Terms of Use
Welcome to AtSource
Please read these Terms and
Conditions of Service carefully. You are required to read and
understand them before proceeding further on this website. If
you do not accept these terms please do not use this website or
the services provided by us as described on this website.
No advice
This website contains general
information about AtSource services. The information is not advice,
and should not be treated as such. Limitation of warranties information
on this website is provided “as is” without any representations
or warranties, express or implied. AtSource makes no representations
or warranties in relation to the information on this website.
Without prejudice to the generality of the foregoing paragraph,
AtSource does not warrant that: - the information on this website
will be constantly available, or available at all; or - the information
on this website is complete, true, accurate, up-to-date, or non-misleading.
Professional assistance
You must not rely on the information
on this website as an alternative to direct advice from AtSource.
If you have any specific questions about any AtSource related
matter you should contact us directly. You should never delay
seeking advice, disregard advice, or commence or discontinue any
action because of information on this website.
Liability
Nothing in this legal disclaimer
will limit any of our liabilities in any way that is not permitted
under applicable law, or exclude any of our liabilities that may
not be excluded under applicable law.
Copyright
Information on this website
and any subsidiary websites is owned or otherwise provided by
AtSource. All material on this website and subsidiary websites,
including, without limitation, text, images, graphics, layout,
look-and-feel and any other information contained on or in this
website and subsidiary websites (collectively, 'content'), is
subject to copyright and other proprietary rights, including but
not limited to the Copyright Act 1994 (New Zealand) and international
copyrights, trademarks or other intellectual property rights and
laws.
Unless otherwise stated, copyright in the content and behaviours
of this website and subsidiary websites is owned by or licensed
to AtSource. AtSource authorises you to access and view content
on this website and subsidiary websites, print individual pages
and download a single copy of the material of this website and
subsidiary websites for your personal, non-commercial use. You
can reproduce this copyright material free of charge without further
permission, as long as you
•reproduce the material accurately
•do not use the material in a derogatory manner or a misleading
context, and
•acknowledge the source and copyright status of the material.
Trademarks, logos and service marks (collectively, 'marks') displayed
on this website and subsidiary websites are registered or unregistered
marks of AtSource or others, are the property of their respective
owners, and may not be used without prior written permission of
the owner of such marks.
Terms of Trade
This agreement applies to all Runciman Holdings Limited trading
as AtSource Extraction Systems (“AtSource”) Sale of
Goods Contracts. Any order placed with AtSource constitutes the
Customer's agreement to be bound by this agreement. Any additional
or different terms stipulated by the Customer or stated in any
communication with AtSource (including an order) are hereby objected
to and will not bind AtSource unless agreed in writing.
No salesman, representative or agent is authorised by AtSource
to give any guarantee, warranty or representation in addition
to, or contrary to this agreement. In any event, receipt of Goods
by the Customer (or another as directed by the Customer) upon
delivery constitutes the Customer's agreement to be bound by this
agreement.
1 PRICE AND PRICE VARIATION
1.1 Prices prevailing at the time of delivery apply.
1.2 AtSource shall be entitled to adjust any price quoted from
time to time and the Customer agrees to pay any such adjusted
price to take account of variations in the cost to AtSource of
carrying out the whole or any part of the Contract arising from
any of the following:
(a) delays in delivery or installation of the Goods or any of
them as a result of instructions or lack of instructions from
the Customer, the Customer's failure or inability to fulfill the
obligations under the Contract or any action or inaction by the
Customer or other circumstances beyond AtSource’s control;
(b) variation in the cost of AtSource's acquiring the Goods, directly
or indirectly, on account of changes in rates of freight and transport
costs, insurance, customs, duties, taxes, existing tariff classifications
or any variation in currency exchange rates;
(c) variations in the cost of rates of all statutory, government
or local government or governmental authority charges and obligations;
or
2 ORDER NUMBER
2.1 AtSource will endeavour to include on invoices, all order
numbers and names advised to AtSource at the time of the order
by the Customer as proof of order. However, if false or incorrect
order numbers are advised to AtSource by the Customer's staff
members, the Customer will remain responsible for the payment
of those orders.
3 GST
3.1 All Goods sold, except for export outside New Zealand, are
subject to Goods and Services Tax.
4 PAYMENT
4.1 The Purchase Price shall be paid to AtSource at its address
and by the 20th of the month following the month in which invoice
was issued.
4.2 AtSource reserves the right to suspend delivery of further
Goods and installation if the terms of payment are not strictly
adhered to by the Customer.
4.3 Any expenses, costs or disbursements incurred by AtSource
in recovering any outstanding monies including debt collection
agency fees or solicitor's costs shall be paid by the Customer.
4.4 In the event that payment is not received by AtSource when
due, in addition to being entitled to immediately suspend or withdraw
any arrangements between AtSource and the Customer, AtSource shall
be entitled to charge interest on the amount outstanding from
the date due for payment until payment is made in full at a rate
of 2% per month. Such interest to be payable upon demand by the
Customer provided that AtSource and the Customer acknowledge and
agree that the provisions of the sub clause are not intended to:
(a) give the Customer an option not to pay any amount payable
by the Customer when due but rather to make genuine pre-estimate
of damage resulting from default by the Customer; and
(b) create nor provide for the subsequent creation of a credit
contract for the purposes of the Credit Contracts and Consumer
Finance Act 2003.
5 NEW ACCOUNT
5.1 Use of this account shall constitute acceptance of this agreement.
5.2 The Customer shall endeavour to return all goods acquired
by fraudulent use.
6 DELIVERY
6.1 AtSource shall deliver the Goods to the address stated on
the Order or as agreed by AtSource in writing.
6.2 AtSource shall deliver the Goods by such carrier and such
form of transport as AtSource consider to be appropriate.
6.3 Where the Customer specifies the carrier and the means of
carriage, AtSource shall deliver the Goods in the way specified,
the cost of such carriage being an additional charge to the invoiced
price of the Goods.
6.4 AtSource will not be responsible for any part delivery or
delay in delivery of the Goods as a result of events occurring
beyond AtSource's control. AtSource shall not be in any way responsible
for any consequences (direct or indirect) arising from such delay
or non-delivery.
6.5 The customer agrees to inform AtSource within 60 days of the
date of invoice when proof of delivery is required. After this
period, no liability will lie with AtSource for proof of delivery
and any costs procuring the POD are payable by the Customer.
7 PRIVACY ACT 1993
7.1 The Customer authorises AtSource to collect, retain, and use
personal information about the Customer (including the information
collected in this document) for the following purposes:
(a) assessing the Customer's creditworthiness;
(b) disclosing to a third party details of this application and
any subsequent dealings it may have with AtSource for the purpose
of recovering amounts payable by the Customer and providing credit
references;
(c) marketing goods and services provided by AtSource.
7.2 The customer, if an individual, has a right of access to information
about the Customer held by AtSource. The Customer may request
correction of that information and may require that the request
be stored with that information. AtSource may charge reasonable
costs for providing access to that information.
8 INTELLECTUAL PROPERTY
8.1 Where AtSource has followed a design or instruction furnished
by or given by the Customer, the Customer shall indemnify AtSource
against all damages, penalties, costs and expenses of AtSource
or in respect of which AtSource may become liable through any
work required to be done in accordance with these instructions
involving an infringement of a patent, trademark, registered design
or common law right.
8.2 All equipment for specific use in the manufacture of the goods
(other than those supplied by the Customer) remain the property
of AtSource unless the cost thereof (including all development
and costs relating thereto) shall have been fully recovered by
AtSource from the Customer in the costing of the goods already
paid for by the Customer.
8.3 All information prepared by AtSource including, without limitation,
customised pricing, proposals, electronic catalogues, details
of improvements and cost reductions, is the intellectual property
of AtSource and cannot be copied, altered or distributed without
AtSource's prior written consent. AtSource will not be liable
for any alterations made to the Goods by the Customer.
9 RETURN OF GOODS
9.1 Return of Goods will only be accepted for credit within 14
days of delivery.
9.2 No returned Goods shall be accepted by AtSource (even if AtSource
agree to do so) if they have been tampered with by the Customer
or any other person and are not as new.
9.3 Where goods are returned to AtSource as above, they shall
be returned by the Customer at the Customer's expense.
9.4 Receipt by AtSource or by any AtSource agents or representatives
of any Goods returned other than in accordance with this clause
shall not constitute nor be deemed to constitute our acceptance
of the return of the Goods for credit or any other purpose.
9.5 In the event of any Goods being returned the Customer agrees
to pay 20% of the Purchase Price of the goods returned as a restocking
fee.
10 RISK
10.1 Risk in the Goods shall pass to the Customer at the time
when AtSource has delivered the goods to the Customer.
10.2 No liability for consequential loss or damage which may arise
from the use of the goods sold for any purpose whatsoever, will
be accepted.
11 PPSA SECURITY INTEREST
11.1 The customer grants to AtSource a Security Interest in all
the goods and their Proceeds to secure the obligation of the Customer
to pay the purchase price of the goods and any other obligations
of the Customer to AtSource under these conditions (together "the
indebtedness") and, where the goods and/or Proceeds are not
readily identifiable and/or traceable or their recoverable value
is insufficient to pay the indebtedness, the security interest
shall also extend to all the Customers present and after acquired
stationery products of which the goods form part, to the extent
required to secure the indebtedness.
11.2 As and when required by AtSource the Customer shall, at its
own expense, provide all reasonable assistance and relevant information
to enable AtSource to register a Financing Statement or Financing
Change Statement and generally to obtain, maintain, register and
enforce AtSource's Security Interest in respect of the goods supplied,
in accordance with the Personal Property Securities Act 1999 ("PPSA").
11.3 The Customer shall not change its name without first notifying
AtSource of the new name not less than 7 days before the change
takes effect.
11.4 The Customer warrants that the goods are not purchased for
use primarily for personal, domestic or household purposes.
11.5 Notwithstanding any reference to a particular invoice/order,
where any sum remains outstanding by the Customer on more than
one invoice/order, any payments received from the Customer shall
be deemed to be made by the Customer and applied by AtSource in
respect of each unpaid invoice/order on a pro rata basis PROVIDED
THAT where AtSource applies payments in this manner it shall not
charge interest on overdue balances that would have been cleared
if the payments were not allocated pro rata.
11.6 Until the Customer has paid all money owing to AtSource the
Customer shall at all times ensure that:
(a) the goods supplied by AtSource, while in the Customer's possession,
can be readily identified and distinguished; and/or
(b) all Proceeds (in whatever form) that the Customer receives
from the side of any of the goods are readily Identifiable and
Traceable.
11.7 Nothing in this clause shall prevent the Customer from selling
and delivering Inventory, supplied by AtSource, in the ordinary
course of the Customer's business.
11.8 The Customer:
(a) agrees that nothing in Sections 114(1)(a), 117(1)(c), 133
and 134 of the PPSA will apply to this agreement; and
(b) waives the Customer's rights under the PPSA to:
(i) receive a statement of account under section 116;
(ii) recover surplus under section 119;
(iii) receive notice of any proposal of AtSource to retain Collateral
under section 120(2);
(iv) object to any proposal of AtSource to retain Collateral under
section 121;
(v) not have goods damaged if AtSource removes an Accession under
section 125;
(vi) refuse permission to remove an Accession under section 127;
(vii) receive notice of the removal of an Accession under section
129;
(viii) apply to the Court for an order concerning the removal
of an Accession under section 131;
(ix) redeem Collateral under section 132;
(x) receive a Verification Statement in respect of any Financing
Statement or Financing Change Statement registered by or on behalf
of AtSource in respect of the Security Interest created by this
agreement.
11.9 For the purposes of this clause words and phrases starting
with a capital letter shall have the respective meanings given
to them under, or in the context of, the PPSA.
12 CUSTOMER'S LIABILITY & DEFAULT
If the Customer shall:
12.1 Fail to make any payment due under the contract or commit
any other breach of any of the Customer's obligations under the
contract; or
12.2 Suffer execution under any judgement; or
12.3 Commit an act of bankruptcy; or
12.4 Make any composition or arrangement with any creditor; or
12.5 Being a company, pass a resolution for winding up or have
a receiver appointed over any of its property or have a winding
up petition presented against it; AtSource (in addition to any
other remedies hereby or by statute conferred) may treat the contract
as terminated and any part of the Purchase Price then unpaid,
together with any other monies owing hereunder, whether or not
due under the terms of the contract shall forthwith become due
and payable- Any such termination shall be without prejudice to
any claim or right we may otherwise possess.
13 GOVERNING LAW
13.1 This agreement is governed by the laws of New Zealand.
13.2 AtSource and the Customer shall submit to the exclusive jurisdiction
of the courts of New Zealand in respect of any dispute or proceeding
arising out of this agreement.
14 MISCELLANEOUS
14.1 This agreement is acknowledged as a legal document.
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