“TE” shall mean Treshna Enterprises Ltd, its successors and assigns or any
person acting on behalf of and with the authority of Treshna Enterprises Ltd.
“Client” shall mean the Client (or any person acting on behalf of and with
the authority of the Client) as described on any quotation, work authorisation or other form
as provided by TE to the Client.
“Guarantor” shall mean that person (or persons) who agrees to be liable
for the debts of the Client on a principal debtor basis.
“Goods” shall mean all Goods (including software) supplied by TE to the
Client (and where the context so permits shall include any supply of Services as hereinafter
defined) and includes Goods described on any invoices, quotation, work authorisation or any
other forms as provided by TE to the Client.
“Services” shall mean all services supplied by TE to the Client and
includes any advice or recommendations (and where the context so permits shall include any
supply of Goods as defined above).
“Price” shall mean the price payable for the Goods as agreed between TE
and the Client in accordance with clause 5 of this contract.
Any instructions received by TE from the Client for the supply of Goods
and/or the Client’s acceptance of Goods supplied by TE shall constitute acceptance of the
terms and conditions contained herein.
Where more than one Client has entered into this agreement, the Clients
shall be jointly and severally liable for all payments of the Price.
Upon acceptance of these terms and conditions by the Client the terms and
conditions are binding and can only be amended with the written consent of TE.
The Client shall give TE not less than fourteen (14) days prior written
notice of any proposed change of ownership of the Client or any change in the Client’s name
and/or any other change in the Client’s details (including but not limited to, changes in
the Client’s address, facsimile number, or business practice). The Client shall be liable
for any loss incurred by TE as a result of the Client’s failure to comply with this clause.
Goods are supplied by TE only on the terms and conditions of trade herein
to the exclusion of anything to the contrary in the terms of the Client’s order
notwithstanding that any such order is placed on terms that purport to override these terms
and conditions of trade.
The Client shall as soon as practicable make available to TE all
information, documents, software, hardware, and other particulars required by TE for the
provision of Services.
The Client acknowledges that any advice or recommendations are provided by
TE on the basis of TE’s industry knowledge and experience only and as such shall not be
deemed to be specialist advice.
The Client acknowledges that it is their responsibility to ensure that the
specifications provided to TE (in writing) for the supply of Services are in sufficient
detail to satisfy TE’s requirements of interpretation and understanding. TE shall not accept
any liability for the supply of Services contrary to the Client’s intention due to
insufficient or inadequate provision of detailed specifications by the Client.
Unless otherwise limited as per clause 3.2 the Client agrees that should
the Client introduce any third party to TE as the Client’s duly authorised representative,
that once introduced that person shall have the full authority of the Client to order any
materials or Services on the Client’s behalf and/or to request any variation to the works on
the Client’s behalf (such authority to continue until all requested works have been
completed or the Client otherwise notifies TE in writing that said person is no longer the
Client’s duly authorised representative).
In the event that the Client’s duly authorised representative as per
clause 3.1 is to have only limited authority to act on the Client’s behalf then the Client
must specifically and clearly advise TE in writing of the parameters of the limited
authority granted to their representative.
The Client specifically acknowledges and accepts that they will be solely
liable to TE for all additional costs incurred by TE (including TE’s profit margin) in
providing any works, materials, services or variation/s requested by the Client’s duly
authorised representative (subject always to the limitations imposed under clause 3.2 (if
Electronic Transactions Act 2002
Electronic signatures shall be deemed to be accepted by either party
providing that the parties have complied with Section 22 of the Electronic Transactions Act
2002 or any other applicable provisions of that Act or any Regulations referred to in that
Price And Payment
At TE’s sole discretion the Price shall be either:
as indicated on invoices provided by TE to the Client in respect of
Goods supplied; or
TE’s current price at the date of delivery of the Goods and/or
services according to TE’s current Price list or as shown on any other
TE’s estimated Price (subject to clause 5) and based on an
approximation of the team members required and the number of hours required to
complete the task. Extra hours will be charged at TE’s published hourly rates and
variances in the estimated Price of more than 10% will be subject to Client approval
before proceeding with the Services; or
TE’s quoted Price (subject to clause 5.2) which shall be binding
upon TE provided that the Client shall accept TE’s quotation in writing within
thirty (30) days.
TE reserves the right to change the Price:
if a variation to the Goods which are to be supplied is requested;
if a variation to the Services originally scheduled (including any
applicable plans or specifications) is requested; or
where additional Services are required due to the discovery of
hidden or unidentifiable difficulties (including, but not limited to, application,
software or hardware incompatibility) which are only discovered on commencement of
the Services; or
in the event of increases to TE in the cost of labour or materials
(including but not limited to overseas transactions that may increase as a
consequence of variations in foreign currency rates of exchange and/or international
freight and insurance charges) which are beyond TE’s control.
At TE’s sole discretion a non-refundable deposit may be required.
At TE’s sole discretion:
payment shall be due on delivery of the Goods; or
payment for approved Clients shall be made by instalments in
accordance with TE’s payment schedule; or
payment for approved Clients shall be due twenty (20) days
following the end of the month in which an invoice is emailed to the Client’s email
address or address for notices.
Payment will be made by bank cheque, or by credit card, or by direct
credit, or by credit card, or by PayPal, or by any other method as agreed to between the
Client and TE.
GST and other taxes and duties that may be applicable shall be added to
the Price except when they are expressly included in the Price.
Texts sent via GymMaster incur a charge per message (160 characters long
excluding the opt out text). Invoices are raised at the end of the month and detail the full
usage. Discounted rates are available dependent on the number of SMS messages sent per
Delivery of Goods
At TE’s sole discretion delivery of the Goods shall take place when:
the Client takes possession of the Goods at the Client’s nominated
address (in the event that the Goods are delivered by TE or TE’s nominated carrier);
the Client’s nominated carrier takes possession of the Goods in
which event the carrier shall be deemed to be the Client’s agent.
At TE’s sole discretion the costs of delivery are included in the Price.
TE shall not be liable for any customs clearance fees or import taxes in
order to deliver goods between countries
Delivery of the Goods to a third party nominated by the Client is deemed
to be delivery to the Client for the purposes of this agreement.
TE may deliver the Goods by separate instalments. Each separate instalment
shall be invoiced and paid for in accordance with the provisions in these terms and
The Client shall take delivery of the Goods tendered notwithstanding that
the quantity so delivered shall be either greater or lesser than the quantity purchased
such discrepancy in quantity shall not exceed 5%; and
the Price shall be adjusted pro rata to the discrepancy.
The failure of TE to deliver shall not entitle either party to treat this
contract as repudiated.
TE shall not be liable for any loss or damage whatsoever due to failure by
TE to deliver the Goods (or any of them) promptly or at all, where due to circumstances
beyond the control of TE.
TE will make all reasonable efforts to ensure that the Client receives
continual and uninterrupted services during the term of this agreement. In no event though,
shall TE be liable to the Client for damages resulting from, or in relation to, any failure
or delay of TE to provide services under this agreement. Such a failure or delay shall not
constitute a default under this agreement.
If TE retains ownership of the Goods nonetheless, all risk for the Goods
passes to the Client on delivery.
If any of the Goods are damaged or destroyed following delivery but prior
to ownership passing to the Client, TE is entitled to receive all insurance proceeds payable
for the Goods. The production of these terms and conditions by TE is sufficient evidence of
TE’s rights to receive the insurance proceeds without the need for any person dealing with
TE to make further enquiries.
TE shall not be held liable for any loss, corruption, or deletion of files
or data (including, but not limited to software programmes) resulting from the Services
provided by TE. It is the sole responsibility of the Client to back-up any data which they
believe to be important, valuable, or irreplaceable prior to TE providing the Services. The
Client accepts full responsibility for the Client’s software and data and TE is not required
to advise or remind the Client of appropriate backup procedures.
All third-party software is provided at the Client’s own risk and is not
in any way warranted by TE nor shall TE be in any way responsible for the implementation or
effects of any “patches”, “updates”, or “fixes” offered by the manufacturer of the software.
Where the Client is to supply TE with any design specifications
(including, but not limited to CAD drawings) the Client shall be responsible for providing
accurate data. TE shall not be liable whatsoever for any errors in the Goods that are caused
by incorrect or inaccurate data being supplied by the Client.
The Client accepts that where TE recommended hardware installation is not
implemented or is installed by a third party introduced by the Client, then the Client shall
indemnify TE against all liability (including, but not limited to, any costs, damages or
losses) that may occur as a result.
Local regulatory requirements for entry barriers and automated access such
as manual exit options, emergency exit buttons, fire exits, etc are the responsibility of
TE and Client agree that ownership of the Goods shall not pass until:
the Client has paid TE all amounts owing for the particular Goods;
the Client has met all other obligations due by the Client to TE in
respect of all contracts between TE and the Client.
Receipt by TE of any form of payment other than cash shall not be deemed
to be payment until that form of payment has been honoured, cleared or recognised and until
then TE’s ownership or rights in respect of the Goods shall continue.
It is further agreed that:
where practicable the Goods shall be kept separate and identifiable
until TE shall have received payment and all other obligations of the Client are
until such time as ownership of the Goods shall pass from TE to the
Client TE may give notice in writing to the Client to return the Goods or any of
them to TE. Upon such notice being given the rights of the Client to obtain
ownership or any other interest in the Goods shall cease; and
the Client is only a bailee of the Goods and until such time as TE
has received payment in full for the Goods then the Client shall hold any proceeds
from the sale or disposal of the Goods, up to and including the amount the Client
owes to TE for the Goods, on trust for TE; and
until such time that ownership in the Goods passes to the Client,
if the Goods are converted into other products, the parties agree that TE will be
the owner of the end products; and
if the Client fails to return the Goods to TE then TE or TE’s agent
may (as the invitee of the Client) enter upon and into land and premises owned,
occupied or used by the Client, or any premises where the Goods are situated and
take possession of the Goods, and TE will not be liable for any reasonable loss or
damage suffered as a result of any action by TE under this clause.
Personal Property Securities Act 1999 (“PPSA”)
Upon assenting to these terms and conditions in writing the Client
acknowledges and agrees that:
these terms and conditions constitute a security agreement for the
purposes of the PPSA; and
a security interest is taken in all Goods and/or collateral
(account) – being a monetary obligation of the Client to TE for Services – that have
previously been supplied and that will be supplied in the future by TE to the
The Client undertakes to:
sign any further documents and/or provide any further information
(such information to be complete, accurate and up-to-date in all respects) which TE
may reasonably require to register a financing statement or financing change
statement on the Personal Property Securities Register;
indemnify, and upon demand reimburse, TE for all expenses incurred
in registering a financing statement or financing change statement on the Personal
Property Securities Register or releasing any Goods charged thereby;
not register, or permit to be registered, a financing statement or
a financing change statement in relation to the Goods and/or collateral (account) in
favour of a third party without the prior written consent of TE; and
immediately advise TE of any material change in its business
practices of selling the Goods which would result in a change in the nature of
proceeds derived from such sales.
TE and the Client agree that nothing in sections 114(1)(a), 133 and 134 of
the PPSA shall apply to these terms and conditions.
The Client waives its rights as a debtor under sections 116, 120(2), 121,
125, 126, 127, 129, 131 and 132 of the PPSA.
Unless otherwise agreed to in writing by TE, the Client waives its right
to receive a verification statement in accordance with section 148 of the PPSA.
The Client shall unconditionally ratify any actions taken by TE under
clauses 9.1 to 9.5.
The Client hereby disclaims any right to rescind, or cancel any contract
with TE or to sue for damages or to claim restitution arising out of any inadvertent
misrepresentation made to the Client by TE and the Client acknowledges that the Goods are
bought relying solely upon the Client’s skill and judgment.
The Client shall inspect the Goods immediately on delivery and shall
within twenty-four (24) hours of delivery (time being of the essence) notify TE of any
alleged defect, shortage in quantity, damage or failure to comply with the description or
quote. The Client shall afford TE an opportunity to inspect the Goods within a reasonable
time following delivery if the Client believes the Goods are defective in any way. If the
Client shall fail to comply with these provisions the Goods shall be presumed to be free
from any defect or damage. For defective Goods, which TE has agreed in writing that the
Client is entitled to reject, TE’s liability is limited to either (at TE’s discretion)
replacing the Goods, or repairing the Goods or provision of a full refund.
Goods will not be accepted for return other than in accordance with 11.1
TE and the Client warrant that to the best of their knowledge that all
Services that are to be undertaken by TE will not breach any agreement or third party
interest in respect of the systems or equipment being serviced.
The Client acknowledges that in the event of any issues or problems with
third party software functionality then they shall be required to resolve those issues
directly with the third party.
As a part of our hardware replacement warranty policy, any replacement
hardware will be invoiced the month following dispatch should the faulty hardware not be
returned in this time. This will be credited back should the faulty goods be returned to TE
within the subsequent 3 months.
Subject to the conditions of warranty set out in Clause 12.4 TE warrants
that if any defect in any workmanship of TE becomes apparent and is reported to TE within
twelve (12) months of the date of delivery (time being of the essence) applicable to
hardware and thirty (30) days only in relation to software, then TE will either (at TE’s
sole discretion) replace or remedy the workmanship.
The conditions applicable to the warranty given by Clause 12.3 are:
the warranty shall not cover any defect or damage which may be
caused or partly caused by or arise through:
failure on the part of the Client to properly maintain any
failure on the part of the Client to follow any instructions
or guidelines provided by TE; or
any use of any Goods otherwise than for any application
specified on a quote or order form; or
the continued use of any Goods after any defect becomes
apparent or would have become apparent to a reasonably prudent operator or
fair wear and tear, any accident or act of God.
the warranty shall cease and TE shall thereafter in no
circumstances be liable under the terms of the warranty if the workmanship is
repaired, altered or overhauled without TE’s consent.
in respect of all claims TE shall not be liable to compensate the
Client for any delay in either replacing or remedying the workmanship or in properly
assessing the Client’s claim.
For Goods not manufactured by TE, the warranty shall be the current
warranty provided by the manufacturer of the Goods. TE shall not be bound by nor be
responsible for any term, condition, representation or warranty other than that which is
given by the manufacturer of the Goods.
To the extent permitted by statute, no warranty is given by TE as to the
quality or suitability of the Goods for any purpose and any implied warranty, is expressly
excluded. TE shall not be responsible for any loss or damage to the Goods, or caused by the
Goods, or any part thereof however arising.
GymMaster does not support third party hardware (this includes but is not
limited to keytags/cards, RFID readers and barcode scanners) unless specifically agreed to
in the Proposal. Exceptions to this are at GymMasters discretion and are on a case by case
Consumer Guarantees Act 1993
If the Client is acquiring Goods for the purposes of a trade or business,
the Client acknowledges that the provisions of the Consumer Guarantees Act 1993 do not apply
to the supply of Goods by TE to the Client.
Where TE has designed, drawn or created Goods for the Client, then the
copyright in those designs and drawings and Goods shall remain vested in TE, and shall only
be used by the Client at TE’s discretion.
The Client warrants that all designs or instructions provided to TE will
not cause TE to infringe any patent, registered design, or trademark in the execution of the
Client’s order and the Client agrees to indemnify TE against any action taken by a third
party against TE in respect of any such infringement.
Where TE has designed and/or provided custom applications, computer
software and documentation, TE retains ownership of the computer software and documentation,
but grants the Client a non-exclusive and non-transferable licence for its use (solely in
relation to the operation of the Client’s own business). The Client agrees to use any
third-party software supplied by TE, and identified as such, strictly in compliance with the
terms of the licence under which it is supplied.
The Client further agrees that they shall not:
use in any way, or rely on the software for any purpose other than
what it was designed or is suitable for;
combine the software with any other software;
copy, reproduce, translate, adapt, vary, merge, modify, or create
any derivative work based on the software;
reverse engineer, decompile, disassemble, reconfigure or otherwise
attempt to discover the source code of the software, or assist another party to do
sell, market, network, transfer, lease, licence, sub-licence,
rent, lend, or otherwise distribute, the software in any way whatsoever;
use the software to commit a crime (including, but not limited to,
sending spam) and the Client agrees to indemnify TE against any action taken by a
third party against TE in respect of any such infringement.
If during the course of providing the Services, TE develops, discovers, or
puts into operation a new concept, product or process which is capable of being patented,
then such concept, product or process shall be and remain the property of TE and the Client
shall not use or supply the same in any way whatsoever without first obtaining the written
consent of TE.
Where TE has designed Goods for the Client to use, then the Client
undertakes to acknowledge TE’s intellectual property in those Goods in the event that images
of those Goods are utilised in advertising or marketing material by the Client. Further the
Client agrees that TE itself may utilise images of any Goods so designed for the purposes of
advertising, marketing, or entry into any competition.
Both parties agree that, unless they have the prior written consent of the
other, they will not use or disclose to any third party (other than for the purpose of
performing this agreement) the terms and conditions of this agreement or any information
confidential to the other party. The obligations of this clause 15 shall survive termination
or cancellation of this agreement.
The Client agrees to protect all authorisation details, including but not
limited to usernames and passwords and agrees that those details shall not be written or
stored in any manner which could result in their unauthorised disclosure.
In the event that TE requests the Client to change any password or
identifier as part of its Services, the Client acknowledges that TE recommends that the
Client not use commonly known details such as birthdays and or names.
The Client accepts that TE reserves the right to store data onsite where
Default & Consequences of Default
Interest on overdue invoices shall accrue daily from the date when payment
becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per
calendar month (and at TE’s sole discretion such interest shall compound monthly at such a
rate) after as well as before any judgment.
If the Client owes TE any money the Client shall indemnify TE from and
against all costs and disbursements incurred by TE in recovering the debt (including but not
limited to internal administration fees, legal costs on a solicitor and own client basis,
TE’s collection agency costs, and bank dishonour fees).
The Client shall notify TE of any disputes relating to invoicing in
writing within thirty (30) days from the date of the invoice.
Further to any other rights or remedies TE may have under this contract,
if a Client has made payment to TE by credit card, and the transaction is subsequently
reversed, the Client shall be liable for the amount of the reversed transaction, in addition
to any further costs incurred by TE under this clause 16 where it can be proven that such
reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations
under this agreement.
Without prejudice to any other remedies TE may have, if at any time the
Client is in breach of any obligation (including those relating to payment) TE may suspend
or terminate the supply of Goods and/or Services to the Client and any of its other
obligations under the terms and conditions on unpaid accounts that have been outstanding for
a period of sixty (60) days from the date of the original invoice. TE will not be liable to
the Client for any loss or damage the Client suffers because TE has exercised its rights
under this clause.
Without prejudice to TE’s other remedies at law TE shall be entitled to
cancel all or any part of any order of the Client which remains unfulfilled and all amounts
owing to TE shall, whether or not due for payment, become immediately payable in the event
any money payable to TE becomes overdue, or in TE’s opinion the
Client will be unable to meet its payments as they fall due; or
the Client becomes insolvent, convenes a meeting with its creditors
or proposes or enters into an arrangement with creditors, or makes an assignment for
the benefit of its creditors; or
a receiver, manager, liquidator (provisional or otherwise) or
similar person is appointed in respect of the Client or any asset of the Client.
Security And Charge
Despite anything to the contrary contained herein or any other rights
which TE may have howsoever:
where the Client and/or the Guarantor (if any) is the owner of
land, realty or any other asset capable of being charged, both the Client and/or the
Guarantor agree to mortgage and/or charge all of their joint and/or several interest
in the said land, realty or any other asset to TE or TE’s nominee to secure all
amounts and other monetary obligations payable under these terms and conditions. The
Client and/or the Guarantor acknowledge and agree that TE (or TE’s nominee) shall be
entitled to lodge where appropriate a caveat, which caveat shall be withdrawn once
all payments and other monetary obligations payable hereunder have been met.
should TE elect to proceed in any manner in accordance with this
clause and/or its sub-clauses, the Client and/or Guarantor shall indemnify TE from
and against all TE’s costs and disbursements including legal costs on a solicitor
and own client basis.
the Client and/or the Guarantor (if any) agree to irrevocably
nominate constitute and appoint TE or TE’s nominee as the Client’s and/or
Guarantor’s true and lawful attorney to perform all necessary acts to give effect to
the provisions of this clause 17.1.
TE may cancel any contract to which these terms and conditions apply or
cancel delivery of Goods at any time before the Goods are delivered by giving written notice
to the Client. On giving such notice TE shall repay to the Client any sums paid in respect
of the Price. TE shall not be liable for any loss or damage whatsoever arising from such
TE is an inclusive organisation and reserves the right to terminate
support and services with 1 months notice for any clients exhibiting racist, sexist or
abusive behaviour towards our staff or associated partners. TE shall not be liable for any
loss or damage whatsoever arising from such cancellation.
In the event that the Client cancels delivery of the Goods the Client
shall be liable for any loss incurred by TE (including, but not limited to, any loss of
profits) up to the time of cancellation.
Cancellation of orders for Goods made to the Client’s specifications or
non-stocklist items will definitely not be accepted, once production has commenced.
Privacy Act 2020
The Client authorises TE or TE’s agent to:
access, collect, retain and use any information about the Client;
(including any overdue fines balance information held by the
Ministry of Justice) for the purpose of assessing the Client’s
for the purpose of marketing products and services to the
disclose information about the Client, whether collected by TE from
the Client directly or obtained by TE from any other source, to any other credit
provider or any credit reporting agency for the purposes of providing or obtaining a
credit reference, debt collection or notifying a default by the Client.
Where the Client is an individual the authorities under clause 19.1 are
authorities or consents for the purposes of the Privacy Act 2020.
The Client shall have the right to request TE for a copy of the
information about the Client retained by TE and the right to request TE to correct any
incorrect information about the Client held by TE.
In accordance with the act, in the unlikely event that a privacy breach
causing (or likely to cause) serious harm should occur, TE will notify the Office of the
Privacy Commissioner and the affected Client as soon as possible.
Unpaid Seller’s Rights
Where the Client has left any item with TE for repair, modification,
exchange or for TE to perform any other Service in relation to the item and TE has not
received or been tendered the whole of the Price, or the payment has been dishonoured, TE
a lien on the item;
the right to retain the item for the Price while TE is in
possession of the item;
a right to sell the item.
The lien of TE shall continue despite the commencement of proceedings, or
judgement for the Price having been obtained.
Disputes And Remedies
The parties agree to use their best efforts to resolve any dispute which
may arise under this agreement through good faith negotiations. No party shall commence any
arbitration or litigation in relation to this agreement unless it has first invited the
chief executive of the other party to meet with its own chief executive for the purpose of
endeavouring to resolve the dispute on mutually acceptable terms.
Any dispute arising under this agreement which cannot be settled by
negotiation between the parties or their respective representatives shall be submitted to
mediation before commencing any litigation. Either party may initiate mediation by giving
written notice to the other party.
If the parties cannot agree on a mediator within two (2) working days of
the notice, then the mediator will be selected by the President for the time being of LEADR
(Lawyers Engaged in Alternative Dispute Resolution) or its successor.
The parties shall continue to perform their obligations under the
agreement as far as possible as if no dispute had arisen pending the final settlement of any
matter referred to mediation.
Nothing in this clause shall preclude either party from taking immediate
steps to seek urgent equitable relief before a New Zealand Court.
If any provision of these terms and conditions shall be invalid, void,
illegal or unenforceable the validity, existence, legality and enforceability of the
remaining provisions shall not be affected, prejudiced or impaired.
These terms and conditions and any contract to which they apply shall be
governed by the laws of New Zealand and are subject to the jurisdiction of the courts of New
TE shall be under no liability whatsoever to the Client for any indirect
and/or consequential loss and/or expense (including loss of profit) suffered by the Client
arising out of a breach by TE of these terms and conditions.
In the event of any breach of this contract by TE the remedies of the
Client shall be limited to damages which under no circumstances shall exceed the Price of
The Client shall not be entitled to set off against, or deduct from the
Price, any sums owed or claimed to be owed to the Client by TE nor to withhold payment of
any invoice because part of that invoice is in dispute.
TE may license or sub-contract all or any part of its rights and
obligations without the Client’s consent.
TE reserves the right to review these terms and conditions at any time.
If, following any such review, there is to be any change to these terms and conditions, then
that change will take effect from the date on which TE notifies the Client of such change.
The provisions of the Contractual Remedies Act 1979 shall apply to this
contract as if section 15(d) were omitted from the Contractual Remedies Act 1979.
Neither party shall be liable for any default due to any act of God, war,
terrorism, strike, lock-out, industrial action, fire, flood, drought, storm or other event
beyond the reasonable control of either party.
The failure by TE to enforce any provision of these terms and conditions
shall not be treated as a waiver of that provision, nor shall it affect TE’s right to
subsequently enforce that provision.
Fair Use Policy
For services that are subject to our Fair Use Policy. We may apply our
Fair Use Policy where in our reasonable opinion your usage of our Services is excessive
and/or unreasonable as detailed in this paragraph.
We have developed our Fair Use Policy by reference to average customer
profiles and estimated customer usage of our Services.
If your usage of our Services materially exceeds estimated use patterns
over any month, or is inconsistent with normal usage patterns, then your usage will be
excessive and/or unreasonable.
If your usage is excessive and/or unreasonable we may contact you to
advise you that your usage is in breach of our Fair Use Policy.
We may then request that you stop or alter your usage to come within our
Fair Use Policy.
If your excessive or unreasonable usage continues after receipt of a
request to stop or alter the nature of such usage, we may without further notice, apply
charges to your account for the excessive and/or unreasonable element of your usage;
suspend, modify or restrict your use of the Services or withdraw your access to the
TE reserves the right to charge hourly for support, training and
development if we are asked to provide a level of service beyond that of a typical client on
a comparable license. We will notify in writing before, that ongoing support will be charged
If you would prefer to opt out, please click this link and send us a request.
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