In respect of any and every contract entered into between the Seller and the Buyer (both as defined in Clause 1) whereby the Seller agrees to undertake any services for the Buyer whether the same be Manufacturing, Repairs and Supply of Goods or howsoever the following terms and conditions shall apply:
a) “The Seller‟ shall mean Tech Group of Companies Ltd and all related companies referenced at www.techgroup.co.nz (“the Company”) together with its successors and assigns.
b) “The Buyer” shall mean the entity or person named on any form provided by the Buyer to the Seller (or any person acting on behalf of and with the authority of such entity or person).
c) The Buyer shall be personally liable to the Seller in respect of all of the Conditions of Sale herein.
d) Where there is more than one Buyer the covenants on their part shall be deemed to be joint and several covenants.
e) Words importing the singular shall be deemed to include the plural and vice versa and words importing the neuter gender shall include the masculine and feminine genders.
f) “PPSA” shall mean the Personal Properties Securities Act 1999.
g) Works shall mean all works (including supply of materials) undertaken by the Seller and described in the quotation, schedule of works or similar documents.
No terms or conditions stipulated by the Buyer shall annul or vary these conditions except insofar as expressly agreed to by the Seller in writing.
In every situation where the Seller provides to the Buyer a quotation then:
a) The acceptance of that quotation by the Buyer includes the acceptance of these Conditions of Sale except to the extent that they are in conflict with the express terms of the quotation.
b) The Seller reserves the right to request a deposit of the price before the commencement of any work. This amount or percentage shall be advised in writing.
c) The quotation will only include such goods and accessories and work as are specified therein.
d) Unless previously withdrawn the quotation will be open for the period stated therein, or when no period is stated for thirty (30) days from the date thereof.
e) The quotation will not include the installation or commissioning of equipment unless specifically provided therein.
a) Any prices quoted will be net and based on the latest information available to the Seller and will be for delivery ex the Sellers premises.
b) Unless otherwise specified any prices are based on the rates of exchange of conversion from foreign or overseas currency to New Zealand currency ruling at the date of such quotation and on the rates of the award wages, freight, insurance, duty, cost of materials and transport and other incidental expenses ruling or in force at the date of such quotation.
c) Should there be any variation in these rates, costs or expenses between the date of such quotation and the date of payment by the Buyer for the goods and services supplied, such variation shall be for the Buyers account.
a) Unless otherwise stated payment shall be made in full in New Zealand currency on or before the 20th day of the month following invoice.
b) The Seller shall be entitled to charge interest at the rate of 2% per month (compounding) from the date for due payment thereof on accounts or invoices remaining unpaid after the due date of payment.
c) Failure to make payment by the due date shall also void any warranties and contract penalties that the Seller may have contracted to the Buyer.
d) In the case of default the Seller may, at the Seller’s sole discretion, exercise any rights under the Construction Contract Act 2002.
e) The Seller may, at the Seller’s sole discretion, stop further performance of this contract, require payment in cash before further performance of this contract, or terminate this contract without notice to the Buyer upon the happening of any of the following events;
i) The Buyer makes default in payment due under this contract or in payment or in payment of any monies due by the Buyer to the Seller on any account whatsoever; or
ii) The Buyer is insolvent or takes any procedure to reschedule any indebtedness; or
iii) In the Sellers opinion the Buyer is unable to pay indebtedness as it falls due; or
iv) A receiver or manager is appointed to any property of the Buyer.
All quoted prices are exclusive of GST except where otherwise expressly stated by the Seller at the time of quotation or sale. GST is payable by the Buyer.
7. Descriptive Manner
All descriptions, illustrations, brochures and advertising material submitted by the Seller to the Buyer do not form part of the contract formed due to their generality of description. Where a quotation is given by the Seller to the Buyer than after acceptance of that quotation and where applicable a set of certified drawings will be supplied free of charge. Every reasonable precaution shall be taken to ensure accuracy of weights and dimensions.
8. Consumer Legislation
a) Where the provisions of the Consumers Guarantees Act 1993 apply, these terms will be read subject to the application of that Act, and in the case of any conflict, the provisions of the Act apply.
b) Where the Buyer is a business (as “business” is defined in the Consumers Guarantee Act 1993), it agrees that acquiring all goods and services from the Seller for the purposes of the business and that the Consumers Guarantee Act 1993 does not apply.
No orders may be cancelled by the Buyer except with the express written consent of the Seller.
Goods or material returned for credit will be accepted at the sole and unfettered discretion of the Seller. Such goods or material which is in original condition may be accepted for a maximum credit of 85% of the original net price to the Buyer.
11. Delays and Variations
In the event of delays caused by the Buyer in giving instructions, accepting delivery or enabling installation or in the event of changes required by the Buyer, the contract price may be increased to cover the costs thereby incurred.
12. Regulations and Import Controls
Any contract formed between the Seller and Buyer shall be subject to availability of all necessary government approvals, import licences or exchange allocations. If the same are not forthcoming after the Seller has made reasonable efforts to obtain the same or fulfilment of the contract is prevented or impeded by any statute, regulation or requisition the Seller may at its sole option determine the contract fulfilled and neither party shall have any claim against the other in respect thereof.
Where a period of delivery is quoted that period will commence when the Buyer accepts the quotation or upon granting government approvals or import licences where necessary or upon receipt by the Seller of all necessary information and drawings required by the Seller and needed to enable performance by the Seller whichever is the later. In no circumstances shall the Seller be liable for late delivery by reason of fire, strike, stoppages of work, war, government action, transport delays, acts of God, shortages of supply or manufacturer’s delays nor for any other cause whatsoever beyond the Seller’s reasonable control.
a) Delivery shall be deemed to be made by to the Buyer when the goods are dispatched from the Seller’s premises or when by arrangement the Buyer is to take delivery personally then at the time when the Buyer is advised of availability of the goods for dispatch whether or not the items are to be installed by the Seller.
b) Where it is agreed that the goods are to be delivered by instalments each delivery shall be regarded as a separate contract and the contract price accordingly shall be paid in instalments proportionate to the value of the goods delivered.
c) Advice of non-delivery must be made within seven (7) days of receipt of invoice.