Livestock Carriers - Standard Terms and Conditions

1. Provision of Services
1.1 These terms and conditions will apply to all livestock transportation services provided by you to ANZCO from time to time, including the transport of livestock from a producer’s property to any ANZCO sites, and the associated loading and unloading of any such livestock (the Services).
1.2 These terms and conditions override, and apply to the exclusion of, any standard terms and conditions printed on any form or on any other document relating to the supply of Services issued by either party.
1.3 The parties agree that ANZCO is under no obligation to order any, or any particular volume, of Services. Where you agree to provide Services to ANZCO, you agree to comply with these terms and conditions.
1.4 You will provide the Services to ANZCO:
(a) on time;
(b) to the required performance standards, quality and other requirements reasonably notified to you by ANZCO from time to time;
(c) for the charges set out in clause 2.1; and
(d) with due care, skill and diligence, and to the professional standard and in accordance with the good industry practice as would be expected from a professional livestock carrier operating in the transport industry.
1.5 In providing the Services to ANZCO, you will:
(a) ensure that all of your personnel involved in the providing the Services have the necessary skills, experience, qualifications, training, licences, certifications and resources to provide the Services to the required standards;
(b) not collect and transport livestock that, in your reasonable judgement, is not fit for transport;
(c) transport the livestock in accordance with the Animal Welfare Act 1999, all applicable animal welfare laws, standards, regulations and codes, and treat all livestock humanely and with due care and respect;
(d) provide all vehicles, equipment and resources necessary to provide the Services;
(e) ensure that any vehicles used to provide the Services are fit for their intended purpose, are suitable in all respects and comply with all statutory and regulatory requirements applying to a vehicle for transporting livestock;
(f) maintain any vehicle used to provide the Services in a safe, clean and tidy condition and a serviceable state of repair;
(g) pay for all outgoings in relation to the vehicles used to provide the Services; and
(h) comply with all relevant laws and regulations, including the New Zealand Livestock Transport Assurance (NZLTA) programme and requirements.
1.6 Where, in your reasonable judgement, any livestock is not fit for transport, you must refuse to collect such livestock. In such an event, you must promptly and without delay notify and provide details of such non-collection to ANZCO.
1.7 Where, in your reasonable judgement, a producer’s infrastructure (including stockyards or loading facilities) is not suitable for the safe loading of livestock, you may refuse collection of any livestock from that property. If you become aware of any such unsuitable infrastructure, you must promptly and without delay notify and provide details to ANZCO so that ANZCO can liaise with the producer.

2. Charges and payment
2.1 The charges payable for any Services provided by you to ANZCO will be in line with the Freight Rate Schedule set by ANZCO applying at the relevant time and any applicable Fuel Adjustment Factor (FAF) set by ANZCO.
2.2 ANZCO will send a buyer created tax invoice to you at the end of each month, consolidating the orders of Services during that particular month (a Tax Invoice).
2.3 ANZCO will pay any charges payable to you for the Services by the 20th day of the month following your receipt of an ANZCO-issued Tax Invoice for the Services.
2.4 ANZCO will not pay any part of an invoice that is genuinely and reasonably disputed, until such dispute is resolved.

3. Liability
3.1 All Services provided by you to ANZCO which cover livestock in transit are a contract of carriage at limited carrier’s risk under section 248(1) of the Contract and Commercial Law Act 2017 unless a different type of contract of carriage is specified in the order. All Services provided by you to ANZCO that fall outside livestock in transit will not be a contract of carriage at limited carrier’s risk under the Contract and Commercial Law Act 2017.
3.2 Subject to clause 3.1, you indemnify ANZCO against any costs, loss, damage, expenses, liabilities and proceedings suffered or incurred by ANZCO arising out of or in connection with any breach of your obligations under these terms and conditions.
3.3 Other than the obligation to pay the charges, ANZCO will have no liability to you for any loss of profits, income or opportunity, or for any indirect or consequential damage or loss in relation to the Services.

4. Insurance
4.1 You must hold the following types of insurance cover at all times:
(a) public liability insurance cover for an amount of no less than $5 million per event;
(b) third party motor vehicle insurance; and
(c) carrier’s liability insurance to cover any liability you have to us under these terms and conditions.
4.2 If requested by ANZCO at any time, you will promptly provide to ANZCO evidence of such insurance cover.

5. Title and risk
5.1 Title to any livestock transported by you as part of the Services will never pass to you, and will remain at all times with the relevant producer or ANZCO (as applicable).
5.2 Risk in any livestock transported by you as part of the Services passes to you upon the livestock being loaded at the producer’s property.
5.3 Risk in any livestock transported by you as part of the Services passes from you to ANZCO when delivery of the livestock at ANZCO’s sites or such other site as nominated by ANZCO to you is completed.

6. Nature of relationship
6.1 Nothing in these terms and conditions constitutes a legal relationship between the parties of partnership, joint venture, agency or employment. Neither party has authority to bind or represent the other party in any way or for any purpose.
6.2 ANZCO’s relationship with you is non-exclusive and ANZCO is free to acquire any services (including services the same as or similar to the Services) from other carriers or third parties in its discretion.
6.3 You must not assign, transfer or subcontract any of your rights or obligations under these terms and conditions without ANZCO’s prior written consent.
6.4 If you subcontract any of your obligations, you will remain fully responsible to ANZCO for any subcontracted obligations under these terms and conditions.

7. Health and safety and other requirements
7.1 You (including your employees and other personnel) must comply with:
(a) your obligations under, and do all things reasonably required to assist ANZCO to comply with its obligations under, the Health and Safety at Work Act 2015 and any other applicable health and safety standards, regulations or codes at all times; and
(b) any requirements or policies of ANZCO and/or a producer (including those relating to health and safety) while present or operating on an ANZCO site or the producer’s property (as applicable), and will cooperate with ANZCO in relation to any decision by ANZCO to suspend or cease purchasing livestock from a producer.
7.2 You will comply with any of ANZCO’s requirements relating to health and safety pre-qualification assessments with an independent external assessment provider (being SiteWise at the date of these terms and conditions). Where applicable, you will provide to ANZCO proof of the pre-qualification assessment, and any other related documentation requested by ANZCO, prior to providing the Services or as requested by ANZCO from time to time.
7.3 You acknowledge and agree that:
(a) ANZCO may use an electronic system, software or other technology to assist with safety management, including hazard, risk and danger identification, notification and management (a System), including for example Onside;
(b) at all times when providing the Services, you will identify any potential hazards, risks and dangers which may arise during the provision of the Services and promptly notify ANZCO of such hazards, risks and dangers, either by inputting such information into ANZCO’s System and/or providing such information to ANZCO (in a format acceptable to ANZCO) to input into the System; and
(c) any information you input into the System and/or provide to ANZCO pursuant to clause 7.3(b) to input into the System may be accessed and used by ANZCO and other third parties (for example, producers, other transport carriers, ANZCO representatives, other third parties accessing the same properties you have accessed etc.) for the purposes of safety management, including hazard, risk and danger identification, notification and management. Such information may include information about your operations when providing the Services.
7.4 You will promptly advise ANZCO in writing (whether through the System or otherwise) of any ‘near misses’ (i.e. events not resulting in harm but which had the potential to do so) which occur in connection with the provision of the Services (whether involving your employees or personnel, or other third parties).
7.5 You warrant that you have all consents necessary to collect, use and disclose all information provided by you to ANZCO (including all information input directly into the System by you) pursuant to this clause 7 (including any personal information).

8. Information management
8.1 You must keep and maintain records in accordance with prudent business practice and all applicable laws. These records must be easy to access and log the distance travelled, and all relevant time and expenses incurred, in providing the Services.
8.2 You must provide all information to ANZCO relating to the Services that ANZCO reasonably requests. This information must be delivered to ANZCO promptly and in a format usable by ANZCO.

9. Termination
9.1 Either party may terminate this agreement, including these terms and conditions, without cause, at any time by providing the other party with 30 days’ written notice.

10. Drug and alcohol screening
10.1 ANZCO has a zero-tolerance approach to the use of drugs and alcohol by your personnel while providing the
Services, whether on ANZCO’s sites or not.
10.2 ANZCO may require your personnel to undergo drug and alcohol screening following an incident or with reasonable cause. If a non-negative test is returned, you must immediately remove the intoxicated individual from ANZCO’s sites and from providing the Services until further notice.

11. Inspection of vehicles
11.1 ANZCO may monitor and inspect, from time to time, any vehicle you use to provide the Services and may require you to make good any issues identified or to provide another vehicle that meets the required standard.

12. Amendments
12.1 ANZCO may amend these terms and conditions from time to time by providing 30 days’ written notice to you.