TERMS & CONDITIONS OF TRADE
1.1 “Go Cold Refrigeration Services Ltd’ shall mean Go Cold Refrigeration Services Ltd, or any agents or employee thereof.
1.2 “Customer” shall mean the customer, any person acting on behalf of and with authority of the customer, or any person purchasing products or services from Go Cold Refrigeration Services Ltd.
1.3 ” Goods” shall mean: 1.3.1 all goods of the general description on the front of this agreement and supplied by Go Cold Refrigeration Services Ltd to the customer, and
1.3.2 all goods supplied to the customer, and
1.3.3 all inventory of the customer supplied by Go Cold Refrigeration Services Ltd, and
1.3.4 all goods supplied by Go Cold Refrigeration Services Ltd and further identified in any invoice issued by Go Cold Refrigeration Services Ltd to the customer, which invoices are deemed to be incorporated into and form part of this agreement, and
1.3.5 all goods that are marked as having been supplied by Go Cold Refrigeration Services Ltd, or that are stored by the customer in a manner that enables them to be identified as having been supplied by Go Cold Refrigeration Services Ltd, and
1.3.6 all of the customers present and after-acquired goods that Go Cold Refrigeration Services Ltd has performed work on or to or in which goods or materials supplied or financed by Go Cold Refrigeration Services Ltd have been attached or incorporated.
1.3.7 The above descriptions may overlap but each is independent of and does not limit the other.
1.4 Goods and services shall also mean all goods, products, services and advices provided by Go Cold Refrigeration Services Ltd to the customer and shall include without limitation the design, manufacture, development, sale, installation, repair and maintenance of any air conditioning or refrigeration equipment and the supply of componentry and parts and all charges for labour, hire charges, insurance charges, or any fees or charges associated with the supply of goods and services by Go Cold Refrigeration Services Ltd to the Customer.
1.5 “Price” shall mean the cost of the goods and services as agreed between Go Cold Refrigeration Services Ltd and the Customer and includes all disbursements; e.g. charges Go Cold Refrigeration Services Ltd pay to others on behalf of the Customer subject to clause 4 of this contract.
2.1 Any instructions received by Go Cold Refrigeration Services Ltd from the Customer for the supply of goods and services shall constitute a binding contract and acceptance of terms and conditions contained herein.
3. COLLECTION AND USE OF INFORMATION
3.1 The customer authorises Go Cold Refrigeration Services Ltd to collect, retain and use any information about the customer, for the purpose of assessing the Customer’s credit worthiness, enforcing any rights under this contract, or marketing any Goods and Services provided by Go Cold Refrigeration Services Ltd to any other party.
3.2 The Customer authorises Go Cold Refrigeration Services Ltd to disclose any information obtained to any person.
4.1 Where no price is stated in writing or agreed to orally the goods and services shall be deemed to be sold at the current amount as such Goods and Services are sold by Go Cold Refrigeration Services Ltd to any other party.
4.2 The price may be increased by any reasonable increase in the cost of supply of the Goods and Services that is beyond the control of Go Cold Refrigeration Services Ltd between the date of the contract and delivery of Goods and Services.
5.1 Payment for Goods and Services shall be made in full on or before 7 days net of the date of invoice (“the due date”). Progress payments apply to large contracts.
5.2 The company may charge interest on any money’s outstanding under this contract at a rate equal to 5% above the bank indicator lending rate to the company. Interest is payable from the date the payment was due until the date the company receives payment. By agreeing to our terms and conditions the customer agrees that all money owing to Go Cold Refrigeration Services Ltd can be recovered from any personal or other company assets owned by the customer.
5.3 Any expenses, disbursements and legal costs incurred by Go Cold Refrigeration Services Ltd 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.
5.4 Receipt of a cheque, bill of exchange, or other negotiable instrument shall not constitute payment until such negotiable instrument is paid in full.
5.5 A deposit may be required.
6.1 Where a quotation is given by Go Cold Refrigeration Services Ltd for Goods and Services;
6.1.1 Unless otherwise agreed the quotation shall be valid for thirty (30) days from the date of issue and
6.1.2 The quotation shall be exclusive of Goods and Services tax unless specifically stated to the contrary.
6.1.3 Go Cold Refrigeration Services Ltd reserves the right to alter quotations because of circumstances beyond its control.
6.2 Where goods and services are required in addition to the quotation the customer agrees to pay for the additional cost of such Goods and Services.
7.1 The Goods and Services remain at Go Cold Refrigeration Services Ltd.’s risk until delivery to the Customer.
7.2 Delivery of Goods and Services shall be deemed complete when Go Cold Refrigeration Services Ltd gives possession of the Goods and Services directly to the customer or possession of the Goods and Services is given to a carrier, courier, or other bailee for the purposes of transmission to the Customer.
8. TITLE AND SECURITY (PERSONAL PROPERTY SECURITIES ACT 1999)
8.1 Title in Goods and Services supplied by Go Cold Refrigeration Services Ltd passes to the customer only when the Customer has made payment in full for all goods and services provided by Go Cold Refrigeration Services Ltd and all other sums due to Go Cold Refrigeration Services Ltd by the customer on any account whatsoever. Until all sums due to Go Cold Refrigeration Services Ltd by the customer have been paid in full, Go Cold Refrigeration Services Ltd has a security interest in all Goods and Services.
8.2 If the Goods and Services are attached, fixed or incorporated into any property of the Customer, by way of any manufacturing or assembly process by the Customer or any third party, title in the Goods and Services shall remain with Go Cold Refrigeration Services Ltd until the customer has made payment in full for all Goods and Services, and where those Goods and Services are mixed with other property so as to be part of or a constituent of any Goods and Services, title to these new Goods and Services shall deemed to be assigned to Go Cold Refrigeration Services Ltd as security for the full satisfaction by the Customer of the full amount owing between Go Cold Refrigeration Services Ltd and the Customer.
8.3 The customer gives irrevocable authority to Go Cold Refrigeration Services Ltd to enter any premises occupied by the customer or on which Goods and Services are situated at any reasonable time after default by the Customer or before default if Go Cold Refrigeration Services Ltd believes default is likely and to remove and repossess any goods and services and any other property to which Goods and Services are attached or in which Goods and Services are incorporated. Go Cold Refrigeration Services Ltd shall not be liable for any costs, damages, expenses or losses incurred by the customer or any third party as a result of this action. Go Cold Refrigeration Services Ltd may either resell any repossessed Goods and Services and credit the customers account with the net proceeds of sale or may retain the repossessed Goods and Services and credit the Customers account with the invoice value less such sum as Go Cold Refrigeration Services reasonably determines on account of wear and tear, depreciation, obsolescence, loss of profit and costs.
8.4 Where Goods and Services are retained by Go Cold Refrigeration Services Ltd in pursuant of clause 8.3 the Customer 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
8.5 The Company may register a Financing Statement over the Goods and the customer shall agree to waive the right to a verification statement for purposes of s.148 of the PPSA.
8.6 The following shall constitute default by the Customer;
8.6.1 Non-payment of any sum by the due date
8.6.2 The Customer intimates that it will not pay the sum by the due date.
8.6.3 Any Goods and Services are seized by any another creditor of the customer or any other creditors intimates that it intends to seize Goods and Services.
8.6.4 Any Goods and Services in the possession of the Customer are materially damaged while any sum due from the Customer to Go Cold Refrigeration Services Ltd remains unpaid.
8.6.5 The Customer is bankrupted or put into liquidation or a receiver is appointed to any of the Customer’s assets or a landlord detrains against any of the Customer’s assets.
8.6.6 A court judgement is entered against the Customer and remains unsatisfied for seven (7) days.
8.6.7 Any material adverse change in the financial position of the Customer.
9. SECURITY INTEREST FOR SERVICE PROVIDES
9.1 The customer gives Go Cold Refrigeration Services Ltd a security interest in all the Customers present and after-acquired property that Go Cold Refrigeration Services Ltd has performed services on or to or in which goods or materials supplied or financed by Go Cold Refrigeration Services Ltd have been attached or incorporated.
10. PAYMENT ALLOCATION
10.1 Go Cold Refrigeration Services Ltd may in its discretion allocate any payment received from the Customer towards any invoice that Go Cold Refrigeration Services Ltd determines and may do so at the time of receipt or at any time afterwards and on default by the Customer may reallocate any payments previously received and allocated. In the absence of any payment allocation by Go Cold Refrigeration Services Ltd, payment shall be deemed to be allocated in such a manner as preserves the maximum value of Go Cold Refrigeration Services Ltd.’s purchase money security interest in the Goods and Services.
11. GENERAL LIEN
11.1 The Customer agrees that Go Cold Refrigeration Services Ltd may exercise a general lien against any Goods and Service or property belonging to the Customer that is in the possession of Go Cold Refrigeration Services Ltd for all sums outstanding under this contract and any contract to which the Customer and Go Cold Refrigeration Services Ltd are parties.
11.2 If the lien is not satisfied within seven (7) days of the due date Go Cold Refrigeration Services Ltd may, having given notice of the lien at its option either;
11.2.1 Remove such Goods and Services and store them in such a place and in such a manner as Go Cold Refrigeration Services Ltd shall think fit and proper and at the risk and expense of the Customer; or
11.2.2 Sell such Goods and Services or part thereof upon such terms as it shall think fit and apply the proceeds towards discharge of the lien and costs of sale without being liable to any person for damage caused.
12. DISPUTES AND RETURN OF GOODS
12.1 No claim relating to the Goods and Services will be considered unless made within seven (7) days of delivery.
12.2 No Goods will be accepted for return without prior consent of Go Cold Refrigeration Services Ltd. Any Goods accepted for return will be subject to a 10% restocking fee and must be in reasonable undamaged condition and in original packaging.
13.1 The Consumer Guarantees Act 1993, the Fair Trading Act 1986 and other statutes may imply warranties or conditions or impose obligations upon Go Cold Refrigeration Services 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 Go Cold Refrigeration Services Ltd, Go Cold Refrigeration Services Ltd.’s 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.
13.2 Except as otherwise provided by clause
13.1 Go Cold Refrigeration Services Ltd shall not be liable for;
13.2.1 Any loss or damage of any kind whatsoever, arising from the supply of Goods and Services by Go Cold Refrigeration Services Ltd to the Customer, including consequential loss whether suffered or incurred by the Customer or any other 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 and Services provided by Go Cold Refrigeration Services Ltd to the Customer; and
13.2.2 The Customer shall indemnify Go Cold Refrigeration Services 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 Go Cold Refrigeration Services Ltd or otherwise, brought by any person in connection with any matter, act, omission, or error by Go Cold Refrigeration Services Ltd its agents or employees in connection with the Goods and Services.
14.1 Manufacturers warranty applies where applicable.
14.2 Any written warranty provided by Go Cold Refrigeration Services Ltd to the customer shall also form part of these terms and conditions of trade.
15. COPYRIGHT AND INTELLECTUAL PROPERTY
15.1 Go Cold Refrigeration Services Ltd owns and has copyright in all designs, specifications, documents, work and software produced by Go Cold Refrigeration Services Ltd in connection with the Goods and Services provided pursuant of this contract and the client may use the Goods and Services only if paid for in full and for the purpose for which they were intended and supplied by Go Cold Refrigeration Services Ltd.
16. CONSUMER GUARANTEES ACT
16.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the customer acquires Goods and Services from Go Cold Refrigeration Services Ltd for the purpose of a business in terms of section 2 and 43 of that act.
17.1 Go Cold Refrigeration Services 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.
17.2 Failure by Go Cold Refrigeration Services Ltd to enforce any terms and conditions contained in this contract shall not be deemed to be a waiver of any of the rights or obligations Go Cold Refrigeration Services Ltd has under this contract.
17.3 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.
INTRODUCTION Go Cold Refrigeration Services Ltd complies with the New Zealand Privacy Act 1993 (the Act) when dealing with personal information. Personal information is information about an identifiable individual (a natural person).This policy sets out how we will collect, use, disclose and protect your personal information.This policy does not limit or exclude any of your rights under the Act. If you wish to seek further information on the Act, see www.privacy.org.nz.
CHANGES TO THIS POLICYWe may change this policy by uploading a revised policy onto the website. The change will apply from the date that we upload the revised policy.
WHO DO WE COLLECT YOUR PERSONAL INFORMATION FROMWe collect personal information about you from:
▲ you, when you provide that personal information to us, including via the website and any related service, through any registration or subscription process, through any contact with us (e.g. telephone call or email), or when you buy or use our services and products
▲ third parties where you have authorised this or the information is publicly available.If possible, we will collect personal information from you directly.
HOW WE USE YOUR PERSONAL INFORMATIONWe will use your personal information:
▲ [to verify your identity
▲ to provide services and products to you
▲ to market our services and products to you, including contacting you electronically (e.g. by text or email for this purpose)
▲ to improve the services and products that we provide to you
▲ to bill you and to collect money that you owe us, including authorising and processing credit card transactions
▲ to respond to communications from you, including a complaint
▲ to protect and/or enforce our legal rights and interests, including defending any claim
▲ for any other purpose authorised by you or the Act.
DISCLOSING YOUR PERSONAL INFORMATIONWe may disclose your personal information to:
▲ any business that supports our services and products, including any person that hosts or maintains any underlying IT system or data centre that we use to provide the website or other services and products
▲ other third parties (for anonymised statistical information)
▲ a person who can require us to supply your personal information (e.g. a regulatory authority)
▲ any other person authorised by the Act or another law (e.g. a law enforcement agency)
▲ any other person authorised by you.A business that supports our services and products may be located outside New Zealand. This may mean your personal information is held and processed outside New Zealand.
PROTECTING YOUR PERSONAL INFORMATIONWe will take reasonable steps to keep your personal information safe from loss, unauthorised activity, or other misuse.
ACCESSING AND CORRECTING YOUR PERSONAL INFORMATIONSubject to certain grounds for refusal set out in the Act, you have the right to access your readily retrievable personal information that we hold and to request a correction to your personal information. Before you exercise this right, we will need evidence to confirm that you are the individual to whom the personal information relates.In respect of a request for correction, if we think the correction is reasonable and we are reasonably able to change the personal information, we will make the correction. If we do not make the correction, we will take reasonable steps to note on the personal information that you requested the correction.If you want to exercise either of the above rights, email us at firstname.lastname@example.org Your email should provide evidence of who you are and set out the details of your request (e.g. the personal information, or the correction, that you are requesting).We may charge you our reasonable costs of providing to you copies of your personal information or correcting that information.