The following terms are described as such throughout this Contract:
"Contract" means this Contract and any schedules or appendix annexed herein.
"Customer" means either the person, company or other entity identified in the Customer Information, or it means the party with which RI contracts to complete the services requested.
"CustomerInformation" means the appendix annexed herein containing information of the Customer (required for RI to carry out the Services), the type of Services, the term of this Contract and other relevant information.
"RI" means Rentokil Initial (M) Sdn Bhd.
"Services" means the type of services provided by RI to the Customer pursuant to this Contract.
"Subject" means the property referred to in the Customer Information.
RI shall carry out the Services as specified. The Customer shall:
provide access for RI's representatives to carry out its services at any reasonable time or as specified.
provide all facilities at the premises that RI may reasonably require to carry out the services.
permit RI to make a charge at the normal hourly rate for any wasted journeys due to failure to observe an appointment, unreasonable delays in carrying out the work or cancellations as a result of the Customer's failure to allow access, or provide proper instruction.
The Contract shall be valid for the fixed term specified in the Customer Information herein (hereinafter referred to as “the Initial Fixed Term”) and shall automatically be renewed for successive periods as stated in the Customer Information or if there is no renewal period stated in the Customer Information, this Contract shall be automatically renewed for successive periods equivalent to the Initial Fixed Term unless otherwise agreed between the parties or terminated in accordance with the terms herein. This Contract shall not be terminated by the Customer before the expiry of the Initial Fixed Term.
All charges (i.e. the Contract Price) shall be paid by the Customer in advance on execution of this Contract unless otherwise agreed in writing by RI. Subsequent payments are due on or before the first (1st) day of each anniversary term and shall be paid by the Customer within thirty (30) days from the date of RI’s invoice. If default shall be made by the Customer in the payment of any of the fees or charges agreed to be paid by him, this Contract shall thereupon absolutely cease and determine but such determination of this Contract shall not affect the right of RI to recover from the Customer any moneys due to RI at the date of such determination or to recover damages in respect of any breach by the Customer of the terms of this Contract. Further, RI shall be entitled to charge the Customer interest on all overdue payments at the rate of one per centum (1%) per month.
All charges payable by the Customer pursuant to this Contract, unless otherwise stated, excludes any amount payable in respect of Goods and Services Tax (GST) and other applicable taxes, which is payable by the Customer in addition to the charges payable hereunder.
After the first (1st) year, RI may review the charges annually to reflect changes in cost. But under circumstances which are not within the control of RI such as force majeure and hyperinflation, Contract prices may be reviewed outside the above after written advice to the Customer.
The customer may terminate this Contract after the expiry of the Initial Fixed Term by serving a written notice to RI not less than (3) months before the commencement of the renewal term, otherwise termination of the Contract shall take effect on the next Contract anniversary date. If the Customer terminates the Contract during the Initial Fixed Term or terminates the Contract without notice (or with less than three (3) months’ notice as prescribed above) RI reserves the right to charge a minimum of one quarter annual contract value, plus 20% of the annual contract value as agreed liquidated damages.
In the event of termination of this Contract prior to expiry of the Term hereof, the Contract Price or any part thereof shall be refunded to the Customer upon the termination of this Contract on a pro-rated basis subject to the right of RI to deduct therefrom any administrative charges imposed by RI. The quantum of the said administrative charges shall be determined solely by RI from time to time. The units together with the installation attachments shall remain at all times the property of RI.
In the event that the installed units are dismantled from the Customer’s premises without the prior written consent of RI or is/are lost or damaged during the period of the Contract, RI reserves the right to charge the Customer for the missing or damaged units at a cost in accordance with the retail price of good units as may be determined by RI.
The Contract will not apply to timbers concealed or inaccessible to visual examination
Should reinfestation occur, damage may be caused but it is acknowledged by the Customer that under this Contract, RI shall not be held responsible for reporting on existing damage or any replacement which may be or become necessary as a result of the activity of the pest concerned but that such responsibility is limited strictly to carrying out the treatment for control of the pest concerned by the approved methods.
The Customer may not assign this Contract without the prior written consent of RI. No variation, extension, exclusion or cancellation of this Contract shall be binding (unless terminated in accordance with these terms) unless it is confirmed in writing by an authorised officer of RI.
No special arrangements or conditions shall be acceptable unless confirmation is given in writing by RI.
RI’s personnel shall exercise all reasonable skill, care and diligence in the discharge of the duties hereby covenanted to be performed but shall not be liable for any injury, loss or damage caused to the Customer’s premises or the contents thereof unless such claims for injury, loss or damage is shown to have been caused directly by the sole negligence of RI or any of its servants or agents.
The Customer will take all reasonable steps to ensure that advice and instructions given by RI to protect the health and safety of persons using the premises during and after the provision of the services are followed.
RI shall be relieved of all obligations whatsoever in the event of force majeure or Act of God or other events that are unforeseeable and/or beyond its control preventing prompt or part or total fulfilment of such obligations. RI shall not be liable for any indirect, incidental or consequential damages arising out of or in connection with the services under this Contract. In any event, the total extent of RI's liability (if any) hereunder shall not, regardless of the form of action, whether in contract, tort or negligence, exceed the amount of the charges actually paid by the Customer for the current year.
Upon expiry or termination of this Contract, the Customer shall allow RI to enter its premises to remove all units and the installation attachments from the Customer's premises and the Customer shall make good at its own expense any resultant damage and RI shall henceforth have no further liability whatsoever to the Customer or any other party.
Each party undertakes that:
neither it nor any party acting on its behalf has offered, given, requested or accepted any undue financial or other advantage of any kind in any way connected with the entering of this Contract;
it shall throughout the course of this Contract comply with, and take reasonable measures to ensure that any other parties acting on its behalf comply with, all applicable laws, statutes and regulations relating to anti-bribery and anti-corruption (‘Relevant Requirements’);
it has and shall maintain in place throughout the term of this Contract its own policies and procedures to ensure compliance with Relevant Requirements and will enforce them where appropriate;
it shall immediately report to the other party any offer, request or demand for any undue financial or other advantage of any kind received from the other party or any party acting on its behalf in connection with the performance of this Contract; and
unless apparent at the commencement of this Contract (for example where the Customer is a public organisation), it shall immediately notify the other party (in writing) if a public official becomes its officer or employee or acquires a direct or indirect interest in that party.
RI shall be entitled to terminate this Contract forthwith upon written notice to the Customer without any liability to the Customer in the event that RI has any reasonable grounds to believe that the Customer has breached any of the provisions of the above clause.