1.1 Company means Printable Solutions Limited;
1.2 Conditions means these terms and conditions to be read and construed with the attached application from for credit account and each Quotation provided by the Company;
1.3 Customer means the purchaser of Products and Services from the Company;
1.4 Contract means an agreement between the Customer and the Company comprising the Quotation and the Conditions;
1.5 Products means the products sold by the Company to the Customer under a Contract and shall include any Products printed by the Company;
1.6 Quotation means the quotation provided by the Company to the Customer for the purposes of supplying Products and/or Services which shall form part of and be read and construed with these Conditions;
1.7 Services means the services supplied by the Company to the Customer under a Contract.
2. Formation of Contract
2.1 No Contract shall come into existence until the Customer’s order has been accepted by the Company. The Customer may place an order by either:
2.1.1 the Customer signing and returning the Quotation to the Company;
2.1.2 paying the deposit (if any) referred to in the Quotation; or
2.1.3 Communicating its order to the Company in a manner otherwise than in accordance with 2.1.1 above.
2.2 The Customer cannot cancel a Contract after an order has been accepted by the Company and is bound to pay the quoted price.
2.3 The Customer acknowledges that neither the acceptance of a Quotation nor the placing of an order guarantees the supply of the Products quoted or ordered. The Company will use its best endeavours to source all Products and provide all Services quoted or ordered.
Unless otherwise stated by the Company all prices quoted are exclusive of Goods and Services Tax (GST), insurance, freight and handling charges. These charges will be payable by the Customer in addition to the quoted price. The Company reserves the right to revise its prices at any time prior to accepting an order.
4. Terms of Payment
4.1 Payment for the Products and/or Services shall be made by the 20th day of the month following the date of invoice. The Company reserves the right to require the Customer to pay for Products and/or Services prior to their supply by the Company.
4.2 The Customer shall not be entitled to withhold payment of to make any deduction from the contract price in respect of any set-off or counterclaim without the prior written consent of the Company.
5.1 Time for payment is of the essence and, without prejudice to any other rights of the Company, if the Customer fails to pay any sum payable pursuant to any Contract when due:
5.1.1 The Company may treat the Contract as repudiated by the Customer or may until payment in full is made, suspend delivery of Products without incurring any liability whatsoever;
5.1.2 The Customer shall (if so required by the Company) pay interest to the Company at the default interest rate of three percent per annum above the current base lending rate set from time to time by the Company’s bankers in Christchurch. Interest shall be payable daily until the date when payment is received; and
5.1.3 The Customer shall be liable for all expenses and costs (including legal costs) in relation to the Company enforcing or attempting to enforce a Contract or these Conditions.
5.2 Notwithstanding any rights of lien to which the Company may otherwise be entitled, the Company shall have a specific lien (including a right of sale) over the Products the subject of a Contract until the price of the Products has been paid.
6.1 Delivery of the Products shall be made to the place indicated in the order or if no place is indicated then the Customer shall pick up the Products at the Company’s place of business. The Company will take all reasonable steps to make delivery at the time requested by the Customer but shall not be liable for delays or consequential loss or damage arising therefrom.
6.2 No claim for any discrepancy of shortage in the Products delivered will be admitted unless it is made in writing to the Company within 5 working days of delivery.
6.3 If the Customer indicates to the Company that it will refuse to accept delivery, then the Products shall be deemed to have been delivered when the Com pany was willing to deliver them. The Company may charge storage, transportation costs and all related expenses if the
Customer refuses to accept delivery.
7. Risk and Title to Products
7.1 Until payment in full of all indebtedness to the Company in relation to the sale of Products or supply of Services, the Company and the Customer
7.1.1 the title to the Products supplied remains with the Company;
7.1.2 the Customer will upon demand assign all proceeds of the sale to the Company;
7.1.3 the Products shall remain the property of the Company so long as the Company is owed any money by the Customer; and
7.1.4 risk in any Products supplied shall pass to the Customer at the point of delivery.
7.2 Where the Company has reasonable cause to believe the Customer has not strictly complied with the Conditions or that the Customer has or will commit an act of Bankruptcy or (being a Company) has had a receiver appointed or is about to be appointed or is declared or becomes insolvent, the Company may suspend the delivery of any Products or Services, or repossess any or all of the Products supplied and may at any time of the day or night enter by force if necessary upon any premises where such Products are reasonably thought to be stored. The Customer shall indemnify the Company against any claims, costs and liabilities arising from the exercise of this right of entry.
7.3 If the Products or any part them are sold or disposed of by the Customer, the Customer will be deemed to have done so as agent for the Company and the proceeds of such sale will be the property of the Company. The Customer will hold all proceeds of sale or disposition on trust for the Company.
8. Consumer Guarantee Act
8.1 Where the Company supplies Products to the Customer for the Customer’s use in a business, the Customer agrees that the Consumer Guarantees Act 1993 (Act) does not apply.
8.2 Where the Company supplies Products to the Customer as a consumer as defined in the Act for a non-business purpose the Act will apply and prevail over any contrary provision in these Conditions.
8.3 Where in any case the Customer is a supplier (as that term is defined in section 2 of the Act) then:
8.3.1 the Customer shall notify any consumer prior to any sale of any defects or limitations in the Products For example laser printed letterheads are not suitable to be used in laser printers; and
8.3.2 the Customer shall, to the extent that the consumer is acquiring Products for the purposes of a business contracted out of the provisions of the Act.
8.4 The Customer acknowledges that the Company does not provide any Express Guarantees (as defined in the Act) other than those expressly confirmed by the Company in writing.
9.1 Subject to clause 10, the Company warrants to the Customer that the Company’s Products and Services (excluding third party products) will be free from defects in materials and workmanship (Warranty), unless otherwise specified.
9.2 The Company will not be in breach of Warranty or accept responsibility for damage or fault to any Products:
9.2.1 If the Customer approved the proof of the copy of the Products prepared by the Company, prior to the Company printing the Products; and
9.2.2 As a result of misuse, trademark infringements, copyright infringements, tampering, unauthorised modification, inadequate storage, misuse of the Prod ucts, accident or normal wear. The Company shall not be liable for incidental or consequential damages arising from the sale or use of Products supplied by the Company. Such damages include, but are not limited to, design modifications, reprinting of Products, loss of goodwill, loss of profits,
or loss of use.
9.3 To the full extent permitted by law:
9.3.1 the Company gives no representation or warranty whatsoever as to the condition or quality of the Products or as to their suitability or fitness for their ordinary or special use or purpose and the description of the Products in any contract or other document shall not import any such condition or warranty on the part of the Company;
9.3.2 all statutory and implied conditions and warranties except as to title are excluded; and
9.3.3 it is the responsibility of the Customer to satisfy itself as to the condition, quality, suitability and fitness of the Products for its purposes and the Customer accepts the Products on this basis.
10.1 If, notwithstanding this clause 10, the Company is found to be liable to the Customer in any circumstances then, the maximum combined amount the Company will be liable for to the Customer under any Contract shall be an amount equal to the lesser of:
10.1.1 the purchase price of the Products and/or Services under the Contract; or
10.1.2 the cost of replacement or repair of the Products.
10.2 The Customer agrees to indemnify the Company against any liability of cost incurred by the Company under the Act as a result of any breach by the Customer of its obligations contained in these Conditions.
10.3 Where the Products are subject to an express warranty given by the manufacturer or the parties supplying the same to the Company, in either case being a warranty upon which the Company may rely, then the terms of such express warranty shall be deemed to be incorporated herein but without creating any privity of contract between the Customer and such manufacturers or suppliers to the Company and in such cases where a claim is made by the Cus tomer under such warranty, the judgement of the manufacturer or supplier as the case may be as to whether or not there has been a breach of the said warranty shall be final and binding upon the Company and the Customer.
11.1 The Customer authorises any person or company to provide the Company with such information as the Company requires in response to its enquiries. The Customer authorises the Company to furnish any third party details held by the Company about the Customer, including any subsequent dealings the Customer may have with the Company.
11.2 The Customer agrees that the Company may obtain information about the Customer from any source including credit assessment, debt collecting and direct marketing activities and the Customer consents to any person providing the Company with such information.
Any disputes as to Products or Services supplied by the Company will not be considered except if brought to the Company’s attention within five days
The Customer shall ensure that its employees and contractors understand that they may only order products from the Company if they are authorised by the Customer to do so. Any person who is an employee or contractor of the Customer and who orders any Products or Services from the Company shall be deemed by the Company to be authorised to order such Products and Services and the Customer shall at all times be bound by any such order.
14. Personal Property Securities Act 1999
14.1 The Customer grants to the Company a security interest in all Products supplied or to be supplied by the Company to secure all payments under any Contract. The Customer will do all things necessary for the Company to register a financing statement and to ensure the security interest is a first ranking perfected security interest over the Products and their proceeds. The Company may at its sole discretion register a security interest on behalf of the Customer (where it is acting as agent).
14.2 Nothing in sections 114(1)(a), 117(1)(c), 120, 122, 133 or 134 of the Personal Property Securities Act 1999 (PPSA) applies. The Customer’s rights in sections 116, 119, 120(2), 121, 125 to 127, 129, 131 and 132 of the PSSA do not apply unless the Company is the Purchaser.
15.1 If any Condition or part of any Condition is held to be invalid or unenforceable the invalidity or unenforceability shall be deemed eliminated or modified to the minimum possible extent necessary to make the remainder of the Conditions enforceable.
15.2 Failure by the Company to insist upon strict performance by the Customer of any of the Conditions shall not be a waiver of any rights of the Company on any subsequent occasion.
15.3 These Conditions and the Contract may only be varied by the Company in writing in its absolute discretion.
15.4 The Customer may not assign or transfer or purport to assign or transfer any of its rights or obligations under or in connection with the Contract to any other person whatsoever.
15.5 The Company reserves the right to subcontract the performance of the Contract or any part of the Contract to any other party or person.
15.6 Neither party shall be liable for any delay, alteration or failure to perform its obligations under a Contract where occasioned by any event beyond that party’s reasonable control (Force Majeure) and such party shall be entitled to a reasonable extension of time for the performance of any such obligations.
15.7 The Customer shall pay the costs and expenses including legal fees incurred by the Company in exercising any of its rights or remedies or enforcing any of the Conditions.
15.8 Any notice given by one party to the other shall be deemed to have been delivered 48 hours after posting to the recipients registered office or last known address and immediately if forwarded by facsimile or email.
16.1 *Printable Solutions Guarantees all digitally printed products, to be completed within the promised timeframe as specified on this website. This Guarantee does not apply for custom quoted product, design or priority jobs. This Guarantee applies to orders dispatched up to the value of $500.
16.2 The Guarantors, in consideration of the Company supplying at their present request to the Applicant, jointly and severally, irrevocably and unconditionally guarantee punctual payment of amounts payable by the Customer to the Company and punctual performance of all of the Customer’s obligations to the Company.
16.3 The Guarantors are deemed to be principal debtors and liable as though they are each the Customer.
16.4 None of the Guarantors shall be released from this Guarantee by any matter whatever, the happening of which might release a person liable only as a guarantor or surety.
16.5 This is a continuing guarantee which applies in respect of all to be supplied to the Customer.
16.6 The Company may release or discharge any of the Guarantors from liability under this Guarantee (or may comprise its claim against any such Guarantors) without prejudicing or affecting the rights of the Company against the others.
16.7 Should there be more than one Guarantor then their liability as Guarantors under this Guarantee shall be joint and several. If only one party has signed this Guarantee, then it is a guarantee by only that party and all references to more than one Guarantor are deemed to be amended accordingly.
17. Yellow Pages Special
17.1 Printable Solutions will top up your order of 500 standard business cards with an additional 500 of the same standard business cards, printed on our 310gsm stock for free. This is an introductory offer and is valid only once per customer.
Ownership of Data
All data supplied for the purpose of mailing or contact lists remains the property of Printable Solutions Ltd and may not be given to you directly. Furthermore, data¬bases supplied by Printable Solutions to you shall remain the property of Printable Solutions and therefore, you may not pass the data to a Third party for use by the Third party unless expressly authorised to do so by Printable Solutions in writing.
Customer databases which are supplied for database matching, cleaning or updating will not be added to Printable Solutions or any other parties database.