Website and Master
Terms and Conditions

These Terms apply, where relevant, to:

1. a.users of the NCC website;
2. b.Clients and prospective Clients;
3. c.Employees and prospective Employees;
4. d.Contractors and Subcontractors;
5. e.professional Consultants and subconsultants;
6. f.Suppliers and Service Providers;
7. g.labour-hire providers and workers;
8. h.delivery personnel, inspectors and visitors; and
9. i.the directors, officers, employees, agents and Personnel of those persons or entities.

Only the provisions relevant to the particular relationship apply.

These Terms may be incorporated into an NCC:

1. a.quotation or proposal;
2. b.construction, fitout, joinery or consulting engagement;
3. c.Purchase Order or Work Order;
4. d.Subcontract or consultancy engagement;
5. e.employment agreement or workplace policy;
6. f.Variation;
7. g.Project Tracker registration or induction;
8. h.Site induction;
9. i.credit application;
10. j.Project Particulars; or
11. k.other electronic or written engagement document.

These Terms do not, by themselves:

1. a.create an employment relationship;
2. b.appoint a Contractor, Consultant or Supplier;
3. c.authorise work or supply to commence;
4. d.constitute a Purchase Order;
5. e.approve a credit account;
6. f.create a partnership, joint venture, fiduciary relationship or agency; or
7. g.retrospectively amend an existing engagement.

These are website-based Terms and do not require a handwritten signature.

A person accepts the applicable provisions when, after being given reasonable notice of the Terms, that person:

1. a.selects an “I agree”, “accept”, “approve” or similar electronic option;
2. b.electronically accepts an NCC quotation, proposal, Purchase Order, Work Order, onboarding form, credit application or Project Particulars;
3. c.confirms acceptance by email or through Project Tracker;
4. d.pays a deposit, invoice, Variation or other amount;
5. e.instructs NCC to commence or continue Services;
6. f.permits NCC to commence or continue Services;
7. g.accepts delivery of goods or performance of Services;
8. h.commences work or supply under an NCC Purchase Order;
9. i.completes Project Tracker registration or induction acknowledging these Terms; or
10. j.otherwise acts in a manner clearly consistent with acceptance of the applicable engagement.

Website use alone constitutes acceptance of the website-use provisions only.

Commercial, Project, employment, procurement or Provider provisions apply where they are incorporated into, or clearly brought to the person’s attention in connection with, the relevant engagement.

NCC documents may contain wording substantially as follows:

“By selecting ‘I agree’, accepting this document, making payment, commencing work or instructing NCC to proceed, you acknowledge that you have reviewed and accept the NCC Website and Master Terms and Conditions Version 4.0 dated 18 July 2026.”

NCC may record:

1. a.the accepting person’s name;
2. b.their business or employer;
3. c.their email address;
4. d.the date and time of acceptance;
5. e.the applicable Terms version;
6. f.the accepted engagement document;
7. g.the Project or Site;
8. h.device or Internet Protocol information where lawfully collected;
9. i.electronic checkbox or button records;
10. j.Project Tracker acceptance records; and
11. k.associated payment, supply or commencement records.

A person accepting electronically warrants that they are authorised to accept the engagement and these Terms for the identified person or entity.

NCC may rely on an electronic acceptance unless NCC knew or reasonably ought to have known that the person lacked authority.

No handwritten signature or signature block is required on this website page.

The applicable version is the version identified in the relevant:

1. a.quotation;
2. b.proposal;
3. c.Purchase Order;
4. d.Work Order;
5. e.Project Tracker registration;
6. f.credit application;
7. g.Project Particulars; or
8. h.other engagement document.

If no version is identified, the version published when the engagement was accepted applies, provided NCC can reasonably demonstrate that the Terms were made available.

NCC may archive previous versions and retain electronic acceptance records.

Updated website Terms do not retrospectively amend an existing engagement unless:

1. a.the amendment is electronically accepted;
2. b.the existing Contract lawfully permits the change; or
3. c.Applicable Law provides otherwise.

NCC will provide reasonable notice and obtain further acceptance where required for a material change affecting an existing engagement.

Contract Documents may include:

1. a.Project-specific special conditions;
2. b.Project Particulars;
3. c.an accepted quotation or proposal;
4. d.an NCC Purchase Order or Work Order;
5. e.approved written Variations;
6. f.scope documents, specifications and schedules;
7. g.approved drawings;
8. h.these Terms; and
9. i.applicable NCC policies and procedures.

Where an inconsistency exists, the documents apply in the order listed above unless expressly stated otherwise.

Another party’s purchase order, invoice or standard terms do not override NCC’s Contract Documents merely because NCC receives, processes or refers to them.

A verbal statement, Site discussion or meeting note does not amend an engagement unless confirmed electronically or in writing by an authorised NCC representative.

Only an NCC director or authorised delegate may:

1. a.enter into or materially amend an engagement;
2. b.approve a Variation affecting NCC’s price or liability;
3. c.waive an NCC entitlement;
4. d.accept repudiation or terminate an engagement;
5. e.approve credit or security arrangements;
6. f.settle a dispute; or
7. g.make binding representations concerning price, completion, warranty or liability.

The NCC website provides general information concerning NCC’s Services, capabilities, Projects and employment opportunities.

Website content is not:

1. a.a binding quotation or offer;
2. b.legal, engineering, architectural, financial or building-surveying advice;
3. c.confirmation that a Service is suitable for a particular Project;
4. d.a guarantee of price, approval, program or outcome; or
5. e.authority to perform work or incur costs.

Project-specific information should only be relied upon where NCC provides it as part of an agreed engagement.

NCC takes reasonable steps to maintain accurate website information but does not guarantee that all content is complete, current or error-free.

NCC may change, remove, suspend or restrict website content without notice.

NCC does not guarantee uninterrupted availability or that files and communications will be free from harmful components.

Users are responsible for suitable cybersecurity, antivirus and backup protections.

The website may only be used for lawful personal and business purposes.

A person must not:

1. a.use the website unlawfully or fraudulently;
2. b.attempt unauthorised access;
3. c.introduce malicious code;
4. d.scrape or substantially reproduce content without permission;
5. e.impersonate another person;
6. f.provide false, misleading or defamatory information;
7. g.interfere with website operation;
8. h.infringe another person’s rights; or
9. i.misrepresent an association with NCC.

NCC may restrict access where misuse is reasonably suspected.

Third-party links are provided for convenience only.

A link does not constitute NCC’s endorsement.

NCC is not responsible for third-party content, security, availability, privacy practices or services.

A Client engagement is formed when the Client accepts NCC’s offer in accordance with clause 3.

An enquiry or request for quotation does not require NCC to accept the engagement.

NCC may require a separate statutory or domestic building contract where mandatory legislation applies.

These Terms apply to statutory or domestic building work only to the extent they are consistent with mandatory legislation and the applicable statutory contract.

Unless otherwise stated, an NCC quotation remains valid for 14 days.

NCC may withdraw or revise an unaccepted quotation.

Unless expressly identified as a fixed lump-sum price, all quotations, budgets, feasibility assessments, cost plans and preliminary prices are estimates only.

Estimates are based on:

1. a.information available at the issue date;
2. b.available drawings, scope and specifications;
3. c.quantities and dimensions reasonably understood;
4. d.visible and disclosed Site conditions;
5. e.reasonable and uninterrupted Site access;
6. f.normal working hours unless stated otherwise;
7. g.the proposed Project sequence and program;
8. h.labour, Contractor, Supplier and material costs then available; and
9. i.the assumptions, exclusions and allowances stated.

The final Project cost may vary because of:

1. a.Variations;
2. b.drawing, design, scope or selection changes;
3. c.quantity or dimension differences;
4. d.latent or hazardous conditions;
5. e.incomplete, inaccurate or late information;
6. f.authority, landlord, certifier or utility requirements;
7. g.access, working-hours, staging or program changes;
8. h.Client delays or interference;
9. i.Client-appointed parties;
10. j.labour, material, freight, fuel, Supplier or exchange-rate changes;
11. k.changes to taxes, duties, levies or statutory costs;
12. l.unavailable or discontinued products;
13. m.emergency work;
14. n.rise-and-fall adjustments; and
15. o.other adjustments permitted by the Contract.

NCC may issue updated forecasts or cost-to-complete estimates.

An updated estimate is not a guaranteed maximum price unless expressly stated.

A fixed price may still be adjusted for matters expressly permitted by the Contract or Applicable Law.

NCC may issue Project Particulars electronically.

Project Particulars may identify:

1. a.the Client and Site;
2. b.authorised representatives;
3. c.scope and exclusions;
4. d.pricing basis;
5. e.deposits and progress payments;
6. f.Variation requirements and margins;
7. g.estimated dates and working hours;
8. h.Client-caused delay rates;
9. i.supervision and reattendance rates;
10. j.storage and remobilisation charges;
11. k.retention arrangements;
12. l.defects-liability periods;
13. m.permits and approval responsibilities;
14. n.insurance requirements;
15. o.PPSR and security requirements;
16. p.Client-owned property relevant to an electronically accepted property charge;
17. q.Project risks and Site requirements; and
18. r.other Project-specific conditions.

Project Particulars form part of the Contract when accepted in accordance with clause 3.

No handwritten signature is required.

Project Particulars prevail over these general Terms to the extent of an inconsistency.

The Client must nominate an authorised representative.

NCC may rely on approvals, instructions and selections given by that representative.

The Client must ensure the representative can:

1. a.approve drawings and selections;
2. b.approve Variations;
3. c.issue instructions;
4. d.receive notices; and
5. e.make decisions affecting scope, price or program.

A representative change takes effect when written or electronic notice is received by NCC.

NCC will perform the Services described in the Contract Documents.

Unless expressly included, NCC’s scope excludes:

1. a.authority, landlord, centre-management and statutory fees;
2. b.latent conditions;
3. c.hazardous-material testing and remediation;
4. d.undocumented service relocation;
5. e.restricted-hours or after-hours premiums;
6. f.hoarding, security and traffic control;
7. g.utility upgrades;
8. h.third-party engineering or certification;
9. i.design changes after approval;
10. j.pre-existing defects;
11. k.rectification of work performed by others; and
12. l.work arising from Client delay, damage, interference or non-compliance.

NCC may engage Approved Providers to perform parts of the Services.

The Client must:

1. a.provide complete and accurate information;
2. b.provide approvals and decisions promptly;
3. c.provide safe, lawful and uninterrupted access;
4. d.disclose known hazards, contamination and concealed services;
5. e.obtain approvals allocated to the Client;
6. f.ensure Client-appointed parties cooperate with NCC;
7. g.protect or remove valuables and sensitive equipment;
8. h.provide agreed utilities and facilities;
9. i.not interfere with NCC’s work;
10. j.comply with access requirements; and
11. k.pay all amounts when due.

NCC may rely on Client-supplied information, dimensions, drawings, reports and instructions.

The Client is responsible for reasonable costs and delays arising from inaccurate, incomplete or late information.

The Client must carefully review drawings, samples, selections, dimensions and specifications before approval.

Approval confirms acceptance of:

1. a.layout and orientation;
2. b.dimensions and clearances;
3. c.materials, colours and finishes;
4. d.fixtures, appliances and equipment;
5. e.service locations; and
6. f.the scope shown.

NCC may rely on Client approval.

Changes after approval may be treated as Variations.

Renderings are indicative. Actual colours, grains, textures and proportions may vary because of lighting, screen settings, manufacturing tolerances and natural material variations.

NCC may rely on documentation prepared by Client-appointed Consultants where NCC is not expressly engaged as designer.

Responsibility for permits, approvals, certificates and consents will be allocated in the Contract Documents.

The Client must not direct NCC to perform unlawful, unsafe, unapproved or non-compliant work.

NCC may suspend affected work where information appears incomplete, unsafe or inconsistent.

Additional design, approval, inspection or compliance work outside NCC’s original scope is a Variation.

Unless stated otherwise:

1. a.prices are exclusive of GST;
2. b.GST will be added to taxable supplies; and
3. c.GST is payable with the corresponding supply.

The price may include:

1. a.lump-sum items;
2. b.schedule-of-rates items;
3. c.time-and-materials charges;
4. d.provisional sums;
5. e.prime-cost allowances;
6. f.reimbursable expenses; and
7. g.professional fees.

Unless expressly excluded, NCC may adjust the price where Project-input costs materially change after the quotation date.

Project inputs may include:

1. a.construction and joinery materials;
2. b.stone, glass, steel, aluminium and timber;
3. c.fixtures, fittings and equipment;
4. d.imported products;
5. e.fuel, freight, shipping and delivery;
6. f.Supplier and manufacturer charges;
7. g.labour rates, allowances and employment on-costs;
8. h.Contractor, Subcontractor and Consultant costs;
9. i.foreign-exchange movements;
10. j.insurance, taxes, duties and levies; and
11. k.other material Project inputs.

An adjustment may apply where:

1. a.the change occurred after the quotation date;
2. b.the item was not already fully purchased;
3. c.the change was not caused by NCC’s unreasonable delay;
4. d.NCC can reasonably substantiate it; and
5. e.it is permitted by Applicable Law.

NCC may calculate an adjustment using actual Supplier cost differences, Supplier notifications, an applicable index, an agreed formula or another reasonable method.

NCC may apply the stated Contract margin.

Where no other margin is stated, NCC may apply a 22% margin to additional procurement, coordination and commercial-risk costs where lawful and reasonable.

NCC will provide reasonable notice before ordering a materially increased item where practicable.

NCC may propose substitution, Variation, revised allowance, omission or an extension of time where an item is unavailable or commercially impracticable.

NCC will not recover the same increase more than once.

The Client must pay in accordance with the quotation, Contract or payment schedule.

NCC may require:

1. a.a booking or mobilisation payment;
2. b.progress payments;
3. c.payment before custom or non-returnable materials are ordered;
4. d.payment before manufacturing;
5. e.payment before delivery or installation; and
6. f.final payment at practical completion.

Where no other payment period is stated, Client invoices are due within seven days.

Consulting Services may be invoiced in advance, periodically, at milestones or on a time-and-materials basis.

The Client must not withhold, deduct or set off an amount unless authorised by the Contract, agreed by NCC or permitted by Applicable Law.

A disputed invoice must be notified before its due date with detailed reasons and supporting evidence.

The undisputed amount remains payable.

Payment does not constitute acceptance of incomplete or defective work.

Credit is only available following NCC’s approval.

NCC may:

1. a.establish or vary a credit limit;
2. b.withdraw credit on reasonable notice;
3. c.require advance or progress payment;
4. d.require an electronically accepted guarantee, property charge or other security; and
5. e.undertake authorised credit checks.

A personal guarantee or charge over property only applies where the relevant person separately and prominently accepts that obligation electronically or otherwise in a legally effective manner.

Subject to Applicable Law, NCC may:

1. a.charge interest at the Reserve Bank of Australia cash rate plus 8% per annum, calculated daily;
2. b.suspend the Services;
3. c.withhold delivery or installation;
4. d.remove the Project from NCC’s current program;
5. e.recover reasonable enforcement costs; and
6. f.exercise statutory payment, adjudication and suspension rights.

NCC is entitled to an extension of time and reasonable delay costs caused by overdue payment.

A Variation includes a change to:

1. a.scope;
2. b.drawings, layout, design or orientation;
3. c.dimensions, quantities, materials, colours or finishes;
4. d.construction, manufacturing or installation methods;
5. e.Services, fixtures or equipment;
6. f.access or working hours;
7. g.staging, sequence or program;
8. h.Site conditions; or
9. i.an assumption or exclusion relied on by NCC.

Variations must be approved in writing or electronically.

Unless NCC agrees otherwise, every Client Variation must be paid in full, including GST, and received as cleared funds before NCC commences or arranges the Variation.

Until payment clears, NCC is not required to:

1. a.revise drawings or specifications;
2. b.order materials or equipment;
3. c.engage Providers;
4. d.commence or continue manufacturing;
5. e.allocate labour or supervision;
6. f.reserve manufacturing, delivery or installation dates;
7. g.deliver goods; or
8. h.perform varied work.

Remittance advice does not constitute cleared funds.

Dates discussed before cleared payment are indicative only.

Delayed approval or payment entitles NCC to suspend, reschedule, revise the program, claim an extension of time and recover reasonable costs.

Where the final cost cannot be determined, NCC may require payment of an estimated amount, provisional allowance or acceptance of time-and-materials or cost-plus pricing.

Any difference will be adjusted in a later invoice.

Verbal, email, meeting or Site requests are not authorised unless confirmed by NCC.

NCC may perform urgent work without advance payment where required to protect safety or property, make the Site safe, comply with a lawful direction or respond to an emergency.

Urgent work is a Variation payable immediately upon invoicing.

Only an NCC director may approve an alternative Variation-payment arrangement.

A Client Delay Event occurs where NCC’s Services are delayed, suspended, interrupted, deferred, resequenced or made less efficient because of:

1. a.an act or omission of the Client or a Client-appointed party;
2. b.late information, approval, instruction, selection or decision;
3. c.late payment or non-payment;
4. d.failure to approve or pay a Variation;
5. e.unavailable, restricted or unsafe access;
6. f.a stop-work, redesign, deferral or resequencing direction;
7. g.incomplete, defective or delayed preceding work;
8. h.failure to provide Client-supplied goods, equipment, utilities or facilities;
9. i.interference with NCC’s work;
10. j.damage to NCC’s work, materials or goods;
11. k.failure to obtain an allocated approval; or
12. l.another Client breach affecting NCC’s intended performance.

NCC may:

1. a.suspend, defer or resequence the affected Services;
2. b.remove the Project from its current program;
3. c.reschedule the Project to the next reasonably available date;
4. d.release or reallocate Personnel and resources;
5. e.revise the program and estimated completion date;
6. f.claim an extension of time;
7. g.require outstanding payments before recommencement; and
8. h.recover reasonable delay, disruption and prolongation costs.

Delay costs may be calculated from when the event first affects NCC until:

1. a.the cause has been remedied;
2. b.required information, approval, access and cleared payment have been provided;
3. c.NCC can reasonably recommence; and
4. d.the Personnel, Contractors, materials and resources intended for the affected scope can reasonably return to the Project.

The ending of the original delaying act does not require immediate recommencement where resources have reasonably been rescheduled.

NCC may recover reasonable costs associated with Personnel intended to complete the affected scope during the delayed period, including:

1. a.wages and salaries;
2. b.superannuation;
3. c.payroll tax;
4. d.workers compensation and insurance;
5. e.leave and employment on-costs;
6. f.allowances and committed overtime;
7. g.supervision;
8. h.project management;
9. i.contract administration;
10. j.scheduling and estimating;
11. k.drafting and design coordination;
12. l.workshop and manufacturing Personnel;
13. m.travel and accommodation commitments; and
14. n.applicable recovery or charge-out rates.

Only Personnel reasonably intended for the affected scope and delayed period may be included.

NCC may recover reasonable costs associated with Providers that were booked, committed, required to remain available, cancelled, rescheduled, required to reattend or required to undertake additional work.

NCC may recover reasonable Project overheads attributable to the intended scope, Personnel, resources and delayed period, including:

1. a.office and administration support;
2. b.Project-management systems and software;
3. c.workshop and factory occupancy;
4. d.rent and property costs;
5. e.utilities;
6. f.insurance;
7. g.vehicles, plant, tools and equipment;
8. h.Site establishment and amenities;
9. i.storage and handling;
10. j.security and work protection;
11. k.telecommunications and technology;
12. l.accounting and payroll administration;
13. m.safety and compliance administration; and
14. n.directly attributable financing and banking costs.

The claim may be calculated daily or weekly as:

The claim will not include:

1. a.NCC’s total company turnover;
2. b.unrelated Personnel or divisions;
3. c.Personnel not reasonably intended for the affected scope;
4. d.unrelated periods;
5. e.variable costs genuinely avoided;
6. f.amounts recovered elsewhere; or
7. g.the same loss more than once.

NCC will take reasonable steps to reduce avoidable delay costs but is not required to disrupt another Project, accept materially less favourable replacement work or retain resources indefinitely without compensation.

NCC may issue a delay notice, Variation, payment claim or invoice identifying the cause, affected scope, Personnel, period, calculation method and amount.

Client delay costs may be treated as a Variation and are payable in accordance with the Variation-payment requirements.

The Client is only responsible to the extent it or a person for whom it is responsible caused or contributed to the delay.

This clause is intended to compensate NCC for committed Personnel, resources and attributable overheads during the Client-caused delayed period and is not intended as a penalty.

NCC is entitled to a reasonable extension of time for:

1. a.Client Delay Events;
2. b.Variations;
3. c.latent conditions;
4. d.hazardous materials;
5. e.severe or abnormal weather;
6. f.industrial action;
7. g.authority, landlord or utility delay;
8. h.shortages or transport disruption;
9. i.changes in Applicable Law;
10. j.emergencies; and
11. k.events beyond NCC’s reasonable control.

Dates and programs are estimates unless expressly identified as binding dates.

NCC may control access to an NCC-controlled work area to meet safety obligations, protect work, preserve warranties, comply with permits and coordinate trades.

Clients and Client-appointed parties must not enter active work areas without NCC’s authorisation and required induction.

NCC may require an NCC representative to attend during third-party access.

Additional supervision, induction and coordination may be charged as a Variation.

NCC may refuse access where a person:

1. a.has not completed an induction;
2. b.has not provided required documentation;
3. c.lacks suitable PPE;
4. d.presents a safety or security risk;
5. e.may damage work; or
6. f.may affect a permit, warranty or compliance obligation.

Every person attending an NCC-controlled Site must:

1. a.complete required inductions;
2. b.provide licences, SWMS, insurance and competency evidence;
3. c.follow Site rules and lawful safety directions;
4. d.use required PPE;
5. e.report hazards, incidents, injuries, damage and near misses;
6. f.stop work where there is an immediate or unacceptable risk;
7. g.not interfere with safety controls; and
8. h.be fit for work and free from impairment.

NCC may stop work, remove a person or refuse access where a safety risk exists.

Nothing transfers or removes a duty imposed directly by Applicable Law.

Hazardous conditions may include asbestos, mould, contaminated water, biological contamination, silica, lead, chemicals, unsafe structures and live or undocumented services.

A person becoming aware of a hazardous condition must stop affected work, isolate the area where reasonably practicable, notify NCC and follow directions.

NCC may require specialist testing, remediation and written clearance before access or recommencement.

No person may disturb suspected hazardous material without required approval, licences and controls.

Additional testing, remediation, supervision and delay are Variations where not included in NCC’s original scope.

A latent condition is a condition that could not reasonably have been identified from available information and a reasonable visual inspection.

Latent conditions may include undocumented services, concealed defects, unsuitable substrates, water damage, contamination, hazardous materials, concealed non-compliant work and materially incorrect dimensions.

NCC may suspend affected work and issue a Variation.

NCC is not responsible for pre-existing conditions not caused by NCC.

The Client must ensure Client-supplied items are suitable, compliant, timely, complete, undamaged and compatible.

NCC may charge for delay, handling, storage, modification and reattendance caused by those items.

NCC does not warrant Client-supplied items.

Unless expressly engaged to manage them, NCC is not responsible for Client-appointed parties’ design, work, goods or delays.

Secured Money means every amount properly owing to NCC, including deposits, progress payments, final payments, Variations, delay costs, storage costs, retention amounts due for release, interest, enforcement costs and damages.

Title to all goods, materials, joinery, fixtures, fittings, equipment and components supplied, procured or manufactured by NCC remains with NCC until all Secured Money has been paid in cleared funds.

This includes final payment, approved Variations, delay and storage costs and retention money that has become due for release.

Until title passes, the Client must:

1. a.hold unfixed and identifiable goods as bailee for NCC;
2. b.keep them identifiable where reasonably practicable;
3. c.protect and insure them;
4. d.not sell, transfer, pledge or encumber them;
5. e.not remove them without approval;
6. f.notify NCC of any seizure or claim; and
7. g.identify their location when requested.

Where Secured Money is overdue or the Client materially defaults, NCC may, to the extent permitted by law:

1. a.suspend delivery or installation;
2. b.require return of unfixed and identifiable goods;
3. c.recover those goods with the lawful consent of the occupier;
4. d.remove them where removal can occur lawfully and safely; and
5. e.recover reasonable removal, transport and storage costs.

NCC must not unlawfully enter property or use unreasonable force.

Where goods become fixtures or cannot lawfully be removed, NCC may rely on payment rights, PPSA rights, statutory payment remedies, a valid property charge and other lawful remedies.

The Client grants NCC a security interest, to the extent permitted by law, in:

1. a.goods supplied by NCC;
2. b.goods in which NCC retains title;
3. c.proceeds arising from those goods;
4. d.related insurance proceeds; and
5. e.other personal property expressly identified in electronically accepted Project Particulars or a credit application.

The Client:

1. a.consents to NCC registering its security interest on the PPSR;
2. b.must provide information reasonably required for registration;
3. c.must notify NCC of changes to its name, ABN, ACN, address or structure;
4. d.must not knowingly prejudice NCC’s security interest; and
5. e.must reimburse reasonable registration and enforcement costs resulting from Client default.

Publication of these Terms does not, by itself, give NCC a caveatable interest over every property owned by a Client.

NCC may only lodge a caveat where NCC reasonably considers that:

1. a.the property owner granted NCC a valid legal or equitable charge or other interest in identified property;
2. b.the charge was accepted through a legally effective electronic process;
3. c.the property is owned legally or beneficially by the person granting the charge;
4. d.Secured Money is properly due; and
5. e.Applicable Law permits the caveat.

Where a quotation, credit application or Project Particulars:

1. a.expressly states that the property owner grants NCC a charge;
2. b.identifies the property by address, title details or another sufficient description;
3. c.clearly displays the charge and caveat provision;
4. d.incorporates these Terms; and
5. e.is electronically accepted by an authorised property owner,

The acceptance process must record:

1. a.the property owner’s identity;
2. b.the property details;
3. c.the Client and Project;
4. d.the secured obligations;
5. e.the Terms version;
6. f.the date and time of acceptance; and
7. g.evidence reasonably identifying the accepting person.

General browsing of the website is not sufficient acceptance of a property charge.

A Client cannot grant a charge over property it does not own.

Where property is owned by another person, that owner must separately accept the property-charge provision.

Where a valid charge exists, NCC may consider lodging a caveat if:

1. a.Secured Money is overdue;
2. b.the Client materially breaches or repudiates the Contract;
3. c.an insolvency event occurs, subject to Applicable Law;
4. d.the owner proposes to sell, transfer or further encumber the property without satisfactory payment arrangements; or
5. e.NCC reasonably considers its security is at risk.

NCC must:

1. a.only lodge a caveat where it reasonably considers it has a valid caveatable interest;
2. b.limit the caveat to the relevant property and interest;
3. c.provide reasonable details when requested;
4. d.withdraw the caveat within a reasonable period after payment of all Secured Money and reasonable withdrawal costs; and
5. e.comply with land-title legislation.

The Client must reimburse reasonable legal, registration and withdrawal costs relating to a properly lodged caveat following Client default.

The Client is not responsible for loss resulting from a caveat lodged by NCC without reasonable cause.

Where delivery or installation is delayed by the Client, NCC may store completed goods at the Client’s risk and charge reasonable storage, handling, insurance and transport costs.

NCC will provide reasonable notice before dealing with uncollected goods.

Any sale or disposal will comply with Applicable Law.

Practical completion occurs when the Services are complete except for minor defects or omissions that do not prevent reasonable use.

NCC may issue a practical-completion notice, defects list, handover record and final payment claim.

Minor defects do not entitle the Client to refuse practical completion or withhold the entire final payment.

The Client must provide reasonable access to complete outstanding items.

NCC warrants that it will perform Services with reasonable care and skill and in accordance with the Contract Documents.

Unless otherwise stated, the commercial defects-liability period is 12 months from practical completion.

The Client must promptly notify NCC and give NCC a reasonable opportunity to inspect and rectify.

The Client must not arrange third-party rectification before NCC has that opportunity, except where urgently required for safety or property protection.

NCC is not responsible for defects caused by misuse, lack of maintenance, normal wear, existing-structure failure, water ingress not caused by NCC, work by others, unauthorised alteration, Client-supplied items or failure to follow instructions.

Manufacturer warranties will be passed on where transferable.

Statutory warranties and consumer guarantees are not excluded.

NCC may suspend where:

1. a.payment is overdue;
2. b.a Variation is unpaid;
3. c.information or approval is missing;
4. d.the Site is unsafe;
5. e.access is denied or restricted;
6. f.the Client materially breaches the Contract;
7. g.performance may be unlawful; or
8. h.NCC has another contractual or statutory suspension right.

Except in urgent circumstances, NCC will provide reasonable notice.

Client-caused suspension costs are payable by the Client.

The Client is in default where the Client or a person for whom it is responsible:

1. a.fails to pay;
2. b.fails to approve or pay a Variation;
3. c.fails to provide information, access or approval;
4. d.interferes with performance;
5. e.permits unauthorised access;
6. f.breaches safety requirements;
7. g.directs unlawful or unsafe work;
8. h.breaches a material obligation;
9. i.repeatedly breaches the Contract;
10. j.indicates an intention not to perform; or
11. k.repudiates the Contract.

NCC may require remedy within:

1. a.two Business Days for payment, access, safety or urgent Project defaults; or
2. b.five Business Days for other material defaults,

NCC may specify a shorter period where necessary to protect health, safety, property, permits, warranties or the Project program.

A material Client default may include:

1. a.repeated changes to scope, design, orientation, selections or program;
2. b.repeated delay to information, approval, access or decisions;
3. c.repeated failure to approve or pay Variations;
4. d.failure to pay in accordance with agreed terms;
5. e.repeated stop-work, redesign or resequencing directions;
6. f.preventing NCC from maintaining a reasonable program;
7. g.repeated interference by Client-appointed parties;
8. h.repeated demobilisation and remobilisation;
9. i.making performance commercially or practically incapable of continuing as originally agreed; or
10. j.a pattern demonstrating unwillingness or inability to perform.

NCC may aggregate related defaults when assessing material breach or repudiation.

NCC may suspend, require payment or further security, revise the price and program, claim costs, remove the Project from its current program or terminate.

NCC may terminate where a material default is not remedied.

NCC may terminate immediately for clear repudiation, abandonment, refusal to pay, serious safety risk, illegality, fraud, theft, violence, serious misconduct or repeated substantially similar defaults.

On termination NCC may recover:

1. a.unpaid invoices and payment claims;
2. b.work performed;
3. c.Variations;
4. d.ordered, manufactured or committed goods and materials;
5. e.non-cancellable commitments;
6. f.protection, storage and demobilisation costs;
7. g.delay, disruption and close-out costs;
8. h.lawful enforcement costs; and
9. i.reasonable loss of profit on the unperformed Contract balance.

Unless another margin is stated, NCC’s loss-of-profit claim may be calculated using 22% of the value of the unperformed Contract balance and approved Variations.

The calculation must be adjusted for:

1. a.material costs saved;
2. b.amounts earned or reasonably capable of being earned through mitigation;
3. c.scope removed for reasons not caused by the Client;
4. d.amounts recovered elsewhere;
5. e.work NCC could not reasonably have performed; and
6. f.NCC’s contribution to the loss.

The 22% amount is intended as a reasonable estimate of anticipated profit and commercial contribution and not as a penalty.

NCC will not recover the same profit or loss twice.

Where the Client terminates for convenience, the Client must pay for work performed, commitments, cancellation and close-out costs and any expressly agreed termination amount.

Termination does not affect accrued rights.

NCC may assert that a Contract is legally frustrated where an event:

1. a.occurs after formation;
2. b.was not caused by NCC or the Client;
3. c.is beyond both parties’ control;
4. d.is not adequately addressed by the Contract; and
5. e.makes performance impossible, unlawful or fundamentally different.

Client changes, delay, non-payment or non-compliance ordinarily constitute default, breach or repudiation rather than frustration.

Financial hardship, inability to fund the Project, change of preference or increased cost does not by itself constitute frustration.

A circumstance will not necessarily constitute frustration where the Contract provides for Variations, rise and fall, suspension, substitution, extension of time or termination.

Where frustration legally occurs, future obligations cease to the extent provided by law, but NCC retains lawful payment and recovery rights for prior work, goods and costs.

Frustration does not automatically entitle NCC to the 22% margin on unperformed work.

Except for Clients, every Employee, labour-hire worker, Contractor, Subcontractor, Consultant, subconsultant, Supplier and Service Provider must register and complete the required Project Tracker induction.

Registration and induction must be completed before NCC will:

1. a.approve engagement;
2. b.release a Purchase Order;
3. c.authorise work or supply;
4. d.permit Site or system access;
5. e.schedule chargeable attendance; or
6. f.approve or process an invoice.

Project Tracker may require:

1. a.legal name, trading name and ABN;
2. b.contact, banking and representative details;
3. c.attending-Personnel details;
4. d.emergency contacts;
5. e.licences, registrations and qualifications;
6. f.competency and induction records;
7. g.insurance certificates;
8. h.WorkCover or workers compensation information;
9. i.Personal Accident Cover where required;
10. j.SWMS and safety documents;
11. k.plant and equipment records;
12. l.employment, taxation and superannuation compliance;
13. m.acceptance of NCC Terms and policies;
14. n.privacy and confidentiality acknowledgements; and
15. o.other reasonably required information.

Registration is complete only when NCC records the person or entity as approved.

Submission does not automatically constitute approval.

Electronic Project Tracker acknowledgement constitutes acceptance of the applicable Provider, workplace-policy, Site-access and induction provisions.

Project Tracker acknowledgement does not guarantee engagement, constitute a Purchase Order or guarantee payment for unauthorised work.

NCC may approve, conditionally approve, reject, suspend or remove a party for incomplete or misleading information, expired documents, unsafe or defective work, breach or unacceptable risk.

Registration and approval are continuing obligations.

No person may attend Site under another person’s Project Tracker profile, licence or induction.

Contractors and Consultants must ensure all lower-tier parties and Personnel are separately registered and approved.

Approval of a lower-tier party does not release the engaging party from responsibility.

No Provider may:

1. a.commence work;
2. b.attend Site for chargeable work;
3. c.supply or order goods;
4. d.engage another Provider; or
5. e.incur a cost on NCC’s behalf,

A PO may only be released after the Provider is approved in Project Tracker and has supplied required compliance documents.

A verbal direction, email, drawing, meeting, tender request or previous dealing is not authority to commence unless accompanied by:

1. a.a valid PO; or
2. b.separate authority issued by an NCC director.

The Provider must verify the correct legal entity, Project, Site, scope, value, rates, GST, dates and deliverables.

Scope or value must not be exceeded without an amended PO, new PO or director-approved Variation.

NCC will not issue retrospective POs merely because unauthorised work was performed.

Subject to Applicable Law, NCC is not liable for unauthorised work, goods or costs.

Unless a shorter period is expressly stated, NCC’s standard Provider payment terms are:

End of Month plus 45 calendar days — EOM + 45 days.

Payment is due 45 calendar days after the end of the month in which NCC receives a complete and compliant invoice.

A compliant invoice must:

1. a.be issued by a currently approved Project Tracker Provider;
2. b.display a valid PO number;
3. c.remain within the authorised value;
4. d.relate to authorised work or goods;
5. e.identify the correct legal entity, ABN, Project and Site;
6. f.contain an invoice date and unique invoice number;
7. g.describe the supply;
8. h.identify the claim period or milestone;
9. i.identify approved Variations;
10. j.attach required timesheets, delivery dockets and evidence;
11. k.correctly state GST;
12. l.be supported by current compliance documents; and
13. m.include required certificates, warranties and handover documents.

No invoice will be accepted without a PO number unless an NCC director approved the exception before the cost was incurred or Applicable Law requires otherwise.

NCC may return an incomplete invoice.

Subject to Applicable Law, the payment period runs from the end of the month in which the corrected compliant invoice is received.

An earlier mandatory statutory payment date prevails over EOM + 45.

These terms do not create a pay-when-paid arrangement.

A Contractor or Consultant is an independent business and not an Employee, partner, joint venturer or NCC agent unless expressly stated otherwise.

The true relationship depends on the Contract, its practical operation and Applicable Law.

A Provider must not represent that it may bind NCC.

Unless otherwise agreed, a Provider is responsible for supervision, tools, work methods, rectification, commercial risk and statutory obligations.

Nothing permits sham contracting.

Providers must maintain every required licence, registration, permit, qualification and competency.

No person may:

1. a.perform licensed work without a licence;
2. b.permit unlicensed work;
3. c.certify outside their competence;
4. d.use another person’s licence or profile;
5. e.provide misleading competency information; or
6. f.continue after expiry, suspension or restriction.

Providers must immediately disclose regulatory investigations, notices, licence issues and circumstances affecting lawful performance.

NCC may verify compliance at any time.

Before a PO is issued, Contractors, Subcontractors and Consultants must provide evidence of appropriate insurance.

Unless varied in the PO or Project Particulars, minimum requirements are:

1. a.public liability: $20,000,000 for any one occurrence;
2. b.product liability: $20,000,000 in the annual aggregate;
3. c.professional indemnity, where applicable: $5,000,000 for any one claim and in the annual aggregate;
4. d.WorkCover or workers compensation: statutory cover;
5. e.comprehensive motor vehicle insurance for vehicles used for the Services;
6. f.replacement-value cover for Provider plant, tools and equipment;
7. g.contract works insurance where allocated to the Provider; and
8. h.cyber insurance of $2,000,000 where required because of material system or information access.

Professional indemnity must be maintained for any stated run-off period and, unless otherwise stated, for seven years after completion, subject to reasonable commercial availability.

An individual Contractor not covered by workers compensation may be required to maintain Personal Accident Cover.

Personal Accident Cover does not replace legally required workers compensation insurance.

Insurance must remain current and appropriate throughout the engagement.

Certificates of currency must be uploaded to Project Tracker.

Providers must immediately notify NCC of cancellation, non-renewal, material restriction or exhaustion of an aggregate limit.

Insurance does not limit legal or contractual liability.

A Provider supplying labour-hire workers must hold every licence required in the jurisdiction where labour is supplied.

A Victorian labour-hire Provider must:

1. a.hold a current Victorian labour-hire licence;
2. b.provide its licence number before engagement;
3. c.upload evidence to Project Tracker;
4. d.maintain the licence;
5. e.comply with licence conditions; and
6. f.notify NCC of any investigation, suspension, cancellation or condition.

NCC may independently verify licence status.

NCC may refuse, suspend or terminate engagement where a licence cannot be verified or is no longer current.

Labour-hire workers must be separately registered and inducted in Project Tracker.

Employees and Providers must perform in accordance with:

1. a.Contract Documents;
2. b.NCC policies, procedures and quality requirements;
3. c.approved drawings and scopes;
4. d.Site and Project requirements;
5. e.applicable Australian Standards;
6. f.the National Construction Code where relevant;
7. g.manufacturer instructions;
8. h.OHS requirements;
9. i.environmental requirements;
10. j.building, planning and trade legislation;
11. k.workplace, taxation and superannuation laws;
12. l.permits, licences and approvals;
13. m.lawful NCC directions; and
14. n.all other Applicable Law.

The legally or contractually applicable edition of each standard applies.

Where requirements conflict, the higher requirement applies unless unlawful or otherwise directed by an appropriately qualified authority or Consultant.

A person identifying an inconsistency, error or non-compliance must stop affected work where necessary, notify NCC and obtain clarification.

Work known or suspected to be non-compliant must not be concealed or covered.

No NCC direction removes another party’s legal duties.

Providers are responsible for their Personnel, including wages, entitlements, taxation, superannuation, workers compensation, training, competency, supervision, conduct and safety.

Material work must not be subcontracted without NCC approval.

Approval does not release the original Provider from responsibility.

NCC may require removal or replacement of unsafe, unqualified, uninducted, disruptive, dishonest or underperforming Personnel.

Contractors, Subcontractors and Consultants must ensure Services are performed by Personnel who are:

1. a.trained, experienced and competent;
2. b.suitably qualified;
3. c.licensed or registered where required;
4. d.familiar with the scope and drawings;
5. e.approved through Project Tracker;
6. f.fit and capable of safely performing the work; and
7. g.adequately supervised.

Apprentices and trainees may only work within legal training limits and under appropriate supervision.

NCC may require evidence of qualification, experience and competency.

Removal or replacement of unsuitable Personnel does not entitle the Provider to additional payment or time where caused by the Provider’s failure.

Each Contractor, Subcontractor and Consultant with Personnel on Site must ensure at least one team member:

1. a.holds a current nationally recognised first-aid qualification appropriate to the work;
2. b.holds current CPR training where required;
3. c.is present and accessible while the team works;
4. d.is identified to NCC; and
5. e.has the qualification recorded in Project Tracker.

One first-aid-qualified person is the minimum requirement only.

Additional arrangements must be provided where required by Applicable Law, workforce numbers, Site location, hazards, risk assessment or the emergency plan.

Providers must not rely on NCC’s first-aid arrangements unless a shared arrangement is expressly agreed.

Non-compliance may result in suspended access, work or Project Tracker approval and recovery of resulting costs.

Providers must maintain complete and accurate engagement records.

NCC may, on reasonable notice, audit records relevant to:

1. a.a Project or payment claim;
2. b.wages and entitlements;
3. c.superannuation;
4. d.payroll tax;
5. e.workers compensation;
6. f.labour-hire licensing;
7. g.insurance and trade licensing;
8. h.lower-tier payments;
9. i.safety and training;
10. j.Project Tracker information;
11. k.alleged fraud or overcharging; and
12. l.other material obligations.

Audits must be reasonably limited, minimise disruption and protect privilege, privacy and Confidential Information.

Personal information may be redacted where NCC can still verify compliance.

NCC may require a statutory declaration confirming that:

1. a.Personnel have been paid amounts properly due;
2. b.superannuation obligations have been met;
3. c.WorkCover or workers compensation is current;
4. d.lower-tier Subcontractors and Suppliers have been paid;
5. e.no undisclosed lien or security interest affects Project goods;
6. f.licences and insurance are current;
7. g.a payment claim is accurate;
8. h.claimed work was properly performed; and
9. i.no material breach has been concealed.

NCC may request a statutory declaration before first payment, with progress claims, before final payment, before retention release or following a reasonable compliance concern.

A false or misleading declaration is a material breach.

Where an audit identifies a material overcharge or breach, the Provider must reimburse reasonable audit costs caused by that breach.

Audit rights do not create a pay-when-paid arrangement or remove mandatory statutory payment rights.

Site-specific SWMS must be provided, implemented and reviewed before high-risk construction work.

Generic documentation must be adapted to the Site and hazards.

All Site Personnel must correctly use PPE required by Applicable Law, SWMS, NCC rules, the Site controller, manufacturer instructions and identified hazards.

Contractors and Subcontractors must provide and enforce suitable PPE for their Personnel unless otherwise agreed.

NCC may refuse access or stop work for inadequate PPE.

Incidents, injuries, hazards, damage and near misses must be reported immediately.

Providers warrant that work and goods will:

1. a.comply with the PO and Contract Documents;
2. b.comply with approved drawings and specifications;
3. c.be supplied with due care and skill;
4. d.comply with Applicable Law and Standards;
5. e.use suitable materials;
6. f.comply with manufacturer instructions;
7. g.be fit for an expressly accepted purpose; and
8. h.be free from material defects.

No departure from approved documentation is permitted without NCC approval.

Providers must rectify at their cost defective, incomplete, non-compliant, failed or damaged work.

Work requiring inspection, testing or certification must not be concealed before the required inspection or approval.

NCC may require concealed work to be opened for inspection at the Provider’s cost where it was concealed without approval.

NCC may arrange rectification and recover reasonable costs where the Provider fails to rectify or urgent action is required.

Consultants must perform with the care, skill and diligence reasonably expected of a competent professional.

Consultants must:

1. a.work within their expertise and registration;
2. b.identify assumptions and limitations;
3. c.notify NCC of incomplete or inconsistent information;
4. d.recommend further investigation where required;
5. e.coordinate with Project participants;
6. f.respond to review comments;
7. g.notify NCC of design changes and departures; and
8. h.provide required drawings, calculations, reports and certificates.

Consultants may only certify matters properly inspected or verified within their competence.

A Provider must not undertake additional or varied work without:

1. a.an amended PO;
2. b.a new PO; or
3. c.written approval from an NCC director.

Verbal instructions, Site requests or emails do not authorise additional value.

Urgent safety or property-protection action must be reasonable, promptly notified and substantiated.

Required handover documents must be provided before final payment unless otherwise agreed.

Documents may include warranties, manuals, certificates, as-built drawings, test records, commissioning records, product data, safety information, licences, calculations and reports.

NCC may withhold a reasonable amount pending material handover documents, subject to Applicable Law.

Project Tracker registration and approval are continuing obligations.

Providers must keep information and documents current.

Updated evidence must be supplied before expiry of insurance, licences, registrations, certifications, qualifications, inductions and competency assessments.

NCC may suspend approval, access and PO release where documents expire or become incomplete.

Continued work after suspension or expiry is unauthorised.

NCC may:

1. a.refuse to issue a PO;
2. b.withdraw Site access;
3. c.suspend Project Tracker approval;
4. d.stop affected work;
5. e.remove non-compliant Personnel;
6. f.reject non-compliant goods;
7. g.require testing, rectification or certification;
8. h.suspend or terminate an engagement;
9. i.recover resulting costs;
10. j.exercise lawful withholding or set-off; and
11. k.report matters where required.

NCC may reject an invoice lacking a valid PO, authorisation, supporting records, onboarding compliance or other Contract requirements.

Where work was performed without required approval, licensing, insurance or induction, NCC may investigate, require certification or rectification and exercise lawful recovery rights.

Non-compliance may delay, reduce or withhold payment only to the extent permitted by the Contract and Applicable Law.

Nothing creates automatic forfeiture, removes statutory payment rights, creates pay-when-paid terms or permits unlawful Employee deductions.

Receipt of an invoice does not constitute approval, acceptance, confirmation of compliance or waiver.

NCC may assess:

1. a.work quantity and value;
2. b.PO compliance;
3. c.drawing and specification compliance;
4. d.Applicable Standards;
5. e.quality and completeness;
6. f.approved Variations;
7. g.defects and omissions;
8. h.Provider-caused delay;
9. i.prior payments; and
10. j.recoverable backcharges.

Subject to the Contract and Applicable Law, NCC may withhold, reduce, deduct, set off or backcharge reasonable amounts arising from:

1. a.delay or abandonment;
2. b.failure to meet the program;
3. c.inadequate Personnel or resources;
4. d.faulty, defective or incomplete work;
5. e.work not in accordance with drawings or specifications;
6. f.Australian Standards or National Construction Code non-compliance;
7. g.OHS or SWMS breaches;
8. h.unlicensed, uninsured, unqualified or uninducted Personnel;
9. i.unauthorised departures or substitutions;
10. j.property or work damage;
11. k.rectification or replacement;
12. l.additional supervision, testing or Consultant attendance;
13. m.reattendance;
14. n.delay, disruption, resequencing or remobilisation;
15. o.Client or third-party claims;
16. p.Project Tracker non-compliance;
17. q.expired insurance, WorkCover or licences;
18. r.missing handover documents;
19. s.overpayments or duplicate invoices;
20. t.amounts paid on the Provider’s behalf;
21. u.cleaning, security and Site-safety costs; and
22. v.other reasonable loss caused by the Provider.

Where practicable, NCC will notify the Provider and allow reasonable rectification.

NCC is not required to offer rectification where urgent action is required, the Provider fails to respond, has abandoned the work, is not compliant or would materially delay the Project.

NCC may rectify itself or engage another Provider.

A backcharge may include labour, materials, plant, supervision, administration, Consultant fees, testing, travel, delivery, disposal, storage, delay, productivity loss and third-party costs.

NCC may use Contract rates, NCC charge-out rates, actual third-party costs, reasonable market rates or reasonable estimates.

NCC may recover a backcharge by invoice, deduction, set-off, retention, security, debt or damages where permitted.

NCC may withhold a reasonable estimate while the final amount is determined.

Any undisputed properly due balance will be paid.

NCC will not recover the same loss more than once.

This clause does not apply to Employee wages or entitlements.

NCC may intervene where a Provider:

1. a.delays or is likely to delay the Project;
2. b.fails to progress;
3. c.fails to provide sufficient competent Personnel;
4. d.abandons work;
5. e.performs defective or non-compliant work;
6. f.fails to follow drawings;
7. g.fails to rectify;
8. h.fails to maintain approval, insurance, licences or first-aid coverage;
9. i.creates unacceptable risk; or
10. j.materially breaches the Contract.

NCC may require additional resources, replacement Personnel, a recovery program, rectification or other corrective action.

NCC may remove, reduce, omit, defer, resequence, reallocate or transfer part or all of the remaining scope where:

1. a.the Provider fails to remedy;
2. b.urgent action is required;
3. c.the Provider abandons work;
4. d.the Provider is unlicensed, uninsured, unqualified or unapproved;
5. e.immediate rectification is required;
6. f.continued performance would increase delay, cost or risk; or
7. g.reallocation is reasonably necessary to protect the Client, Project or NCC’s legitimate interests.

Removed scope may be performed by NCC or another Approved Provider.

The Provider is only entitled to payment for authorised, satisfactorily completed and compliant work.

No payment is due for unperformed omitted scope.

Where removal arises from Provider default, NCC may backcharge reasonable additional completion and rectification costs.

Where removal is not caused by Provider default, NCC will provide reasonable notice where practicable and reasonably adjust the PO.

Unless otherwise expressly agreed, a Provider is not entitled to anticipated profit or loss of opportunity on unperformed omitted scope.

NCC must not omit scope solely to avoid paying for compliant work already performed.

NCC may suspend or terminate where the Provider:

1. a.materially breaches;
2. b.performs unsafe, faulty or non-compliant work;
3. c.fails to follow drawings;
4. d.fails to maintain licences, insurance or WorkCover;
5. e.loses Project Tracker approval;
6. f.abandons or materially delays work;
7. g.repeatedly fails to meet requirements;
8. h.refuses to rectify;
9. i.engages in fraud or serious misconduct; or
10. j.becomes insolvent, subject to Applicable Law.

NCC will ordinarily provide an opportunity to remedy except for urgent safety, illegality, abandonment, fraud or serious misconduct.

NCC may remove Personnel, engage others, protect or complete work, suspend further POs and assess backcharges.

On termination, the Provider must safely stop, protect work, return property, provide documents and materials, complete handover and submit a compliant final invoice.

Termination does not affect accrued rights.

Website vacancy information is not an offer of employment.

Employment commences only under a legally recognised employment arrangement.

Employment is subject to the employment agreement, National Employment Standards, applicable award or enterprise agreement, Applicable Law and lawful NCC policies.

Nothing reduces a minimum employment entitlement.

Employees must complete NCC and Project Tracker inductions before unsupervised work or restricted access.

Employees must:

1. a.perform competently and honestly;
2. b.comply with Applicable Standards;
3. c.follow lawful and reasonable directions;
4. d.maintain required licences;
5. e.only undertake work they are trained and authorised to perform;
6. f.accurately record time, leave, expenses and Project information;
7. g.protect NCC and Client property;
8. h.use PPE;
9. i.report hazards, incidents, errors and non-compliance; and
10. j.stop unsafe work.

Employees must not engage in bullying, harassment, discrimination, victimisation, violence, theft, fraud, deliberate damage or serious safety breaches.

Licence or qualification restrictions must be reported immediately.

NCC will pay lawful wages, allowances, leave, superannuation and other entitlements.

NCC will not require or permit unpaid work.

Employee deductions may only occur where permitted by Applicable Law and validly authorised where required.

Employees may exercise workplace rights, raise safety concerns, make grievances, contact regulators, obtain legal or union advice and make protected disclosures.

NCC property and systems may only be used for authorised purposes.

Employees must take reasonable care, prevent unauthorised use, report loss or damage and return all property when requested or when employment ends.

Confidential Information must only be used for the engagement, kept secure and disclosed only to authorised persons.

Information must be returned or destroyed when requested, subject to lawful retention requirements.

Obligations do not apply to lawfully public, independently developed, previously known or legally required disclosures.

Confidentiality continues after completion or termination.

NCC may collect personal information for:

1. a.website enquiries and quotations;
2. b.Project delivery;
3. c.employment and Provider administration;
4. d.Project Tracker registration;
5. e.Site safety and emergencies;
6. f.invoicing, payroll and taxation;
7. g.licensing and insurance verification;
8. h.CCTV and access control;
9. i.lawful vehicle, device and system monitoring;
10. j.incident reporting;
11. k.legal and regulatory compliance; and
12. l.legitimate business purposes.

NCC will maintain a separate Privacy Policy dealing with collection, storage, use, disclosure, security, access, correction, complaints, retention, data breaches and overseas hosting or disclosure.

A person providing another person’s information warrants that they are authorised to do so.

Information supplied through Project Tracker must be complete, accurate and current.

NCC may suspend approval or require correction where information is materially inaccurate, incomplete or outdated.

Users of NCC systems must:

1. a.protect credentials;
2. b.use required authentication;
3. c.avoid unauthorised software and accounts;
4. d.report data incidents;
5. e.return or delete information when required; and
6. f.prevent access by former or unauthorised Personnel.

A Provider must notify NCC immediately, and no later than 24 hours after becoming aware, of an actual or suspected cybersecurity or privacy incident affecting NCC, a Client, Project Tracker or Project information.

NCC may conduct lawful access control, system logging, CCTV, vehicle tracking and workplace monitoring following any required notice.

Definitions

For this clause:

Exclusive NCC Ownership

Assignment by Providers

Provider Personnel and Lower-Tier Parties

Further Documents and Assistance

Moral Rights Consent

Background Intellectual Property

Third-Party Intellectual Property

Client Materials

Delivery of Project Intellectual Property

No Provider Right of Reuse

Client Project Licence

Rights Before Full Payment

NCC’s Right to Reuse and Commercialise

NCC Ownership Notices

NCC may place the following or a similar ownership notice on Project materials:

© Nationwide Consulting & Construction Pty Ltd. All rights reserved.

Survival

This clause survives:

1. a.completion of the Services;
2. b.practical completion;
3. c.final payment;
4. d.suspension, expiry or termination of the Engagement;
5. e.termination of employment; and
6. f.removal or suspension of a Provider from Project Tracker.

Applicable Law

This clause applies subject to:

1. a.the Copyright Act 1968;
2. b.the Patents Act 1990;
3. c.the Designs Act 2003;
4. d.the Trade Marks Act 1995;
5. e.the Circuit Layouts Act 1989;
6. f.the Australian Consumer Law;
7. g.applicable employment legislation; and
8. h.rights and obligations that cannot lawfully be excluded.

NCC may photograph or record work for progress, quality, safety, evidence, training and records.

Appropriate approval will be obtained before publicly identifying a confidential Client or disclosing commercially sensitive information.

Approved Project information may be used in NCC’s portfolio, tenders, website and social media.

Each indemnity:

1. a.applies only to the extent loss was caused or contributed to by the indemnifying party;
2. b.is reduced to the extent NCC or another person contributed;
3. c.does not cover NCC’s own negligence, breach, fraud or wilful misconduct;
4. d.does not permit double recovery;
5. e.is subject to rights that cannot be excluded; and
6. f.is compensatory and not punitive.

NCC must take reasonable steps to mitigate recoverable loss.

The Client indemnifies NCC, to the extent permitted by law, against reasonable loss arising from:

1. a.Client breach;
2. b.inaccurate, incomplete or late information;
3. c.Client or Client-appointed-party acts or omissions;
4. d.Client-supplied designs, goods or equipment;
5. e.failure to disclose known conditions;
6. f.unauthorised access or interference;
7. g.injury or property damage caused by the Client;
8. h.lawful compliance with a Client direction contrary to NCC’s written recommendation;
9. i.claims by Client-appointed parties arising from Client conduct; and
10. j.failure to obtain an allocated approval.

The indemnity does not apply to the extent caused by NCC.

Contractors and Subcontractors indemnify NCC against reasonable loss arising from:

1. a.Contract breach;
2. b.defective, incomplete, delayed or non-compliant work;
3. c.negligence, unlawful conduct or wilful misconduct;
4. d.injury, death or property damage;
5. e.safety, environmental, building or licensing breaches;
6. f.their Personnel and lower-tier Providers;
7. g.property or work damage;
8. h.Intellectual Property infringement;
9. i.unpaid Personnel entitlements, taxes or superannuation;
10. j.unauthorised commitments; and
11. k.failure to rectify or provide handover documents.

Suppliers indemnify NCC against reasonable loss arising from defective, unsafe, non-compliant or incorrectly described goods, late or incorrect delivery, PO breach, injury or property damage, product recall, Intellectual Property infringement and the acts or omissions of their Personnel and supply chain.

Consultants indemnify NCC against reasonable loss arising from:

1. a.Contract or professional-duty breach;
2. b.negligent design, advice, inspection or certification;
3. c.deliverable errors or omissions;
4. d.failure to identify matters within scope;
5. e.unauthorised design changes;
6. f.failure to maintain registration or insurance;
7. g.Intellectual Property infringement;
8. h.injury or property damage;
9. i.subconsultants; and
10. j.missing certification or records.

This does not apply to matters outside scope, reasonably undetectable latent conditions or unauthorised changes made by others.

Employees are not required to indemnify NCC for honest mistakes, ordinary negligence or authorised business decisions made during employment.

Subject to Applicable Law, an Employee may be responsible for loss directly caused by fraud, theft, intentional damage, deliberate falsification, deliberate misuse of Confidential Information, bribery, corruption, wilful misconduct or deliberate conduct materially outside authority.

NCC will not deduct alleged losses from Employee pay unless legally permitted and validly authorised where required.

NCC remains responsible for reasonable loss to the extent caused by NCC’s breach, negligence, unlawful conduct, fraud or wilful misconduct.

Responsibility is reduced to the extent another person contributed.

Nothing excludes a consumer guarantee, statutory warranty, workplace entitlement or remedy that cannot lawfully be excluded.

Each party is responsible for loss caused by its breach, negligence, unlawful conduct or wilful misconduct.

Liability is reduced to reflect contribution by others.

To the extent permitted by law, NCC is not liable for indirect or consequential loss that was not reasonably foreseeable when the Contract was entered into.

A liability cap does not apply to death, personal injury, fraud, deliberate misconduct, confidentiality or privacy breaches, Intellectual Property infringement or liability that cannot be limited.

Insurance does not limit contractual responsibility.

Indemnities survive completion, payment and termination to the extent required for accrued rights.

No person may offer, request, accept or facilitate a bribe, secret commission, kickback or improper benefit.

Material gifts and benefits must be disclosed.

Actual, potential or perceived conflicts must be disclosed immediately.

Providers must comply with applicable workplace-rights, discrimination, forced-labour, child-labour, modern-slavery, environmental and ethical-business requirements.

Material investigations or breaches affecting performance must be disclosed.

Providers must:

1. a.lawfully manage and dispose of waste;
2. b.provide disposal receipts where required;
3. c.comply with hazardous-waste requirements;
4. d.prevent and report spills;
5. e.control dust, noise and pollution;
6. f.protect drains and waterways;
7. g.recycle where contractually or legally required; and
8. h.comply with environmental plans and lawful directions.

A party is responsible for reasonable clean-up, rectification, fines or loss caused by its environmental breach, subject to Applicable Law.

During a Project and for six months afterward, a Client, Contractor or Consultant must not knowingly bypass NCC to directly engage a person or business introduced by NCC for substantially the same opportunity without NCC’s consent.

This does not apply to pre-existing relationships, genuine public recruitment or NCC-approved engagements.

Any introduction fee must be expressly stated and reasonably reflect NCC’s legitimate interests and costs.

A Force Majeure Event is an event beyond the affected party’s reasonable control that prevents, materially delays or substantially disrupts performance.

It may include:

1. a.natural disaster or abnormal weather;
2. b.epidemic, pandemic or quarantine;
3. c.war, terrorism, civil unrest or sabotage;
4. d.major fire, explosion or accident;
5. e.external industrial action;
6. f.government or authority action;
7. g.border, transport, port, freight or shipping interruption;
8. h.widespread utility or technology failure;
9. i.major labour or material shortages outside reasonable control;
10. j.major Supplier or manufacturer failure outside reasonable control;
11. k.an injunction or legal restriction not caused by breach; and
12. l.comparable events beyond reasonable control.

Force majeure does not include:

1. a.lack of funds;
2. b.events caused by the affected party;
3. c.ordinary seasonal weather;
4. d.reasonably foreseeable issues that were not appropriately managed; or
5. e.Provider failure that could reasonably have been avoided.

The affected party must promptly notify the other party, explain the effect, mitigate the consequences, provide updates and recommence when reasonably possible.

NCC may claim an extension of time, suspend or resequence Services, reallocate resources, substitute reasonably equivalent products and revise dates.

Payment remains due for Services, goods, Variations and non-cancellable commitments already incurred.

Where an event continues for more than 60 consecutive days and materially prevents performance, either party may propose termination after reasonably considering alternatives.

Termination must be notified electronically or in writing and does not affect accrued rights.

Nothing limits the legal doctrine of frustration where independently satisfied.

A dispute notice must state the issue, relevant facts, requested outcome and supporting documents.

Project representatives must first attempt resolution.

Unresolved commercial disputes must then be referred to senior representatives.

Either party may propose mediation.

Nothing prevents urgent relief, statutory payment remedies, regulatory reporting, proceedings required to preserve a limitation period or exercise of workplace rights.

Complaints may be submitted to admin@nccservices.com.au.

NCC will acknowledge, investigate and respond within a reasonable period having regard to the complaint’s complexity.

This process does not restrict statutory complaint or dispute rights.

Quotations, Project Particulars, Purchase Orders, Variations, approvals, notices and acknowledgements may be issued and accepted electronically.

Electronic communication may occur through:

1. a.email;
2. b.the NCC website;
3. c.Project Tracker;
4. d.accounting or procurement software;
5. e.electronic-signature platforms;
6. f.text message where expressly permitted; or
7. g.another system nominated by NCC.

Electronic records may be relied upon as evidence of:

1. a.delivery and receipt;
2. b.approval and acceptance;
3. c.instructions;
4. d.Site attendance;
5. e.completion of induction;
6. f.document upload;
7. g.payment; and
8. h.Contract formation.

Each party must maintain accurate contact information, protect credentials, monitor nominated accounts and promptly report suspected unauthorised access.

An email is treated as received when capable of retrieval unless a non-delivery notification is received.

An email received after 5:00 pm is treated as received on the next Business Day.

Legal and statutory notices must also comply with Applicable Law.

A party must not assign an engagement without written or electronic consent, which must not be unreasonably withheld where the proposed assignee has suitable capacity.

NCC may assign receivables or security interests where permitted by law.

Delay or failure to exercise a right is not a waiver.

A waiver must be confirmed in writing or electronically by an NCC director and applies only to the identified matter.

Invalid or unenforceable provisions will be read down or severed to the minimum necessary extent.

The remaining Terms continue.

No provision is to be interpreted as creating an unlawful right under consumer, employment, construction-payment, small-business or unfair-contract-term laws.

NCC may publish updated website-use Terms from time to time.

Updated commercial Terms apply to new engagements accepted after their effective date.

Existing engagements remain governed by the accepted version unless an amendment is electronically accepted, the existing Contract lawfully permits the update or Applicable Law provides otherwise.

Material changes must not be imposed retrospectively merely by changing this website page.

Unless the applicable Contract states otherwise, these Terms are governed by the laws of Victoria, Australia.

The parties submit to Victorian courts and tribunals, subject to mandatory statutory jurisdiction.