Terms & Conditions
A. Use of the Website
- Liability: Whilst reasonable care has been taken to ensure the facts stated in the website are accurate and the opinions given are fair and reasonable, neither we nor any of our employees, to the fullest extent permitted by law, will in any way be responsible for errors or misstatements or be liable whether in contract, tort (including negligence) or otherwise for any loss or damage however caused (whether direct, indirect, consequential, special, or loss of profits).
- Copyright and Limited Reproduction Notices: The contents of the website are the copyright of Browniepoints Limited or suppliers to it. No part of the website may be distributed or copied for any commercial purpose and you are not permitted to incorporate the material or any part of it in any other work or publication (whether in hard copy, electronic or any other form). No part of the website may be published, copied, reproduced, transmitted or stored (including in any other website or other electronic form) except that you may print, or download to your hard drive, extracts from the website only for your own use.
- Linking: The contents of the website may include links to third party materials ("linked sites"). We will not be responsible for the contents of any linked site or liable for any direct or indirect loss or damage suffered by you from accessing, using, relying on or trading with third parties. These links are provided to you only as a convenience, and the inclusion of any link does not imply our endorsement of the site or any association with their operators. We reserve the right to prohibit links to the website and you agree to remove or cease any link upon our request. You may not frame any part of the website material by including advertising or other revenue generating material.
- Advertisers: Any dealings with any advertiser appearing on the website are solely between you and the advertiser or other third party. We are not responsible or liable for any part of any such dealings or promotions.
- Disclaimer: The website makes information and material available to you as a service. Use of the website material is at your own risk. We are not responsible for any adverse consequences arising out of the use of information contained on the website. The material provided on the website has not been prepared by taking into account the particular objectives, situation or needs of any individual users. It is a general information service only. You should assess whether it is appropriate in light of your own objectives, situation and needs. We do not give any warranty of accuracy or reliability of information contained on the website to you or any other person. To the extent permitted by law we exclude all responsibility and liability for such material.
B. Supply of Goods and Services
- Supply: On receipt of a purchase order we will endeavour to supply you with the goods or services ordered, but we will not be liable to any person if we decline to fulfil, or are unable to fulfil, an order.
- Terms: We will supply goods and services to you on these terms only (as we may amend from time to time). The only circumstance where any variation to these terms will apply is where we have expressly agreed in writing to that variation. If there is any conflict with other terms of trade, these terms and conditions will take priority over any other terms of trade.
- Price: The price of the goods or services is that stated on the website at the time of acceptance by us of your purchase order, unless otherwise expressly agreed in writing by us. The prices include goods and services tax ("GST"). We may alter prices without notice and prices may be different from the price current at the time of order.
- Delivery and Insurance Charges: You will pay the delivery, handling, packaging and insurance charges related to your purchase order. In respect of goods delivered to a delivery point in New Zealand, the delivery charges set out on the website includes the costs of delivery by the usual methods of transportation used by us. We may, if you request, arrange delivery by other means or at other times but we will be entitled to charge you for any additional costs we may incur.
- Credit: If you have requested credit, you give us permission to undertake a credit check on you from time to time for the purpose of deciding whether or not to extend you such credit for purchases from us.
- Payment: If we have extended you a credit facility, you must make payment, of the price and any delivery and insurance charges, on the 20th of month following the date of purchase or upon demand by us, whichever is the earlier (the "due date"). We reserve the right to require payment in cash before goods are dispatched.
- Overdue Payments: If full payment is not made by the due date, you will pay a late payment penalty on overdue amounts, at 1% per month above our overdraft limit with our bank, with penalty being calculated from the date when payment is due until the date when payment is actually made. You will pay all costs (including legal costs) incurred by us in collecting or attempting to collect any amounts outstanding.
- Delivery: We will endeavour to deliver goods on the agreed delivery dates but we will not be liable for late delivery. Late delivery does not entitle you to cancel any order or part order. Delivery will be deemed to have been made when the goods arrive at the delivery point agreed with you or if you are to arrange delivery, when the goods are available for collection by you. Delivery may be by instalments. You will be responsible for disposing, at your own cost, all materials used in the packaging or delivery.
- Ownership: Legal and beneficial ownership in goods purchased from us remains with us until all sums owed to us, in respect of those goods and all other goods supplied by us, are paid in full. While property in the goods remains with us, we have the irrevocable right to enter your premises where the goods are located and take possession of and remove the goods. Until ownership passes, you hold the goods as bailee for us. If you wish to resell any goods before ownership passes, you may do so only by way of bona fide sale in the ordinary course of business and you shall account to us for the proceeds of any such sale.
- Risk: Risk in the goods will pass to you on delivery.
- Order Cancellation: Cancellation of an order may only be accepted by us if:
- the goods form part of our normally held stock and we receive written notice of cancellation prior to the commencement of delivery of the goods; or
- the goods do not form part of our normally held stock and we receive written notice of cancellation prior to ordering these goods ourselves.
- Authorised Returns: You may return goods purchased from us, if the goods are returned in a condition which we consider to be merchantable, the goods form part of our normally held stock and you notify us of your intention to return the goods to us, within 30 days of delivery.
- Warranties: We will pass on to you the benefit of any warranties given by the manufacturers or suppliers of the goods. However, we expressly exclude to the fullest extent permitted by law all other warranties, descriptions, representations or conditions whether implied by law, trade, custom or otherwise. Where goods are advertised with reference to a photograph, we will endeavour to deliver the corresponding goods but do not warrant that the goods we deliver to you will be identical to those displayed in the photograph.
- Limitation of Liability: Our liability for any claim, damages, loss or expense related to the supply by us of goods or services is limited to the cost paid by you for the goods or services and except where statute expressly requires otherwise. To the fullest extent permitted by law we will not be liable in any event whether in tort (including negligence), contract or otherwise for any loss of profits or any consequential, indirect or special damage, loss or injury of any kind suffered by you or any other person.
- Consumer Guarantees Act 1993 (the "Act"): If you are a consumer under the Act:
- and you are acquiring or holding yourself out as acquiring the goods for a business purpose, the Act will not apply; and
- we do not undertake that facilities for repair and parts for the goods will be available.
- Our Rights: If any amount payable by you is overdue, or in our opinion you are likely to be unable to meet your payment; or you are a company and you become bankrupt, insolvent, have a receiver appointed in respect of all or some of your assets, make or are likely to make an arrangement with your creditors, have a liquidator appointed, are placed under statutory or official management or any equivalent or analogous event occurs or your ownership or effective control is transferred or the nature of your business is materially altered, then:
- we will be entitled to cancel all or any orders with you which remain, or any part of any order with you which remains, unperformed, in addition to and without prejudice to our other remedies; and
- all amounts owing to us whether due for payment or not, will immediately become due and payable; and
- we will be entitled to reclaim any goods in your possession or control and dispose of them for our own benefit and for that purpose we will be entitled, without notice, to enter directly or by our agents on any premises where we believe goods may be stored, without in any way being liable to any person.
- Changes to Terms and Conditions: We reserve the right to change these terms and conditions at any time by notifying users of the existence of revised terms and conditions through the website. By continuing to access the website, you agree to be bound by the amended terms and conditions.
- Waiver: If at any time we do not enforce any of these terms or grant you time or other indulgence, we will not be construed as having waived that term or our rights to later enforce that or any other term.
- Severability: If any portion of these terms and conditions is deemed to be invalid, illegal or unenforceable the remaining provisions shall remain in full force and effect.
- Governing Law: These terms will be governed by New Zealand law and you agree to submit to the exclusive jurisdiction of the New Zealand Courts. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.