Terms and Conditions

1. THE terms and conditions contained in this document shall apply to ail quotations and offers made by the company and written on or attached to this document. No terms or conditions contained in the buyer’s acceptance or order or other document purporting to relate to this contract shall vary amend or delete these terms and conditions or any of them unless expressly agreed in writing by a duly authorised officer of the company.

2. THE parties acknowledge and agree that there are no understandings, agreements or representations expressed or implied not specified herein relating to this contract and that these terms and conditions contain entire agreement between the parties.

3. ALL quotations of the company shall be in force for no longer than 30 days unless otherwise specified in writing by the company. A quotation by the company shall become binding upon the company only upon receipt of an unconditional acceptance in such form as the company may require. No conditional or other form of acceptance shall become binding upon the company unless expressly accepted in writing to the buyer by a duly authorised officer of the company.

4. IF requested by the company the buyer will provide the company with three satisfactory trade references.

5. ALL goods delivered by the company to the buyer shall be at the risk of the buyer upon delivery into his or his agent’s possession or custody or premises or place of delivery. Such delivery shall be to a place nominated by the buyer provided that the company shall be under no obligation to deliver to such place unless it is satisfied that access is reasonable.

6. UNDER no circumstances shall the company be liable for any loss, damages or expenses sustained by the buyer or any other person in consequence of any delay in delivery of the goods or completion of work for any reason whatsoever.

7. IF delivery of goods or completion of work is delayed either at the request of the buyer or owing to the inability of the buyer to accept the goods for any reason on or after the date for delivery or owing to some other cause beyond the control of the company in circumstances where the company is able to deliver the goods or carry out such work then the buyer shall be liable for extra charges, losses or expenses incurred by the company.

8. THE buyer shall at his own expense provide all necessary labour and equipment to off-load the goods on arrival at the nominated place of delivery.

9. a. PROPERTY in the goods shall remain in the company until it has received in cash to total contract price and pending full payment the goods will be held by the buyer as bailee and as the fiduciary agent of the company which shall be entitled through its agents or servants to enter the buyer’s premises or the nominated place of delivery and retake possession of the goods if they are not paid for on due date.

b. The buyer is to execute documents and do such further acts as may be required by Lundia Shelving Ltd to register the security interest granted to Lundia Shelving Ltd under these terms and conditions under the Personal Property Securities Act 1999 or for any other purpose whatsoever.

9.1 Ownership Ownership in the Goods shall not pass upon delivery, but shall remain with us until full payment of all monies owing by you to us has been made. Until all monies have been paid:

(a) You hold the Goods supplied as fiduciary for us and will deal with them as agent for and on behalf of us (but will not hold yourself out as agent to any third parties);

(b) You shall store our Goods separately consistent with the Goods being our property and ensure such Goods are able to be separately identified;

(c) If you resell the Goods supplied the proceeds of any resale will belong to us and you will pay the same into a separate account for which separate records are kept and all claims which you hold against third parties will be handed over to us;

(d) You irrevocably give us and our agents the right to enter your premises, to remove any of the Goods supplied over to us;

(e) If any of the Goods become part of a product or mass (through, or by whatever process) such that the identity of those Goods is lost in the product or mass, the security interest created by this clause continues in the product or mass in accordance with the Personal Property Securities Act 1999 hereinafter referred to as the “PPSA”;

(f) If any of the Goods are installed in, or affixed to, and become an accession to, other goods, the security interest continues in the accession in accordance with the PPSA.

9.2 PPSA

(a) Security
You acknowledge and agree that:

(i) by assenting to these Terms, you grant a security interest (by virtue of the retention of title clause in clause 9.1 of these Terms) to us in all Goods previously supplied by us to you (if any) and all after acquired Goods supplied by us to you (or for your account); and

(ii) these Terms shall apply notwithstanding anything, express or implied, to the contrary contained in your purchase order.

(b) Financing Statement:

You undertake to:
(i) sign any further documents and/or provide any further information (which information) you warrant to be complete, accurate and up-to-date in all respects) which may be reasonably required to enable registration of a financing statement or financing change statement on the Property Securities Register;

(ii) not register a financing change statement or a change demand in respect of the goods (as those Terms are defined in the PPSA) without our prior written consent; and

(iii) give us not less than 14 days prior written notice of any proposed change in your name and/or any other changes in your details (including but not limited to changes in your address, facsimile number, trading name or business practice).

(c) Waiver and contracting out

(i) Unless otherwise agreed to in writing by us you waive the right to receive a verification statement in respect of any financing statement or financing change statement relating to the security interest;

(ii) To the maximum extent permitted by law, you waive your rights and with our agreement, contract out your rights under the sections referred to in sections 107(2)(c) to (e) and (g) to (i) of the PPSA.

(iii) You agree that nothing in sections 114(a), 133 and 134 of the PPSA shall apply to these Terms and with our agreement, contract out of such sections,

(iv) You and we agree that section 109(1) of the PPSA is contracted out of in respect of particular Goods if and only for as long as we are not the security party with priority over all other secured parties in respect of those Goods.

10. THE contract price is based on the company’s scheduled rates and hourly payments and material prices currently ruling at the date of quotation and the buyer will be liable to pay any additional moneys resulting from any increases in such rates and the prices between the period 30 days after the date of quotation and the completion of the contract. Prices quoted are on the basis of the whole quantity being supplied unless otherwise stated.

11. THE buyer shall pay in addition to the contract price for prices quoted Goods and Services Tax payable by the company in respect of the supply of goods or services.

12. ALL payment for goods or services are strictly net cash on or before the 20th of the month following date of invoices or as otherwise stated on the face hereof. All necessary exchange shall be paid by the buyer. The buyer shall not be entitled on any ground whatsoever either wholly or in part to withhold payment when it becomes due.

13. FAILURE to make payment for any goods or services shall constitute breach of payment condition in this contract and such breach shall without prejudice to any other rights available to the company entitle the company to charge interest at the rate of 2% per month or part thereof on any balance outstanding and interest shall continue to accrue until payment whether before or after judgement.

14. IF goods received by the buyer are considered by him to be defective or damaged the carrier’s Delivery Note must be endorsed with full particulars of such alleged defect or damage and the carrier and the company notified in writing within three (3) days of receipt otherwise the company shall not be liable for any claim arising thereof.

15. ALTHOUGH the utmost care is taken to ensure the accuracy of the data of design details supplied, the excellence of the materials used in the manufacture of its goods and the quality of materials not manufactured by it the company shall in no circumstances be under any liability for injuries expense or loss which may in any degree be attributed to the use of materials or installations supplied by it or to the adoption of data design materials or advice given as to the use of its products.

16. ALL drawings and specifications prepared by the company under the Contract shall remain the property of the company and the copyright is reserved accordingly and no copies shall be made or extracts taken without the prior consent of the company. 17. ORDERS accepted by the company cannot be countermanded or delivery deferred or goods returned except with the written consent of the company and upon terms that will reimburse and indemnify the company against all loss including profit on any part of the order that is cancelled. Special items not considered as standard inventory by the company will become the sole property of the buyer and will not be accepted for return by the company.

18. THE company shall not be responsible for the supply, installation, removal, alteration or addition to any equipment, sprinkler systems or electrical fittings in the area of the construction works to which the contract relates. The cost of any such work if required by any statute, regulation, by law or any authority or howsoever is the responsibility of the buyer.

19. THE company shall be at liberty by notice in writing to the buyer to immediately suspend or cancel performance of this contract if the buyer be declared bankrupt or if a company if it be subject to Winding-Up Order if a Receiver or Manager or Receiver and Manager of its assets be appointed or if it shall commit any breach of or fail to perform any one or more of the terms and conditions on its part herein contained and shall fail to rectify or discontinue such breach or non-performance within seven (7) days after notice in writing terminated this contract forthwith but any such termination shall not affect any other rights or remedies which the company may have in consequence of any such breach or non-performance.

20. THE company shall have all right at common law and in equity in addition to this contract.

21. THE laws for the time being of the Dominion of New Zealand or Territory when applicable shall apply to the interpretation of the contract.

22. ALL notices served upon the buyer shall be deemed to be served if mailed in the ordinary course of the post to the last known address of the buyer.

23. IN the interpretation of the contract “the company” means Lundia Shelving Ltd, “goods” means the goods specified on the face hereof or within the schedule hereto and “buyer means the person, firm or company to whom the quotation or offer is addressed.

24. WHERE the within contract relates to the provision of materials plus labour to carry out construction (herein called construction works) the following additional terms and conditions shall apply:-

a) The buyer will at his own expense convey the goods and materials from the delivery point to a position within twenty meters of the place where construction is required.

b) The buyer will ensure the safe custody of and minimise deterioration of the materials and the company’s equipment whilst on site and before use and will protect the same by providing covered and secure waterproof storage accommodation.

c) The buyer will immediately prior to the date for the commencement of construction works ensure that the site is cleared and free from obstruction and that electricity services are available for use by the company and the buyer will further ensure (unless the parties agree in writing) that the company is enabled to carry out the works of construction as one uninterrupted operation to be completed during normal working hours.

d) The contact price is fixed on the basis that the floors upon which the construction works are to be performed are level and even. Any additional costs or expenses for materials and/or labour required to trim the proposed installation due to an uneven or out of level floor surface in excess of plus or minus 5mm elevation variation over the entire floor area shall be paid by the buyer.

e) The company is not responsible for the strength or structural condition of floors or foundations upon which the construction works are erected and makes no representation and gives no warranty that such floors or foundations are suitable for the construction works thereon and shall not be liable for any damages or injury directly or indirectly attributable to any defects in or any structural collapse subsidence or failure of the said floors or foundations.

f) On completion of the work any surplus goods delivered by the company shall remain the property of and be removed from the site by the company. Until such removal the buyer shall take reasonable precautions for the safe custody and protection of such surplus goods.

g) If for any reason the commencement of the construction works extend beyond two (2) weeks from the stipulated date the company shall be entitled to receive from the buyer an interim payment or payments on account of the contract price and may render an interim invoice or invoices accordingly.

h) Unless expressly provided for in the contract the company will not undertake or be responsible for any builder’s work or other work involving alterations to the structure or fittings of any premises at which work is to be undertaken by the company.

i) The buyer will serve ail notices and make applications for and obtain all such licenses consents or approvals as are required under any Building Regulations or By-Laws or any legislation for the time being in force prior to the carrying out of any construction works herein and the buyer shall be liable and indemnify and keep indemnified the company against all actions proceedings cost charges claims or demands arising directly or indirectly out of or in connection with any breach of this condition.

j) If the goods are subject to the Consumer Guarantees Act 1993 but are required by the buyer for business purposes, the buyer agrees that’the Consumer Guarantees Act 1993 shall not apply to this contract.

k) The Sale of Goods Act 1908 shall not apply to this contract.

25. If at any time Lundia Shelving Ltd does not enforce any of these terms and conditions or grants the buyer time or other indulgence, Lundia Shelving Ltd shall not be construed as having waived that term or condition or its rights to later enforce that or any other term or condition.

LUNDIA WARRANTY

Lundia Shelving is the result of combined design and engineering over many years. Our policy has been to endeavour to build quality and dependability into all our equipment for trouble- free, safe and smooth operation.

We guarantee Lundia shelving products for a period of 60 months from the date of purchase, and will repair or replace, at our option, any item found to be defective (as determined by our examination) in either workmanship or materials. No other warranty is expressed or implied and extends only to the original purchaser or user.

We guarantee our furniture and office screens for 24 months unless otherwise specified.

We are NOT responsible for the cost of repairs made or attempted outside the Factory, and such repairs without knowledge and written consent voids this warranty.