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STANDARD TERMS AND CONDITIONS OF TRADE - JMAC ELECTRICAL LTD
1.1 “JMAC ELECTRICAL LTD “Shall mean JMAC ELECTRICAL LTD, 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 from JMAC ELECTRICAL LTD.
1.3 “Products” Shall mean:
1.3.1 All products supplied by JMAC ELECTRICAL LTD to the Customer, and
1.3.2 All inventory of the Customer that is supplied by JMAC ELECTRICAL LTD and
1.3.3 All products supplied by JMAC ELECTRICAL LTD and further identified in any invoice issued by JMAC ELECTRICAL LTD to the Customer, which invoices are deemed to be incorporated into and form part of this agreement, and
1.3.4 All products that are marked as having been, supplied by JMAC ELECTRICAL LTD or that are stored by the Customer in a manner that enables them to be identified as having been supplied by JMAC ELECTRICAL LTD, and
1.3.5 All of the Customer’s present and after-acquired Products that JMAC ELECTRICAL LTD has preformed work on or to in which goods or materials supplied or financed by JMAC ELECTRICAL LTD have been attached or incorporated.
1.3.6 The above descriptions may overlap but each is independent of and does not limit the others.
1.4 “Products and Services” Shall mean all products, goods, services and advice provided by JMAC ELECTRICAL LTD to the Customer and shall include without limitation all electrical, lighting, heating and security products and services and all charges for labour, hire charges, insurance charges or any fee or charge associated with the supply of products and services by JMAC
ELECTRICAL LTD to the Customer.
1.5 “Price” Shall mean the cost of the products and services as agreed between JMAC ELECTRICAL LTD and the Customer and includes all disbursements eg charges JMAC ELECTRICAL LTD pay to others on the Customer’s behalf subject to clause 4 of this contract.
2.1 Any instructions received by JMAC ELECTRICAL LTD from the Customer for the supply of products and services 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 JMAC ELECTRICAL LTD to collect, retain and use any information about the Customer, for the purposes of assessing the Customer’s credit worthiness, enforcing any rights under this contract, or marketing any Products and Services provided by JMAC ELECTRICAL LTD to any other party.
3.2 The Customer authorises JMAC ELECTRICAL LTD 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 to orally the products and services shall be deemed to be sold at the current amount as such products and services are sold by JMAC ELECTRICAL LTD at the time of the contract.
4.2 The price may be increased by the amount of any reasonable increase in the cost of supply of the product and services that is beyond the control of JMAC ELECTRICAL LTD between the date of the contract and delivery of the products and services.
5.1 Payment for products and services shall be made in full within seven (7) days of the date of the invoice (the due date).
5.2 Interest may be charged on any amount owing after the due date at the rate of 2.5% per month or part month.
5.3 Any expenses, disbursements and legal costs incurred by JMAC ELECTRICAL LTD in the enforcement of any rights contained in this contract shall be paid by the Customer, including and 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 If the Customer fails to make payment on the due date then without prejudice to any of JMAC ELECTRICAL LTD other rights JMAC ELECTRICAL LTD may suspend or cancel deliveries of any other products and services to the Customer.
No quotation given by JMAC ELECTRICAL LTD for products and services shall be valid unless it is recorded in writing and is signed for and on behalf of JMAC ELECTRICAL LTD
6.1 Where a quotation is given by JMAC ELECTRICAL LTD for products and services:
6.1.1Unless otherwise agreed the quotation shall be valid for sixty (60) days from the date of issue and
6.1.2The quotation shall be exclusive of goods and services tax unless specifically stated to the contrary
6.1.3 JMAC ELECTRICAL LTD reserve the right to alter the quotation at any time because of circumstances beyond its control.
6.2 Where Products and Services are required in addition to the quotation the Customer agrees to pay for the additional cost of such Products and Services.
7.1 The products and Services remain at JMAC ELECTRICAL LTD risk until delivery to the Customer.
7.2 Delivery of Products and Services shall be deemed complete when JMAC ELECTRICAL LTD gives possession of the products and Services directly to the Customer or possession of the products and services is given to a carrier, courier, or other bailee for purposes of transmission to the Customer.
8 TITLE AND SECURITY (PERSONAL PROPERTY SECURITIES ACT 1999)
8.1 Title in any Products and services supplied by JMAC ELECTRICAL LTD passes to the Customer only when the Customer has made payment in full for all Products and Services provided by JMAC ELECTRICAL LTD and of all other sums due to JMAC ELECTRICAL LTD by the Customer on any account whatsoever. Until all sums due to JMAC ELECTRICAL LTD by the Customer have been paid in full, JMAC ELECTRICAL LTD has a security interest in all
Products and Services.
8.2 If the Products and Services are attached, fixed or incorporated into any property of the Customer, by the way of any manufacturing or assembly process by the Customer or any third party, title in the Products and Services shall remain with JMAC ELECTRICAL LTD until the Customer has
made payment for all products and services, and where those Products and Services are mixed with other property so as to be part of a constituent of any Products and Services, title to these new products and Services shall be deemed to be assigned to JMAC ELECTRICAL LTD as security for the full satisfaction by the Customer of the full amount owning between JMAC
ELECTRICAL LTD and the Customer.
8.3 The Customer gives irrevocable authority to JMAC ELECTRICAL LTD to enter any premises occupied by the Customer or on which products and services are situated at any reasonable time after default by the Customer or before default if JMAC ELECTRICAL LTD believes a default is likely and to remove and repossess any Product and Services and any other property to which Products and Services are attached or in which Products and services are incorporated. JMAC ELECTRICAL 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, nor liable in contract or in tort otherwise in any way whatsoever unless by statute such liability cannot be excluded. JMAC ELECTRICAL LTD may either resell any repossessed products and services and credit the Customer’s account with the net proceeds of sale (after deduction of all repossession, storage, selling and other costs) or may retain any repossessed Products and Services and credit the Customer’s account with the invoice value thereof less such sum as JMAC ELECTRICAL LTD reasonably determines on account of wear and tear, depreciation, obsolescence, loss or profit and costs.
8.4When Products and Services are retained by JMAC ELECTRICAL LTD pursuant to 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 Customer:
(a) Agrees that nothing in sections 114 (1)(a) or 117(1)(c) , 133 and 134 of the PPSA will apply to this agreement, or the security under this agreement.
(b) Waives the Customers rights contained in section 116, 119, 120(2), 121, 125, 126, 127, 129, 131 and 132 of the PPSA.
8.5 The Following shall constitute defaults by the Customer:
8.5.1 Non Payment of any sum by the due date
8.5.2 The Customer intimates that it will not pay any sum by the due date.
8.5.3 Any Products and Services are seized by any other creditor of the Customer or any other creditor intimates that it intends to seize Products and Services.
8.5.4 Any Products and Services in the possession of the Customer are materially damaged while any sum due from the Customer to JMAC ELECTRICAL LTD remains unpaid.
8.5.5 The Customer is bankrupted or put into liquidation or a receiver is appointed to any of the Customers assets or a landlord distrains against any of the Customers assets.
8.5.6 A court judgement is entered against the Customer and remains unsatisfied for seven (7) days.
8.5.7 Any material adverse change in the financial position of the Customer.
8.5.8 The Customer changes or proposes to change its name without first notifying JMAC ELECTRICAL LTD of the new name not less than 7 days before the change takes effect.
8.6 Where the company has the rights in addition to those in Part 9 of the PPSA, the Buyer agrees that those rights shall continue to apply and in particular will not be limited by section 109 of the PPSA.
9. SECURITY INTEREST FOR SERVICE PROVIDERS
9.1 The Customer gives JMAC ELECTRICAL LTD a security interest in all of the Customers present and after acquired property that JMAC ELECTRICAL LTD has preformed services on or to or in which or materials supplied or financed by JMAC ELECTRICAL LTD have been attached or incorporated.
9.2 On the request of JMAC ELECTRICAL LTD the Customer shall promptly execute any documents and do anything else required by JMAC ELECTRICAL LTD to ensure that the security interest created under this Agreement constitutes a first ranking perfected security interest over the property and their proceeds including providing any information JMAC ELECTRICAL LTD reasonably requires to complete financing statement of financing change
statement. The Customer waives any right to receive a copy of a verification statement under the Act.
9.3 The Customer will pay to JMAC ELECTRICAL LTD all costs, expenses and other charges incurred, expended or payable by JMAC ELECTRICAL LTD in relation to the filing of a financing statement or a charge statement in connection with these terms and conditions.
10. PAYMENT ALLOCATION
10.1 JMAC ELECTRICAL LTD may in its discretion allocate any payment received from the Customer towards any invoice that JMAC ELECTRICAL 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
JMAC ELECTRICAL LTD, payment shall be deemed to be allocated in such manner as preserves the maximum value of JMAC ELECTRICAL LTD’s purchase money security interest in the Products and Services.
11.1 The Customer Guarantees Act 1993, the Fair Trading Act 1986 and other statutes may imply warranties or conditions or impose obligations upon JMAC ELECTRICAL 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 in JMAC ELECTRICAL
LTD, JMAC ELECTRICAL 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.
11.2 Except as otherwise provided by clause 11.1 JMAC ELECTRICAL LTD shall not be liable for:
11.2.1 Any loss or damage of any kind whatsoever, arising from the supply or Products and Services by JMAC ELECTRICAL LTD to the Customer including consequential loss whether suffered or incurred by the Customer 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 Products and Services provided by JMAC ELECTRICAL LTD to the Customer, and
11.2.2 The Customer shall indemnify JMAC ELECTRICAL LTD against all claims and loss of any kind whatsoever however caused or arising and without limiting the generality of the foregoing or this clause whether caused or arising as a result of the negligence of JMAC ELECTRICAL LTD or otherwise, brought by any person in connection with any matter, act,
omission or error by JMAC ELECTRICAL LTD its agents or employees in connection with the Products and Services.
12.1 Manufacturer’s warranty applies where applicable.
12.2 Any warranty that JMAC ELECTRICAL LTD provide to the Customer will also form part of these terms and conditions of trade.
12.3 No representation, undertaking or warranty made by JMAC ELECTRICAL LTD or any agent or representative to the Customer shall be of any effect or apply to any contract between JMAC ELECTRICAL LTD and the Customer unless recorded in writing and signed by both parties.
12.4 Any warranty repairs that are covered by our Manufacturers warranty or workmanship guarantee cover the labour during normal business hours. After hours labour is not covered by our warranty and our standard after hour labour rates apply.
12.5 JMAC ELECTRICAL LTD will only cover Labour costs for repairs carried out by JMAC ELECTRICAL LTD'S staff and during normal business hours. After hours Labour or any other contractors labour is not covered by our warranty.
12.6 JMAC ELECTRICAL LTD will not warranty any workmanship or materials when the customer has supplied their own materials.
13 COPYRIGHT AND INTELLECTUAL PROPERTY
13.1 JMAC ELECTRICAL LTD, owns and has copyright in all products, work, designs, specifications, documents and software produced by JMAC ELECTRICAL LTD in connection with the Products and Services provided pursuant to this contract and the Customer may use the Products and Services only if paid for in full and for the purposes for which they were intended and supplied by JMAC ELECTRICAL LTD.
14 CONSUMER GUARANTEE ACT
14.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the Customer acquires Products and Services from JMAC ELECTRICAL LTD for the purposes of a business in terms of section 2 and 43 of that Act.
15 PERSONAL GUARANTEE OR COMPANY DIRECTORS OR TRUSTEES
15.1 If the Customer is a company or trust, the director(s) or trustee(s) signing this contract, in consideration for JMAC ELECTRICAL LTD agreeing to supply Products and Services and grant credit to the Customer at their request, also sign this contract in their personal capacity and jointly and severally personally undertake as principal debtors to JMAC ELECTRICAL
LTD the payment of any and all monies now or hereafter owed by the Customer to JMAC ELECTRICAL LTD and indemnify JMAC ELECTRICAL LTD against non-payment by the Customer. Any personal liability of a signatory hereto shall not exclude the Customer in any way whatsoever from the liabilities and obligations contained in this contract. The signatories
and Customer shall be jointly and severally liable under the terms and conditions of this contract and for payment of all sums due
16 LABOUR CHARGES
16.1 Labour is charge as a Minimum of 1 hour per visit during JMAC ELECTRICAL LTD's standard business hours. After-hours labour is charged as a minimum of 2 Hours at an increase after-hours rate.
16.2 Our standard labour charges include: Travel time, Time completing work onsite. Time purchasing materials and time completing the required paperwork for your job.
17.1 JMAC ELECTRICAL 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 JMAC ELECTRICAL 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 of obligations JMAC ELECTRICAL 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.