Terms of Trade
1. The following terms shall be incorporated into every contract between Baywide Equipment Limited (“BEL”) and the customer for the supply by BEL of goods or services unless specifically excluded in
writing and annexed hereto. No variation of these terms will be binding upon BEL unless made in writing. In the event of inconsistency between these terms and any quotation or other agreement
entered into between BEL and the customer, then these terms shall take precedence at all times.
2.1 “BEL” shall mean Baywide Equipment Limited.
2.2 “Customer” shall mean the person or company referred to as the customer set out in the within Terms of Engagement.
2.3 “Services” shall mean the servicing and repair of equipment being provided by BEL.
2.4 “The Guarantor” means the guarantor defined herein.
3. Collection and Use of Information
3.1 The customer authorises BEL to collect, retain and use any information about the customer, for the purpose of enforcing any rights under the contract or provision of professional services provided by
3.2 The customer authorises BEL to disclose any information obtained to any person for the purposes set out in clause 3.1.
3.3 Where the customer is a natural person the authorities under clauses 3.1 and 3.2 are authorities or consents for the purposes of the Privacy Act 1993.
3.4 Where the customer is a company and a director has signed on behalf of the company, that director hereby authorizes BEL for the purposes of the Privacy Act 1993, to undertake credit checks of the
director for the purposes of assessing the customer’s creditworthiness or enforced any rights under this contract.
4.1 Payment is to be made seven days following the receipt by the customer of an invoice from BEL unless credit arrangements have been made.
4.2 Receipt of any cheque or other bill of exchange shall not comprise payment or the same as being honoured or cleared.
4.3 If the customer fails to make payment by the due date, it shall be liable to pay to BEL by way of liquidated damages, interest at a rate of 2% per month calculated on a daily basis.
4.4 Where the duration of the work extends beyond one month, BEL may issue an invoice for any amount it considers reasonable to reflect the work and the material supplied for that monthly period.
4.5 If at any time BEL agrees that any outstanding account may be paid off over time, it is strictly on the basis that should any payment be missed, then the full balance owing as at the date that payment
is missed becomes due and owing immediately and BEL may pursue the customer for the full outstanding amount notwithstanding the agreement for time payment.
5.1 If the customer fails to pay any amount owing on the due date, or commits any other default under this contract and any such default shall continue for seven days:
5.1.1 All amounts payable by the customer shall upon such default become due and payable and BEL may enforce payment of the balance owing and interest shall be payable thereon as set out in clause
5.1.2 BEL shall be entitled to refuse to provide any further servicing / repair services to the customer under this contract or any other contract until any default on the part of the customer is remedied.
5.1.3 BEL may by written notice to the customer, cancel this contract and any rights exercised by BEL pursuant to this clause shall not terminate the customer’s liabilities under the contract, or to pay
damages for any breach of it.
5.1.4 The customer shall pay BEL’s legal costs on a solicitor/client basis for any steps BEL takes against the customer because of the customer’s default.
6.1 Where a quotation is given by BEL for servicing / repair services:
6.1.1 The quotation shall be valid for sixty (60) days from the date of issue.
6.1.2 The quotation shall be inclusive of Goods and Services Tax unless specifically stated to the contrary.
6.1.3 BEL reserves the right to alter the quotation where the quotation has been submitted based on information provided by the customer but when the equipment is subsequently viewed the customers
equipment it is discovered by BEL that additional servicing is required outside the quotation.
6.2 Where services are required in addition to the quotation, or the customer requests a variation, the customer agrees to pay for the additional cost of such services.
7.1 The customer acknowledges that it grants a security interest (as defined in the Personal Property Securities Act 1999 (“PPSA”)) in all present and after acquired property as security for its obligations
to BEL. The customer must do all things including executing all documents that BEL requires to provide BEL with a first ranking security interest in the goods.
7.2 The customer waives the right to receive a copy of the verification stated under the PPSA and agrees it will have none of the rights under ss114(1)(a), 116, 117(1)(c), 119, 120(2), 121, 125, 129, 131,
133 and 134 of the PPSA. Where LSL has rights in addition to those in Parts 9 of the PPSA, the buyer agrees that those rights shall continue to apply and in particular will not be limited by s109 of the
7.3 The customer agrees to indemnity BEL for any costs BEL incurs in registering, maintaining and for enforcing the security interest created by these terms including actual legal costs on a solicitor/client
7.4 The customer must immediately notify BEL if it changes its name.
8. Consumer Guarantees Act
8.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the customer employs BEL for the purposes of a business in terms of section 2 and 43 of that Act.
9.1 BEL shall, without any liability and without any prejudice to any other right it has in law or equity have the right by notice to suspend or cancel in whole or in part any contract for the supply of
surveying services to the customer if the customer fails to pay any money owing after the due date or commits an act of bankruptcy as defined in section 19 of the Insolvency Act 2006.
9.2 Any cancellation or suspension under this agreement shall not affect BEL’s claim for money due at the time of cancellation or suspension or for any damages for any breach of any terms of this
contract of the customer’s obligations in BEL under this contract
10.1 The customer/guarantor charges in favour of BEL as security for the customer’s obligations to BEL, all right, title and interest in any property held now by the customer and/or the guarantor either
alone or jointly with anyone or acquired by the customer and/or guarantor at any time hereafter. If the customer and/or guarantor defaults in payment of any amount owed to BEL, the customer
and/or guarantor specifically authorizes BEL to lodge a caveat against any such property and appoints BEL to be the customer’s and/or the guarantor’s attorney for this purpose, provided that, this
authority is to be taken as authority to create a mortgage charge on the property if a caveat is not possible, or if a mortgage charge is necessitated to protect BEL’s interests, at BEL’s discretion.
11.1 In consideration of BEL entering into this Agreement with the customer at the guarantor’s request the guarantor covenants with BEL to duly and punctually pay all fees and any other moneys due and
owing by the customer pursuant to the within Agreement.
12.1 The customer shall not assign all or any of its rights or obligations under this contract without the written consent of BEL
12.2 BEL shall not be liable for delay or failure to perform its obligations if the cause of the delay or failure is beyond its control
12.3 Failure by BEL to enforce any of the terms and conditions contained in this contract shall not be deemed to be a waiver of the rights or obligations BEL has under this contract.
12.4 The law of New Zealand shall apply to this contract except to the extent expressly negatived or varied by the contract
12.5 Where the terms of this contract are at variance with an order or instruction from the customer this contract shall prevail.
12.6 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.
12.7 Any dispute between the parties is to be dealt with in accordance with the Arbitration Act 1996.