Helix Connections Limited
1.1 “Helix Connections” shall mean Helix Connections Limited or any agents or employees thereof.
1.2 “Customer” shall mean any person acting on behalf of and with the authority of the company or any person purchasing goods or services from Helix Connections.
1.3 “Goods” shall mean all goods, chattels supplied by Helix Connections to the customer and shall include any fee or charge associated with the supply of goods by Helix Connections to the customer.
1.4 “Services” shall mean all services provided by Helix Connections to the customer and shall include without limitation the provision of all services and supplies, all charges for labour and work, hire charges, insurance charges, or any fee or charge associated with the supply of services by Helix Connections to the customer.
1.5 “Price” shall mean the cost of the goods or services as agreed between Helix Connections and the customer subject to clause 4 of this contract.
2.1 Any instructions received by Helix Connections from the customer for the supply of goods or services shall constitute acceptance of the terms and conditions contained herein.
3 COLLECTION AND USE OF INFORMATION
3.1 The customer authorises Helix Connections to collect, retain and use any information about the customer, or for the purpose of assessing the customer’s credit worthiness, enforcing any rights under this contract, or marketing any goods and services provided by Helix Connections to any other party.
3.2 The customer authorises Helix Connections 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 clause 3.1 and 3.2 are authorities or consents for the purposes of the Privacy Act 1993.
4 PRICE & PROMOTIONS
4.1 Wholesale prices are excluding GST.
4.2 Where no price is stated in writing or agreed to orally, the goods or services shall be deemed to be sold at the current amount as such goods are sold or provided by Helix Connections at the time of the contract.
4.3 The price may be increased by the amount of any reasonable increase in the cost of supply of the goods or services that is beyond the control of Helix Connections between the date of the contract and delivery of the goods or providing of the services.
4.4 Promotions may be carried out from time to time. If a promotion offers a higher discount than the current discount terms specified in section 4.2, the greater of the two will apply, but not both. Promotions are subject to stock on hand, are not valid on prior purchases. GST, shipping and processing charges are as applicable. Offers may not be combined with any other sale, promotion, discount, code, coupon and/or offer. Offer cannot be sold or otherwise bartered. Returns of any portion of the purchase will require equal forfeiture of offer or amount equal to offer. Helix Connections has the right to end or modify any promotion at any time. Other restrictions may apply.
5.1 Payment for goods and services shall be made in full on the 20th of the following month from the date of invoice.
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 Helix Connections shall be entitled without notice to terminate any credit arrangement with the customer in the event of the customer defaulting ln any term or condition herein.
5.4 Helix Connections shall be entitled at any time during the continuance of credit arrangement (if approved and in place) to request such security or additional security as Helix Connections shall in its discretion think fit and shall be entitled to withhold supply of any goods or credit arrangements until such security is provided by the customer.
5.5 Any expenses, disbursements and legal costs incurred by Helix Connections 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.
5.6 Receipt of a cheque, bill of exchange, or other negotiable instrument shall not constitute payment until such negotiable instrument is paid in full.
6.1 Where a quotation is given by Helix Connections for goods or services:
6.1.1 The quotation can be withdrawn at any time by Helix Connections; and 6.1.2 The quotation shall be exclusive of Goods and Services Tax unless specifically stated to the contrary.
6.2 Where goods or services are required ln addition to the quotation the customer agrees to pay for the additional cost of goods or services.
7.1 The goods remain at Helix Connections risk until the delivery to the customer, but when title passes to the customer pursuant to clause 9.1 of this contract the goods are at the customer’s risk whether delivery has been made or not.
7.2 Delivery of goods shall be deemed complete when Helix Connections gives possession of the goods for delivery to the customer, or possession of the goods is given to a common carrier, or other bailee for the purpose of transmission to the customer.
7.3 The time agreed for delivery shall not be an essential term of this contract unless the customer gives written notice to Helix Connections making time of the essence.
7.4 Where Helix Connections delivers goods or provides services to the customer by instalments and Helix Connections fails to deliver or supply one or more instalments the customer shall not have the right to repudiate the contract but shall have the right to claim compensation as a severable breach.
8.1 The customer authorises Helix Connections to contract either as principal or agent for the provision of goods or services that are the matter of this contract.
8.2 Where Helix Connections enters into a contract of the type referred to in clause 8.1 it shall be read with and form part of this agreement and the customer agrees to pay any amounts due under that contract.
9 ROMALPA CLAUSE
9.1 If the goods are ascertained and in a deliverable state, title in the goods passes to the customer when the customer has made payment for all goods supplied by Helix Connections.
9.2 Where the customer has not paid for any goods in its possession property in such goods shall remain with Helix Connections and;
9.2.1 The goods shall be held by the customer as bailee; and
9.2.2 If the goods 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 shall remain with Helix Connections until the customer has made payment for all goods, and when those goods are mixed with other property so as to be part of or a constituent of any new goods, title to these new goods shall be deemed to be assigned to Helix Connections as security for the full satisfaction by the customer of the full amount owing between Helix Connections and the customer.
9.3 The customer gives irrevocable authority to Helix Connections to enter any premises occupied by the customer, at any reasonable time, to remove any goods not paid for in full by the customer. Helix Connections shall not be liable for costs, damages or expenses or any other 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.
10 RETURN OF GOODS
10.1 The customer shall be deemed to have accepted the goods unless the customer notifies Helix Connections otherwise within 72 hours of delivery of the goods to the customer.
10.2 No goods will be returned to or accepted by Helix Connections except on the following conditions: i. On obtaining proper approval for the return of the goods from Helix Connections; ii. Goods returned must be in a resaleable condition; iii. The customer shall be liable for any freight paid by Helix Connections and a restocking fee of 15% of the value of the goods returned.
11.1 Except as otherwise provided by statute Helix Connections shall not be liable for:
11.1.1 Any loss or damage of any kind whatsoever whether suffered or incurred by the customer or another person whether such loss or damage arises directly or indirectly from goods or services or advice provided by Helix Connections to the customer and without limiting the generality of the foregoing of this clause. Helix Connections shall not be liable for any consequential loss or damage of any kind including without limitation any financial loss; and
11.1.2 Except as provided in this contract Helix Connections shall not be liable in contract, or in tort, or otherwise for any loss, damage, or injury beyond the value of goods or services provided by Helix Connections to the customer; and
11.1.3 The customer shall indemnify Helix Connections against all claims 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 Helix Connections or otherwise, brought by any person in connections with any matter, act, omission, or error by Helix Connections its agents or employees in connection with the goods or services.
12 CONSUMER GUARANTEES ACT 12.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the customer acquires goods or services from Helix Connections for the purpose of a business in terms of section 2 and 43 of that Act.
13.1 No representation, condition, warranty or premise expressed or implied by law or otherwise applies to goods or services except where goods are supplied or services provided pursuant to the Consume Guarantees Act 1993 or except where expressly stated in this contract.
13.2 Helix Connections does not provide any warranty that the goods are fit and suitable for the purpose for which they are required by the customer and shall not be liable if they are not.
13.3 Without limiting the generality of clause 13.1 hereto new goods are warranted free from defective workpersonship for a period of one year from delivery however no warranty shall exceed that given by the manufacturer to the customer at the time of purchase.
14.1 Helix Connections shall, without any liability, and without any prejudice to any other right it has in law or equity, have the right by notice to suspend or cancel in whole or in part any contract for the supply of goods or services to the customer if the customer fails to pay any money owing after the due date or the customer commits an act of bankruptcy as defined in section 19 of the Insolvency Act 1967.
14.2 Any cancellation or suspension under clause 14.1 of the agreement shall not affect Helix Connections’ claim for money due at the time of cancellation or suspension or for damages for any breach of any terms of this contract or the customer’s obligations to Helix Connections under this contract.
15 ORDER PPROCESSING & SHIPPING CHARGES
15.1 Helix Connections uses third party logistics for delivery and shipping of goods. Below prices are subject to change should there be a change in prices from the third parties and beyond the control of Helix Connections
15.2 Shipping Auckland wide is $6 and Nationwide $12 excluding GST.
15.3 Overnight, Saturday, Rural, Waiheke Island, Great Barrier Island deliveries incur additional charges.
16.1 The customer shall not assign all or any of its rights or obligations under this contract without the written consent of Helix Connections.
16.2 Helix Connections shall not be liable for delay or failure to perform its obligations if the cause of the delay or failure is beyond its control.
16.3 Failure by Helix Connections 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 Helix Connections has under this contract.
16.4 The law of New Zealand shall apply to this contract except to the extent expressly negatived or varied by this contract.
16.5 Where the terms of this contract are at variance with the order or instruction from the customer, this contract shall prevail.
16.6 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.
16.7 Any dispute between the parties is to be dealt with in accordance with the Arbitration act 1996.