Terms of Trade
TERMS AND CONDITIONS OF SALE AND PAYMENT
These conditions shall apply to all goods and services sold by Weldwell New Zealand a division of ITW New Zealand ("the Seller") to the Purchaser of the goods or services ("the Buyer").
1. TERMS OF PAYMENT:
(a) Payment in full of the invoiced purchase price is due on the 20th of the month following the date of invoice (the "due date") unless agreed in writing by a duly authorised representative of the Seller.
(b) Interest may be charged on the amount owing from due date at a rate not exceeding the Seller's current overdraft rate plus 5% PA and notified in a monthly statement provided by the Seller to the Buyer.
(c) The buyer shall on demand reimburse Weldwell for all costs (including legal costs on a solicitor/client basis), expenses or other sums reasonably incurred by Weldwell in exercising any right or remedy available to it incurred as a result of payment default by the buyer.
2. RISK AND TITLE:
(a) It is specifically acknowledged by the Buyer that the risk in the goods supplied by the Seller shall pass to the Buyer on delivery. Delivery to the buyer is ex store of Weldwell. Where delivery to the premises of the buyer or any other place including a site or property owned by a third party is requested and where Weldwell contracts with a carrier to do so, delivery of the goods to the carrier in all circumstances constitutes delivery to the buyer.
(b) Ownership of any goods supplied by the Seller to the Buyer will only pass to the Buyer when the Buyer has paid the Seller in full and until then and without prejudice to any other rights or remedies which the Seller may have in these conditions or at law, the Seller shall be entitled to repossess the goods and without prejudice to any claim for damage or deterioration to the goods supplied. Until payment in full has been received (excluding any dishonoured or unpaid cheques or credits) the Buyer shall be a bailee only in respect of the goods.
(c) In the event that the Buyer is not purchasing the goods for the Buyer's own use or consumption, or, if the goods have been onsold by the Buyer, prior to payment therefore, then until payment in full of the purchase price and all outstanding indebtedness has been made, the Buyer acknowledges and agrees that:
(d) The Buyer hereby irrevocably gives the Seller its agents and servants leave and licence without the necessity of giving any notice to enter any premises occupied by the Buyer to search for and remove any of the goods supplied in which the Seller has ownership as aforesaid without in any way being liable to the Buyer or any persons claiming through the Buyer. If the goods or any of them are wholly or partially attached to or incorporated in any other goods the Seller may when practical disconnect or sever them in any way necessary to remove the goods.
(e) If prior to payment the goods have been mixed with goods being the property of the Buyer or are processed with or incorporated therein (and it is impractical to disconnect or sever them) then the produce thereof shall become and/or shall be deemed to be the sole and exclusive property of the Seller. If prior to payment the goods have been mixed with the property of any other person or are processed with or incorporated therein, (and, it is impractical to disconnect or sever them,) then, the produce thereof shall become or be deemed to be owned in common with that other person.
(f) This Clause 2 is intended to protect the Seller in the event of the default, insolvency, liquidation, or receivership of the Buyer.
(g) The Buyer agrees that this document evidences a Purchase Money Security Agreement in terms of the Personal Property Securities Act 1999 and that the Seller may take steps to perfect its security if it so decides.
3. INSPECTION AND ACCEPTANCE
Upon receipt of the goods the buyer shall inspect the goods at its expense and give written notice to Weldwell within 7 days of delivery of any nonconformance to description or terms and conditions of this contract. Failure to give such notice shall constitute an irrevocable acceptance of the goods by the buyer.
4. RETURNED GOODS:
(a) If goods are returned by the Buyer to the Seller, they must be received by the Seller prior to the expiration of 14 days from the date of invoice before consideration will be given to a credit being issued to the Buyer by the Seller. Returns must be accompanied by the packing note number. Unless by prior arrangement returned goods received by the Seller after the 14 days period stipulated will not be accepted.
(b) The value of credits issued by the Seller for returned goods shall be at the Seller's sole discretion; there may however be a deduction from the invoiced value of at least 15% to cover handling charges incurred by the Seller. The value of credits issued may be further reduced to take account of any deterioration in the original quality or appearance of the goods.
5. PRIVACY ACT REQUIREMENTS:
I/We irrevocably authorise any person or company to provide you with such information as you may require in response to your credit and/or employment enquiries. I/We authorise you to furnish to any third party details of this application and any subsequent dealings that I/we may have with you as a result of this application being actioned by you.
6. DIRECTORS GUARANTEE
If signing this Application for Credit on behalf of a company I/We acknowledge that the directors of the Company personally guarantee jointly and severally to Weldwell the due and punctual performance by the Company of its obligations to Weldwell of all money and debts accruing to Weldwell against any loss accruing in relation to the supply of goods/services under this account so that Weldwell may treat the directors as though they had personally purchased the goods and services concerned.