Terms and conditions
Terms:
1. This testing arrangement (“Testing Arrangement”) must be approved by you and accepted by us.
2. Upon our acceptance of this Testing Arrangement, we will provide you with login details to our customer portal in our LIMS (laboratory information management) system (“LIMS System”), for you to submit a test brief (“Test Brief”).
3. Upon our acceptance of the Test Brief, a quote (“Quote”) will be prepared by us and provided to you and must be signed by you. A separate Quote will be prepared in relation to each Test Brief submitted by you.
4. Upon your signing of the Quote, 50% of the total fees (“Deposit”) will be immediately payable to us. The balance of the fees must be fully paid before the commencement of any fire resistance testing services.
5. This Testing Arrangement, the Test Brief and the Quote are entirely subject to your acceptance of our terms and conditions (a copy of which are set out below). If you accept our Quote or otherwise ask us to proceed with providing any fire resistance testing services to you, you will be deemed to have accepted our terms and conditions (regardless of whether they are signed by you). Please ensure you read them carefully.
If you accept the terms in this Testing Arrangement, whether by written confirmation of acceptance (including by way of email) or by signing below, or otherwise ask us to proceed with providing any fire resistance testing services to you, you will be deemed to:
- Warrant that you have all necessary authority and approvals to bind
(including through accepting this Testing Arrangement and the attached terms and conditions);
- Warrant that you are securing the provision of the fire resistance testing services
and not as an agent or broker, or in any other representative capacity, for any other person or entity;
- Acknowledge that before accepting this Testing Arrangement, you have read and understood the terms of this Testing Arrangement and our related terms and conditions (a current copy of which is attached to this form), and agree to be bound by them;
- Warrant that the information provided herein and in the Test Brief (and to us prior to our preparation of the Quote) is true and correct in every detail;
- Agree to notify us in writing of any change affecting your trading address, legal entity, effective management or control within 7 days of such change;
- Acknowledge that payment must be made to us in accordance with this Testing Arrangement, the Quote and our terms and conditions;
- Agree to respond fully and genuinely to all requests by us for credit information about you. You expressly waive any claims under the Privacy Act 1993 against persons who provide such information to us;
- Agree that an account will be set up for you in our LIMS System for our on-going provision of fire resistance testing services to you, and that:
A. All future transactions with us on your account will be deemed to be governed by:
(i) the terms of this Testing Arrangement (without the need to sign a new Testing Arrangement);
(ii) our terms and conditions that you have agreed to at the time your account is set up (subject
to you being notified by us of any changes to those terms and conditions, without the need to
sign our terms and conditions); and
B. You authorise us to receive on-going instructions from (“Authorised Person”) and confirm and warrant that the Authorised Person has all necessary authority and approvals to bind you when giving instructions to us in relation to your account with us.
The terms and conditions set out below, together with any related Testing Arrangement, Test Brief and Quote (all defined below), whether or not such documents are attached to these terms and conditions, form the agreement between you and us relating to any fire resistance testing services to be provided by us. If you accept any Quote provided by us (whether or not such Quote is attached to these terms and conditions) or otherwise ask us to proceed with providing fire resistance testing services to you, you will be deemed to have accepted the terms and conditions below (regardless of whether they are signed by you).
If you enter into an on-going testing arrangement with us and accept our Quote in relation to each fire resistance test under such on-going testing arrangement, you will be deemed to have accepted the terms and conditions below (regardless of whether they are signed by you) in relation to each fire resistance test conducted by us under the on-going testing arrangement.
In these terms and conditions:
“LIMS System” means our laboratory information management system;
“Portal” means our customer portal in the LIMS System;
“Product” means manufactured products such as components, fittings, items of equipment and systems;
“Quote” means the fee quote prepared by us and provided to you upon our acceptance of the Test Brief;
“Sample” means one or more of the same Product supplied by you to us as an exact sample of the Product on which you wish to have the fire resistance testing services conducted;
“Separating Element” means elements such as horizontal (floors) and vertical (walls) lining that divide buildings in fire compartments or zones or separate a building from an adjoining building to resist the spread of fire;
“Test Assembly” means the full construction, including Test Specimen, Separating Element and Test Frame, assembled together and ready for testing;
“Test Brief” means the test brief created by you and submitted to us in the Portal, setting out details of the fire resistance testing services that you require;
“Test Frame” means the framework/supporting structure incorporating the Test Specimen;
“Test Report” means the report to be prepared and issued by us, detailing the outcome of the fire resistance test including temperature measurements, integrity parameters data, deflection dimensions, radiant flux measurements and other parameters in accordance with the requirements of AS1530.4 and signed by International Accreditation New Zealand approved signatories;
“Test Specimen” means an element (or part) of a building construction, including hangers, fixtures, insulating materials and features such as lighting, ventilation ducks, joints and penetrations, provided for the purpose of determining either its fire resistance or its contribution to the fire resistance of another building element; and
“Testing Arrangement” means the testing arrangement document which must be signed by you when initially applying for/requesting fire resistance testing services from us.
1. Request for fire resistance testing services:
(a) An application for fire resistance testing services must be made by completing and signing the Testing Arrangement. Upon our acceptance of the Testing Arrangement, we will provide you with login details to the Portal for you to submit a Test Brief. Upon our acceptance of the Test Brief, a Quote will be prepared by us and provided to you and must be signed by you. A separate Quote will be prepared in relation to each Test Brief submitted by you.
(b) Prior to any fire resistance testing services being provided by us, you have to:
(i) Accept and sign our Quote (in accordance with Clause 2); and
(ii) Make payments (in accordance with the Testing Arrangement and Clause 5).
(c) We reserve the right to refuse any application for fire resistance testing services and/or to issue the Test Report if:
(i) You have any outstanding debts owed to us; or
(ii) We have reasonable grounds to believe that any information provided by you to us (whether in the Testing Arrangement, Test Brief or otherwise) is untrue or incorrect.
2. Quote: Unless expressly stated otherwise, our Quote is available for acceptance for a period of 30 days but may be withdrawn or amended by us at any time prior to acceptance by you.
3. Additional work and variations to agreed scope of services: We will conduct the fire resistance testing services as described in the Test Brief. You may request variations to the fire resistance testing services in writing or may request us to submit proposals for variation to the fire resistance testing services. We do not have to agree to any proposed variation, and any additional services required or costs incurred as a result of variations requested by you after acceptance of our Quote, or because of adverse conditions we could not reasonably foresee at the time of preparing our Quote, are subject to additional charges. If after the date of the Quote, the cost of the services alter because of changes or additions to any statute, regulation or by-law, or requirements of any authority which has jurisdiction over any part of the fire resistance testing services, the related changes to the cost of the fire resistance testing services will be treated as a variation.
4. Additional charges: The Quote will be prepared on the basis of the Test Brief created on the Portal. Any additional work performed by us will be charged on a time and material basis and you agree to indemnify and reimburse us for any charges we incurred on your behalf when providing the fire resistance testing services.
5. Payment:
(a) You must pay the price as set out in the Quote in accordance with any payment times set out in the Testing Arrangement or otherwise in accordance with these terms and conditions.
(b) Upon your signing of the Quote, 50% of the total fees (“Deposit”) will be immediately payable to us. The balance of the fees must be fully paid before the commencement of any fire resistance testing services.
(c) No payment shall be withheld, reduced, set off or deferred on account of any claim, counter-claim, set-off or otherwise.
(d) In the event that your payment is dishonoured for any reason, you will be liable for any dishonour fees incurred by us.
(e) Without prejudice to any other remedies that we may, if at any time you are in breach of any obligation (including those relating to payment) we may suspend or terminate the supply of fire resistance testing services to you, or cancel all or any part of any fire resistance testing services which remains unfulfilled. We will not be liable to you for any loss or damage suffered by you as a result of us exercising our rights under this Clause 5(e).
6. Goods and Services Tax ("GST"): All amounts are (except where expressly stated otherwise) exclusive of GST. You agree to pay us any applicable amounts of GST at the same time and on the same basis as the price set out in the Quote.
7. Our obligations: We agree to:
(a) Provide the fire resistance testing services with reasonable skill, care and diligence in accordance with the Test Brief approved by us;
(b) Ask you for any additional information to avoid any delay in the provision of the fire resistance testing services;
(c) Promptly notify you of any matter which may cause a delay in the fire resistance testing services;
(d) Promptly notify you of any matter which may affect the scope, price or timing of the fire resistance testing services; and
(e) Promptly notify you if we consider that an instruction given by you or any other matter is a variation, in which case Clause 3 shall apply.
8. Your obligations: You agree to:
(a) Pay: Pay us for the fire resistance testing services according to the Quote, the Testing Arrangement and the provisions of Clause 5;
(b) Not delay nor cause interruptions: Not unreasonably withhold or delay your approval (where we seek that for any reason), nor cause or allow any unreasonable disruption or obstruction to us and our personnel in the provision of the fire resistance testing services; and
(c) Notify us of changes: Notify us in writing as soon as you become aware of any matter which may materially affect the scope, price or timing of the provision of the fire resistance testing services.
9. Submission of Test Specimen/Sample:
(a) You shall submit the Test Specimen/Sample (as specified in the Test Brief) and ensure that the quality of such Test Specimen/Sample submitted is adequate for purposes of the fire resistance testing services.
(b) We must be advised of any Test Specimen/Sample submitted to us that has a high replacement value, is confidential and/or is hazardous in any manner.
(c) Packing of the Test Specimen/Sample must be adequate and if the Test Specimen/Sample is fragile or hazardous, special instructions regarding its unpacking, storage and/or handling shall be submitted with the Test Brief and agreed by us before delivery of the test specimen/sample to us.
(d) The Test Specimen/Sample must be submitted to us together with an accurate description of the Product.
(e) If you provide inadequate Test Specimen/Sample or inaccurate documentation in relation to the Testing Specimen/Sample, we reserve the right to cancel this agreement and cease our provision of the fire resistance testing services. You agree that in such cases, we have the right to charge you the following for time and costs already incurred prior to our cancellation of this agreement:
(i) $250 plus GST per hour (based on time spent); and
(ii) $1,500 plus GST (administration fee).
(f) You shall, at your own expense and as you see fit, insure the Test Specimen/Sample (if need be) and retain duplicate copies of all documents submitted to us. We assume no liability whatsoever in relation to any loss or damage to the Test Specimen/Sample or documents submitted to us.
10. Cancellation or postponement of testing: You may request a cancellation or postponement of the fire resistance testing services but no refunds will be given for any amounts already paid by you.
11. Warranties: You represent, warrant and undertake that:
(a) All information, Samples, Testing Specimens and related documents supplied to us are true, accurate and representative, complete and are not misleading, and you acknowledge that we will rely on such information, Samples, Testing specimens and related documents provided by you (without any duty to confirm or verify the accuracy or completeness thereof) for purposes of providing the fire resistance testing services;
(b) All information, Samples, Testing Specimens and related documents supplied to us (including, without limitation, certificates and reports) will not, in any circumstances, infringe any legal rights (including, without limitation, intellectual property rights) of any third party;
(c) If the fire resistance testing services to be provided by us relate to any third party, you must cause any such third party to acknowledge and agree to these terms and conditions, the Testing Arrangement and our Quote prior to and as a condition precedent to such third party receiving the Test Report or benefit of the fire resistance testing services;
(d) You will immediately notify us of any risk, safety issues or incidents in respect of any Testing Specimen/Sample supplied to us, or any process or systems used at your premises or otherwise necessary for our provision of the fire resistance testing services;
(e) You will not use the Test Report in a misleading manner and you will only distribute the Test Report in its entirety; and
(f) Any and all advertising and promotional materials or any statements made by you will not give a false or misleading impression to any third party concerning the fire resistance testing services provided by us.
We shall neither be in breach of this agreement nor liable to you (or any third party) for any claims, losses or damages incurred or suffered by you (or any third party) arising from your failure to comply with the warranties in this Clause 11.
12. Your (and your contractors’) safety responsibilities:
(a) Where Test Specimens and Test Assemblies are required to be installed by you and/or by your appointed contractors, you and/or your appointed contractors shall undertake a site induction prior to them starting their works at our premises and must sign any documents required by us in relation to health and safety requirements.
(b) Prior to the commencement of the installation/assembly, you or each contractor shall meet with us to discuss methodology, timing and the contractor’s safety responsibilities.
(c) If you or your contractors fail to adhere and observe to the safety responsibilities, we may immediately stop any part of the work that we deem unsafe until corrective measures have been taken.
13. Rules, restrictions and procedures for fire resistance tests:
(a) Upon receipt of full payment of the total fees set out in our Quote, we will provide you with a schedule of critical dates leading up to the agreed test date. You agree to strictly comply with such schedule provided by us.
(b) Any changes to the original Test Specimen/Sample submitted (after verification of the Test Specimen/Sample has been conducted by us) shall not be allowed unless prior approval is obtained from us at least 14 days before the agreed test date.
(c) All personnel entering the laboratory where fire resistance tests is conducted shall wear appropriate attire (e.g. no open-toe shoes).
(d) You must ensure that your appointed contractors (if any) wear appropriate personal protective equipment. No work will be allowed without the use of appropriate personal protective equipment.
(e) All visitors must be approved by you and us in order to witness any fire resistance tests and must wear a hi-viz jacket and safety helmet if requested (these can be provided on request).
(f) Only our personnel conducting the fire resistance tests are allowed to enter the restricted testing zone (cordoned off with barriers).
(g) You must ensure that all debris/rubbish is cleared upon completion of the work or delegate it to our employees (for additional fee agreed on prior to commencement of the relevant fire resistance test).
(h) Smoking is strictly prohibited anywhere on our premises.
(i) We reserve the right to make changes to the rules, restrictions and procedures set out in Clauses 13(a) to 13(i) without prior notice.
14. Test Report:
(a) The Test Report will only be released if there are no outstanding fees owing to us.
(b) Your use of the Test Report will be subject to Clause 15. The Test Report will only be issued in your name and will be based on the information contained in the Test Brief.
(c) The issued Test Report will be uploaded into the LIMS system and can only be accessed by you. A hard copy of the Test Report can be provided upon request, but an additional fee will be charged to you.
(d) If the Test Report is issued with an International Accreditation New Zealand logo and endorsed by an International Accreditation New Zealand signatory, all International Accreditation New Zealand terms and conditions shall apply.
15. Conditions Regarding Use of the Test Report:
(a) The Test Report will be issued in respect of the fire resistance test conducted on the Test Specimen/Sample submitted to us. We make no warranty whatsoever (and you must not represent to any third party in any manner) that any duplication or mass production of the Product is the same as the Test Specimen/Sample actually tested or that we have tested any of the duplicated or mass-produced Product.
(b) The Test Report must not be amended, changed, varied or modified in any manner whatsoever.
(c) If the Test Report is to be furnished to any third party or to the public, the Test Report must be furnished in its entirety.
(d) The Test Report shall not be reproduced without express prior written approval from us.
(e) You are not permitted to use any of our logos or words on packaging, manuals, technical specification, brochures/flyers or any other means, without express prior written approval from us. Any marketing materials, brochures/flyers and/or advertising that identifies test data or the Test Report issued by us are to be approved by us in writing prior to their use.
(f) If there is an investigation from a government regulatory agency or government authority concerning the Test Report, we may disclose (without any liability to anyone) the information pertaining to the Test Report for the purposes of such investigation.
(g) You undertake that you will not (unless you have received express prior written approval from us), represent in any manner whatsoever that we have endorsed, approved or validated the Product.
(h) If you breach any of the conditions in this Clause 15, we (without prejudice to any other rights and remedies) may take whatever action we deem necessary including but not limited to:
(i) Informing and placing a notice in the media;
(ii) Obtaining an injunction from Court (costs on a solicitor-customer basis to be borne by you);
(iii) Refusing to accept any further requests or applications from you (and/or any party related to you including but not limited to your subsidiaries) for fire resistance testing services;
(iv) Withdrawing the Test Report, test results, any other endorsed reports and/or statement of compliance;
(v) Requiring you to withdraw and recall the advertisement, statement or document in question and advertise a clarification and apology to us, twice in a national publication of our choice (at your costs); and/or
(vi) Informing or lodging a report pertaining to you and the relevant Test Report with the relevant authorities.
(i) Corrections to the Test Report will only be allowed within 90 days from the date of the Test Report and shall be limited to a maximum of three times, after which a new Test Report will be issued (at additional cost). A supplementary test report can be issued for the following:
(i) Misprints and typographical errors;
(ii) Missing technical information;
(iii) Test data not reported; and/or
(iv) Mistake or error in reporting of test data.
16. Collection, return or disposal of Testing Specimen/Sample:
(a) You must collect the Test Specimen/Sample within 7 days from the date of completion of the relevant fire resistance test. The Test Specimen/Sample can be couriered to you for an additional fee.
(b) If the Test Specimen/Sample is not collected by you (and we have not received your instructions to courier the Test Specimen/Sample to you) within 7 days from the date of completion of the relevant fire resistance test, we reserve the right to destroy or dispose of the Test Specimen/Sample (at your cost) and we will not be liable in any manner whatsoever for any claims, losses or damages suffered by you as a result of our disposal of the Test Specimen/Sample in accordance with this Clause 16(b).
17. Limitation of liability:
(a) Notwithstanding anything to the contrary in these terms and conditions, the Testing Arrangement or the Quote, you acknowledge that:
(i) Duty of care: The fire resistance testing services are provided to you only and we have no duty of care or obligations to any other party;
(ii) Exclusion and limitation of liability factored into costings: It is commercially necessary and reasonable for us to limit our maximum potential liability and exclude certain types of liability, and that our Quote has been prepared (or will be prepared) in reliance on the ability to do so;
(iii) Excluded liability: We will not be liable to you for any claims, losses or damages:
a. Which are indirect or consequential in nature (including without limitation loss of profits) arising in relation to our provision of the fire resistance testing services (including by reason of any delay (or refusal) in the provision of the fire resistance testing services or the issue of the Test Report);
b. To the extent that you have caused or contributed to those claims, losses or damages;
c. Which arise as a result of us relying on any publicly available information;
d. Which arise from any suspension or cancellation of the fire resistance testing services by us;
e. Which is caused by any factor beyond our control, including but not limited to:
(a) a Force Majeure (as defined in Clause 22(g)); or
(b) any loss of supply of internet connection, electricity, water or any other service or amenity provided by third party suppliers that the fire resistance testing services may rely on to be conducted;
f. To any Test Specimen/Sample;
g. Which arise from usage of the Product of which a different Test Specimen/Sample was submitted to us for the fire resistance testing services; or
h. Suffered by you or any third party after the return of the Test Specimen/Sample to you.
(iv) Limited Liability: In the event that we are held liable to you for any reason(s) whatsoever, our total liability shall be limited to a maximum cumulative amount equivalent to the amount that you have paid us for the relevant fire resistance testing services which gave rise to such liability.
18. Indemnity:
(a) You shall indemnify and hold us harmless, and will continue to indemnify and hold us harmless, from and against any liability incurred by us in respect of any action, suit, claim, demand, cost or expense (including legal fees) arising from, as a direct or indirect result of, or in any way connected to, any breach of your obligations to us.
(b) Without limiting the generality of Clause 18(a), you shall indemnify and hold us harmless, and will continue to indemnify and hold us harmless, from and against any liability incurred by us in respect of any action, suit, claim, demand, cost or expense (including legal fees) arising from, as a direct or indirect result of, or in any way connected to:
(i) any claim made by third parties in respect of any damage (including consequential damage), loss, expense, injury or bodily harm caused directly or indirectly to such third parties by any decision, report or statement made relating to the Test Specimen/Sample;
(ii) any damage (including consequential damage), loss, expense, injury or bodily harm suffered as a result of the Product including but not limited to dangerous defect or content of the Product whether apparent on inspection or not or for product liability; and
(iii) any damage (including consequential damage), loss, expense, injury or bodily harm which may arise from any difference between the Test Specimen/Sample actually tested and duplication or mass-production of the Product which is purported to be identical to the Test Specimen/Sample actually tested.
(c) If our equipment or machinery is damaged during the provision of the fire resistance testing services as a result of your breach of these terms and conditions (including but not limited to a false or negligent declaration of the Test Specimen/Sample/Product by you, you are liable for (including all consequential and indirect) damages, losses, expenses, injury or bodily harm suffered by us.
19. Ability to rely on publicly available information: We are entitled to rely on any publicly available information provided by any statutory or regulatory bodies or agencies and will not be responsible for any errors in such information provided or omitted by them.
20. Confidentiality:
(a) Subject to Clauses 20(b) and 20(c), each party agrees to keep strictly secret and confidential all commercially sensitive information relating to the other party ("Confidential Information") and only use such information for the purposes it was made available. Disclosure of a party’s Confidential Information is only permitted with that party’s written approval, unless such disclosure is necessary for the purposes of the goods or services or required by law. Information shall cease to be Confidential Information when the information is made publicly available through no unauthorised act of either party.
(b) Notwithstanding Clause 20(a), our obligations of confidentiality to you shall not apply to information which:
(i) Is already in the public domain or becomes part of the public domain other than as a result of the wrongful disclosure by us;
(ii) Is disclosed to us by a third party;
(iii) Is independently developed or procured by us; or
(iv) Has been compelled to be disclosed by law.
(c) Video, audio and/or photo recording at our premises or in our laboratory is only allowed if prior written approval has been obtained from us.
21. Marketing and Publicity: You agree that we may refer to and publicise our involvement with you in our advertising or marketing without prior written approval from you.
22. General:
(a) Currency: All amounts are payable in New Zealand dollars.
(b) Amendment: These terms and conditions, the Testing Arrangement, the Test Brief and all Quotes may only be amended with our prior written consent.
(c) Review of terms: We reserve the right to review these terms and conditions at any time and from time to time. If, following any such review, there is any change to these terms and conditions, that change will take effect from the date on which we give notice to you of such change.
(d) Subcontracting and assignment: We may assign, license or subcontract all or any part of our rights and obligations under these terms and conditions. You shall not assign your rights without our prior written consent.
(e) No waiver: Any delay or failure by us in exercising any rights available to us will not constitute a waiver of such rights on that or any subsequent occasion. We shall not be taken to have waived any rights unless such waiver is in writing. Any such waiver will be restricted to the particular matter in respect of which it is specifically expressed to be given. All of our rights, powers, exemptions and remedies will remain in full force and effect notwithstanding any neglect, forbearance or delay in their enforcement.
(f) Relationship between parties:
(i) You agree that we are an independent contractor and nothing in any arrangements between you and us shall constitute either you or us as the employer, partner or joint venturer of the other party; and
(ii) If we deal with a third party on your behalf for purposes of the fire resistance testing services, we are acting at all times strictly as agent for you and not on our own account, and may bind you in such dealings (as that is necessary to our ability to provide the fire resistance testing services to you) but neither you nor us have any other authority to assume or create any obligation or liability, either express or implied, on behalf of the other.
(g) Force majeure: We will not be liable for any default or delay due to any force majeure or cause beyond our reasonable control, and any timeframes applying to our obligations will be extended as reasonably necessary. "Force majeure" means any act of God, fire, earthquake, storm, flood, or landslide, strike, lockout, work stoppage or other labour hindrance, explosion or public mains electrical supply failure, sabotage, riot, civil disturbance, insurrection, epidemic, national emergency (whether in fact or law) or act of war (whether declared or not), requirement or restriction of, or failure to act by, any government semi-governmental or judicial entity, any unavoidable accident or any other similar cause beyond the reasonable control of the party claiming the benefit of this Clause 22(g) and which that party is unable to overcome by the exercise of reasonable diligence and at a reasonable cost, but does not include any event which the party affected could have prevented or overcome by exercising a standard of reasonable care, or a lack of funds for any reason.
(h) Entire agreement: The Quote, the Testing Arrangement, the Test Brief and these terms and conditions together set out the entire agreement and understanding between you and us in relation to our provision of fire resistance testing services to you, and supersede any and all prior discussions, agreements, representations and warranties. Each of you and us acknowledge that, in entering into this agreement, you/we do not rely on any statement, representation, assurance or warranty of any person (whether a party to this agreement or not) other than as expressly set out in the Quote, the Testing Arrangement, the Test Brief or these terms and conditions.
(i) Severability: If any provision in these terms and conditions is held invalid, void, illegal or unenforceable, the validity, existence, legality and enforceability of the remaining provisions will not be affected, prejudiced or impaired. If any invalid, unenforceable or illegal provision would be valid, enforceable and legal if some part of it were deleted, the parties shall negotiate in good faith to amend such provision such that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the parties' original commercial intention.
(j) Disputes: Neither party shall disparage the reputation of the other party and the parties agree to use all reasonable endeavours to discuss and resolve in good faith any disputes or differences which may arise between them, and that if such disputes or differences cannot be resolved by the parties themselves within a reasonable period, the parties will then seek to resolve any differences through mediation. Any party who claims that a dispute has arisen must give written notice to the other party specifying the nature of the dispute. On receipt of such notice, the parties must:
(i) Co-operate and use reasonable endeavours to resolve the dispute quickly; and
(ii) If the dispute is not resolved within 14 days of receiving the notice (or any further period as the parties may agree in writing), refer the dispute to mediation ("mediation").
The mediation shall be conducted in accordance with the LEADR New Zealand Incorporated Standard Mediation Agreement. The mediation shall be conducted by a mediator and at a fee agreed by the parties, failing agreement between the parties, the mediator shall be selected, and the mediator’s fee shall be decided, by the Chair for the time being of LEADR New Zealand Incorporated. Nothing in these terms and conditions shall prevent any party from seeking urgent injunctive relief through the courts.
(k) Notices: Any notice required to be given under this agreement shall be in writing and shall be sent/directed to the addresses listed in the LIMS system.
(l) Governing law and jurisdiction: These terms and conditions, the Testing Arrangement, the Test Brief and all Quotes are governed by New Zealand law and the New Zealand courts shall have jurisdiction.