Terms of Trade / Conditions of Sale
The acceptance of this tender is subject to the following terms and conditions:
I. VALIDITY AND ACCEPTANCE
(a) THIS TENDER is subject to our acceptance on receipt of your order and to the goods referred to being available for execution when the order is received. Unless previously withdrawn our tender is open for acceptance within the period stated therein or when no period is stated within thirty days only after its date. The acceptance of our tender must be accompanied by sufficient information to enable us to proceed with the order forthwith otherwise we shall be at liberty to amend the tender prices to cover any increase in cost which has taken place after acceptance. We do, in any event, reserve the right to charge prices ruling at the date of despatch.
(b) THE PRICE quoted is subject to the provisions of Clauses 2 and 3 below.
(c) You agree that these Terms and Conditions shall prevail notwithstanding anything that may be stated to the contrary in your enquiries or on your order forms.
2. PRICE BASIS
(a) Ex Store/Wharf; Ex Works (Wellington) F.O.B.
The prices quoted include packing for transport where required. You may arrange your own transport or if requested the Company will act as your Agent and arrange transport and insurance to point of final destination the costs of which will be to your account.
(b) Delivered
The prices quoted include packing, transport and insurance to point of delivery specified in the quotation.
3. PRlCE VARIATION
(a) Stock Items and Local Manufacture
The price quoted will remain firm providing delivery is made within 30 days from the acceptance of your order. If delivery should be delayed at your request beyond 30 days we reserve the right to amend the price/s to that/those ruling in our Standard Price List current at the date of delivery.
(b) Non-Stock Items (Imported)
In the case of goods to be imported the price is based on our principal's prices, exchange rates, freight rates, marine and war risk insurance, duty and primage and where applicable sales tax ruling at the date of this quotation. If between this date and the date on which the goods are delivered any variation should occur in any of these charges which affect the cost of the goods, we reserve the right to amend the prices to allow for the cost of such variations.
(c) If the cost of use of performing our obligations under the contract shall be increased or reduced by reason of the making or amendment after the date of tender of any law or of any order, regulation or bylaw having the force of law shall affect the performance of our obligations under the contract, the amount of such increase or reduction shall be added to or deducted from the contract price as the case may be.
4. SUPERVISION OF INSTALLATION AND AFTER SALES SERVICE
(a) Machines not requiring foundations and/or supporting structures.
We will maintain the machine against fair wear and tear free of charge for one year from the date of delivery. The warranty is a return to base warranty and the cost of returning the goods to us is your cost. The cost of any overtime worked at your request will be to your account.
(b) Machines requiring foundations and/or supporting structures.
The price quoted includes the services of a skilled company technician to supervise the installation in ordinary working hours, you providing the necessary equipment, staging, lifting tackle etc. and unskilled labour required for offload and handling at the site and undertaking the responsibility for carriage and handling and hire of test weights. The foundation or supporting structure is to be prepared by you from our drawings. You are responsible for the strength of the supporting structures also provision of any additional bearing area found necessary in the foundations. We will maintain the machine against fair wear and tear free of charge for twelve months (dynamic balancing machines for six months) from the date of delivery. Should the installation be delayed after delivery the free service period will expire on a date not later than 18 months (12 months for dynamic balancing machines) from the date of delivery. The cost of any overtime worked at your request will be to your account.
(c) Bought Out Items
Any bought out items included In the quotation are covered by the conditions of manufacturers guarantee/warranty only.
(d) Delay in Installation
We reserve the right to charge for any additional costs involved should the installation be delayed beyond 3 months from the date of despatch.
5. STAMPING
Certain equipment intended for trade use is supplied by us already stamped. Equipment not so stamped must, after installation and before being used for trade or other purposes coming under the weights and measures legislation, be verified and stamped by the local Trade & Measurement Inspector or accredited person. We will arrange this and once the equipment has been so verified and stamped it will be ready for use. Any statutory charges and the cost of hire and carriage of any necessary test weights will be for your account.
6. LIABILITY FOR DELAY
Any date quoted for despatch or delivery, unless specifically described as a fixed date, is an estimate only and is calculated by reference to whichever shall be the later of the date of receipt by us of a written order to proceed or of all necessary information and drawings to enable us to put the work in hand. We will use our best endeavours to despatch by the estimated delivery date given, but will not accept any liability for failure to do so. The date for despatch or delivery shall be extended by a reasonable period if delay in despatch or delivery is caused by instructions or lack of instructions from you or by industrial dispute or by any cause beyond our reasonable control. If a fixed date be quoted for despatch or delivery, and we fail to despatch or deliver by that date or by any extended date provided by this clause, and if as a result you shall have suffered loss, we undertake to pay for each week or part of a week of delay, liquidated damages at the rate of 0.25% up to a maximum of 2.5% of that portion of the price named in the contract which is referable to such portion only of the contract equipment as cannot in consequence of the delay be used commercially and effectively. Such payment shall be in full satisfaction of our liability for delay.
7. STORAGE
If we do not receive forwarding instructions sufficient to enable us to despatch the equipment within 14 days after the date of notification that it is ready for despatch, you shall take delivery or arrange for storage. If you do not take delivery or arrange for storage, we shall be entitled to arrange storage either at our own works or elsewhere on your behalf and all charges for storage, for insurance or for demurrage shall be payable by you.
8. TERMS OF PAYMENT
For the following types of payments we reserve the right to charge interest on overdue accounts at the current Westpac commercial overdraft rate plus 5% per annum until the date of payment
(a) For payment in full by the 20th of the month following date of invoice.
(b) Unless otherwise stated overleaf payment shall be made in full within seven (7) days of receipt by you of our invoice as at the following dates:
25% on acceptance of quotation
65% on delivery to site
10% on completion and commissioning
(c)(i) Cash on Delivery. Delivery will not be effected if payment is not forthcoming
(ii) Interest free. Subject to payment of a 25% deposit with the balance payable in three equal monthly payments commencing one month after the date of delivery or a 30% deposit with the balance payable over six equal monthly payments commencing one month after the date of delivery.
(iii) Hire Purchase. Subject to a payment of a minimum 10% deposit and monthly payments over 12, 24,or 36 months in accordance with the HP agreement signed and the interest rates prevailing at the time of signing.
9. RETENTION OF TITLE AND RISK
Risk In any equipment supplied by us to you shall pass when such equipment is delivered to you or into custody on your behalf but ownership In such equipment is retained by us until payment Is made for the equipment and for all other goods supplied by us to you. If such equipment is sold by you prior to payment thereof then such proceeds of sale shall be our property and shall be held by you as trustee in a separate account pending payment to us of the full price. The conditions of this clause shall apply regardless of any credit available to you under this contract. In the event of the cancellation or repudiation of the contract we are hereby irrevocably authorised to enter onto your premises and to repossess the equipment,
10. DRAWINGS ETC.
All illustrations, drawings etc. accompanying our quotation or contained in our catalogues, price lists, or advertisements must be regarded as approximate representations only and are not binding in detail unless stated so to be in our quotation. All weights, measurements, powers, capacities and other particulars of the goods offered by us are stated in good faith as being approximately correct, but small deviations therefrom shall not vitiate the contract or be made the basis of any claim against us. Errors and omissions are subject to correction by us.
11. ELECTRICAL SUPPLY/MODEM DATA TRANSFER
(a) Auxiliary and on-site wiring is not included in this quotation. You will where necessary:
(i) Install, protect and correct all inter-connecting cable
(ii) Supply all cabling and wiring where not otherwise indicated in accordance with instructions, drawings and wiring diagrams supplied by us. All of these to be supplied at your expense to enable the work to be expeditiously and continuously carried out.
(b) Customer's main supply for steady state situations must be within 230 VAC +/- 10% and the frequency within 50Hz +/- 2% also, the mains supply and/or customer's electrical connections into the company equipment must be free of short term transients, should be electrically isolated and "clean" from both voltage and frequency variations of this nature. (The value of the 230 volt standard mains supply may be altered to other voltages if agreed with the company at the enquiry stage). The company accepts no liability whatsoever for any problems or damage caused by or arising from unclean power supply which does not fall within the supply requirements stated above.
(c) Electrical Environment
The company electronic equipment has been built with "state of the art" protection from mains borne interference. However, as the equipment has a very high precision specification, certain design parameters have to be regarded. The customer must therefore ensure that the electrical environment surrounding the company equipment is not subject to excessive interference in the form of electro magnetic radiation or magnetic fields. To ensure trouble free use, special attention should be paid by customer to ensure adequate screening around their "noisy" electrical equipment or to moving equipment likely to cause these effects away from the precious company electronics and inter1aces. The company accepts no liability whatsoever for any problems or damage caused by or arising from excessive electro magnetic, magnetic or static interference.
(d) Modem Data Transfer
We are unable to guarantee the reliability of data transfer file modem due to factors beyond our control and in particular the incompatibility of most PABX systems with modem connections and the design of the telephone network and accordingly to reduce possible communication problems we recommend:
(i) Installation of a direct dial dedicated line to the modem, free of any PABX systems and/or party lines is required.
(ii) If costs permit install a direct ISDN line.
(iii) Check with the line supplier that the line is suitable for modem transfer of data.
12. DAMAGE IN TRANSIT
When the price quoted includes delivery, we will repair or replace free of charge goods damaged in transit provided the carriers and ourselves receive written notification of such damage within three days of delivery.
13. CANCELLATION OF ORDERS
You are not permitted to cancel this order in whole or in part without our prior consent in writing. In the event of an unauthorised purported cancellation then without prejudice to any other rights or remedies available to us at law or in equity you agree to forthwith pay to us by way of pre-estimated and agreed liquidated damages and not as a penalty an amount equal to (20%) of the price named in the contract
14. PROTECTION AT SITE
The protection of the site and the equipment from weather or any other damage, before and during installation and until acceptance by any nominated authority is your responsibility.
15. INSTALLATION
We will, if desired, quote a sum for and undertake the fixing or erection of the goods supplied on the understanding that you will be responsible for their custody and safety, except that we will be responsible for any damage or injury therein due to the negligence of our employees and with this exception, the foregoing conditions as to our liabilities, shall apply and be operative
16. TESTING MACHINE CALIBRATION
Testing machines are calibrated at our Principal's Works by approved methods and. a Test Certificate covering this calibration is supplied with the machine. The machines offered can be recalibrated by our Technicians after installation and an endorsed Test Certificate issued. There is an extra charge for this additional calibration and we should be pleased to supply details of this.
17. LOAD CELLS
Many modern weighing machines include one or more strain gauge load cells as part of their mechanism. We cannot be responsible for failure of load cells due to shock or Impact loading or due to the application of a load exceeding the nominal strength of the machine. Likewise, we cannot be responsible or liable for damage to or failure of the load cells due to electric welding carried out using any part of a weighbridge, mechanical structure or framing for earth clamping or the routing of single or 3 phase connectors, close proximity of high capacity transformers or generators or any electrical equipment capable of producing magnetic flux. Similarly, we cannot accept liability for labour costs incurred in rectifying such faults.
18. COMPANY'S UNDERTAKING
Unless there is a specific written agreement between us to the contrary, we will only be responsible for the capacity and performance of the goods supplied being to our stated specifications. Whilst we will use our best endeavours in regard to the design quality and material and workmanship of goods supplied to you in accordance with your particular requirements, we give no guarantee or warranty in respect thereof nor shall any such guarantee or warranty be implied, but in lieu thereof we undertake to replace or repair at our option any goods or parts thereof proved to have been defective in design (other than a design made furnished or specified by you for which we have disclaimed responsibility in writing) materials or workmanship within twelve months from date of installation.
19. LIABILITY FOR ACCIDENTS AND DAMAGE
If we, our agents or subcontractors are on site for the purposes of the contract then, notwithstanding the provisions of Clause 18 we will indemnify you against direct damage or injury to your property or that of others occurring while we are working on site to the extent caused by the negligence of ourselves, our subcontractors or agents, but not otherwise, by making good such damage to property. Provided that:
(a) our total liability for damage to your property (including damage caused by our breach of contract, tort or breach of statutory duty) shall not exceed $150,000 or the contract price, whichever sum is the greater, and
(b) We shall not be liable to you for any loss of profit or of contracts or, save as aforesaid, for any loss or damage of any kind whatsoever and whether caused by our breach of contract, tort, breach of statutory duty or otherwise howsoever.
Save as provided in Clause 18, we shall not be liable for any damage occurring after our completion of work on site.
20. CLAIMS AND LOSSES
Our liability (if any) is strictly limited to the remedies set out in these Conditions and under no circumstances shall we be liable for consequential or indirect loss or economic loss whether suffered by you and/or any third party.
21. COSTS
If you default in performing your obligations under this Agreement and we incur expense in enforcing our rights, you agree to pay those expenses (including full legal costs) to us on demand.
22. THE PRIVACY ACT 1993
You acknowledge that personal information may be collected or held by us for administering our contracts, marketing goods by us, ascertaining at any time your credit worthiness and enabling us to communicate with you for any purpose. Such personal information will be held at our normal business address but you have the right under the Privacy Act 1993 to obtain access to and request correction of any personal information held concerning you.
23. SOFTWARE
You agree that where goods or equipment are purchased from us which includes software you will make payment in terms of clause 8(b) of these Conditions save and except you may retain 10% if you satisfy us you have a legitimate complaint concerning the software which is our responsibility but this retention shall be payable forthwith on our carrying out any necessary remedial action.
24. CONSUMER GUARANTEES ACT 1993:
You agree and acknowledge that all supplies of goods and services from us are/will be acquired for your business purposes and accordingly the provisions of the Consumer Guarantees Act 1993 will not apply as between us.
25. LEGAL CONSTRUCTION
Unless otherwise agreed in writing these conditions of sale shall in all respects be construed and operate in conformity with New Zealand Law.
