Terms of Trade
TERMS OF TRADE
"Seller" shall mean Fridgetech Marine Limited and its successors and assigns.
"Buyer" shall mean the Buyer or any person acting on behalf of and with the authority of the Buyer.
"Goods" shall have the same meaning as in section 2 of the Sale of Goods and Services Act 1908 and are goods supplied by the Seller to the Buyer (and where the context so permits shall include any supply of Goods as defined supra).
2.1 Any instructions received by the Seller from the Buyer for supply of Goods shall constitute acceptance of the terms and conditions contained herein.
2.2 Where more than one Buyer has entered into this agreement, the Buyers shall be jointly and severally liable for all payments of the Price.
2.3 Upon acceptance of these terms and conditions by the Buyer the terms and conditions are irrevocable and can only be rescinded in accordance with these terms and conditions or with the written consent of the manager or the Seller.
2.4 The Buyer undertakes to give the Seller not less than seven (7) days prior written notice of any proposed change in the Buyer's name and/or other change in the Buyer's details (including but not limited to, changes in the Buyer's address, facsimile number or business practice).
3. Terms of Payment
3.1 The price shall be as indicated on invoices provided by the Seller to the Buyer in respect of Goods supplied.
3.2 Any variation from the plan of scheduled works or specifications will be charged for on the basis of the Seller's quotation and will be shown as extras on the invoice. Payment for all extras must be made in full at their time of completion.
3.3 At the Seller's sole discretion a deposit may be required. The deposit amount or percentage of the Price will be stipulated at the time of the order of the Goods/Services and shall become immediately due and payable.
3.4 Time for payment of the Goods shall be of the essence and will be stated on the invoice, quotation or any other order forms. If no time is stated then payment shall be on delivery of the goods.
3.5 The Seller may withhold delivery of the Goods until the Buyer has paid for them, in which event payment shall be made before the delivery date.
3.6 At the Seller's sole discretion, payment for approved Buyers shall be due on the 20th of the month following the posting of a statement to the Buyer's address or address for notices.
3.7 Payment will be made by cash, or by cheque or by direct credit, or by any other method as agreed to between the Buyer and Seller.
3.8 The price shall be increased by the amount of any GST and other taxes and duties, which may be applicable, except to the extent that such taxes are expressly included in the any quotation given by the Seller.
3.9 The Buyer shall make all payments due to the "Company" in FULL without any deductions, whether by way of set off, counterclaim, or any other equitable or legal claim.
4. Delivery of Goods
4.1 Delivery of the Goods shall be made to the Buyer's address. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery, or delivery of the Goods shall be made to the Buyer at the Seller's address.
4.2 The failure of the Seller to delivery shall not entitle either party to treat this contract as repudiated.
4.3 The Seller shall not be liable for any loss or damage whatsoever due to failure by the Seller to deliver the Goods (or any of them) promptly or at all.
All workmanship is guaranteed for three months from the day of service applying to actual work done and not to other faults that may develop or exist at the time of service. Parts carry manufacturer's warranty, but labour and service fee will be charged.
No claim for damage direct or indirect against the Seller in respect of any goods shall in any case exceed the contract price of the goods in respect of which such damage shall arise. The Seller hereby expressly excludes to the extent permitted by law:
(a) consequential loss or damage caused by or arising of the use of goods or occurring in respect of the goods;
(b) loss or damage due to fair wear and tear and negligence or improper use, operation, storage or handling of, the use or operation of the goods other than strictly in accordance with the Company's instructions;
(c) loss or injury or damage (including consequential loss) arising from fire, accident, industrial dispute, civil disturbance or any other act or accidental default interfering with the manufacture, dispatch or delivery of the goods or beyond the control of the Company.
Quotes are valid for a period of 30 days. The quotation price may be altered if the buyer varies or alters its requirements since the original quotation.
8. Personal Property Securities Act 1999
8.1 Upon assenting to these terms and conditions in writing the Buyer acknowledges and agrees that:
(a) these terms and conditions constitute a security agreement for the purposes of the PPSA; and
(b) a security interest is taken in all Goods previously supplied by the Seller to the Buyer (if any) and all Goods that will be supplied in the future by the Seller to the Buyer during the continuance of the parties relationship;
8.2 The Buyer undertakes to:
(a) sign any further documents and/or provide any further information, such information to be complete, accurate and up-to-date in all respects, which the Seller may reasonably require to register a financing statement or financing change statement on the Personal Properties Securities Register;
(b) indemnify and upon demand reimburse, the Seller for all expenses incurred in registering a financing statement or financing change statement on the Personal Properties Securities Register or releasing any Goods charged thereby;
(c) not register a financing statement or a change demand without the prior consent of the Seller;
(d) give the Seller not less than fourteen (14) days prior written notice of any proposed change in the Buyer's name and/or any other change in the Buyer's details (including but not limited to, changes in the Buyer's address, facsimile number or business practice); and
(e) immediately advise the Seller of any material change in its business practices of selling the Goods which would result in a change in the nature of proceeds derived from such sales;
(f) the Seller and the Buyer agree that nothing in sections 114(1)(a), 133 and 134 of the PPSA shall apply to these terms and conditions;
(g) the Buyer waives its rights as a debtor under sections 116, 120(2), 121, 125, 126,127, 129, 131 and 132 of the PPSA.
8.3 Unless otherwise agreed to in writing by the Seller, the Buyer waives its right to receive a verification statement in accordance with section 148 of the PPSA.
9.1 Where the Seller has not received or been tendered the whole of the price, or the payment has been dishonored, the Seller shall have:
(a) a lien on the goods;
(b) the right to retain them for the price while the Seller is in possession of them;
(c) a right of stopping the goods in transit whether or not delivery has been made or ownership has passed; and
(d) a right of resale;
(e) the foregoing right of disposal
Provided that the lien of the Seller, shall continue, despite the commencement of proceedings or judgment for the price having been obtained.
10. Consumer Guarantees Act
This agreement is subject, in all cases except where the Buyer is contracting within the terms of a trade/business (which cases are specifically excluded), to the provisions of the Consumer Guarantees Act 1993.
11. Buyer's Disclaimer
The Buyer hereby disclaims any right to rescind, or cancel the contract or to sue for damages or to claim restitution arising out of any misrepresentation made to him by any servant or agent of the Seller. The Buyer acknowledges that he buys the Goods relying solely upon his own judgment and skill and that the Seller shall not be bound by, nor responsible for any term, condition, representation, or warranty other than the warranty given by the manufacturer which warranty shall be personal to the Buyer and shall not be transferable to any subsequent Buyer.
12. Restocking Fee
All goods ordered in error by the Customer or goods the Customer wishes to return (not subject to a warranty claim) are subject to a restock fee. The restock fee is 15% of the original invoice value of the goods.