Terms & Conditions of Trade

Definitions

1. In these conditions unless the context otherwise requires:
   1. Company means [Paul Greig Electrical Limited].
   2. Customer means the person (includes a corporation, association, firm, company, partnership, Trustees of a Trust or an individual) engaging the services of and/or buying the goods/equipment from the Company.
   3. Services and/or goods and/or equipment mean the services engaged by the Customer from the Company and/or the goods being purchased by the Customer from the Company.
   4. Contract means the contract between the Company and the Customer for the supply of services and/or goods.
   5. Date of the contract means (1) where the contract does not arise from a quotation* given by the Company (i) the date of acceptance of the order by the Company; or (2) where the contract does arise from a quotation given by the Company (i) the date upon which either written or verbal notification of acceptance of the quotation is received by the Company.
   6. Contract price means the price of the services and or/goods as agreed between the Customer and the Company.
      1. *Quotation shall mean price on offer for a fixed term
      2. **Manager is the company’s appointed decision maker

Quotation

1. The Customer may request a Quotation from the Company, setting out the price of the services and/or quantity of the goods to be supplied. If the Quotation is acceptable to the Buyer, the Buyer may place an order within an acceptable timeframe.

Acceptance

1. If any instruction is received by the Company from the Customer for the supply of services and/or goods, it shall constitute acceptance of the Terms and Conditions contained herein. Upon acceptance of these Terms and Conditions by the customer, the Terms and Conditions are definitive and binding.

Terms and Conditions

1. These Terms and Conditions and any subsequent Terms and Conditions issued by the Company shall apply to all orders for services and/or goods and/or equipment made by the Customer after the date and time at which these conditions are first delivered or sent by email or facsimile to, or otherwise brought to the notice of, any employee, staff member or representative of the Customer. It shall be the Customer’s responsibility to ensure that these conditions are promptly brought to the attention of any appropriate staff member of the Customer, and accordingly any order made by the Customer after the date and time described above in this clause shall be deemed to be an acceptance of these conditions.

Price

1. The Price shall be as indicated on the invoices provided by the Company to the Customer in respect of services and/or goods and/or equipment supplied; or
2. The Price shall be the Price of the Company’s current Price at the date of delivery of any goods.
3. Time for payment for the services and/or products and/or equipment shall be of the essence and will be stated on the invoice, quotation, tender documents, work authorisation form or any other work commencement forms. If no timeframe for payment is stated then payment shall be due on the 20th of the month following invoice.
4. The Customer agrees that the cost Price shall be determined by the Company, and shall take into consideration “one-off” costs such as design and production.
5. The Company reserves the right to implement a surcharge for alterations to specifications of services and/or goods and/or equipment after the order has been placed.
6. The Company reserves the right to implement a re-stocking charge of 2.5% of the purchase price of any goods correctly supplied by the Company, but later returned by the Customer for a credit.

Payment, Late Payment, Default of Payment and Consequences of Default of Payment

1. The method of payment will be made by cash, or by cheque, or by bank cheque, or by direct credit to our bank account (details of which will be provided on invoice), or by any other method as agreed to between the Customer and the Company.
2. Subject to any provision to the contrary in the Contract, payment being cash [unless otherwise arranged in advance and confirmed in writing by the Manager** or his appointee] shall be received on or before the 20th of the month following the date of the Company’s invoice to the Customer, which shall be issued promptly on or after the provision of the services and/or delivery of the goods and/or equipment.
3. Late payment shall incur interest at the rate of 5% per month calculated on a daily basis and invoiced monthly. This shall be payable on any monies outstanding under the Contract from the date payment was due, until the date payment is received by the Company, but without prejudice to the Company’s other rights or remedies in respect of the Customer’s default in failing to make payment on the due date. The Company reserves the right to undertake this action without prior reference or notice to the Customer.
4. Any monies that remain outstanding to be paid once the date of payment has fallen due may be referred to a debt collection agency. The Company reserves the right to undertake this action without prior reference or notice to the Customer. The Customer will be held liable for all costs associated with the collection of any outstanding monies; including but is not limited to debt collection agency costs, legal fees, Court costs and all reasonable sums incurred by the Company in the pursuance of satisfying payment.
5. Without prejudice to any other remedies the Company may have, if at any time the Customer is in breach of any obligation (including those relating to payment) the Company may suspend or terminate the supply of services and/or goods and/or equipment to the Customer and any of its other obligations under the Terms and Conditions. The Company will not be liable to the Customer for any loss or damage the Customer suffers because the Company has exercised its rights under this clause.
6. In the event that:
   1. any money payable to the Company becomes overdue, or in the Company’s opinion the Customer will be unable to meet its payments as they fall due; or
   2. the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
   3. a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer; then without prejudice to the Company’s other remedies at law -
7. the Company shall be entitled to cancel all or any part of any order of the Customer that remains unperformed in addition to, and without prejudice to any other remedies; and all amounts owing to the Company shall, whether or not due for payment, immediately become payable.
8. The Customer shall not at any time set-off as against any amount payable by the Customer pursuant to this contract or any other contract between us any amount owed or allegedly owed by the Company to the Customer.

Governing Laws

1. These Terms of Trade will be interpreted in accordance with the applicable government legislation within the appropriate Authority, which will have exclusive legal jurisdiction over any dispute in relation to the services and/or products or these Terms of Trade.
2. New Zealand Customer’s attention should be drawn that upon acceptance of these Terms and Conditions (with particular reference to clause 8 below) a security interest as defined by the Personal Property Securities Act 1999 (PPSA) is created in the goods and/or equipment. The Company advises the Customer to undertake it owns due diligence with regard to the requirements, obligations and securities contained within the PPSA.
3. Where there is any conflict between any term in this document and the provisions of the Consumer Guarantees Act 1993, the latter shall prevail. However, in agreements made between the Company and a Customer that is in Trade (that is to say not a consumer as is the intention of the Act); the provisions of the Act are excluded and will not apply [as allowed for by the provision of the Act].
4. Any personal information collected and held by us will be used for the purpose of fulfilling our obligations to you only. Under the Privacy Act 1993 you have the right of access to and correction of personal information about you that we hold.
5. Australian Customer’s attention should be drawn that upon acceptance of these Terms and Conditions (with particular reference to clause 8 below) a security interest as defined by the Personal Property Securities Act 2009 (PPSA) is created in the goods and/or equipment. The Company advises the Customer to undertake its own due diligence with regards to the requirements, obligations and securities contained within the PPSA.
6. Any personal information collected and held by us will be used for the purpose of fulfilling our obligations to you only. Under the Privacy Act 1988 you have the right of access to and correction of personal information about you that we hold.

Dispute Resolution

1. The Company will endeavour to resolve any dispute between the Customer and itself without the need for Court proceedings. Any such attempt is without legal prejudice. If the matter cannot be resolved between the Company and the Customer without independent intervention the matter will be referred to the appropriate authority; inclusive but not limited to Court proceedings and Dispute Tribunal resolution. All costs associated with such proceedings shall be borne by the Customer.

Reservation of Title

1. All risks associated with the goods and/or equipment supplied passes to the Customer at the date of supply of the goods and/or equipment. However, the Company retains full legal ownership and equitable title of any goods and/or equipment supplied to the Customer until the purchase price and all other monies owing by the Customer, under the contract have been paid in full.
2. Until the fulfilment of its obligations under the contract (as detailed by these Terms and Conditions) by the Customer; the Company reserves the right to enter upon the premises where the goods and/or equipment supplied to the Customer are located and to take possession of any such goods and/or equipment without any responsibility for the consequences to the Customer of doing so and to resell the goods and/or equipment and supply the proceeds of sale towards payment of the contract price.

Warranty

1. The Company warrants that it will repair, replace, alter or make good [at our option, but free of charge except for matters specified later in this clause] any defects in the services provided and/or goods supplied and/or equipment manufactured by us which are defective or deficient in any way because of our workmanship and/or materials.
2. The Company must receive written notice of the claim by the Customer within three (3) months from the date the services were provided and/or goods and/or equipment were delivered.
3. This warranty undertaking is subject to the following conditions:
   1. No attempt to repair the defective services and/or goods is to have been made by any person not authorised by the Company;
   2. All goods supplied must not have been misused;
   3. The goods supplied must not have been modified in any way by the Customer, its Agent or representative or by any person whatsoever not authorised by the Company;
   4. The goods must have been adequately maintained in accordance with our maintenance and operating instructions which are inclusive of standard good practice guidelines;
   5. Identification or serial numbers on any defective goods must not have been altered, defaced or interfered with in any way whatsoever;
   6. If required by us, [written notice will be given] the Customer must return to the Company, at the Customer’s own expense and risk, any alleged faulty materials, such materials shall immediately become the property of the Company;Damage caused to goods and/or equipment and/or to its electrical and electronic components and apparatus resulting from the incorrect use of utilities (including water, steam and compressed air) and from over voltage or voltage surcharges are excluded from this undertaking;
   7. Damage caused to the goods by corrosion (either chemical or otherwise) is excluded from this undertaking;
   8. Damage caused to the goods supplied by the Customer’s faulty design or installation is excluded from this undertaking;
   9. Damage caused to the goods supplied by the Customer, in whatever form taken, is excluded from this undertaking.
4. If the Company elects to repair or replace any defective goods, such work shall be undertaken at such place as the Company may reasonably specify and the Customer shall be responsible at its cost and risk for shipment of the defective goods to the place specified.
5. The undertakings given in clause 10 shall apply, under the same terms and conditions as those originally applicable, to any of the services, goods or equipment [or part thereof] that have been repaired, replaced, altered or made good under the clause but only to the extent of the unexpired portion of the undertaking specified under the warranty clause.

Liability

1. The Company shall not be liable for any loss of any kind whatsoever suffered by the Customer as a result of any breach of any of the Company’s obligations under the contract, including any cancellation of the contract or any negligence on the part of the Company, its servants, agents or contractors, nor shall the Company be liable for any loss, damage or injury caused to the Customer’s servants, agents, contractors, buyers, visitors, tenants, trespassers or other persons. The Customer shall indemnify the Company against any claim by any such person
2. Notwithstanding the provisions of these Terms and Conditions, if it is determined by any court of competent jurisdiction that we the Company is liable to the Customer, whether in contract, or in tort (including negligence), strict liability or by virtue of the breach of any statutory duty or otherwise, then it is agreed that our total liability in respect of all claims that the Customer, its servants, agents, or contractors may make against us will be limited to the contract price actually paid by the Customer and received by the Company
3. The Company’s liability to its Customer is strictly limited by the undertakings given to the Customer in clause 10. Any condition, warranty or other implied term not expressly contained within these Terms and Conditions is excluded. The only exception to this is where there is an express Term contained within a signed contract agreed to by both the Company and the Customer.Liability