Terms & Conditions
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DEFINITIONS
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Machinetech Ltd shall mean Machinetech Limited, or any agents
or employees thereof.
- Client
shall mean the Client , any person acting on behalf of and with
the authority of the Client , or any person purchasing products
and services from Machinetech Ltd.
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Goods shall mean:
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all Goods of the general description specified on the front
of this agreement and supplied by Machinetech Ltd to the Client
; and
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all Goods supplied by Machinetech Ltd to the Client ; and
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all inventory of the Client that is supplied by Machinetech
Ltd; and
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all Goods supplied by Machinetech Ltd and further identified
in any invoice issued by Machinetech Ltd to the Client , which
invoices are deemed to be incorporated into and form part
of this agreement; and
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all Goods that are marked as having been supplied by Machinetech
Ltd or that are stored by the Client in a manner that enables
them to be identified as having been supplied by Machinetech
Ltd; and
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all of the Clients present and after-acquired Goods that Machinetech
Ltd has performed work on or to or in which goods or materials
supplied or financed by Machinetech Ltd have been attached
or incorporated.
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The above descriptions may overlap but each is independent
of and does not limit the others.
- Goods
shall also mean all goods, products, services and advice provided
by Machinetech Ltd to the Client and shall include without limitation
the importing, distribution and servicing of plastics and engineering
machinery and all charges for labour, hire charges, insurance
charges, or any fee or charge associated with the supply of
Goods by Machinetech Ltd to the Client including goods and services
supplied by a Third Party through Machinetech to the Client.
- Price
shall mean the cost of the Goods as agreed between Machinetech
Ltd and the Client and includes all disbursements eg charges
Machinetech Ltd pay to others on the Client 's behalf subject
to clause 4 of this contract.
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ACCEPTANCE
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Any instructions received by Machinetech Ltd from the Client
for the supply of Goods shall constitute a binding contract
and acceptance of the terms and conditions contained herein.
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COLLECTION AND USE OF INFORMATION
- The
Client authorises Machinetech Ltd to collect, retain and use
any information about the Client , for the purpose of assessing
the Client credit worthiness, enforcing any rights under this
contract, or marketing any Goods provided by Machinetech Ltd
to any other party.
- The
client authorises Machinetech Ltd to disclose any information
obtained to any person for the purposes set out in clause 3.1.
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Where the Client is a natural person the authorities under clauses
3.1 and 3.2 are authorities or consents for the purposes of
the Privacy Act 1993.
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PRICE
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Where no price is stated in writing or agreed to orally the
Goods shall be deemed to be sold at the current amount as such
Goods are sold by Machinetech Ltd at the time of the contract.
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The price may be increased by the amount of any reasonable increase
in the cost of supply of the Goods that is beyond the control
of Machinetech Ltd between the date of the contract and delivery
of the Goods.
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PAYMENT
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Payment for Goods shall be made in full on 7-day terms and/or
before the 20 th day of the month following the date of the
invoice (the due date).
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Interest may be charged on any amount owing after the due date
at the rate of 2.5% per month or part month.
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Any expenses, disbursements and legal costs incurred by Machinetech
Ltd in the enforcement of any rights contained in this contract
shall be paid by the Client , including any reasonable solicitors
fees or debt collection agency fees.
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Receipt of a cheque, bill of exchange, or other negotiable instrument
shall not constitute payment until such negotiable instrument
is paid in full.
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A deposit may be required.
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QUOTATION
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Where a quotation is given by Machinetech Ltd for Goods:
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Unless otherwise agreed the quotation shall be valid for thirty
(30) days from the date of issue; and
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The quotation shall be exclusive of goods and services tax
unless specifically stated to the contrary;
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Machinetech Ltd reserve the right to alter the quotation because
of circumstances beyond its control.
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Where Goods are required in addition to the quotation the Client
agrees to pay for the additional cost of such Goods.
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RISK
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The Goods remain at Machinetech Ltd risk until delivery to the
Client .
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Delivery of Goods shall be deemed complete when Machinetech
Ltd gives possession of the Goods directly to the Client or
possession of the Goods is given to a carrier, courier, or other
bailee for purposes of transmission to the Client .
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The time agreed for delivery shall not be an essential term
of this contract unless the Client gives written notice to Machinetech
Ltd making time of the essence.
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Where Machinetech Ltd delivers Goods to the Client by instalments
and Machinetech Ltd fails to deliver or supply one or more instalments
the Client shall not have the right to cancel the contract but
shall have the right to claim compensation as a severable breach
by mutual agreement.
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TITLE AND SECURITY (PERSONAL PROPERTY SECURITIES ACT 1999)
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Title in any Goods supplied by Machinetech Ltd passes to the
Client only when the Client has made payment in full for all
Goods provided by Machinetech Ltd and of all other sums due
to Machinetech Ltd by the Client on any account whatsoever.
Until all sums due to Machinetech Ltd by the Client have been
paid in full, Machinetech Ltd has a security interest in all
Goods.
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If the Goods are attached, fixed, or incorporated into any property
of the Client , by way of any manufacturing or assembly process
by the Client or any third party, title in the Goods shall remain
with Machinetech Ltd until the Client 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 Machinetech Ltd
as security for the full satisfaction by the Client of the full
amount owing between Machinetech Ltd and Client .
- The
Client gives irrevocable authority to Machinetech Ltd to
enter any premises occupied by the Client or on which Goods
are situated at any reasonable time after default by the Client
or before default if Machinetech Ltd believes a default is likely
and to remove and repossess any Goods and any other property
to which Goods are attached or in which Goods are incorporated.
Machinetech Ltd shall not be liable for any costs, damages,
expenses or losses incurred by the Client or any third party
as a result of this action, nor liable in contract or in tort
or otherwise in any way whatsoever unless by statute such liability
cannot be excluded. Machinetech Ltd may either resell any repossessed
Goods and credit the Client account with the net proceeds of
sale (after deduction of all repossession, storage, selling
and other costs) or may retain any repossessed Goods and credit
the Client account with the invoice value thereof less such
sum as Machinetech Ltd reasonably determines on account of wear
and tear, depreciation, obsolescence, loss or profit and costs.
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Where Goods are retained by Machinetech Ltd pursuant to clause
8.3 the Client waives the right to receive notice under
s.120 of the Personal Property Securities Act 1999 (PPSA) and
to object under s.121 of the PPSA.
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The following shall constitute defaults by the Client :
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Non payment of any sum by the due date.
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The Client intimates that it will not pay any sum by the due
date.
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Any Goods are seized by any other creditor of the Client or
any other creditor intimates that it intends to seize Goods.
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Any Goods in the possession of the Client are materially damaged
while any sum due from the Client to Machinetech Ltd remains
unpaid.
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The Client is bankrupted or put into liquidation or a receiver
is appointed to any of the Client assets or a landlord distrains
against any of the Client assets.
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A Court judgment is entered against the Client and remains
unsatisfied for seven (7) days.
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Any material adverse change in the financial position of the
Client .
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DISPUTES
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No claim relating to products and services will be considered
unless made within seven (7) days of delivery.
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The Client shall inspect the Goods forthwith after receipt.
If the Client fails to give notice of any claim within seven
(7) days then the Client shall be deemed to have waived any
such claims.
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No Goods will be accepted for return without Machinetech Ltd
express consent in writing.
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LIABILITY
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The Consumer Guarantees Act 1993, the Fair Trading Act 1986
and other statutes may imply warranties or conditions or impose
obligations upon Machinetech Ltd 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 Machinetech Ltd, Machinetech Ltd 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.
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Except as otherwise provided by clause 10.1 Machinetech Ltd
shall not be liable for:
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Any loss or damage of any kind whatsoever, arising from the
supply of Goods by Machinetech to the Client including consequential
loss whether suffered or incurred by the Client or another
person and whether in contract or tort (including negligence)
or otherwise and irrespective of whether such loss or damage
arises directly or indirectly from Goods provided by Machinetech
Ltd to the Client ; and
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The Client shall indemnify Machinetech Ltd against all claims
and loss of any kind whatsoever however caused or arising
and without limiting the generality of the foregoing of this
clause whether caused or arising as a result of the negligence
of Machinetech Ltd or otherwise, brought by any person in
connection with any matter, act, omission, or error by Machinetech
Ltd its agents or employees in connection with the Goods.
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WARRANTY
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Manufacturer warranty applies where applicable.
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Any written warranty that Machinetech Ltd provide to the Client
will also form part of these terms and conditions of trade.
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CONSUMER GUARANTEES ACT
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The guarantees contained in the Consumer Guarantees Act 1993
are excluded where the Client acquires Goods from Machinetech
Ltd for the purposes of a business in terms of section 2 and
43 of that Act.
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PERSONAL GUARANTEE OF COMPANY DIRECTORS OR TRUSTEES
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If the Client is a company or trust, the director(s) or trustee(s)
signing this contract, in consideration for Machinetech Ltd
agreeing to supply Goods and grant credit to the Client at their
request, also sign this contract in their personal capacity
and jointly and severally personally undertake as principal
debtors to Machinetech Ltd the payment of any and all monies
now or hereafter owed by the Client to Machinetech Ltd and indemnify
Machinetech Ltd against non-payment by the Client . Any personal
liability of a signatory hereto shall not exclude the Client
in any way whatsoever from the liabilities and obligations contained
in this contract. The signatories and Client shall be jointly
and severally liable under the terms and conditions of this
contract and for payment of all sums due hereunder.
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MISCELLANEOUS
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Machinetech Ltd shall not be liable for delay or failure to
perform its obligations if the cause of the delay or failure
is beyond its control including shipment delays.
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Failure by Machinetech Ltd to enforce any of the terms and conditions
contained in this contract shall not be deemed to be a waiver
of any of the rights or obligations Machinetech Ltd has under
this contract.
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If any provision of this contract shall be invalid, void or
illegal or unenforceable the validity existence, legality and
enforceability of the remaining provisions shall not be affected,
prejudiced or impaired.
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