TERMS OF TRADE - NEW ZEALAND
These Terms of Trade ("Agreement") set out the terms governing the relationship between FLOX Design Ltd ("Company") and its customers ("Customer"). By engaging in any business transaction with the Company, the Customer agrees to these terms.
1. Definitions:
Unless stated otherwise:
- "Company" refers to FLOX Design Ltd.
- "Customer" refers to any party purchasing goods or services from the Company.
- "Goods" refers to all products or services provided by the Company.
- "Agreement" refers to this document and its terms.
2. Privacy Compliance:
The Company adheres to New Zealand’s Privacy Act 2020. Any personal information collected from the Customer is used solely for business purposes and handled in accordance with applicable privacy laws.
3. Payment Terms & Default Consequences
Customers are required to adhere to the agreed payment terms:
- Standard On Account Terms (NET): Payment is due within 30 days of fulfilment.
- Late or Non-Payment: Overdue accounts may be moved to Pro Forma terms, requiring full payment prior to dispatch of future orders.
- Persistent Non-Payment: The Company reserves the right to suspend or permanently close a Customer’s account, and to recover any outstanding amounts through debt collection, with all related costs payable by the Customer.
- Account Termination: The Company may terminate a Customer’s account at its discretion.
- Change of Ownership: Any change of ownership at a store may result in a return to Pro Forma terms until a new account history is established.
If payment is overdue:
- Persistent non-payment may result in debt collection, with the Customer liable for associated costs.
- The Company reserves the right to suspend further transactions until payment is cleared.
- Any change of ownership at a store results in a return to Pro Forma payment terms.
4. Security Interest (PPSA Compliance):
- The Company retains a security interest in all goods until full payment is received.
- Customers acknowledge the Company’s right to register this security interest under the Personal Property Securities Act (PPSA).
- If payment defaults, the Company reserves the right to reclaim and resell goods.
5. Electronic Transactions:
- Electronic communications (e.g., emails, e-invoices) are considered legally binding.
- While the Company takes precautions to secure digital transactions, it is not liable for losses due to unauthorized access or cyber threats.
6. Consumer & Contractual Rights:
- The Consumer Guarantees Act 1993 applies to eligible Customers.
- Contractual remedies are subject to the Contractual Remedies Act 1979.
7. Title, Security & Charges:
- Ownership of goods remains with the Company until full payment is made.
- The Company holds security over unpaid goods.
8. Pricing & Shipping
- Prices are as per the agreed rate or the Company’s price list (excluding applicable taxes).
- A shipping and handling fee, which includes an administration charge of $5.00, applies to all B2B transactions.
- Shipping will vary depending on size and weight of the order placed. Orders are processed and shipped via our warehouse on Mondays and Thursdays.
- Prices may change at the Company’s discretion but will not affect confirmed orders.
9. Returns & Defects
- Customers must inspect goods upon receipt and notify the Company of any defects within 5 days by emailing showroom@flox.co.nz.
- Before returning any goods, customers must contact the Company to confirm the appropriate action.
- The Company may, at its discretion, repair, replace, or issue a refund for faulty or damaged goods.
- Returns are accepted only for defective or damaged goods; change-of-mind returns are not accepted.
10. Limitation of Liability:
- The Company is not liable for indirect or consequential damages.
11. Acceptance of Goods:
- Goods are deemed accepted unless the Customer submits a rejection notice within 5 days of delivery.
12. Delivery Terms:
- The Company aims to meet delivery timeframes but is not responsible for delays.
- Risk of loss or damage transfers to the Customer upon delivery.
13. Warranty:
- The Company warrants that goods are fit for purpose if used as instructed.
- Second-hand goods are sold "as-is," with no warranty unless otherwise stated.
14. Cancellations:
- Orders cannot be canceled without the Company’s written approval. Costs incurred up to cancellation must be covered by the Customer.
15. Intellectual Property:
- All intellectual property related to goods and services remains the exclusive property of the Company
16. Dispute Resolution:
- Parties will attempt to resolve disputes through good-faith negotiations before seeking legal action.
17. Force Majeure:
- The Company is not liable for failure to perform due to unforeseen events beyond its control (e.g., natural disasters, strikes, or regulatory changes).
18. Subcontracting & Offsets:
- The Company may subcontract obligations if needed.
- Customers cannot offset owed amounts against claims without written approval.
19. Review of Terms:
- The Company may update these terms, with the latest version available on its website or upon request.
20. Governing Law:
- This Agreement is governed by the laws of New Zealand, with disputes handled exclusively in New Zealand courts.
By conducting business with FLOX, the Customer agrees to these terms.