Terms & Conditions of Trade
To download “Application For Credit Account” click here
1. These Conditions apply to all services and goods sold by E G Whiter Limited (“EGW”) to the purchaser of the services and goods (“Customer”) whether under credit or otherwise.
2. If any provision of these Conditions is unenforceable, that provision will be deemed to be severed and all other provisions will remain in full force and effect.
3. These Conditions are the entire Agreement between the parties and take precedence over any correspondence, prior arrangements or agreements unless those arrangements are in writing and signed both EGW and the Customer.
4. Prior to entering this Agreement the Customer and any guarantors have been advised of their right to seek legal advice and have either sought legal advice or waive their right to legal advice.
5. Unless otherwise stated in writing, all quotes and prices are exclusive of GST.
ACCEPTANCE OF CONDITIONS:
1. By signing this form, opening an account, accepting a quote, buying, ordering, selling, or otherwise dealing with EGW in any way you accept and agree to be bound by these Conditions.
2. If the Customer is not an individual signing this form the person signing this form warrants that they are authorised to accept these Conditions on behalf of the relevant entity. If the person signing this form is signing as a director or a trustee then that person is jointly and severally liable under these Conditions with the Customer in all respects unless EGW agrees in writing otherwise.
1. EGW may provide you with a quote for the supply of goods or services.
2. No quote will bind EGW unless it is in writing.
3. Quotes remain open for 30 days unless otherwise agreed in writing.
4. EGW may refuse any order made more than 7 days after a quote is issued.
5. EGW reserves the rights to withdraw any quote at any time.
6. EGW reserves the right to correct any quote it provides where it includes an error, omission or mistake.
7. By placing an order with EGW the Customer agrees to be bound by these Conditions and the terms of any quote provided to the Customer.
SPECIFICATIONS, DRAWINGS AND PARTICULARS
1. Any Specifications, Drawings or Particulars given by EGW to you including diagrams, illustrations, pictures, measurements, weights, dimensions and performance capabilities are approximates only. The Customer is excluded to the maximum extent possible in law from seeking compensation or cancellation for any error or deviation in any Specifications, Drawings or Particulars including diagrams, illustrations, pictures, measurements, weights, dimensions and performance capabilities.
PAYMENT AND RESERVATION OF TITLE:
1. Payment is due before the end the month following the invoice date.
2. If payment is not made by the due date, EGW may charge interest on the overdue amount calculated on a daily basis from the due date until actual payment at 18.5% per annum. The Customer will be liable to pay all expenses and costs (including legal costs as between solicitor and client) in relation to the recovery of any overdue amount and/or EGW obtaining or attempting to obtain a remedy for the Customer’s failure to pay.
3. If default is made in payment for the goods EGW may retake the goods and dispose of them as it sees fit and may cancel any contract with the Customer. EGW may also place any charge, caveat or interest or exercise any lien over the Customer’s property and the Customer irrevocably authorises EGW or their debt recovery agents to attend to the same.
4. You agree to take all necessary steps to ensure that any goods provided by EGW are appropriately used, stored and protected so as to remain in a new condition and not to resell, modify or damage any goods provided by EGW until all invoices are paid to EGW in respect of those goods.
5. Until payment is made for the goods by the Customer the Customer hereby grants EGW an irrevocable licence and otherwise authorises it to enter land upon which the goods are stored or kept to uplift the goods and to carry out such work as may be necessary to return the goods to the possession of EGW.
1. The Customer grants EGW a purchase money security interest (as that term is defined in the Personal Property Securities Act 1999 (“PPSA”)) in the goods and in any proceeds arising from the sale of the goods or in any accession in the goods or if the goods become an accession the accession and the goods, to secure the Customer’s obligation to us including, but not limited to, the Customer’s obligation to make payment for the goods.
2. If EGW, pursuant to section 120 of the PPSA take all or any of the goods in satisfaction of the Customer’s obligations to EGW the Customer agrees that the Customer shall remain liable to us for the difference between the market value of the goods at the time they are first able to be sold by EGW free from all rights and interests of the Customer and other persons pursuant to section 123(1) of the PPSA and the amount of your obligation for which you are in default.
3. You agree that you waive to the maximum extent possible at law the following rights under the PPSA:
a) Receipt of a verification statement pursuant to section 148 and a statement of account under section 116;
b) To recover a surplus under section 119;
c) To receive notice from us to retain collateral under section 120(2) and to object to that proposal under section 121;
d) To redeem collateral under section 132;
e) To reinstate a security agreement under section 133 and 134;
f) To not have goods damaged or to be reimbursed in respect of such damage if we take possession of an accession or goods (see section 125 and 126);
g) To refuse permission to remove an accession until security is given by us for reimbursement as per section 127;
h) To receive notice of removal of an accession under section 129;
i) To apply to court for an order concerning removal of an accession;
j) Any other right in favour of you that can be lawfully contracted out of under the PPSA.
4. The Customer agrees to immediately notify us of any change in your name, address or contact person’s details to enable us to register a financing change statement if required. In the absence of such notification, the address we hold in our records is deemed to be your relevant address.
1. The Guarantors agree to provide unlimited personal guarantees making them jointly and severally liable with the Customer and execute the attached deed of guarantee in front of an independent witness and return the same to EGW without undue delay.
USE OF INFORMATION:
1. The Customer agrees that:
a) EGW may obtain information about the Customer from any other person (including referees and any credit or debt collection agencies) and the Customer consents to any such person providing EGW with that information;
b) EGW may use any information it has about the Customer relating to the Customer’s credit-worthiness and give that information to any other person, including any credit or debit collection agency, for credit assessment and debt collection purposes;
c) Any other information collected by EGW about the Customer may be used by EGW in the ordinary course of its business.
2. If the Customer is a natural person, i.e. an individual, the Customer has rights under the Privacy Act 1993 to access and request the correction of any personal information which EGW holds about the Customer.
1. The Customer may not assign their rights, duties or obligations under this Agreement to any other person without receiving EGW expressed written consent. EGW may at any time assign its rights, duties or obligations under this Agreement to any person without requiring the Customer’s consent.
1. EGW may terminate any order at any time and is not required to give reasons or explanation as to the termination.
2. The Customer may not terminate any order made without the written consent of EGW.
3. Where an order is terminated for any reason EGW may charge a 10% restocking fee.
RISK AND INSURANCE
1. The parties agree that risk of damage to or loss of the goods passes from EGW to the Customer upon EGW notifying the Customer that the goods are available for pick up or dispatch to the Customer by courier or any other means of delivery. The Customer agrees to ensure goods are appropriately insured at all times including during transit.
2. Where EGW stores good on behalf of a Customer EGW will not be liable for any loss or damage and risk shall pass to you at the date EGW stores the goods.
3. EGW may assist the Customer by organising delivery of goods from time to time. Where EGW organises delivery for goods EGW bares no responsibility for loss or damage caused from the time that the goods are available for pick up or dispatch.
4. EGW bares no responsibility for any action or negligence on the part of any carrier which may result in loss, damage or delay to the goods or any loss to the Customer.
SHORTAGE OF GOODS UPON DELIVERY
1. Where goods are delivered to the Customer by courier or any other means of delivery any details recorded upon dispatch including the quantity, type, quality, colour or such other detail recorded shall be conclusive evidence of the goods delivered unless the Customer provides conclusive evidence to the contrary within 14 days of delivery.
EXCLUSION OF WARRANTIES
1. EGW does not provide any warranties in respect of goods or service supplied to the Customer. The parties agree that EGW is not bound by any implied warranty or condition between the parties to the maximum extent permitted by law.
2. The parties agree that any warranties supplied by manufacturers are warranties of those manufacturers only and do not record a warranty or undertaking given by EGW to the customer. EGW will take reasonable steps to have these manufacturer’s warranties assigned to the Customer.
LIMITATION OF LIABILITY
1. To the maximum extent permitted by law EGW liability for any loss, damage, liability, expenses or cost is limited to the following:
a) Repair of the goods supplied;
b) Replacement of the goods supplied with equivalent goods;
c) Repayment of the purchase price received including where the purchase price has only been paid in part return of any part payment made; or
d) Payment of the costs of replacing, repairing or acquiring equivalent goods.
2. EGW shall not be liable for loss, damage, liability, expenses or cost resulting from any negligence on the part of EGW, it agents, contractors or any other person.
RELEASE AND INDEMNITY
1. The Customer releases and indemnifies EGW against any loss, damage, liability, expense or cost EGW incurs in relation to the supply of goods or services to the Customer including any indirect or consequential loss or other claims to damages made by the Customer or any third party.
CONSUMER GUARANTEES ACT 1993
1. The parties contract out of the Consumer Guarantees Act 1993 to the maximum extent permitted by law.
2. By signing this form, opening an account, buying, ordering, selling, or dealing with EGW in any way you agree that you are in trade or business for the purposes of the Consumer Guarantees Act 1993.
VARIATION OF TERMS AND CONDITIONS
1. EGW may from time to time vary, amend or update its Terms and Conditions.
2. EGW is not required to bring any variation, amendment or update of these terms and conditions to the attention of the Customer. However, EGW will upon the written request of the Customer provide the Customer with the most recent version of these Conditions.
GOVERNING LAW AND JURISDICTION
1. The parties agree that any dispute arising between the parties is subject to the laws of New Zealand and the jurisdiction of the High Court of New Zealand.
NOTE: For full document and “Application For Credit Account” see attached pdf