Terms & Conditions of Business
The Customer agrees to be bound by the Company's terms and conditions as follows:
The parties agree that these terms and conditions will apply to all Information Technology products (here set out detailed list of goods that may be supplied) ("goods"), the proceeds from such goods and services supplied by the Company to the Customer in the future.
A 25% deposit of the total order value is required with confirmation of the order.
Unless otherwise agreed in writing by the Company, full payment for the goods and services supplied shall be due:
Twentieth of the month following invoicing; OR
Within seven days (7) of delivery;
without set-off or counterclaim, unless otherwise agreed in writing by the Company.
The Company may charge interest at the rate of 24% per annum on all overdue accounts, calculated from the date on which payment was due until the date of actual payment.
The Company may refuse to supply any further goods or services and /or grant further extensions of credit while any overdue amounts owing to the Company remain unpaid.
The Company may withdraw credit facilities at any time without notice.
The Company shall not be obliged to honour any warranties on goods supplied to the Customer while any account (whether in respect of those goods or any other goods) is overdue.
If the Company agrees to accept the return of goods ordered (other than defective goods) it shall be entitled to charge a restocking fee equal to 10% of the invoiced price of the goods returned.
The risk in any goods ordered by the Customer including goods ordered for the purposes of evaluation shall pass when they are delivered into the possession of the Customer.
The Customer grants a purchase money security interest in the goods supplied to it by the Company.
Until the Customer has paid in full for the goods, the Customer shall be a fiduciary in relation to those goods for which the Company has not received payment.
Until the Company has received full payment, the Customer shall store and record the goods in such a way that they can be readily and separately identified as having been supplied by the Company.
If the goods are sold by the Customer before the Company has been paid for them in full, then the proceeds of sale or (if the goods have become constituents of other goods) the proceeds of sale of those other goods shall be the property of the Company. The proceeds of such sales shall be kept separate from the Customer's funds.
In default of payment in full on the due date:
The Company shall have the right immediately to repossess and remove the goods for the purpose of resale without prejudice to any of its other rights under these terms or otherwise, and the Customer hereby irrevocably authorises the Company to enter any premises where the goods may be for such purpose.
Any proceeds of sale of any goods supplied to the Customer by the Company shall be held in trust for the Company separately from any other monies.
The Customer acknowledges that the goods have been supplied to it by the Company on credit and acknowledges that the Company has a security interest in the goods supplied to it by the Company.
Whenever the Customer is in default of payment or any account due to the Company or under these terms and conditions the Customer will pay the costs of the Company (as between solicitor and client) of and incidental to any legal proceeding and/or any costs associated with the collection of the account due, which the Company may take for the purpose of obtaining payment of any moneys owing to it or enforcing the Company's rights, powers and remedies under these terms of business.
The Company and the Customer both agree to contract out of Part 9 of the Personal Property Securities Act 1999 and agree that the following remedies will apply in the event of default.
If the Customer does not make payment in full to the Company on the due date, or if the Customer ceases trading or is in the Company's reasonable opinion unable to pay its debts when due, or a receiver or liquidator of the Customer's assets is appointed, or the Customer becomes bankrupt or enters into an arrangement or composition with its creditors then:
The right of the Customer or any agent of the Customer to possession of any goods supplied by the Company (in respect of which the Company has not received payment in full) and any right to sell or dispose of such goods shall immediately and without the necessity of any notice terminate; and
The Company, its employees and agents may at any time enter onto any premises where the goods are in order to inspect, take possession of and remove the goods. The Customer will indemnify and hold harmless the Company, its employees and agents in respect of any expenses, loss or damage (including loss or damage to third parties) in respect of the exercise or attempted exercise of the Company's rights and powers stated in this clause 4; and
The Company may decline at any time to make any further deliveries to the Customer and may require payment in cash or satisfactory security before delivery of any further order.
The Company reserves the right at any time to deliver on a cash basis only.
These stated terms and conditions may be varied by notice in writing by the Company.
Any notices to the Customer may be given by posting the notice to the Customer's last known postal address, or by sending by facsimile to the Customer's last known facsimile number, or by email message sent to the Customer's last known email address.
The Customer waives the right to receive a copy of the verification statement confirming registration of a financing statement relating to the security created by clause 3 herein.
The Customer must notify the Company of any change in any of the details provided by it on the Application for Credit Account within 7 days of such change occurring.
LIMITATION OF LIABILITY
The maximum liability of the Company, if any, arising out of the supply of goods or services shall be limited in all circumstances to the following:
Goods - the total price to the Customer of the goods supplied by the Company and paid for by the Customer in the three (3) month period preceding the date of the event giving rise to the liability; and
Services - the total charges to the Customer for the Services provided by the Company and paid for by the Customer in the three (3) month period preceding the date of the event giving rise to the liability.
The Company shall not be responsible for any special, incidental, indirect or consequential damage nor for any lost profits, re-procurement costs, work done in connection therewith, nor for injury resulting from the Company's provision of Goods and Services, nor any claims against the Company by the Customer or any other party.
SPECIAL CONDITIONS FOR TECHNOLOGY UPGRADES
Computer technology advances at an alarming rate and compatibility with earlier hardware and software systems cannot be guaranteed.
With the upgrade of PC hardware and software, the Company takes every possible precaution to foresee the likely issues to ensure the upgrade will be successful. In a small percentage of cases there can be problems with existing PC hardware that is not apparent until the upgrade is installed. In these cases there may be additional or replacement components required in performing the desired upgrade. In some cases, particularly if the hardware is more than three years old, it may not be possible to perform the upgrade at all.
If any problems are encountered the Company will inform the Customer and advise if any additional cost is involved and seek approval before proceeding.
CONSUMER GUARANTEES ACT 1993
The foregoing clauses of these terms and conditions shall not apply to the extent that they are inconsistent with any rights or remedies that a Customer of the Company may have by virtue of the Consumer Guarantees Act 1993. However, where the Customer acquires goods supplied for the purposes of a business, the parties agree that the provisions of the Consumer Guarantees Act 1993 shall not apply to such supply.