Clear terms. Sensible expectations.
How these terms work
These terms apply when The HVAC Consultants Ltd, trading as Perceptual Consultants, provides management consulting, advisory, mentoring, or related professional services. A proposal, statement of work, email confirmation, or engagement letter may add to or vary these terms.
If there is an inconsistency, the signed or expressly accepted engagement document takes priority.
1. Scope and engagement
We will agree the intended scope, objectives, fee basis, and expected timing before substantial work begins. Advice is based on the information available at the time and the scope agreed with the client.
2. Fees, GST and expenses
Fees are charged on the basis stated in the proposal, quote, or written confirmation. GST is added where required. Reasonable travel, accommodation, specialist, or third-party costs are charged only where agreed or reasonably necessary for the engagement.
3. Invoicing and payment
Invoices are payable by the due date shown on the invoice. If an invoice is disputed, the client should raise the issue promptly and pay any undisputed amount. We may pause work where an account is materially overdue.
4. Client responsibilities
The client will provide timely, accurate, and complete information, access to relevant people and systems, and decisions needed to progress the work. The client remains responsible for business decisions, implementation, statutory obligations, and the accuracy of information supplied.
5. Changes, delays and cancellations
Either party should raise changes to scope or timing as early as practical. Additional work may require revised fees or timing. Meetings cancelled at short notice may be charged where the time cannot reasonably be reassigned, subject to the terms agreed for the engagement.
6. Confidentiality and privacy
Each party will protect confidential information received from the other and use it only for the engagement. Personal information will be handled in accordance with applicable New Zealand privacy requirements. A separate NDA may be signed where appropriate.
7. Intellectual property
Each party retains ownership of intellectual property it owned before the engagement. Unless agreed otherwise, the client may use final deliverables for its internal business purposes after invoices relating to those deliverables have been paid. Perceptual Consultants retains ownership of its underlying methods, tools, templates, know-how, and general experience.
8. Advice, reliance and implementation
Consulting advice is professional judgement, not a guarantee of a particular commercial outcome. Results depend on implementation, market conditions, people, timing, and information outside our control. Advice is prepared for the client and should not be relied on by another party without written agreement.
9. Liability
Neither party excludes rights or liabilities that cannot lawfully be excluded. Any specific limitation or allocation of liability will be set out in the engagement document. Neither party is responsible for indirect or consequential loss to the extent permitted by law.
10. Conflicts and independence
We will disclose any actual conflict of interest that could reasonably affect the engagement. We may work with other organisations in the same sector provided client confidential information is protected and no conflicting commitment has been accepted.
11. Ending an engagement
Either party may end an engagement by written notice. The client remains responsible for fees and agreed costs incurred up to the effective end date. Confidentiality, intellectual property, payment, and other clauses intended to survive will continue.
12. New Zealand law
The parties will first try to resolve any disagreement directly and in good faith. These terms and each engagement are governed by New Zealand law, and the New Zealand courts have jurisdiction unless the parties agree otherwise in writing.
- Scope and fee basis agreed before work starts
- Client decisions remain with the client
- Confidential information stays protected
- Signed engagement terms take priority
Important
These Terms of Service apply to all work undertaken by Perceptual Consultants unless we agree otherwise in writing. They should be read alongside the proposal, scope of work or engagement letter provided for your project.
If there is any inconsistency, the terms agreed specifically for your engagement will take priority.