Subcontractor Services Agreement

The Subcontractor agrees to provide the following services to 4 Brothers Limited on the terms set out in this Agreement:

The Subcontractor shall not subcontract any part of these services to a further party without prior written consent from 4 Brothers Limited.

Both parties acknowledge that they are each a Person Conducting a Business or Undertaking (PCBU) under the Health and Safety at Work Act 2015 (HSWA 2015) and that their duties overlap at the worksite. This clause constitutes the written coordination agreement required under HSWA 2015 s34.

1. Primary site control: 4 Brothers Limited holds primary responsibility for site safety rules, emergency procedures, and hazard identification at each work site. The Subcontractor must comply with all 4 Brothers site rules and the instructions of the designated 4 Brothers supervisor.
2. Subcontractor's own workforce: The Subcontractor remains the PCBU responsible for the health and safety of its own workers, including: provision of PPE, maintaining equipment in safe condition, worker induction, and compliance with all applicable legislation.
3. Site safety brief: The Subcontractor's workers must attend and sign a 4 Brothers Site Safety Brief (4B.CMP.007) before commencing work on any site for the first time, and whenever significant site conditions change.
4. Notifiable events: The Subcontractor must notify 4 Brothers immediately (verbally then in writing within 1 hour) of any incident, near miss, or notifiable event involving the Subcontractor's workers. WorkSafe notification obligations under HSWA 2015 s56 remain with each PCBU for their own workers.
5. Stop work authority: Either party may stop work at any time if a serious risk to health or safety is identified. No penalty attaches to exercising stop work authority in good faith.
6. Machinery and plant: All machinery operated by the Subcontractor on 4 Brothers sites must be in safe working order, pre-started inspected daily, and operated only by competent, authorised personnel. ROPS must be fitted to all agricultural tractors (AS1636.1-1996 / WorkSafe ACOP).
7. Drug and alcohol: Zero tolerance. Workers suspected of impairment will be stood down immediately without pay for that day. The Subcontractor agrees this is a reasonable site rule.
8. Biosecurity: The Subcontractor's workers must comply with all KVH biosecurity requirements applicable to each site, including hygiene protocols and clean-down procedures.

Payment is conditional on: receipt of a valid GST invoice, satisfactory completion of the services, and the Subcontractor not being in breach of this Agreement. 4 Brothers may withhold payment for services not performed to the required standard pending a remedy period.

The Subcontractor must hold and maintain the following minimum insurances for the duration of this Agreement and provide current certificates of currency on request:

1. Public Liability: Minimum NZD $1,000,000 per event
2. Employer's Liability / Statutory Liability: Minimum NZD $500,000 (where the Subcontractor employs workers)
3. Motor Vehicle Liability: At least third-party liability (where vehicles are operated on site or public roads)

Failure to maintain required insurance is a material breach of this Agreement and 4 Brothers may immediately suspend or terminate the engagement.

The Subcontractor warrants that for all workers it deploys under this Agreement:

1. All workers are paid at least the applicable minimum wage (currently $23.50/hr adult, $18.80/hr starting-out, from 1 April 2025 — Minimum Wage Order 2025).
2. Written employment agreements are in place for all workers (ERA 2000 s63A).
3. Holiday Act 2003 entitlements are correctly calculated and paid, including annual leave and sick leave.
4. Wage and time records are maintained for minimum 6 years (ERA 2000 s130).
5. ACC levies are paid for all employees (Accident Compensation Act 2001).

The Subcontractor indemnifies 4 Brothers against any liability arising from the Subcontractor's failure to comply with employment law in respect of its own workers.

The Subcontractor warrants that it and its workers hold all licences, qualifications, certifications, and accreditations required by law for the services to be performed, including (as applicable):

1. Growsafe / RCA certificate for any motorised spray operations (HSNO Act 1996 / EPA requirements)
2. Zespri CAV accreditation for Zespri-licensed orchard work
3. KVH biosecurity plan and training for high-risk contractor classification
4. All driver and trade licences relevant to equipment and vehicles operated

The Subcontractor must notify 4 Brothers immediately if any licence, certification, or accreditation lapses during the engagement.

The Subcontractor must keep confidential all information about 4 Brothers Limited's clients, orchards, pricing, operations, and business practices obtained during this engagement. This obligation continues for 24 months after the end of this Agreement. The Subcontractor must not solicit 4 Brothers' clients for competing services for a period of 12 months following the end of this Agreement.

4 Brothers may terminate this Agreement immediately (without notice or payment in lieu) if the Subcontractor:

1. Creates a serious risk to the health or safety of any person on site
2. Breaches HSWA 2015 or any applicable H&S law
3. Fails to hold or maintain required insurances or licences
4. Is found to be in breach of employment law regarding its own workers
5. Is found to be under the influence of drugs or alcohol on site

Either party may terminate this Agreement for any other reason with days' written notice. Payment is due only for services satisfactorily performed up to the termination date.

This Agreement is governed by the laws of New Zealand. The parties agree to attempt resolution of any dispute through good faith negotiation before pursuing mediation or legal proceedings. The courts of New Zealand have exclusive jurisdiction.