Terms of Trade Hiandri Limited
Definitions
In these conditions unless the context otherwise requires:
- Company means Hiandri Ltd.
- Buyer means the person, or company buying the goods from the Company.
- Products mean the products being purchased by the Buyer from the Company.
- Contract means the contract between the Company and the Buyer for the purchase of the goods
- Quotation means a written offer from Hiandri to the Buyer to supply goods to the Buyer
- Price means the price of goods as agreed between the Buyer and the Company.
- Person includes a corporation, association, firm, company, partnership or individual.
- PPSA means the Personal Property Securities Act 1999.
Quotation
The Buyer may request a Quotation from the Company setting out the price and 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
If any instruction is received by the Company from the Buyer for the supply of products, it shall constitute acceptance of the terms and conditions contained herein. Upon acceptance of these terms and conditions by the Buyer, the terms and conditions are definitive and binding.
Terms and Conditions
These terms and conditions and any subsequent terms and conditions issued by the Company shall apply to all orders for the goods and the services made by the Buyer 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 Buyer. It shall be the Buyer’s responsibility to ensure that these conditions are promptly brought to the attention of the appropriate staff of the Buyer, and accordingly any order made by the Buyer after the date and time described above in this clause shall be deemed to be an acceptance of these conditions.
Orders Price and Delivery
- 1. Products may be ordered by following the instructions on the website or by verbal or other written instruction.
- 2. The price of Goods is as specified in Hiandri’s pricelist (amended from time to time), or in an order or accepted quote, as applicable.
- 3. Unless otherwise stated, prices stated do not include GST
- 4. Delivery charges within mainland North Island and South Island will be included for each order. Additional delivery charges may apply to rural areas.
- 5. Delivery will be by carrier chosen by the Company.
- 6. Delivery of Goods shall be deemed to occur when the Goods arrive at the address specified by the Buyer (whether or not the Buyer is present to acknowledge receipt) or when the Buyer takes possession of the Goods.
- 7. Risk in the Goods passes to the Buyer on delivery
- 8. The Buyer must make any claims for short delivery within 48 hours of delivery of Goods
PPSA
- 1.The Contract constitutes a security interest in the goods supplied by the Company to the Buyer for the purposes of the PPSA as security for payment by the Buyer of all amounts due under the Contract, including any future amounts.
- 2. The Buyer agrees to promptly execute and deliver to the Company all assignments, transfers and other agreements and documents and do anything else which the Company may deem appropriate to perfect the Company’s security interest over the Buyer, or obtain the priority required by the Company or register (and renew registration) a financing statement for a security interest in favour of the Company.
- 3.To the extent that Part 9 of the PPSA applies, the Buyer agrees that the provisions of sections 114(1)(a), 120, 122, 133 and 134 of the PPSA which are for the Buyer’s benefit, or place any obligations on the Company in the Buyer’s favour, will not apply; and where the Company has rights in addition to those in Part 9 of the PPSA, those rights will continue to apply.
- 4.To the extent that Part 9 of the PPSA applies, without limiting anything in the previous paragraph, the Buyer hereby waives its rights under sections 116, 120(2), 121, 125, 126, 127, 129 and 131 of the PPSA, and its rights to receive a copy of a verification statement under section 148 of the PPSA in respect of any financing statement or financing change statement registered by the Company.
- 5. The Buyer agrees to treat the security interest in the goods as a continuing and subsisting security with priority over a registered general security interest and any unsecured creditors, regardless of whether the goods have become fixtures at any time before payment has been made for them.
- 6.Governing laws
- 7. These Terms of Trade will be interpreted in accordance with applicable government legislation, which will have exclusive legal jurisdiction over any dispute in relation to the products and/or services or these Terms of Trade.
Payment, Late Payment, Default of Payment and Consequences of Default of Payment
- 1.The method of payment will be made by direct credit, or by any other method as agreed to between the Buyer 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 Hiandri Limited shall be received on or before the 20th of the month following the date of invoice, which shall be issued promptly on or after delivery of the goods.
- 3.Late payment shall incur interest at the rate equal to 2% above the current overdraft rate that Hiandri Limited has with its principal trading bank, per annum calculated on a daily basis. 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 Buyer’s default in failing to make payment on the due date.
- 4.Without prejudice to any other remedies the Company may have, if at any time the Buyer is in breach of any obligation (including those relating to payment), the Company may suspend or terminate the supply of Goods to the Buyer and any of its other obligations under the terms and conditions. The Company will not be liable to the Buyer for any loss or damage the Buyer suffers because the Company exercised its rights under this clause.
- 5. Delivery will be by carrier chosen by the Company.
- 6. Delivery of Goods shall be deemed to occur when the Goods arrive at the address specified by the Buyer (whether or not the Buyer is present to acknowledge receipt) or when the Buyer takes possession of the Goods.
- 7. Risk in the Goods passes to the Buyer on delivery
- 8. The Buyer must make any claims for short delivery within 48 hours of delivery of Goods
In the event that:
- Any money payable to the Company becomes overdue, or in the Company’s opinion the Buyer will be unable to meet its payments as they fall due; or
- the Buyer 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
- a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Buyer or any asset of the Buyer; then without prejudice to the Company’s other remedies at law
- the Company shall be entitled to cancel all or any part of any order of the Buyer 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.
Dispute resolution
The Company will endeavour to resolve any dispute between the Buyer and itself without the need for Court proceedings. Any such attempt is without legal prejudice.
Reservation of title
Ownership and title of the goods remains with The Company until the purchased price and all other monies owing by the Buyer, under the contract or any other contract to The Company, have been paid in full.
Liability
The Company shall not be liable for any loss of any kind whatsoever suffered by the Buyer 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 Buyer’s servants, agents, contractors, buyers, visitors, tenants, trespassers or other persons. The Buyer shall indemnify the Company against any claim by any such person.
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