SAME DAY PRINTERS TERMS & CONDITIONS OF TRADE
1 - DEFINITIONS
1.1 "Seller" means Same Day Printers, and any company which is directly or indirectly a subsidiary of Same Day Printers and any duly authorised agent.
1.2 "Buyer" means the person, authorised agent or legal entity described in the application, or stated on the invoice or order form, buying goods and/or services from Same Day Printers.
1.3 "Goods" has the same meaning as section 2 of the Sale of Goods Act 1908 and is any goods provided by Same Day Printers to the buyer.
1.4 "Services" shall mean all services supplied by Same Day Printers to the buyer and includes any recommendations or advice.
1.5 "Price" shall mean the purchase price of the goods and any other costs payable to Same Day Printers by the buyer as indicated on the invoice.
1.6 "Guarantor" means the person who has agreed to be liable for the debts of the buyer.
2 - ACCEPTANCE
2.1 Any instructions received by the seller from the buyer for the supply of goods shall constitute acceptance of the terms and conditions contained herein.
2.2 No agent or representative of the Seller is permitted to make any such agreements, representations, conditions or warranties not expressly confirmed by the Seller in writing.
3 - PRIVACY ACT 1993
3.1 The buyer permits the seller to collect, use and retain any information concerning the buyer, or for the purpose of assessing the buyers credit worthiness, to enforce any rights under this contract, or the marketing of any goods & services provided by the seller to any other party.
3.2 The buyer permits the seller to disclose information obtained to any person for the purposes set out in clause 3.1.
4 - PAYMENT TERMS
4.1 Once goods are ordered payment shall be made for goods according to the terms and conditions stated herein whether or not the goods have been delivered and this contract can not be cancelled except where allowed by law.
4.2 Payment for goods shall be made in full on or before the 20th day of the month following date of invoice, or on the receipt of delivery of goods, whichever is the earlier (the due date).
4.3 Interest at the rate of 2.5% per month or part thereof may be charged on any amount owing after the due date.
4.4 Payment may be made by instalments if agreed in writing by the seller.
4.5 Any disbursements, expenses and legal costs incurred by the seller for default in payment shall be paid by the buyer, including any debt collection agency fees or solicitors fees.
4.6 An administration fee of the greater amount of $20.00 or 10% of the amount overdue will be payable 30 days after due date and the seller reserves the right to terminate future supply.
4.7 Payment will be accepted by cash, cheque, electronic banking or by any other method as agreed by the seller.
5 - PRICE
5.1 Prices unless otherwise stated, do not include goods and services tax, other taxes, levies or tariffs, freight or insurance charges which, if applicable, will be an extra charge to the buyer.
5.2 Price will be specified on the invoice or quotation and will be the current price at time of delivery.
6 - RISK AND DELIVERY
6.1 The goods remain at the sellers risk until the delivery to the buyer, but when title passes to the buyer the goods are at the buyers risk no matter if delivery has been made or not.
6.2 Delivery of goods shall be deemed complete when the seller gives possession of the goods for delivery to the buyer, or possession of the goods is given to a general carrier, for delivery to the buyer.
6.3 Where the seller delivers goods to the buyer by instalments and the seller fails to deliver one or more instalments, the buyer shall not have the right to recant the contract.
6.4 The seller shall not be liable to the buyer for damage or loss due to failure by the seller to deliver the goods promptly or at all.
7 - TITLE
7.1 Title in the goods passes to the buyer when the buyer has made payment for all goods supplied by the seller.
7.2 The buyer gives necessary authority to the seller to enter any premises occupied by the buyer, at any reasonable time, to remove any goods not paid for in full by the buyer. The seller shall not be liable for damages, costs or expenses or any other losses supplied by the buyer as a result of this action.
8 - DEFECTS
8.1 Defective goods will be replaced or refunded by the seller if the buyer has notified the seller within 7 days of delivery.
9 - LIMITATION OF LIABILITY
9.1 The seller shall not be liable for any loss of profits, or any consequential indirect loss, or damage of any kind arising directly or indirectly from any breach of the sellers obligation under this contract or in tort.
9.2 Where the seller is liable to the buyer, the maximum cost of liability shall not exceed the value of the goods or services provided by the seller to the buyer.
10 - CONSUMER GUARANTEES ACT
10.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the buyer acquires goods or services from the seller for the purposes of a business.
10.2 If the buyer on sells the goods to a third party, the buyer shall indemnify the seller for any losses incurred due to third party claims against the seller.
11 - JURISDICTION
11.1 The contract shall in all respects be deemed to be a contract made in New Zealand and the validity, construction and performance of the contract shall be governed by New Zealand law.
12 - NON WAIVER
12.1 Failure by the seller to enforce any of the terms & conditions contained in this contract shall not be deemed to be a waiver of any of the rights the seller has in this contract and is not liable for any indirect loss or expense to the buyer.
13 - CANCELLATION
13.1 The seller may cancel these terms and conditions or cancel delivery of Goods and Services at any time before the Goods are delivered by giving written notice. The seller shall not be liable for any loss or damage whatever arising from such cancellation.
13.2 The buyer may cancel delivery of goods at the sellers sole discretion and will be liable for any costs incurred by the seller. (Materials/production time up to that point will be charged or $35 +GST, whichever is greater.)
14 - FORCE MAJEURE
14.1 The seller shall not be liable for failure or delay to perform its obligations if the delay or failure is beyond its control.
15 - INTELLECTUAL PROPERTY
15.1 The seller shall not be liable in respect of any claim which may be made against the seller for infringement of any letters, patent, registered design or copyright which may arise as a result of the seller supplying Goods to the buyer in accordance with these terms and conditions. The buyer agrees to indemnify and keep indemnified the seller from and against all or any such claims and against all loss, damage, costs and expenses incurred by or recovered against the seller in respect of any such claim.
15.2 Any drawings, specifications and technical data submitted or made available to the buyer by the seller shall remain the property of the seller and the buyer shall be liable to the Seller for any loss, damage, cost or expense incurred by the Seller as a result of any unauthorised use or disclosure by the Buyer of any such drawings, specifications and technical data.
16 - ASSIGNMENT
16.1 The buyer shall not assign all or any of its rights or obligations under this contract without the written consent of the seller.
17 - GENERAL
17.1 If anything in this agreement is unenforceable, illegal or void it is severed and the rest of this agreement remains in force.
17.2 The buyer may not claim any counter claim or set-off against any payments due by it to the seller.
17.3 Under no circumstances shall the liability of the seller exceed the price of the goods in the event of a breach of this contract.
17.4 The seller may license or sub-contract all or any part of its rights and obligations without the Buyer’s consent.
17.5 The seller reserves the right to review and change these terms of conditions at any time and will notify the buyer of this in writing at which time the changes will take effect.