Terms and Conditions of Trade
These terms and conditions of trade apply to all of our Sale of Goods contracts. Any order placed with Definition NZ LTD (“Definition NZ”) constitutes your agreement to be bound by these terms. Any additional or different terms you stipulate or state in any communication with Definition NZ (including an order) are hereby objected to and will not bind Definition NZ unless Definition NZ agrees in writing. No sales person, representative or agent is authorised by Definition NZ to give any guarantee, warranty or representation in addition to, or contrary to these terms. In any event, receipt of goods by you (or another as you direct) upon delivery constitutes your agreement to be bound by these terms.
1. PRICE AND PRICE VARIATION
1.1. Prices quoted are in New Zealand Dollars and exclude GST unless otherwise stated. Unless otherwise agreed in writing, the price of the goods will be the current price on the day of delivery or collection of the goods. Prices quoted do not include delivery.
1.2. Definition NZ may adjust any quoted price from time to time and the Customer agrees to pay any such adjusted price to take account of variations in the cost to Definition NZ of carrying out all or any part of the contract arising from any of the following:
1.2.1. Delays in delivery of the goods as a result of the customer’s failure or inability to fulfil the obligations under the contract or other circumstances beyond Definition NZ’s control;
1.2.2. Variations in the cost of Definition NZ acquiring the goods including but not limited to changes in rates of freight and transport costs, insurance, customs duties, taxes, existing tariff classifications or any variation in currency exchange rates;
1.2.3. Variations in the cost of the goods due to any statutory, government or local government or governmental authority charges and obligations; or
1.2.4. Any correction of errors or omissions on the part of Definition NZ or any of its representatives.
2.1. The purchase price must be paid to Definition NZ prior to dispatch by credit card, internet banking or cheque. Please note that payment by cheque will delay delivery until clearance.
2.1.1. In some circumstances a cheque payment may be accepted before clearance and the relevant stock sent. Where this occurs and the cheque is dishonored;
126.96.36.199. A $25.00 fee will be added to the Customers total amount outstanding for the goods.
188.8.131.52. Definition NZ reserves the right to request the immediate payment in cash for the goods or the return of the goods in saleable condition. Failure to either pay for the goods or return the goods after such a request will be deemed as theft and the police may be contacted as a result.
2.2. Abbsolute reserves the right to suspend delivery or supply of further goods if the Customer does not strictly adhere to the terms of trade.
3.1. Definition NZ shall deliver the goods to the address stated on the order or as agreed by Definition NZ in writing.
3.2. Definition NZ shall deliver the goods by such carrier and such form of transport as Definition NZ in their sole discretion consider to be appropriate UNLESS the Customer specifies the carrier and the means of carriage and this is accepted in writing by Definition NZ, in which case Definition NZ shall deliver the goods in the way specified, the cost of such carriage being an additional charge to the invoiced price of the goods.
3.3. Definition NZ are not liable for any consequences (direct or indirect) arising from part delivery, non-delivery or delay in delivery of the goods as a result of events occurring beyond the control of Definition NZ.
3.4. Ownership of the goods passes to the purchaser on dispatch unless otherwise agreed.
4. PRIVACY ACT 1993
4.1. The Customer authorises Definition NZ to collect, retain, and use personal information about the Customer (including information in this document) to, market goods and services to the Customer or disclose to a third party details of this application or any subsequent dealing with Definition NZ for the purpose of recovering amounts payable by the Customer.
4.2. The Customer, if an individual, has the right of access to information about the Customer held by Definition NZ.
4.3. The Customer may request correction of that information and may require that the request be stored with that information. Definition NZ may charge reasonable costs for providing access to that information.
5. COLOUR MATCHING
5.1. If Definition NZ is required to match a particular shade or colour, a reasonable variation shall be allowed from the color requested. Where there is dispute regarding the color requested, Definition NZ shall have sole discretion to find the color ‘reasonable’.
6. INTELLECTUAL PROPERTY
6.1. All information prepared by Definition NZ including, without limitation, customised pricing, proposals, electronic catalogues, details of improvements and cost reductions, is confidential information belonging to Definition NZ and cannot be copied, altered or distributed without the prior written consent of Definition NZ. Definition NZ is not responsible for any damage, expense or liability arising from alterations made by the Customer to anything referred to in this sub-clause.
7.1. Abbsolute provides all information, including information on it’s website, gratuitously but without liability.
8. RETURN OF GOODS
8.1. Definition NZ will refund or exchange any product found to be faulty only in accordance with the terms of this clause.
8.2. Definition NZ will not accept the return of goods for credit or any other purpose unless Definition NZ first receives notification of the faulty goods within two (2) working days of receipt by the Customer and the goods have been returned within 14 days of delivery to the Customer. Return freight will be at the Customers cost, unless the reason for the return of the goods is error on the part of Definition NZ. This clause is subject to clause 8.3.
8.3. No return of goods shall be accepted by Definition NZ (even if Definition NZ agree to do so) if they have been tampered with by the Customer or any other person or if they are goods expressly sold on a non-return basis. Where goods are returned to Definition NZ but not accepted they shall be returned to the Customer at the Customer’s expense and the full price will remain payable by the Customer.
8.4. Receipt by Definition NZ of any goods returned other than in accordance with clause 8.2 shall not constitute nor be deemed to constitute acceptance by Definition NZ of the return of the goods for credit or any other purpose.
8.5. Products cannot be returned on the basis of an unsatisfactory colour choice being made by the Customer.
8.6. Products must be returned to the head office of Definition NZ and not to any sales representatives or agents.
8.7. Any goods ordered by the Customer without the correct stock codes will not be exchanged.
8.8 If good are returned 15% re stocking fee applies.
9.1. Risk in the goods passes to the Customer upon leaving Definition NZ’s premises.
10.1. The Consumer Guarantees Act 1993, Commerce Act 1986, Fair Trading Act 1986, Sale of Goods Act 1908 and other statutes may imply warranties or conditions or impose obligations upon Definition NZ which cannot by law (or which can only to a limited extent by law) be excluded or modified. In respect of any such implied warranties, conditions or terms imposed on Definition NZ, Definition NZ liability shall, where it is allowed, be excluded or if not able to be excluded only apply to the minimum extent required by the relevant statute.
10.2. The Customer acknowledges that supply under this contract is a supply for business purposes in terms of sections 2 and 43 of the Consumer Guarantees Act 1993 (“Act”) and accordingly, subject to clause 16 of the provisions of the Act do not apply to any supply made pursuant to this contract.
10.3. The Customer agrees and acknowledges that in no event will Definition NZ be liable for any property damage, personal injury, direct or consequential loss or damage incurred by the Customer or a third party whether due to defective goods and/or as a result of negligence or otherwise by Definition NZ or its servants or agents but in any event the liability of Definition NZ will NOT EXCEED THE PURCHASE PRICE paid by the Customer for the goods or services.
10.4. When the Customer on sells the goods to Customers who purchase the same for business purposes the Customer shall contract out of the Act in the same manner as in clauses 10.1 and 10.2 above. Should the Customer fail to do so, the Customer will indemnify Abbsolute against any claim, expense or loss suffered as a direct or indirect consequence of such failure.
11. CUSTOMER LIABILITY AND DEFAULT
11.1. If the Customer shall:
(i) fail to make any payment due under the contract or commit any other breach of any of the Customer's obligations under the contract; or
(ii) suffer execution under any judgment; or
(iii) commit an act of bankruptcy; or
(iv) make any composition or arrangement with any creditor; or
(v) being a company, pass a resolution for winding up or have a receiver appointed over any of its property or have a winding up petition presented against it,
Definition NZ (in addition to any other remedies hereby or by statute conferred) may treat the contract as terminated and any part of the purchase price then unpaid, together with any other monies owing here under, whether or not due under the terms of the contract shall forthwith become due and payable. Any such termination shall be without prejudice to any claim or right Definition NZ may otherwise possess.
12. VARIATIONS TO TERMS AND CONDITIONS OF TRADE
12.1. Definition NZ may from time to time and in its sole discretion amend, add to or delete any of the terms of these terms and conditions of trade with immediate effect by giving notice to the Customer PROVIDED THAT Definition NZ shall not make any variation to the nature or extent of any Security Interest granted by the Customer without the written agreement of the Customer. Definition NZ may notify the Customer by delivering to the Customer an invoice with these terms and conditions of trade and receipt of the invoice by the Customer will be deemed to be acceptance by the Customer of the terms and conditions of trade.
13.1. This Agreement is governed by and construed in accordance with laws of New Zealand for the time being in force, and the parties agree to submit to the non-exclusive jurisdiction of the Courts of New Zealand in respect of any dispute or proceeding.