Unless otherwise agreed in writing by Cyclone Computer Co Ltd (The Company or Cyclone), the following are The Company’s Terms and Conditions of Sale. These, together with any other Terms and Conditions agreed upon between The Company and the Customer (Purchaser, Client or You) shall apply to all sales of products and services by The Company to The Customer.
The placing of an order shall be deemed acceptance of these conditions and The Customer hereby acknowledges that it has read and fully understands these Terms of Trade and that the transaction referred to in any Invoice issued by the Company to the Customer is evidence of a course of trading upon the Terms and Conditions of Sale.
The following Terms and Conditions of Sale are accepted as the conditions applicable to all sales whether or not they appear on invoices or delivery documents.
1. OWNERSHIP / PROPERTY
- All goods supplied shall remain the sole and absolute property of the Company until payment in full has been made to the Company.
- The customer acknowledges that they hold possession of the goods in trust for the Company as the beneficial owner.
- If any such goods are sold by the Customer prior to payment or shall have become constituents of or in any other way incorporated into any other goods then the proceeds of sale thereof or and/or such other goods shall be the property of the Company and held on trust for the Company and shall be kept separate and identified as such and delivered to the Company on demand
- Where the Company has reasonable cause to believe that the Customer has not complied strictly with these Terms & Conditions or that the Customer has or will commit an act of bankruptcy or (being a company) had a receiver appointed or about to be appointed the Company may repossess the goods supplied and for such purpose the Customer irrevocably authorises the Company to enter at any time (with such reasonable force as may be necessary) any place where such goods may be situated and to repossess and resell such goods and to retain the proceeds.
- Where the transaction is party to a leasing provider, the terms and conditions that partner will apply.
- All prices (unless specified) exclude freight and GST and are subject to change without notice (Error & Omissions Excepted).
- When purchasing hardware or licensing, the purchase price is for goods selected and (unless specified) is exclusive of installation and maintenance.
- Purchase prices are given in New Zealand dollars unless otherwise stated.
- Prices subject to external factors such as exchange rate fluctuations, product deletions and stock availability from our wholesale partners at or below the quoted or advertised price. In the event of non-availability, Cyclone reserves the right to cancel the Sale Agreement, in which case any purchase price already paid by the Customer will be refunded.
- When an estimate, quotation, scope, or order is accepted and or paced by you the Customer, it will become binding.
- To sustain a high level of service, price increases are a part of doing business. Cyclone will review its services rates and notify any potential price increase of ongoing services. Any such price increase would be limited and whenever possible notified with a 90-day written notice.
3. ECOMMERCE AND WEBSITE USE
- Errors and Omissions Disclaimer: While Cyclone uses reasonable efforts to include accurate and up-to-date information on our e-commerce and web platforms, Cyclone makes no warranties or representations as to the Site’s accuracy. Cyclone assumes no liability or responsibility for any errors or omissions in the content on this or any other website managed or provided by Cyclone.
- Neither Cyclone or its employees or contractors, are liable to you or any other person for any loss which may arise out of the use or reliance on the information or advice provided on these platforms. The information contained on our websites may contain information from third parties and Cyclone cannot be held liable concerning the quality or accuracy of information and advice provided by those third parties.
- The Customer agrees to keep any Customer specific or personal Log-on ID’s and passwords to any Cyclone website confidential and not share this access to any party without the written permission of Cyclone.
- When we receive your order, it will be screened and cleared of any security issue, website error or stock complication; your order will be processed and finalised. On completion of this process your order will be confirmed and processed.
- All orders are screened for legitimacy of payment. If an order does not meet our security checks, the order will not be accepted. The funds will be returned to the purchasing account and a notification of this will be sent via email.
- For each order accepted you will be provided email communications to keep you informed of the progress of your order. We endeavor to also provide Courier Track and Trace references for your convenience.
- Product levels and web images: Cyclone automatically receives stock levels, imagery and descriptions from distributors and manufacturers and cannot be held liable for any errors in stock levels, descriptions or incorrect images being displayed. It is also common for monitors to be displayed with computers, and accessories to display their parent item (ie device cases like an iPad may display the device), Cyclone cannot be held liable for any assumptions made in these instances.
- Registered users of our websites can access and update their user details online. The Customer accepts that authorised users of our services and websites that are granted access under the authority of The Customer, that Customer is liable for any orders or commitments made by their staff.
4. RISK AND DELIVERY
- Notwithstanding that the ownership in the goods does not pass by delivery, the goods shall be at the customer’s risk from delivery which shall occur:
o At the place indicated by the Order or as directed by the Customer and if no place is indicated by the Order or directed delivery shall be made at the Company’s premises.
o If delivered to the Customer or Customer’s premises by the Company or its agent.
o If collected by the Customer or its agent from the Company.
- The Company may withhold delivery until all, or any requirements of the Company have been met. Acceptance of the Order shall be completed upon the buyer signing the receipt, acknowledgment or otherwise accepting the goods (whether verbally or in writing) or accepting delivery of the goods.
5. GOODS ON DEMO OR LOAN
- Processing of applications for loans or Demo stock will be considered, accepted or rejected at the complete discretion of Cyclone. The approval of the Application may be subject to the availability of Loan products. Duration of loans will be advised to the Applicant and specified within any correspondence. Shipping costs will be paid by the customer.
- All Products used as loan or demo products remain under the overall control of Cyclone and do not become part of the Customers on-going production environment.
- Risk of loss or damage to the Products will pass from Cyclone to the Customer upon delivery until they are returned to, or collected by, Cyclone in respect of any negligent act or omission or misuse by the Customer.
- The customer will ensure that all Products are cared for during the Loan Period. The Customer will advise Cyclone, within 1 business day of the Customer’s receipt of the Products, if the Products were in a damaged condition or missing required items when received by the Customer.
- Charges may be incurred for lost, missing items or damaged loaned products or overdue loans. Any such charges must be paid by The Client within 14 days of written notification from Cyclone the amount due. In addition, further loan applications may not be approved until the overdue products have been returned or finalised through payment.
6. TERMS OF PAYMENT
- In the case of monthly accounts payment of the price is due on the 20th of the month following delivery unless varied in writing by the Company. Any such variation shall be deemed to be an arrangement made for payment(s) in the ordinary course of business.
- If the Customer defaults in any payments or commits any act of bankruptcy or does any act which would render it liable to be dissolved, wound up or a receiver appointed, or for any other reason that the Company deems appropriate, the Company may terminate this agreement without prejudice to any other rights and payment for all goods delivered shall immediately become due and payable.
- In the case of Cash accounts payment shall be made in full prior to the goods leaving the Company’s premises.
- Failure to pay in accordance with these terms entitles Cyclone without prejudice to any other rights to terminate the contract immediately in respect of future purchases and to charge interest at the rate of 2% per month above the ANZ base rate on amounts outstanding. Interest shall accrue daily from the date when payment is due until the date when payment is actually received. The customer shall be liable to pay all expenses and legal cost of Cyclone as between solicitor and customer in relation to obtaining remedy of any failure to pay.
- The Customer hereby agrees to indemnify the Company in respect of all costs (including solicitor/client costs) incurred in the recovery of any monies owing to the Company.
7. EXTENT OF LIABILITY
- Cyclone will not be liable for direct, indirect or consequential loss or damage suffered or incurred by the customer under these terms and conditions or in connection with our website or any other business and service tools, whether arising in tort, contract, or otherwise, including, without limitation, any loss of profit, contracts, business, goodwill, data, income, revenue or anticipated savings.
- Cyclone shall not be liable to the Customer for any consequential or indirect damage or loss of any kind whatsoever.
- The liability of the Company for any loss or damage or injury arising directly or indirectly from any defect in the goods or service supplied is limited to the replacement or repair of such defective goods or services under warranty or damages not exceeding the invoiced value of such defective goods or services at the option of the Company and this limitation shall apply to liability howsoever arising whether in contract or in tort.
- Where Cyclone provides product only, the Company shall not be liable for any loss damage or injury caused by improper or incorrect installation, repair, operation or use of the product supplied.
- In the event that this or other conditions are ruled to be unenforceable in any respect, the maximum liability of Cyclone will in any case not exceed an amount equal to the value of the individual service or sale agreement. The customer shall have no other remedy or recourse against either Cyclone or its partners under this agreement.
- Any claim by the Customer under this clause must be made in writing and received by the Company within 7 days after delivery of the goods or services.
8. RETURNS POLICY
- Cyclone may at times offer a return policy on selected items based on manufacturer or supplier return policies.
- Acceptance of goods for credit shall be at the sole discretion of Cyclone and the company reserves the right to charge a re-stocking fee against the original value of the returned product. This charge is for the purpose of recovering incurred costs due to administration and or to cover any re-stocking fees imposed on cyclone by its distribution partners.
- Goods accepted for credit on return shall be returned free of all charges (freight, insurance, taxes and duties) and be accompanied by the relevant packing slip or invoice number and in the original (and undamaged) packaging and with all relevant manuals.
- The Customer is responsible for shipping charges on returned items. Cyclone strongly recommends you fully insure your return shipment in case it is lost or damaged and you use a carrier that can provide you with proof of delivery for your protection.
9. FREIGHT & DAMAGED OR MISSING PRODUCTS ON ARRIVAL
- All items are shipped directly from the suppliers or Cyclone. Unless otherwise agreed the cost of shipping will be determined by your location and the size of the item. The shipping cost will be calculated and advised as and when available.
- Cyclone is committed to minimize shipping costs. If there are multiple items on one order, wherever possible freight will be consolidated, in some instance’s products may be dispatched from different locations meaning additional shipping costs may apply.
- If your product arrives damaged and or has parts missing from a shipment, it is best to refuse delivery to the carrier attempting delivery. If you accept the delivery or short shipment, make sure the issue is noted on the carrier’s delivery record in order for Cyclone to complete any required claim. Save the goods, take photos of the original box and packing it arrived in, notify Cyclone immediately to arrange for an inspection or case to be opened.
- Failure to notify Cyclone of damaged or missing goods immediately (within 7 days) will fall under most supplier restrictions.
10. CONSUMER GUARANTEES ACT 1993
- If you are purchasing goods for personal, domestic or household use, you may have certain rights under the Consumer Guarantees Act 1993 (Consumer Guarantees Act) that cannot be excluded or limited. These terms do not limit or alter your rights under the Consumers Guarantees Act (other than in the circumstances permitted under that Act). You can find more information about your rights under the Consumer Guarantees Act at the Ministry of Business, Innovation & Employment’s website https://www.consumerprotection.govt.nz
- Where the goods and / or services supplied pursuant to this agreement are supplied for the purpose of a business then the provisions of the Consumer Guarantees Act 1993 shall not apply (Section 42.2)
- Nothing in these terms is intended to have the effect of contracting out of the provisions of the Consumer Guarantees Act 1993 except to the extent permitted by that Act, and these terms are to be modified to the extent necessary to give effect to that intention.
11. SECURITY INTEREST
- (a) The Purchaser grants to Cyclone a security interest in the goods as security for payment of the Contract Price and all other monies payable from time to time to Cyclone by the Purchaser, and for the performance by the Purchaser of all the Purchaser’s other obligations from time to time to Cyclone, (together the “Purchaser’s Indebtedness and Obligations”). For the purposes of section 36(1)(b) of the Personal Properties Securities Act 1999 (“PPSA”), and to ensure maximum benefit and protection for Cyclone by virtue of section 36(1)(b)(iii) of the PPSA, the Purchaser confirms and agrees that the Purchaser intends to and does grant to Cyclone, as security for the Purchaser’s Indebtedness and Obligations, a security interest in all of the Purchaser’s present and after-acquired property except only for any such property which is or comprises items or kinds of personal property (“Excepted Property”);
– in or to which the Purchaser has rights; and
– which has not been supplied by Cyclone to the Purchaser,
other than any Excepted Property which is or comprises proceeds of any of that present and after-acquired property which has been supplied by Cyclone to the Purchaser.
- (b) The Purchaser agrees to do anything that Cyclone requires to ensure that Cyclone has a perfected security interest and (if applicable) a purchase money security interest in the goods.
- (c) Cyclone may allocate all amounts received from the Purchaser in any manner it determines including any manner required to preserve any purchase money security interest in the goods.
- (d) While the goods continue to secure the Purchaser’s Indebtedness and Obligations, the Purchaser must store the goods separately and clearly identify the goods as being subject to Cyclone’s security interest.
- (e) The Purchaser agrees that nothing in sections 114(1)(a), 133 and 134 of the PPSA shall apply to this contract, or the security under this contract, and waives the Purchaser’s rights under section’s 121, 125, 129, 131 and 132 of the PPSA.
- (f) The Purchaser waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to the security interest under this contract.
- (g) The Purchaser must advise Cyclone immediately of any action by third parties (including any of its creditors) affecting Cyclone’s security interest in the goods.
- If any provision or part of a provision of these Terms shall not be enforceable or might prejudice the application of the Conditions relating to Ownership of goods then that provision or part provision shall be deemed deleted and the rest of these General Terms of Trade shall remain in full force and effect.
13. PRIVACY ACT
- The Customer hereby accepts and agrees that as a Condition of Trade the Company may and is hereby authorised to seek and obtain information on its Customers from its Credit and other agencies and in the case of debtors to provide details of such to the Company’s Credit and Debt Collection Agencies.
- The primary purpose for which we collect information about you is to enable us to perform our business activities and to provide the best possible customer service. We use personal information to provide you with information or advice about our existing and new products and services.
- If at any stage, you no longer wish to receive any communications you may unsubscribe by using the link in any promotional email, logging into your account and changing your preferences or contacting us at firstname.lastname@example.org
- We will take all reasonable steps to protect the personal information that we hold from misuse, loss, or unauthorised access or modification. If you suspect any misuse or loss of, or unauthorised access to, your personal information, please let us know immediately, we will treat your requests or complaints confidentially.
14. JURISDICTION & NON-ASSIGNMENT
- This Contract shall in all respects be deemed to be a contract made in New Zealand and the constructions, validity and performance of the contract shall be governed by New Zealand law. The exclusive jurisdiction of the New Zealand Courts to entertain all claims and actions arising out of the Contract is accepted and acknowledged by the Customer provided however that the Company shall be entitled to commence any action arising out of this Contract in any Court.
- The Customer may not transfer or assign all or any of their rights or obligations under this contract without our prior written consent.