Terms of Service — New Zealand

Effective 30 September 2026 · Cerrax Ltd, registered in England and Wales, company no. 17360016, 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom · ICO registration no. ZC207548

1. These terms

These terms govern use of the Cerrax product by a removals or moving business in New Zealand. By using the service you agree to them. If you're agreeing on behalf of a company, you confirm you're authorised to do so. These terms are for business use: they are not a consumer contract, you are agreeing in the course of your business, and you are acquiring the service for the purposes of that business. Clicking to accept these terms is your electronic signature, and you agree it has the same effect as a signature on paper (Contract and Commercial Law Act 2017, Part 4).

The Privacy Policy and the Data Processing Agreement form part of this agreement. These terms also cover API keys you create in your own account. If documents conflict: a separate written agreement signed by both of us (for example a pilot or licence agreement) comes first, then the Data Processing Agreement ("DPA") on anything about personal data, then these terms.

2. What Cerrax is

Cerrax is software for running a removals business. At its centre is a deterministic pricing engine: you provide inputs about a job, and Cerrax produces a price, a breakdown and a record. Around it, Cerrax holds your enquiries, your customer records (contacts), your quotes and pipeline, and the jobs that follow — the diary, who is assigned, and what your people record on the day. It can send messages to your customers in your name when you set it to (section 5A), take your customers' payments through your own payment account, connect to services you choose such as your accounts software, and use AI to suggest details (for example, reading an enquiry email or a spoken list of items) for a person at your business to confirm. AI never sets a price.

Cerrax is software. It is not a carrier, not an insurer or insurance intermediary, not a claims handler, and not a party to any move you carry out. Where the product records something — a photograph, a note of damage, a customer's signature on an inventory, a video a customer sends you — it is storing what your people or your customer entered. Cerrax does not witness, check or verify any of it, and takes no position on what it proves. The move, the crew, the goods and everything you agree with your customer remain yours — including your obligations to your customers under the Consumer Guarantees Act 1993, the Fair Trading Act 1986 and the Contract and Commercial Law Act 2017, and your drivers' work-time and logbook obligations.

When you send a link — a job sheet to your crew, or evidence to your insurer or broker — you decide who receives it and are responsible for that disclosure.

3. Your account

Keep your login secure and your details accurate. You're responsible for activity under your account, including by the people you invite (your staff and crew), and for choosing what each of them can see and do. Tell us promptly at hello@cerrax.io if you think someone has used your account without permission. Your account must always have an owner — a person at your business who can accept changes to these terms for it.

Keep your calendar and job-sheet links private: anyone holding one can read it until you revoke it.

4. The price is yours

You are responsible for checking that a price is appropriate before you give it to a customer, and for any quote, invoice, or contract you issue — including whether a price is shown to your customer including or excluding GST. Where a Cerrax quotation document prints wording the law may require, it is a template drafted to help you, not legal advice.

You set the rates and settings the price is worked out from, you can see how every price is made up, and you can change any price before it goes. We don't give pricing, legal, tax or insurance advice.

5. Acceptable use

Don't misuse the service: no unlawful use, no attempts to break, overload, reverse-engineer, or scrape it, and no using it to harm others. We may suspend all or part of the service (for example, sending messages) if you breach these terms, if we reasonably need to for security or to comply with the law, or if your use puts other businesses or the service at risk. We'll keep any suspension to what's needed, tell you why, and lift it once the issue is fixed.

5A. Messages you send through Cerrax

Emails and messages you send through Cerrax — quotes, reminders about a quote, thank-you messages, referral requests and anything else — go out in your business's name, on your instructions, and you are the sender. You're responsible for what they say and who receives them. You agree:

• to message only people you have a lawful reason to contact, and to send commercial electronic messages only with consent the Unsolicited Electronic Messages Act 2007 recognises — express consent, or consent that can reasonably be inferred, such as from a customer's own inquiry. Each message must identify you, include your accurate contact details, and carry a working way to unsubscribe that is honoured within 5 working days; Cerrax adds your details and a one-tap unsubscribe that takes effect at once;
• to respect every request to stop. Cerrax stops its own automatic messages to a person as soon as they ask, and you must not add them back. If someone asks you to stop in another way (for example, by replying), record it in Cerrax promptly — and within 5 working days at most;
• to keep your business's legal name and postal address up to date in Cerrax, because the law requires them in these messages and we add them for you;
• where you write your own words, to keep them about the customer's quote or move (or, for a referral request, about referrals) — no offers, discounts or other services unless the customer has agreed to receive them;
• not to send anything false, misleading, abusive, defamatory or unlawful, or to pretend to be someone else; and
• to write notes about people as if they might one day read them — they are entitled to ask for them.

Some messages are only available in some countries, because the law on them differs; Cerrax won't let you switch one on where we don't think it can be sent lawfully. We may pause sending from your account without notice if we reasonably believe messages are unlawful, are drawing complaints or bounces at a level that puts delivery for other businesses at risk, or break this section. We'll tell you why, and turn it back on once it's put right.

5B. What your customers see

Cerrax lets you send your customers quotes, letters, emails and a page on which to accept, including a statement about whether they can cancel. You are the business your customer contracts with, and these are your communications and your contract. We provide default wording to help and work to keep it accurate for New Zealand, but it isn't legal advice and we don't know every detail of your arrangements. Before you rely on it, check that what your customers are told — including the cancellation statement and any terms and conditions of your own that you attach — is right for your business, and honour what it says. You can change or add to our default wording in your settings. If our default wording misstates the law and that is our error, section 11 applies.

6. Fees

The trial. Cerrax is free for your first three months — 92 days from the day you sign up — and no card is required to start. Until you verify your email address you can price up to five jobs and cannot send anything to a customer. The trial has a fair-use ceiling of 500 priced jobs, there to prevent abuse rather than as an allowance anyone is expected to reach; if you reach it, talk to us. When the trial ends, pricing new jobs pauses until you choose a plan; your records remain yours. We never start charging you automatically: a subscription begins only when you choose one. You may put a card on file during the trial, and doing so charges nothing.

Plans. After that, Cerrax is a monthly subscription. Each plan carries a monthly allowance of priced jobs. The billable unit is a distinct job priced — re-pricing, amending or re-issuing a quote for the same job does not count again. Allowances are soft: going over one does not stop you working, and we will offer you the plan that fits rather than charging an overage you did not choose. You may also buy a pack of extra priced jobs for the month; a pack is charged only when you choose to buy it.

Price, GST and payment. The price is the one shown to you when you chose your plan and on your billing page, stated in New Zealand dollars. It is the whole amount you pay: any GST is included in it, never added on top. Cerrax Ltd is established in the United Kingdom and is not registered for GST in New Zealand, so today there is no GST line on your bill. If you are registered for GST, please give us your GST number (or your NZBN): under Inland Revenue's rules we must treat a customer as not registered for GST unless it tells us that it is. If we are required to register for GST, we will tell you before it takes effect, the price you pay will not go up because of it, and your invoices will then show any GST included in it. Any GST that New Zealand law requires you, rather than us, to account for on a service supplied to you from abroad is yours to account for. Fees are billed monthly in advance to the card you provide, through our payment provider. If a payment fails we will tell you, and may pause pricing new jobs until it is settled; your existing records stay available throughout.

Term and changes. Subscriptions run month to month with no minimum term and no setup fee. You can cancel at any time and keep access to the end of the period you have paid for; we do not refund part-months. Founding rates. If you joined on a founding rate, you keep that rate, on any of our founding plans, for as long as your subscription continues without a break; tax is handled as this section describes. If your subscription ends and you come back later, the prices of the day apply. Otherwise, we may change fees, allowances or plans on at least 30 days' notice before the change takes effect; if you don't want to continue on the new terms, you can cancel before it does, and nothing is owed for the period after you leave.

Where a separate written order, pilot or licence agreement sets different fees, that document governs.

7. Intellectual property

• Ours. Cerrax owns the pricing engine, the platform, and all associated IP. We grant you a non-exclusive, non-transferable right to use the service while these terms are in force.
• Yours. You keep ownership of the data and content you put in. You grant us the rights needed to run the service for you — including to store, copy and send your content (such as your logo, your terms and your messages) on your behalf.
• De-identified data. On your instruction (DPA section 9) we make de-identified records of your jobs that cannot identify anyone. Those records are ours: we may keep and use them to improve and provide Cerrax, including after your data is deleted and after this agreement ends. We never show another business your individual prices or anything that identifies your business.
• Suggestions. If you send us ideas or feedback, we may use them freely.

8. Your data, and your responsibility for it

Our handling of personal data is set out in the Privacy Policy. Where we process personal data on your behalf — about your customers, the people who enquire with you, your other contacts and your team — we do so as your agent under section 11 of the Privacy Act 2020 — you remain the agency responsible for it — and our Data Processing Agreement applies.

You confirm that: (a) you are allowed to collect that information, to put it into Cerrax and to use it in each way you use it through Cerrax, including every message you send; (b) you have told the people concerned what the Privacy Act 2020 requires you to tell them; (c) where a message needs someone's consent, you have it; and (d) you won't put health or other sensitive information, or information about criminal offences, into Cerrax unless a screen asks for it.

If someone makes a claim against us because of something that's yours to control, you'll cover it. That means you will indemnify us against any claim a third party brings against us (including your customers, and a regulator so far as the law allows), and the reasonable costs of dealing with it, to the extent the claim arises from: your breach of this section or of sections 5, 5A or 5B; anything you or your people wrote, recorded or sent through Cerrax; or your contracts with your customers. In return, we'll tell you promptly about such a claim, let you take over its defence at your cost if you want to, not settle it without your agreement (which you won't unreasonably withhold), and take reasonable steps to limit the loss. This indemnity doesn't apply to the extent the claim was caused by our own breach of these terms or the DPA, or by our negligence.

9. Changes to the service

Cerrax improves over time. We may change, add, or remove features, and we update the pricing engine through a governed release process. Existing priced records remain reproducible on the version that produced them. We won't materially reduce the core service you rely on without at least 30 days' notice; if we do, you can cancel and we'll refund any fees you've paid for the period after the change.

10. Disclaimers

We provide the service with reasonable care and skill. Beyond that, it is provided "as is" and "as available" to the fullest extent the law allows. We don't warrant that a price will be accurate for every job, that calibration will reach any particular accuracy, or that the service will be uninterrupted or error-free. Calibration improves with real data; it is not a promise of a specific result.

You are acquiring the service in trade, for the purposes of your business, and we agree that the Consumer Guarantees Act 1993 does not apply to it, as section 43(2) of that Act allows between parties in trade. We both consider that fair and reasonable: the service is business software, supplied month to month with no lock-in, at a price set for a business. Nothing here excludes liability that can't be excluded by law.

11. Limitation of liability

11.1 Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else the law that applies does not allow to be limited or excluded.

11.2 Cerrax calculates; you decide (section 4). So, subject to 11.1, we are not responsible for the prices you choose to charge, for whether a quote wins, or for what a job ends up costing you. Our job is to run the calculation you set up, as we describe it, with reasonable care and skill.

11.3 Subject to 11.1, neither of us is liable to the other — in contract, negligence or otherwise — for: (a) loss of profit, revenue or business; (b) loss of anticipated savings; (c) loss of goodwill or reputation; or (d) any indirect or consequential loss. Items (a) to (c) are excluded whether they are direct or indirect. This doesn't limit your duty to pay our fees, your indemnity in section 8, or your liability for misusing the service or our intellectual property.

11.4 Subject to 11.1, our total liability for all claims together arising out of or in connection with these terms, the DPA and the service — however it arises — is limited, in each contract year, to the greater of (a) the fees you paid or owe us for that contract year, and (b) NZ$2,300. A "contract year" is each 12 months starting on the day you signed up. This is one limit for all claims, not a limit for each claim.

11.5 The limits in this section apply to liability under the DPA too.

12. Term, termination, and no lock-in

You can stop using Cerrax at any time: cancel your subscription and it ends at the end of the period you have paid for (section 6). We may end the agreement on 30 days' written notice, or sooner for a material breach or non-payment. We operate without lock-in: you can export your data at any time, including for 30 days after the agreement ends, and the calibration work you've done is yours to take. After that, we delete or keep your data as the DPA sets out (some records must be kept for a period the law requires).

Sections 4, 7, 8, 11, 12, 13 and 17, and the DPA for as long as we hold data for you, continue after this agreement ends.

13. Confidentiality

Each of us may learn things about the other that aren't public. Your rates, your margins, your customers and your job data are confidential to you; our pricing engine, its workings and anything we share about how it is built are confidential to us. Each of us agrees to use the other's confidential information only to perform this agreement, to protect it as carefully as we protect our own, and not to disclose it — except to people who need it and are under the same obligation (including our sub-processors and each side's professional advisers), or where the law or a regulator requires it. We may also make and use de-identified records as section 7 and the DPA describe. This doesn't apply to information that is already public, that you or we already had, or that either of us works out independently. It continues for three years after this agreement ends.

14. Services we rely on

Cerrax runs on third-party services — hosting, mapping and distance data, payment processing, and email delivery among them. They're named in the Privacy Policy and the DPA. Where a provider imposes terms on end users — mapping data is the usual case — those terms apply to your use of that part of the service too. We choose these providers carefully and remain responsible to you under this agreement, but we can't control their availability, and an outage or change at a provider isn't a breach of these terms by us.

15. General

• Entire agreement. These terms (with the Privacy Policy, the DPA and any separate written agreement) are the whole agreement between us on their subject. Each of us agrees we haven't relied on any statement or promise that isn't set out in them — but nothing here limits liability for fraud or for any misrepresentation the law does not allow to be excluded.
• Severability. If any part is unenforceable, the rest stays in force.
• Assignment. You may not transfer these terms without our consent; we may assign them to a successor of our business.
• Waiver. Not enforcing a term isn't a waiver of it.
• Third parties. No one other than you and us has rights under these terms (Contracts (Rights of Third Parties) Act 1999 excluded; and nothing in these terms is intended to confer a benefit on anyone else for the purposes of subpart 1 of Part 2 of the Contract and Commercial Law Act 2017).
• Events beyond our control. Neither of us is liable for a delay or failure caused by events beyond its reasonable control (for example, a failure of a major internet, hosting or power provider, or government action), as long as it tells the other promptly and does what it reasonably can to limit the effect. This doesn't excuse paying fees that are due.
• Notices. Notice under these terms is given in writing by email — to you at the address on your account, and to us at hello@cerrax.io — and takes effect the next working day. Keep your account email current; it is where notice reaches you.
• Using your name. We won't name you as a customer, or use your logo, in marketing without your permission. Permission can be withdrawn at any time and we'll stop using it going forward.
• Nothing more between us. Neither of us is the other's agent, employee or partner, and neither can commit the other to anything — except that we act as your agent for holding your customers' personal information, as section 8 and the Data Processing Agreement describe.
• Language. These terms are written in English and we contract with you in English.

16. Changes to these terms

We may update these terms. For a change that matters to you, we'll email your account owner at least 30 days before it takes effect, say what is changing, and ask the owner to accept the new version in Cerrax. Changes needed to comply with the law, or to fix something that is plainly wrong, can take effect sooner, and we'll tell you why. If you don't want the new terms, you can cancel before they take effect, at no cost, and we'll refund any fees you've paid for the period after that date. If your owner hasn't accepted within 30 days of the change taking effect, pricing new jobs pauses until they do; nothing you have already priced is affected. If you carry on using Cerrax after the change takes effect, the new terms apply. Earlier versions stay published so you can always see what you agreed to. A change never applies to a dispute either of us has already given notice of.

17. Governing law

These terms are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction over any dispute arising from them. This is an agreement between businesses and we have chosen that law and those courts expressly. Nothing in this choice takes away any protection the law of New Zealand gives you that cannot be excluded by agreement — including the Fair Trading Act 1986's protection against unfair terms in small trade contracts, the protections of the Contract and Commercial Law Act 2017 that cannot be contracted out of, and the Privacy Act 2020.

18. Contact

Cerrax Ltd, a company registered in England and Wales (no. 17360016), 71–75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom. Cerrax has no office, subsidiary or place of business in New Zealand. hello@cerrax.io.