TERMS AND CONDITIONS
Thank you for engaging UrbanSherpa. Each time you place a Delivery Request with us, or if you use our Website or request our Services, then you are confirming that you have read and accept our terms as set out below (all defined terms are set out in clause 45 below):
- The Services we offer you, and which you accept, have 2 key components:
- We allow you to use our specifically designed Software and related systems from your compatible computer or device, to make a Delivery Request, and to access and use the Services; and
- We will connect your Delivery Request with an UrbanSherpa who will then action your request.
Our Services exclude the delivery of any Prohibited or Regulated Products, and our Services do not in any way alter or affect the legal obligations as may exist between you and any third party (e.g. the retailer you are purchasing a Product from). We are not your agent or the agent of any third party. We are an independent contractor engaged by you.
- The Price for the Services you request is set out in our Price List and as determined under clauses 24-26 below. All prices are in New Zealand dollars and include GST where applicable. We may change our Price List from time to time but not in respect of any Delivery Request you have placed with us. Although we will obtain all your payment related information from you at the time you make your Delivery Request, we will not take payment until we have received the required signature receipt at the time of delivery in accordance with our terms below, subject to clause 27 below.
- You must be over the age of 18 to use our Services, and must only use our Services for lawful purposes.
- The Sherpa’as delivery time period is measured from the later of when your Delivery Request to us has been completed, and when the relevant Product is ready for collection by a Sherpa. Subject to these terms, and our Claims Policy, late deliveries do not result in a refund to you.
- Any claim for loss or damage to Products in transit when with a Sherpa will be governed by our Claims Policy.
Other Important Terms
How to make and complete a Delivery Request
- You must confirm your Delivery Request and accept these terms (if you do accept them) in order to complete your Delivery Request, and for us to be able to perform the Services for you. When you place your Delivery Request, you must inform us about any Product which has a value greater than $500.
- We reserve the right to reject any Delivery Request without providing any reason. If the Product is very fragile or is otherwise high risk, then you should consider the possibility of using a more appropriate mode of delivery.
- You confirm that you will be personally present on collection, and will sign for delivery (and we may seek proof of your identity in that regard and if so, you will provide that too us). If you are not present then we may charge you the full applicable Price as well as any applicable Price Variation charges. The Sherpa’s decision as to whether you are present at the intended delivery address will be final and binding on you.
- If you do not comply with clause 10 above, we may require you to collect the Product from our Designated Depot within 14 (fourteen) days after which, if not collected, you will be deemed to have legally abandoned the Product and we may then as a result, deal with it as we wish. Perishable items will only be held for 1 hour or as long as reasonably possible considering the item concerned and related health and other risks.
- You will receive an email from us immediately after you create your membership account. If you have not received such an email within 24 hours, please contact our Customer Services.
- We permit only one Member per email address. You must keep your Member details confidential and not allow others to use them, nor are you permitted to use another Member’s details. All Delivery Requests made using your Member details will be deemed to have been made by you. If you believe that someone else is using your Member details without your consent, then please let us know immediately and we will suspend access to your account until an investigation has been completed.
- We reserve the right to terminate a member’s account immediately without notice for any reason whatsoever including without limitation, where we suspect the Member has breached these terms.
Product and Delivery Criteria
- All Products must comply with our Product Dimensions. If they do not, or they turn out to be Prohibited or Regulated Products, when the Sherpa arrives for collection of the item, then we can refuse to perform the Services but still charge you a reduced price based on our Price Variation details. This is because the Sherpa had to arrive for collection, and other jobs were possibly lost as a result of your job priority.
- We will only pick up from and deliver to street addresses (not PO Boxes) located within our designated Sherpa Area(s).
- The collection of the Products is subject to the Product being made available to the Sherpa, on time, at the pick-up address stated in your Delivery Request.
- We will endeavour to ensure that all Products are picked up and delivered by Sherpa’s in confidentially sealed and water-resistant bags or containers.
- We do not pass title to the Product to you. We merely deliver the Product to you.
Our Promises to you
- We will perform the Services and our other obligations under these terms with reasonable care and skill, which will reflect the intended speed, weather and congestion conditions, and mode of delivery, being either on foot, by push bike, by motor bike or by other vehicle (at our discretion).
Your Promises to us
- You acknowledge and confirm to us that you have all legal rights required to make the Delivery Request, and to transport the Product as requested by you. You agree to indemnify us for any loss we suffer as a result of a breach of this clause by you.
- You agree to promptly perform your obligations as stated in these terms, including payment of the Price to us.
Price and Payment
- As part of your confirmation of your Delivery Request, we will calculate a price that you will see before you confirm, and which is based on an algorithm we use which is designed to provide you with the optimum price based on the locations involved in your Delivery Request and the other Service components.
- All prices quoted by us are fully inclusive of GST and all other aspects of our Services provided that if any Price Variations apply to your Delivery Request, then you agree that the Price will be varied accordingly and you will pay that varied Price to us.
- You accept that we may run Price promotions from time to time that may or may not favour you as a customer, and that if they do not favour you at that time for that promotion, then you have no entitlement or claim against us in that regard.
- You authorise us to receive payment of the Price via the debit or credit card details you provide to us. We will do this using the Payment Express third party payment gateway facility accessible via our Website, and will be subject to any terms and conditions of this provider or any other providers we may use. Unless any Price Variations apply, your credit card will be only charged once you have signed for the receipt of the Product.
- Our website links with the latest in technology from the Payment express third party payment gateway facility to enable a high standard of security to apply to all payment transactions and details. However, as with all activity using the Internet, we are unable to guarantee that all payment details will be kept secure and free from unauthorised access at all times. To the extent permitted by law, we will not be liable for any damage or consequential loss (whether direct or indirect) suffered by you if a credit card (or related Payment Express) account is fraudulently used or is used in an unauthorised manner.
- If there is a problem with your payment (for example, if your credit card transaction is declined), we may contact you to make alternative payment arrangements. Under those circumstances, you agree to pay us in full, and without any set-off, deduction or counterclaim, within 7 (seven) days after receipt of an invoice from us for the Price. If you fail to pay on time, we may charge you interest at the rate of 18% p.a. on all sums outstanding until paid to us in full, and you will also be liable for all debt collection costs we incur (including legal fees) where you fail to make payment as required by these terms.
Our Intellectual Property
- We or our licensors as the case may be, will at all times be and remain owner of all intellectual property rights which exist at any time anywhere in the world in relation to the Software and all related systems, our Website (including all content and domain names), our confidential information, any trade marks we may use, and any other intellectual property we may own, and including any modifications to the same irrespective of who makes the modification, and also including any new intellectual property rights that may arise in any way from our performance of the Services for you.
- At no time will you acquire any proprietary rights in relation to any intellectual property rights belong to us. You only ever receive a limited, non-exclusive licence to use such intellectual property rights to the extent required to use the Services as intended by our Website, and as expressly stated in these terms. You must not attempt to copy, decompile, reverse engineer or in any other way deal with our intellectual property rights other than as permitted by this clause.
- Subject to clauses 33 to 35:
- Your liability to us (other than for clause 22) is limited to payment of the Price and any other sums expressly stated in these terms; and
- Our liability to you is limited to the amount of the Price paid by you to us in respect of the relevant Delivery Request, as well as any other liability we accept under our Claims Policy.
- Further to the exclusions stated in clause 1 above, we will only be responsible for loss or damage to the Product as determined by our Claims Policy. If we are not responsible, you may have rights against the Product supplier or other third parties under other circumstances not relevant to us. Those circumstances and the related applicable law are not our responsibility and we exclude all liability in relation to the same.
- Neither you nor us will be liable for any:
- indirect or consequential loss, or loss of revenue, profit or data; or
- act or omission which is caused by circumstances which are beyond that party’s reasonable control including (without limitation) violent storms, floods, earthquakes, tsunamis, public electricity or telecommunications network failure, provided that this subclause cannot apply so as to avoid the payment of any sum of money payable by one party to the other as expressly required by the terms of this agreement.
- Nothing in clauses 32 to 34 is intended to over-ride any rights you may have at law if we are not legally permitted to limit or exclude those rights. If you are purchasing our Services for business purposes then:
- the guarantees and other provisions contained in the Consumer Guarantees Act will not apply; and
- for the purposes of section 5D of the Fair Trading Act, sections 9, 12A and 13 of the Fair Trading Act in respect of the matters covered by these terms do not apply.
- Disputes: if you have a dispute with us, please contact Customer Services and we will endeavour to address your issues as reasonably and quickly as possible. If we have a dispute with you, we will contact you.
- Law: New Zealand law applies to these terms, and the New Zealand Courts have sole jurisdiction to preside over any disputes not resolved amicable between us.
- Changes to these terms: We may change these terms at any time and publish the new terms on our Website, however any changes by us will not apply in respect of any incomplete Delivery Request from you. Any new or amended terms will only apply to any new Delivery Request from you after the new terms are published. Therefore, please ensure that you read these terms each time you purchase our Services, whether you are a Member or a guest.
- Non waiver: No failure or delay on the part of either party to exercise any right or remedy under these terms is a waiver of such right or remedy unless it is in writing and signed by the party purporting to waive its rights. Further Assurances: Each party must do all things and execute all documents necessary or desirable to give full effect to these terms and the transactions contemplated by it.
- Severance: If any provision of these terms is ruled by a competent court to be illegal, invalid or unenforceable for any reason, that ruling will not affect the remaining provisions of these terms which will remain enforceable at all times.
- Notices: any notices from you to us must be emailed to Customer Support. Any notices from us to you may be sent to the then current email address as stated in your Member details. We may also give notice to all our customers by publishing that notice on our Website.
- Assignment: Neither you nor us will assign any rights relating to these terms to any third party without the prior written consent of the other party, unless the assignor party is in business, and proposes to assign to a third party who is of substance and will perform the assignor’s obligations under these terms, and the assignor party gives prior written notice to the non-assigning party, and the assignor party indemnifies the other party for any loss incurred by the non-assigning party for period of 3 months following the date of the written notice (as per the terms of this agreement), in which case the assignor party may assign this agreement in those circumstances, and on those terms only.
- Third Party Website Links: any links we have on our Website to any other website is for information only or to assist with payment. We do not necessarily endorse the products or services of those third parties, and are unable to control the content they publish. You agree to access those third party websites at your own risk.
- In these terms, the following words have the following meanings:Claims Policy means our Claims Policy as we may update from time to time;Customer Services means our customer services team at (09) 600 3121 or firstname.lastname@example.org;
Delivery Request means a request made by you to use our Services to request a Sherpa to pick-up and deliver a Product;
Designated Depot means our designated depot within a Sherpa Area, as we publish from time to time;
Member means any customer of ours who registers as a member on our website;
Product means any physical product (or products) which is not a Prohibited or Regulated Product, and which conforms with the Product Dimensions;
Product Dimensions means a package no more than 80cm(Long) X 50CM(Wide) x 50cm(High);
Price means our price for the services as determined in accordance with the Price List and clauses 24-26 above;
Price List means a list of our prices and prices guides for a given Sherpa Area, as we may update from time to time;
Price Variation means any decrease to the Price, or any additions to the Price based on whether the applicable circumstance applies as defined in our Price List;
Prohibited or Regulated Product means any item which is either illegal per se or not legally permitted to be transported as intended by the Services; or any regulated product such as alcohol, tobacco, drugs or prescribed pharmaceuticals; or explosive, flammable, dangerous, toxic, corrosive or other hazardous items; guns, knives or armaments or munitions; offensive items; and any other items which we consider, at our discretion, to be a Prohibited or Regulated Product or which we consider, at our discretion, to otherwise be undesirable to transport in the manner intended;
Sherpa Area(s) means, initially, the CBD areas of Auckland and Wellington, and such other locations as we specify in maps published on our Website from time to time;
Website means our website at www.urbansherpa.co.nz;
‘We’, ‘our’ and ‘us’ means UrbanSherpa Limited together with our successors and permitted assigns; and
‘You’ and ‘your’ means you our customer or user of our Website, whether as a Member or as a guest.