TERMS AND CONDITIONS
CONTRACT TERMS AND CONDITIONS FOR SUPPLY OF SERVICES (“Ts & Cs”)
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A. Application of Ts & Cs
1. These are the current Ts & Cs of the contract for supply of Ultra-Scan Services between an Ultra-Scan franchisee (“Ultra-Scan, we or us”), and the animal owner or person authorised to order and receive the Services on behalf of the owner (“client or you”).
2. The Ts & Cs come into effect when they are first provided to or notified to you and will apply to all Services ordered and provided after that date; unless we update them which we may do at any time.
3. If the Ts & Cs are updated, Ultra-Scan is not obliged to notify you, but you can find the latest, applicable version of Ts & Cs on the ultra-scan.co.nz website (“the website”); and it is your responsibility to check the website or ask for the latest Ts & Cs each time you order the Services.
4. You will be deemed to have read, understood and accepted these Ts & Cs (or, if different, the version published on the website at the time of ordering the Services) by ordering or receiving the Services at any time.
B. The Services
1. Subject to these Ts & Cs Ultra-Scan will:
(a) provide the Services after accepting your order in a safe, professional, efficient and lawfully compliant manner;
(b) report to the client and provide data or results of the Services in a timely manner after providing the Services; including if required by the client uploading electronic scan results to the client’s own records (if client uses programs compatible with those used by Ultra-Scan, currently myHerd (CRV) or Minder Live);
(c) provide and use its own suitable specialist equipment, consumables and other items necessary to carry out the Services;
(d) use reasonable endeavours to attend the property and provide the Services at the scheduled times, keep you updated if there are any delays or changes, and if necessary re-schedule to an alternative time suitable to you and Ultra-Scan.
C. Charges and Payments
1. The client shall pay the charges for the Services at the prices and on the terms quoted by Ultra-Scan, or if no quote has been given at the then current standard Ultra-Scan prices for such Services as may be published on the website or advised to the client; payable in full without deduction or set off on the invoice due date. GST is payable on all charges, unless specified as GST inclusive.
2. Ultra-Scan may charge higher than the quoted or standard prices or extra fees and costs at Ultra-Scan’s standard or reasonable prices:
(a) if additional or extra Services to those ordered are provided at client request;
(b) if due to circumstances outside Ultra-Scans control or reasonable foreseeability the Services take longer to perform or are more complex or complicated than estimated;
(c) for waiting time, or work cancelled or rescheduled by Ultra-Scan due to client failure to meet its obligations or for other circumstances under these Ts & Cs.
3. Higher or additional charges under this clause will be notified to client where practicable prior to being incurred.
4. Callout or travel fees may be charged by Ultra-Scan and are payable by the client for orders that do not meet Ultra-Scan’s minimum order requirements, or due to travel delays outside Ultra-Scan’s control or the distance to and from the client’s property.
5. Ultra-Scan may charge the client a call out or cancellation fee where the Services have been ordered and scheduled and the client cancels the Services on less than 24 hours’ notice and Ultra-Scan cannot use that appointment for another client at the same or greater value.
6. If payments are not made in full when due Ultra-Scan may take any action considered appropriate to recover the overdue amounts including engaging lawyers or third party debt collection agencies, and the client must reimburse or pay Ultra-Scan’s actual costs of doing so, on demand. Ultra-Scan may also charge interest on unpaid amounts from the due date until the date paid, at a rate equal to 3% above the then current unsecured overdraft rate of Ultra-Scans bankers.
7. Ultra-Scan may refuse to take any further orders, and/or suspend or cancel the provision of any current or further Services while any amounts due remain unpaid; and may at any time require payment to be made in advance of the Services being provided.
8. Any invoice or charge query or dispute must be notified to Ultra-Scan prior to the payment due date, and Ultra-Scan and the client will attempt to resolve the query before the date payable. If not resolved by the due date, the client must pay the full invoice amount, and Ultra-Scan shall refund or credit the client as soon as practicable if the client's claim or dispute is successful or otherwise accepted by Ultra-Scan.
D. Health and Safety
1. Ultra-Scan and the client must each meet their duties and obligations in accordance with the Health and Safety at Work Act 2015 in connection with the Services, the client property and workspace.
2. It is the client’s responsibility to ensure that the health and safety of Ultra-Scan technicians is not at risk on the property or in the workspace or otherwise while providing the Services; and the client must take all reasonable steps to identify and notify Ultra-Scan of any hazards or risks and provide the client’s own safety plan and policies in relation to such hazards or risks.
3. Ultra-Scan shall comply with Ultra-Scan’s own health and safety policies and procedures, and shall reasonably comply with any client health and safety plan, policy, procedures or risk management steps notified by client.
E. Animal Preparation and Welfare
1. The client is solely responsible for ensuring all animals are healthy, age appropriate, temperamentally suitable and appropriately prepared to receive the Services; and for providing all necessary post procedure observation and care as would generally be expected or required by normal industry standards and animal welfare requirements for the Services.
2. Recommendations for animal preparation, care and welfare, recovery and healing precautions and procedures may be set out on the website for the client’s information, and further information may be provided by Ultra-Scan from time to time; however Ultra-Scan is not claiming to give veterinary advice, and does not warrant that any information or recommendations provided will be the latest available or correct, complete or effective.
3. Ultra-Scan may refuse to provide all or any of the Services and cancel the order, or delay or re-schedule the Services for all of any animals, with no liability to the client or any other person, if in the Ultra-Scan technician’s opinion the animals are or appear to be malnourished, diseased or mistreated; or if the client has not followed Ultra-Scans or standard industry animal welfare, standards, recommendations or requirements including but not limited to those detailed in these Ts & Cs or website; or the animals are not otherwise considered by Ultra-Scan to be ready or suitable to receive the Services ordered by the client.
F. Access, Workspace and Set Up
1. The Client must provide a suitable workspace that is prepared and properly set up to enable Ultra-Scan technicians to commence the Services without delay in an efficient, safe manner once on site. This includes:
(a) ensuring unimpeded entry onto the property and access to the workspace is readily available to Ultra-Scan vehicles and personnel, with adequate space for vehicle arrival and parking, unloading and setup of equipment, reasonably near to where the Services will be provided; providing keys and access codes if applicable for entry onto the property and into the workspace;
(b) all animals are suitably prepared, ready, healthy and available to receive the Services;
(c) the workspace has power and water; adequate ventilation to disperse fumes from disbudding; cleaning and waste disposal facilities; facilities and equipment for technician access, animal containment and welfare; and complies with health and safety obligations as required under these Ts & Cs, or by law, or specified by Ultra-Scan as necessary for the Ultra-Scan to carry out the Services. If the client does not have all necessary items or equipment such as height planks or pit fits, the client may request that Ultra-Scan provide the same as part of the Services.
2. If suitable access, space or set up of workspace and equipment is not provided, or the animals are not available or ready at the scheduled time, the Ultra-Scan technicians may wait at the property or leave then return when the Services can commence; or depart the property without delivering any or all of the Services, and the client must make a new booking with Ultra-Scan.
G. Information and Privacy
1. To facilitate the administration, communications and efficient supply of the Services, and other purposes under or in connection with these Ts & Cs, Ultra-Scan will collect or acquire personal information about the client and related individuals; and will obtain, report on, retain and use data that is created or collected in the course of providing the Services; and may collect or hold other information about the client or its property, livestock and business that may be confidential or commercially sensitive.
2. Ultra-Scan will comply with its obligations in relation to collection, use and disclosure of personal information about any individual under the Privacy Act 2020; and will take reasonable measures to prevent unauthorised use or disclosure or access to any confidential or commercially sensitive information, reports and data; however may disclose or provide information for industry or statistical purposes in a way that does not identify the client or its property or otherwise breach confidentiality or privacy obligations.
3. Ultra-Scan may provide copies or disclose all or any such information to the franchisor or to an assignee or purchaser of Ultra-Scan’s business where required or reasonably necessary under the franchise agreement, or to enable a new owner of the business to continue to provide the Services.
4. The client agrees to receive email communications from Ultra-Scan or directly from the franchisor in relation to the Services, and/or marketing or promotional and other information by email and post from time to time. The client may opt out of all or any marketing or non-essential communications at any time by following the instructions on the communication or contacting us.
H. Warranties and Liability
1. The Services are provided for the purpose of business and the parties agree that it is fair and reasonable to contract out of sections 9, 12A, 13 and 14(1) of the Fair Trading Act 1986; and that the provisions of the Consumer Guarantees Act 1993 do not apply to the Services.
2. Ultra-Scan does not guarantee or warrant that the Services or any part of them will always be successful or have the intended result or outcome or will be risk free; or that all or any information, advice or reports provided to the client will be correct, complete or accurate; and excludes all other warranties, obligations, responsibilities and guarantees that can legally be excluded in relation to the Services and matters under or in connection with these Ts & Cs that could be implied or that are not specifically set out in these Ts & Cs, or otherwise given in writing to the client. Accordingly, Ultra-Scan excludes all liability for the same to the client or any other person for any cost, claim, loss, damages, expense or liability under contract, negligence or other cause of action for any injury, illness, death or other harm or damage suffered by or caused to animals or client property as a result of or in connection with the Services; or any Service failure, inaccuracy or unintended consequence or outcome.
3. Where liability is not excluded, if Ultra-Scan has any liability to the client in respect of any breach, claim, damages or loss in connection with the Services or under these Ts & Cs it shall be limited to the amount paid pursuant to any applicable liability insurance policy held by Ultra-Scan; and if uninsured or no cover is granted for any reason, the liability of Ultra-Scan shall be limited to a refund of the charges paid by the client for the related Services, or at Ultra-Scan’s option repeat of the Services by Ultra-Scan at no further cost to the client. Notwithstanding the foregoing, Ultra-Scan shall not be liable to the client for any loss of profits, or any consequential, indirect or special loss or damages suffered arising directly or indirectly from any Ultra-Scan breach of these Ts and Cs or from negligence or other act or omission.
4. Any complaint, claim or dispute by the client in relation to the Services or any matter under these Ts & Cs must be notified to Ultra-Scan in writing within 30 days of the relevant event or action occurring or becoming known to the client, or the client shall be deemed to have waived all rights to pursue any legal claim or action in relation to the same.
5. The client shall indemnify Ultra-Scan against any liability, penalty, loss, cost, claim against or suffered by Ultra-Scan, its officers or representatives, including actual legal costs in relation to the Services that is caused or contributed to by client breach of these Ts and Cs, negligence or other act or omission.
I. Risk and Client Acknowledgments
1. By ordering or receiving the Services at any time, the client confirms that they are aware of, agree and understand that the Services carry potential risks of harm, illness, injury or death of animals; unsuccessful or inaccurate results, or other unintended outcomes and consequences, including but not limited to those detailed at the end of these Ts & Cs and/or on the website.
2. The client acknowledges having the opportunity to do its own research or discuss or clarify these Ts & Cs with Ultra-Scan, and proceeds with the Services under and subject to these Ts & Cs relying on its own judgement that the Services are suitable and meet the client’s needs; and that these Ts & Cs contain all terms, conditions, warranties and representations by Ultra-Scan or otherwise regarding the Services relied on by the client; and accepting the allocation and exclusions under these Ts & Cs of responsibility and liability for risk and any resulting damage or loss of animals, and other consequences, damages, harm, costs, loss to the client, or liability for the same as a result of or in connection with the Services.
3. Having regard to the exclusions and limitations and allocation of risk to the client in these Ts & Cs, the client understands that the client’s own insurance or other risk management structure should cover loss, harm, costs, claim or liability suffered by or against the client in connection with the Services.
4. The client acknowledges that if it has ordered or received the Services as an agent, employee or representative of any other person whether or not disclosed to Ultra-Scan, the client shall be directly and personally responsible and liable for all client payments, obligations and liabilities under these Ts & Cs if the true owner or principal does not accept liability for or comply with the same.
J. Independent Franchisee
1. The Ultra-Scan franchisee providing the Services is part of a national network of independent business owners authorised and licensed to provide the Ultra-Scan Services, by Ultra-Scan New Zealand Limited (“the franchisor”).
2. The client acknowledges that the contract for supply of the Services under these Ts & Cs is entered between the client and the Ultra-Scan franchisee providing the Services; and that the franchisor has no contractual or other obligation or responsibility whatsoever to the client for the Services, and shall not liable to the client or any other person for the Services provided by the Ultra-Scan franchisee, or their actions, obligations, breach or performance under these Ts & Cs or in any way related to the Services.
K. Risks
1. Disbudding / Dehorning:
(a) LPG Gas Burners are used for disbudding, risk of fire if hay or other inflammable items in or near the workspace come into contact with flame or heat;
(b) Cauterised burn site is a sterile wound;
(c) Treatment site can become infected, risk increased if animal becomes wet, dusty or fly blown;
(d) Local anaesthesia can cause an allergic reaction including heart attack;
(e) Prolonged or excessive bleeding;
(f) Elevated stress to animals;
(g) Irritation and discomfort after local anaesthesia wears off;
(h) Healing times for calves vary as each calf is unique, with some requiring more time to heal than others.
2. Ultrasound Pregnancy Scanning
(a) Bowel Perforation:
i. Inherent risk that the ultrasound probe can perforate rectum/bowel despite technician care and technique, often due to the folds and delicate nature of the intestine organ.
ii. If perforated, this is not treatable and can lead to death/euthanasia of damaged animal.
iii. Risk of can be increased from use of rigid feeds such as palm kernal expeller, maize silage kernels which can result in sharp material in stomach contents. This feed should be avoided prior to scanning.
iv. During scanning animal can reverse, fall or forcefully push the probe deeper into the animal leading to internal damage and death.
(b) Probing can lead to abortion of pregnancies.
(c) Accuracy
(i) Exact dates cannot be guaranteed.
(ii) Ultrasound scanning is generally accurate to +/- 5 days.
(iii) Cows’ gestation length varies, it can be up to +/- 2 weeks from their estimated calving date.
(iv) Fetus can be hard to measure e.g when operating at speed while cows are being milked.
3. Bolus Application can result in Pharyngeal trauma and perforation.