hone St John may, by written notice to the Client, assign all or some of its rights or obligations under the Alarm Agreement.
15.9 If any provision of the Alarm Agreement or its application to any party or circumstance is or becomes invalid or unenforceable to any extent, the remainder of the Alarm Agreement and its application will not be affected and will remain enforceable to the greatest extent permitted by law.
15.10 Other than Hato Hone St John’s contractors, agents, and employees, nothing in this agreement is intended to confer a benefit upon any third party whether under Part 2 of the Contract and Commercial Law Act 2017 or otherwise.
15.11 The rights of the parties under the Alarm Agreement are cumulative and are not exclusive of any other rights and remedies available to either party.
15.12 The Alarm Agreement will be construed and take effect as a contract made in New Zealand and will be governed by New Zealand law, and the parties submit to the non-exclusive jurisdiction of the New Zealand courts.
15.13 Each party will bear its own costs in relation to the negotiation, preparation, and execution of the Alarm Agreement, including legal costs as between solicitor and client.