1.1 “Sign Focus Ltd” shall mean Sign Focus Limited, or any agents or employees thereof.
1.2 “Customer” shall mean the Customer, any person acting on behalf of and with the authority of the Customer, or any person purchasing Services and Goods from Sign Focus Limited.
1.3 “Services and Goods” shall mean all services, goods, products and advice provided by Sign Focus Limited to the Customer and shall include without limitation all automotive, commercial and marine tinting and signage services and all charges for time and attendances, hire charges, insurance charges, or any fee or charge associated with the supply of Services and Goods by Sign Focus Limited to the Customer.
1.4 “Price” shall mean the cost of the Services and Goods as agreed between Sign Focus Limited and the Customer and includes all disbursements eg charges Sign Focus Limited pay to others on the Customer's behalf subject to clause 4 of this contract.
2.1 Any instructions received by Sign Focus Limited from the Customer for the supply of Services and shall constitute a binding contract and acceptance of the terms and conditions contained herein.
3. COLLECTION AND USE OF INFORMATION
3.1The Customer authorises Sign Focus Limited to collect, retain and use any information about the Customer, for the purpose of assessing the Customer’s credit worthiness or enforcing any rights under this contract.
3.2 For further details regarding “privacy requirements” please refer to Sign Focus Limited’s web site at www.signfocus.co.nz
4.1 Where no price is stated in writing or agreed to verbally the Services and Goods shall be deemed to be supplied at the current amount as such Services and Goods are supplied by Sign Focus Limited at the time of the contract.
4.2 The price may be increased by the amount of any reasonable increase in the cost of supply of the Services and Goods that is beyond the control of Sign Focus Limited between the date of the contract and delivery of the Services and Goods.
5.1 Payment for Services and Goods shall be made in full on completition of work, unless otherwise stated and arranged with Directors.
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 Any expenses, disbursements and legal costs incurred by Sign Focus Limited in the enforcement of any rights contained in this contract shall be paid by the Customer, including any reasonable legal fees or debt collection agency fees.
5.4 A deposit may be required.
6.1 Where a quotation is given by Sign Focus Limited for Services and Goods:
6.1.1 Unless otherwise agreed the quotation shall be valid for thirty (30) days from the date of issue.
6.1.2 The quotation shall be exclusive of goods and services tax unless specifically stated to the contrary.
6.1.3 Sign Focus Limited reserve the right to alter the quotation because of circumstances beyond its control.
6.2 Where Services and Goods are required in addition to the quotation the Customer agrees to pay for the additional cost of such Services and Goods.
7. TITLE AND SECURITY (PERSONAL PROPERTY SECURITIES ACT 1999)
7.1 Title of any Services and Goods supplied by Sign Focus Limited passes to the Customer only when the Customer has made payment in full for all Services and Goods provided by Sign Focus Limited and of all other sums due to Sign Focus Limited by the Customer on any account whatsoever.
7.2 If Services and Goods are attached, fixed, or incorporated into any property of the Customer so as to be part of or a constituent of such property of the Customer then it is agreed that title to such property of the Customer shall be deemed to be assigned to Sign Focus Limited as security for the full satisfaction by the Customer of the full amount owing between Sign Focus Limited and Customer.
7.3 It is further agreed by the Customer that until the Customer has paid in full all amounts due for Services and Goods provided by Sign Focus Limited, including all sums due to Sign Focus Limited by the Customer on any account whatsoever, then Sign Focus Limited has a security interest in all of the Customers property upon which Services and Goods supplied by Sign Focus Limited are attached or incorporated and a security interest in all Services and Goods not paid for in full by the Customer.
7.4 The Customer gives irrevocable authority to Sign Focus Limited to enter any premises occupied by the Customer or on which Services and Goods are situated at any reasonable time after default by the Customer or before default if Sign Focus Limited believes a default is likely and to remove and repossess any Services and Goods and any other property to which Services and Goods are attached or in which Services and Goods are incorporated.
7.5 Sign Focus Limited shall not be liable for any costs, damages, expenses or 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 unless by statute such liability cannot be excluded.
7.6 Sign Focus Limited may either resell any repossessed Services and Goods or other property to which Services and Goods are attached or in which Services and Goods are incorporated and credit the Customer’s account with the net proceeds of sale (after deduction of all repossession, storage, selling and other costs) or may retain any repossessed Services and Goods or other property to which Services and Goods are attached or in which Services and Goods are incorporated and credit the Customer’s account with the invoice value thereof less such sum as Sign Focus Limited reasonably determines on account of wear and tear, depreciation, obsolescence, loss of profit and costs.
7.7 Where Services and Goods and any other property to which Services and Goods are attached or in which Services and Goods are incorporated are retained by Sign Focus Limited pursuant to clauses 7.4,7.5 and 7.6 the Customer waives the right to receive notice under s.120 of the Personal Property Securities Act 1999 (“PPSA”) and to object under s.121 of the PPSA.
8. GENERAL LIEN
8.1 The Customer agrees that Sign Focus Limited may exercise a general lien against any property belonging to the Customer that is in the possession of Sign Focus Limited (hereafter referred to as “the property”) for all sums outstanding under this contract and any other contract to which the Customer and Sign Focus Limited are parties.
8.2 If the lien is not satisfied within seven (7) days of the due date Sign Focus Limited may, having given notice of the lien at its option either:
8.2.1 Remove the property and store it in such a place and in such a manner as Sign Focus Limited shall think fit and proper and at the risk and expense of the Customer; or
8.2.2 Sell the property or part thereof upon such terms as it shall think fit and apply the proceeds in or towards discharge of the lien and costs of sale without being liable to any person for damage caused.
9.1 The Consumer Guarantees Act 1993, the Fair Trading Act 1986 and other statutes may imply warranties or conditions or impose obligations upon Sign Focus Limited which cannot by law (or which can only to a limited extent by law) be excluded or modified. In respect of any such implied warranties, conditions or terms imposed on Sign Focus Limited, Sign Focus Limited’s liability shall, where it is allowed, be excluded or if not able to be excluded only apply to the minimum extent required by the relevant statute.
9.2 Except as otherwise provided by clause 9.1 Sign Focus Limited shall not be liable for:
9.2.1 Any loss or damage of any kind whatsoever, arising from the supply of Services and Goods by Sign Focus Limited to the Customer, including consequential loss whether suffered or incurred by the Customer or another person and whether in contract or tort (including negligence) or otherwise and irrespective of whether such loss or damage arises directly or indirectly from Services and Goods provided by Sign Focus Limited to the Customer; and
9.2.2 If contrary to the disclaimer of liability contained in these terms and conditions of trade Sign Focus Limited is deemed liable to the Customer, following and arising from the supply of Services and Goods by Sign Focus Limited to the Customer, then such liability is limited in its aggregate to $500.
10.1 Manufacturer’s warranty applies where applicable.
11. CONSUMER GUARANTEES ACT
11.1The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the Customer acquires Services and Goods from Sign Focus Limited for the purposes of a business in terms of section 2 and 43 of that Act.
12. PERSONAL GUARANTEE OF COMPANY DIRECTORS OR TRUSTEES
12.1 If the Customer is a company or trust, the director(s) or trustee(s) signing this contract, in consideration for Sign Focus Limited agreeing to supply Services and Goods and grant credit to the Customer at their request, also sign this contract in their personal capacity and jointly and severally personally undertake as principal debtors to Sign Focus Limited the payment of any and all monies now or hereafter owed by the Customer to Sign Focus Limited and indemnify Sign Focus Limited against non-payment by the Customer. Any personal liability of a signatory hereto shall not exclude the Customer in any way whatsoever from the liabilities and obligations contained in this contract. The signatories and Customer shall be jointly and severally liable under the terms and conditions of this contract and for payment of all sums due hereunder.
13.1 Sign Focus Limited shall not be liable for delay or failure to perform its obligations if the cause of the delay or failure is beyond its control.
13.2 Failure by Sign Focus Limited 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 Sign Focus Limited has under this contract.
13.3 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.