1. ACCEPTANCE
1.1 Receipt of any order for the supply of goods or the provision of services will be deemed to be acceptance by the Client of these terms and conditions, despite anything stated
to the contrary on the Client’s order or the Client’s terms and conditions. No representative or agent is authorised by Venluree to give any guarantee, warranty or
representation in addition to, or contrary to these terms.
2. PRICE
2.1 Prices are subject to change without notice.
2.2 All quotes will remain open for acceptance for 10 days from the date of the quote.
2.3 Unless stated otherwise, all prices are inclusive of GST and do not include freight costs (if any).
2.4 In the event that any action or lack of action from the Client or variation of the Client’s instructions causes additional cost or expense to Venluree, then such further
expense or cost shall be invoiced to the Client as an addition to the quoted price and the Client will be liable for payment of the same.
2.5 Venluree will be under no obligation to accept any variation to an accepted contract.
3. TERMS OF PAYMENT
3.1 Unless previously agreed, payment of 50% of the quoted price must be made with the order and the balance 50% plus any extras and plus / minus any variations must be made on
the day of installation.
3.2 Venluree reserves the right to suspend delivery of further goods or the provision of further services if these terms of payment are not strictly adhered to by the Client.
3.3 All overdue accounts will attract an interest charge of 2% per month and payment of all amounts owing to Venluree shall be made without any set-off or deduction.
3.4 Any expenses, costs or disbursements incurred by Venluree in recovering any outstanding monies including debt collection agency fees or solicitor’s costs shall be paid by the Client.
4. COMPLETION AND DELIVERY
4.1 Dates given for delivery of goods and completion of services are stated in good faith but are not to be treated as a condition of the sale. If completion or delivery is
delayed for any reason at all Venluree will not be responsible or liable in any way to the Client or any other party for loss suffered due to the delay.
4.2 Any cancellation of an accepted contract by the Client will result in loss of the 50% deposit.
5. WARRANTIES AND CONDITIONS
5.1 With the exception of any express written warranty Venluree may give and subject to any rights provided under the Consumer Guarantees Act 1993, to the greatest extent
permitted by law, no warranty or condition will be implied against Venluree by any statute, at common law or otherwise and no representation, condition, warranty or variation
of these terms and conditions will bind Venluree unless it is in writing and signed by Venluree.
5.2 All goods supplied are subject to usual trade tolerances over and under in respect of dimensions, appearance or other measures of quality or performance.
6. OWNERSHIP AND RISK
6.1 Risk in goods supplied by Venluree shall pass to the Client on delivery to the Client or into the custody of the party acting on the Client’s behalf.
6.2 Notwithstanding any period of credit, legal and beneficial ownership of goods supplied by Venluree shall remain with Venluree until payment in full is made for the goods and
services and for all other goods and services supplied by Venluree to the Client.
6.3 Until the Client has paid all money owing to Venluree the Client shall at all times ensure that the goods supplied by Venluree, while in the Client’s possession, can be
readily identified and distinguished.
6.4 Venluree may at any time, register a security interest in favour of Venluree in respect of the Venluree’s right title and interest in the goods supplied to secure payment of
all moneys owing from the Client to Venluree under these terms and conditions
now and in the future, in terms of the Personal Property Securities Act 1999. The Client shall, at its own expense, provide all reasonable assistance and relevant
information to enable Venluree to register and maintain such a financing statement in respect of goods supplied.
6.5 All intellectual property comprised in the goods or services provided by Venluree shall at all times be and remain the property of Venluree including by way of example only
all copyright, design, specifications, manufacturing methods and know-how.
7. DEFAULT
7.1 Where Venluree considers the Client may be unable to meet its payment obligations to Venluree, Venluree may, without limiting or affecting its other rights and remedies, do
all or any of the following:
(a) Demand payment of all or part of any moneys due to Venluree;
(b) Without notice, withhold deliveries of goods, the provision of services and delivery of results;
(c) Cancel this and any other contract of supply with the Client;
7.2 The Client will pay all costs and expenses (including costs on a solicitor/client basis and debt collectors’ costs) Venluree incurs in enforcing or attempting to enforce its
rights under these terms and conditions.
8. LIMITATION OF LIABILITY
8.1 Without restricting the limitations of liability contained elsewhere in these terms and conditions, Venluree’s liability is limited to the price of the goods and/or services
supplied by it. Venluree has no further liability or responsibility for any direct, indirect or consequential injury, loss or damage of whatever type or however arising.
8.2 Venluree is not responsible for any damage whatsoever caused either to the goods supplied or as a result of malfunction if:
(a) Goods are adapted to a use for which they are not specifically intended; or
(b) Goods are added to or repaired using components not recommended or approved by Venluree or the manufacturer; or
(c) Goods or samples are improperly stored, transported or lost.
9. GENERAL
9.1 Venluree will not be in breach of these terms and conditions because of any failure on Venluree’s part directly or indirectly due to strikes, lockouts, delays or defaults of
manufacturers or suppliers, acts of God or any other cause beyond Venluree’s reasonable control.
9.2 The Client indemnifies Venluree against any liability for any direct, indirect or consequential injury, loss or damage arising out of any act, default or omission of, or any
representation made by, the Client, or the Client’s servants or agents.
9.3 Venluree may vary these terms and conditions at any time by notice in writing to the Client. The Client may not vary these terms and conditions unless Venluree agrees in
writing.
9.4 The Client authorises Venluree to collect, retain, and use personal information about the Client for assessing the Client’s creditworthiness, disclosing to a third party
details of these terms and conditions and any subsequent dealings it may have with Venluree for the purpose of recovering amounts payable by the Client, providing credit
references and for marketing goods and services provided by Venluree.
