TERMS & CONDITIONS OF TRADE
1.1 “Proline Plumbing” shall mean Proline Plumbing & Gas Limited, or any agents or employees thereof.
1.2 “Customer” shall mean the Customer, any person acting on behalf of and with the authority of the Customer, or any person purchasing products and Services and Products from Proline Plumbing.
1.3 ‘Products” shall mean:
1.3.1 all Products of the general description specified on the front of this agreement and supplied by Proline Plumbing to the Customer; and
1.3.2 all Products supplied by Proline Plumbing to the Customer; and
1.3.3 all inventory of the Customer that is supplied by Proline Plumbing; and
1.3.4 all Products supplied by Proline Plumbing and further identified in any invoice issued by Proline Plumbing to the Customer, which invoices are deemed to be incorporated into and form part of this agreement; and
1.3.5 all Products that are marked as having been supplied by Proline Plumbing or that are stored by the Customer in a manner that enables them to be identified as having been supplied by Proline Plumbing; and
1.3.6 all of the Customers present and after-acquired Products that Proline Plumbing has performed work on or to or in which goods or materials supplied or financed by Proline Plumbing have been attached or incorporated.
1.3.7 The above descriptions may overlap but each is independent of and does not limit the others.
1.4 “Services and Products” shall mean all services, products, goods and advice provided by Proline Plumbing to the Customer and shall include without limitation all plumbing Services and all charges for time and attendances, hire charges, insurance charges, or any fee or charge associated with the supply of Services and Products by Proline Plumbing to the Customer.
1.5 “Price” shall mean the cost of the Services and Products as agreed between Proline Plumbing and the Customer and includes all disbursements e.g. charges Proline Plumbing pay to others on the Customers behalf subject to clause 4 of this contract.
2.1 Any instructions received by Proline Plumbing from the Customer for the supply of Services and Products shall constitute a binding contract and acceptance of the terms and conditions contained herein.
3. COLLECTION AND USE OF INFORMATION
3.1 The Customer authorises Proline Plumbing to collect, retain and use any information about the Customer, for the purpose of assessing the Customer’s credit worthiness, enforcing rights under this contract, or marketing any Services and Products provided by Proline Plumbing to any other party.
3.2 The Customer authorises Proline Plumbing to disclose any information obtained to any person for the purposes set out in clause 3.1.
3.3 Where the Customer 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.
4.1 Where no price is stated in writing or agreed orally the Services and Products shall be deemed to be sold at the current amount as such Services and Products are sold by Proline Plumbing at the time of the contract.
4.2 The prices may be increased by the amount of any reasonable increase in the cost of supply of the Services and Products that is beyond the control of Proline Plumbing between the date of the contract and delivery of the Services and Products.
5.1 Payment of Services and Products shall be made in full on or before the date of invoice (“the due date”).
5.2 Interest may be charged on any amount owing after the due date at a rate of 2.5% per month or part month.
5.3 Any expenses, disbursements and legal costs incurred by Proline Plumbing in the enforcement of any rights contained in this contract shall be paid by the Customer, including any reasonable solicitors 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 Proline Plumbing for Services and Products:
6.1.1 Unless otherwise agreed the quotation shall be valid for sixty (60) days for the date of issue; and
6.1.2 The quotation shall be exclusive of goods and Services and Products tax unless specifically stated to the contrary;
6.1.3 Proline Plumbing reserve the right to alter the quotation because of circumstances beyond its control.
6.2 Where Services and Products are required in addition to the quotation the Customer agrees to pay for the additional cost of such Services and Products.
7. TITLE AND SECURITY (PERSONAL PROPERTIES SECURITY ACT 1999)
7.1 Title in any Services and Products supplied by Proline Plumbing passes to the Customer only when the Customer has made payment in full for all Services and Products provided by Proline Plumbing and of all other sums due to Proline Plumbing by the Customer on any account whatsoever. Until all sums due to Proline Plumbing by the Customer have been paid in full, Proline Plumbing has a security interest in all Services and Products.
7.2 If the Services and products 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 Services and Products shall remain with Proline Plumbing until the Customer has made payment for all Services and Products, and where those Services and Products are mixed with other property so as to be part of or a constituent of any new Services and Products, title to these new Services and Products shall deemed to be assigned to Proline Plumbing as security for the full satisfaction by the Customer of the full amount owing between Proline Plumbing and Customer.
7.3 The Customer gives irrevocable authority to Proline Plumbing to enter any premises occupied by the Customer or on which Services and Products are situated at any reasonable time after default by the Customer or before default if Proline Plumbing believes a default is likely and to remove and repossess any Services and Products and any other property to which Services and Products are attached or in which Services and Products are incorporated. Proline Plumbing 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, nor liable in contract or in tort or otherwise in any way whatsoever unless by statute such liability cannot be excluded. Proline Plumbing may either resell any repossessed Services and Products and credit the Customers account with the net proceeds of sale (after deduction of all repossession, storage, selling and other costs) or may retain any repossessed Services and Products and credit the Customer’s account with the invoice value thereof less such sum as Proline Plumbing reasonably determines on account of wear and tear, depreciation, obsolescence, loss or profit and costs.
7.4 Where Services and Products are retained by Proline Plumbing pursuant to clause 4.7 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.
7.5 The following shall constitute defaults by the Customer:
7.5.1 Non payment of any sum by the due date. 7.5.2 The Customer intimates that it will not pay any sum by the due date.
7.5.3 Any Services and Products are seized by any other creditor of the Customer or any other creditor intimates that it intends to seize Services and Products.
7.5.4 Any Services and Products in the possession of the Customer are materially damaged while any sum due from the Customer to Proline Plumbing remains unpaid.
7.5.5 The Customer is bankrupted or put into liquidation or a receiver is appointed to any of the Customer’s assets or a landlord distains against any of the Customer’s assets.
7.5.6 A court judgement is entered against the Customer and remains unsatisfied for Seven (7) days. 7.5.7 Any material adverse change in the financial position of the Customer.
7.6 If the Credit Repossession Act applies to any transaction between the Customer and Proline Plumbing, the Customer has the rights provided in that Act despite anything contained in these terms and conditions of trade.
8. SECURITY INTEREST FOR SERVICE PROVIDERS
8.1 The Customer gives Proline Plumbing a security interest in all of the Customer’s present and after-acquired Services that Proline Plumbing has performed services on or to in which goods or materials supplied or financed by Proline Plumbing have been attached on incorporated.
9.1 No claim relating to Services and Products will be considered unless made within fourteen (14) days of delivery.
10.1 The consumer Guarantees Act 1993, the Fair Trading Act 1986 and other statutes may imply warranties or conditions or impose obligations upon Proline Plumbing 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 Proline Plumbing, Proline Plumbing’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.
10.2 Except as otherwise provided by clause 10.1 Proline Plumbing shall not be liable for:
10.2.1 Any loss or damage of any kind whatsoever, arising from the supply of Services and Products by Proline Plumbing to the Customer, including consequential loss whether suffered or incurred by the Customer or another person whether in contract or tort (including negligence) or otherwise and irrespective of whether such loss or damage arises directly or indirectly from Services and Products provided by Proline Plumbing to the Customer; and
10.2.2 The Customer shall indemnify Proline Plumbing against all claims and loss of any kind whatsoever however caused or arising and without limiting of the generality or the foregoing of this clause whether caused or arising as a result of negligence of Proline Plumbing or otherwise, brought by any person in connection with any matter, act, omission, or error by Proline Plumbing its agents or employees in connection with the Services and Products. 10.3 If, contrary to the disclaimer of liability contained in these terms and conditions of trade, Proline Plumbing is deemed to be liable to the Customer, following and arising from the supply of Services and Products by it to the Customer, then it is agreed between Proline Plumbing and the Customer that such liability is limited in its aggregate to $1,000.00.
11. CONSUMER GUARANTEES ACT
11.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the Customer acquires Services and Products from Proline Plumbing for the purposes of a business in terms of section 2 and 43 of the Act.
12.1 Proline Plumbing shall not be liable for delay or failure to perform its obligations if the cause of delay or failure is beyond its control.
12.2 Failure by Proline Plumbing 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 Proline Plumbing has under this contract.
12.3 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.