(Company Number 1543228)
GENERAL TERMS AND CONDITIONS OF SALE
Customer: the person or entity that orders Goods from Good Kitchens.
Factory Inspection means the review of the mocked up kitchen cabinetry at Good Kitchens’ premises prior to final coating of the kitchen cabinetry.
Goods: those Goods ordered by the Customer and supplied by Good Kitchens from time to time.
Good Kitchens: Good Kitchens Limited.
GST: Goods and services tax.
Monies Due: includes the price payable for Goods, delivery charges, GST, interest and extra packaging charges, if any.
Installation Date: is the date upon which Goods are physically received by the Customer on site and installed by Good Kitchens or such other persons as required by the Customer.
Purchase Price means the price given to the Customer by Good Kitchens either by way of written quotation or invoice (where applicable).
(a) Only these conditions, and terms which cannot be excluded by law, bind Good Kitchens. All other conditions, warranties and representations are excluded.
(b) These conditions can only be varied by Good Kitchens’ written agreement.
(c) These general conditions of sale are agreed by the Customer as applying to every sale of Goods by Good Kitchens.
3. PRICE, CHARGES AND TAXES:
(a) All other delivery charges, GST, and other Government taxes, if any, are payable by the Customer in addition to the price for Goods unless the Purchase Price specifically includes those amounts.
(b) Changes to government taxes, including GST, after Good Kitchens’ acceptance of an order that alters Good Kitchens’ liability for those taxes, is to the Customer’s account.
(c) Good Kitchens may charge interest on daily balances of overdue amounts. The interest rate shall be equal to the overdraft interest rate charged by Good Kitchens’ trading bank, as at the close of business on the date payment became due (plus GST). Any payment received will be first credited against interest charges.
(d) The Purchase Price is inclusive of GST.
4. DELIVERY AND RISK:
(a) Good Kitchens is responsible for the Goods and their delivery until the Goods are fully installed.
(b) Delivery dates are estimates only and Good Kitchens is not liable for any loss or damage for failure to deliver by those dates.
(c) Good Kitchens may make part deliveries of any order and render an invoice to the Customer for the Goods delivered.
(b) A further payment of 40% of the Purchase Price is required to be paid upon sign off by the Customer of the Factory Inspection.
(c) The remaining 20% of the Purchase Price is payable 7 days after the Installation Date.
6. RETENTION OF TITLE:
(a) Ownership in Goods remains with Good Kitchens until full payment is received for all Goods sold by Good Kitchens to the Customer. This condition applies regardless of whether:
(i) Goods are supplied under these conditions or any other contract;
(ii) the indebtedness arises under a written, oral or partly written and oral contract;
(iii) the indebtedness is on a current account, trading account or otherwise.
(b) To the extent permissible by law Good Kitchens can stop Goods in transit, enter premises occupied by the Customer, and enter any premises where Goods are held on behalf of the Customer, and recover Goods the subject of any order if a default in payment for Goods, or insolvency of the Customer, occurs.
(c) The Customer hereby indemnifies Good Kitchens, its officers employees, agents and contractors for any costs of removal, claims, actions and causes of action of any kind in respect of the removal of Goods under clause 6(b).
(d) The affixing of Goods to any part of a building does not have the effect of making the Goods a fixture and is severable by Good Kitchens.
(e) If Goods are used in the manufacture of new objects or otherwise mixed then ownership in the object or objects in question automatically passes to Good Kitchens as surety for full payment of any monies due.
7. PERSONAL PROPERTIES SECURITIES ACT 1999 (“PPSA”):
8. SUPPLY FOR BUSINESS PURPOSES:
(a) For the purposes of the PPSA the Customer acknowledges that these terms and conditions may constitute a security agreement in respect of all Goods supplied to the Customer, and it is only with the acknowledgment and acceptance of these terms and conditions that an order for Goods will be accepted.
(b) Should Good Kitchens register a financing statement under the PPSA in respect of any Goods, the Customer waives any right to receive a copy of any verification statement confirming registration of a financing statement or a financing change statement.
(c) The Customer hereby agrees that any rights contained in section 107(2) of the PPSA shall not apply to the Customer.
(d) Pursuant to section 107(1) the Customer agrees that it shall have no rights under, or by reference to, sections 114(1)(a), 117(1)(c), 133 and 134 of the PPSA.
Where these terms and conditions would otherwise be subject to the provisions of the Consumer Guarantees Act 1993 (“CGA”), the Customer agrees that where the Goods are supplied to the Customer for business purposes in terms of sections 2 and 43 of the CGA and that the provisions of the CGA do not apply to the supply to the Customer.
9. CANCELLATION OF ORDER:
(a) If a Customer cancels an order for any Goods prior to work commencing or any materials being ordered, Good Kitchens will refund the deposit portion of the Purchase Price in full.
(b) If Good Kitchens has commenced work and/or ordered any materials, the deposit will be refunded less any costs incurred by Good Kitchens. Costs are to be determined by Good Kitchens in its sole discretion.
(a) Good Kitchens warrants the Goods against defects arising from faulty workmanship and/or materials for a period of 10 years from the Installation Date.
(b) The warranty does not apply to defects or damage which, in Good Kitchens’ sole opinion have been caused by neglect, misuse, general wear and tear or poor care of the Goods.
(c) Good Kitchens will pass on any manufacturer’s warranties it receives in relation to Goods.
Good Kitchens is not be liable for any special, exemplary, punitive or consequential loss or damage (including without limitation, loss of profit, loss of opportunity and loss of goodwill) incurred by the Customer either directly or indirectly in connection with the supply of Goods.
(a) Good Kitchens is not liable for any failure where the failure is due to circumstances which are not directly within Good Kitchen's control, including acts of terrorism, natural disaster, industrial action, or a failure of a supplier, public utility or common carrier.
(b) The Customer agrees to Good Kitchens obtaining information about the financial standing and credit worthiness of the Customer.
(c) The Customer is liable for any costs in relation to recovery of any amounts owing to Good Kitchens or matters arising from these general terms of sale on a solicitor/client basis.
(d) These conditions, and the provision of the Goods by Good Kitchens to the Customer, shall be governed by the laws of New Zealand.