Terms and Conditions

TERMS AND CONDITIONS OF TRADE WITH AWARUA SYNERGY LIMITED

Any instructions received by Awarua Synergy 2024 Limited (“AS”) from the customer for the supply of goods or services shall constitute acceptance of the terms and conditions contained herein.

1. COLLECTION AND USE OF INFORMATION

1.1           The customer authorises AS to collect, retain and use any information about the customer, or for the purpose of assessing the customer’s credit worthiness, or for enforcing any rights under this contract.

1.2           The customer authorises AS to disclose any information obtained to any person for the purposes set out in clause 1.1.

1.3            Where the customer is a natural person the authorities under clauses 1.1 and 1.2 are authorities or consents for the purposes of the Privacy Act 1993.

2. PRICE

2.1            Any quote to supply goods or services will remain open for a period not exceeding 30 days from the date of the quotation unless stated otherwise on front of the quote.

2.2            The Customer must pay the price set out in the quotation.

2.3            Where no price is stated in writing or agreed to orally the goods or services shall be deemed to be sold at the current amount as such goods or services are sold or provided by AS at the time of the contract.

2.4            All carriage and delivery charges for goods and           services will               be payable by the customer.

2.5            Any prices stated to be quotations are based on the cost of labour, materials and equipment, customs duty, insurance, freight and variable and fixed expenses and, where appropriate, rates of currency exchange operating at the date of quotation. Any increase in the cost to AS (whether of the supply, production, delivery or otherwise of the Goods and/or Services), because of a change in specification or delay of the Customer, which may occur between the date of quotation and the date of delivery shall be payable by the Customer provided that the increase is notified to the Customer prior to the Goods or Services being supplied.

3. INSTALLATION

3.1            It is the Customer’s responsibility to:

                (a)     provide suitable and clear access to the Customer’s premises and work area that AS will need to use in carrying out installation of the goods;

                (b)     ensure that all necessary building consents and approvals required prior to AS carrying out the installation work.

3.2            Dimensions and specifications contained in a quotation are estimates only. Unless otherwise expressly specified or agreed in writing, it is not a condition that any Goods and/or Services will correspond precisely with such dimensions and specifications. If AS is unable to install the goods due to areas of the premises being determined, by AS at its sole discretion, to be dangerous, of unacceptable risk or impossible to access then a credit shall be provided by AS to the Customer for the goods and services unable to be supplied.

4. PAYMENT

4.1           Unless AS has agreed otherwise, the customer must pay a deposit of 50% of the quote price to AS prior to supply of the goods or services. 

4.2            Payment of the balance due for the supply of goods or services is due on completion of the work or supply of goods by AS and must be paid 14 days following the date of the invoice unless otherwise agreed between the parties (“the due date”).  

4.3            Interest may be charged by AS on any amount owing from time to time from the due date until the date of payment at 20% per annum compounding monthly.

4.4            Any expenses, disbursements and legal costs incurred by AS in the enforcement of any rights contained in this contract shall be paid by the customer, including any reasonable solicitor’s fees or debt collection agency fees.

4.5            Receipt of a cheque, bill of exchange, or other negotiable instrument shall not constitute payment until such negotiable instrument is paid in full.

4.6            AS will apportion payments to outstanding accounts as it thinks fit.

5. RISK

5.1           The goods remain at AS’s risk until the earlier of delivery to the customer or when title passes to the customer pursuant to clause 6.1 of this contract, at which time the goods are at the customer’s risk whether delivery has been made or not.

5.2           Delivery of goods shall be deemed complete when AS gives possession of the goods for delivery to the customer, or possession of the goods is given to a common carrier or other bailee for the purposes of transmission to the customer.

5.3           The time agreed for delivery shall not be an essential term of this contract unless the customer gives written notice to AS making time of the essence.

5.4           Where AS delivers goods or provides services to the customer by instalments and AS fails to deliver or supply one or more instalments the customer shall not have the right to repudiate the contract but shall have the right to claim compensation as a severable breach.

6. AGENCY

6.1           The customer authorises AS to contract either as principal or agent for the provision of goods or services that are the matter of this contract.

6.2           Where AS enters into a contract of the type referred to in clause 5.1 it shall be read with and form part of this agreement and the customer agrees to pay any amounts due under that contract.

7. TITLE

7.1           If the goods are ascertained and in a deliverable state, title in the goods passes to the customer when the customer has made payment for all goods supplied by AS.

7.2           Where the customer has not paid for any goods in its possession property in such goods shall remain with AS and:

(a)            The goods shall be held by the customer as bailee; and

(b)           If the goods are attached, fixed, or incorporated into any property of the customer, or any third party, title in the goods shall remain with AS until the customer has made payment for all goods, and where those goods are mixed with other property so as to be part of or a constituent of any new goods, title to these new goods shall deemed to be assigned to AS as security for the full satisfaction by the customer of the full amount owing between AS and customer.

7.3           The customer gives irrevocable authority to AS to enter any premises occupied by the customer, at any reasonable time, to remove any goods not paid for in full by the customer. AS shall not be liable for costs, damages or expenses or any other losses incurred by the customer or any third party as a result of this action, nor liable in contract or in tort or otherwise in any way whatsoever.

8. RETURN OF GOODS/ REPAIRS

8.1           In the case of goods not manufactured by AS, AS’s liability is limited to making the benefit of any manufacturer warranty available to you (so far as those warranties can be transferred).

8.2            AS’s liability for any defect in the goods or services is limited to the purchase price of those goods or services.  If goods are returned by the customer or in the case of any faulty workmanship , AS may, in its discretion repair or replace the goods or carry out repairs to rectify the faulty workmanship or refund the purchase price to the Customer, provided that:

(a)            AS is notified within seven (7) days           

(b)           the Customer must supply the date and number of any invoice relating to the goods or services; and

(c)            AS must have a reasonable opportunity to inspect the goods and be satisfied the goods are defective or the workmanship is faulty

8.3        No goods will be accepted for return by AS without prior approval.

8.4        AS has no liability if the Customer attempts or authorises               any repair work without the written consent of AS.

9. PPSA SECURITY INTEREST

9.1            Pursuant to clause 6 the customer grants to AS a Security Interest in the goods and their proceeds, which shall secure the obligation of the customer to pay the purchase price of the goods and any other obligations of the customer to AS under this contract (together “the Indebtedness”) and, where the goods and/or proceeds are not readily identifiable and/or traceable or their recoverable value is insufficient to pay the Indebtedness, the security interest shall also extend to all the customers present and after acquired property, to the extent required to secure the Indebtedness. 

9.2        As and when required by AS the customer shall, at its own expense, provide all reasonable assistance and relevant information to enable AS to register a Financing Statement or Financing Change Statement and generally to obtain, maintain, register and enforce AS’s Security Interest in respect of the goods supplied, in accordance with the Personal Property Securities Act 1999 (“PPSA”).

• • The Customer shall not change its name without first notifying AS of the new name not less than 7 days before the change takes effect.