NZAC Ltd’s Terms and Conditions

Effective Date: [DECEMBER 2023]

1. Definitions

1. Customer means the person, company, or organisation purchasing goods from NZAC Ltd (“NZAC”).

2. Goods means HVAC products and components supplied by NZAC.

3. PPSA refers to the Personal Property Securities Act 1999 (NZ).

4. Working Day has the meaning defined in the Contract and Commercial Law Act 2017 (NZ).

2. Orders and Acceptance

1. All orders must be submitted in writing and are subject to acceptance by NZAC.

2. NZAC may refuse any order without providing a reason.

3. Acceptance occurs upon confirmation of the order or dispatch of the Goods, whichever comes first.

3. Quotations and Pricing

1. Quotes are valid for 30 days unless otherwise stated.

2. All prices are exclusive of GST, freight, and installation costs unless specified.

3. NZAC reserves the right to adjust prices due to currency fluctuations, supplier changes, or other external factors.

4. Payment Terms

1. Payment must be made in full within 30 days of invoice date unless otherwise agreed in writing.

2. NZAC reserves the right to charge interest at 2.5% per month on overdue accounts.

3. The Customer is liable for all costs of recovery, including legal and debt collection fees.

5. Delivery

1. Delivery times are estimates only and not guaranteed.

2. Risk in the Goods passes to the Customer upon dispatch from NZAC’s warehouse or when collected.

3. NZAC is not liable for delays caused by courier, freight services, or unforeseen circumstances.

6. Title and Risk

1. Legal ownership of the Goods remains with NZAC until full payment has been received.

2. Until title passes, the Customer holds the Goods as bailee and must store them separately and clearly identified as NZAC’s property.

7. Product Descriptions, Designs and Illustrations

1. All specifications, drawings, technical data, brochures, and illustrations provided by NZAC are for reference and illustrative purposes only.

2. NZAC makes no guarantee that the Goods supplied will precisely match illustrations or marketing visuals.

3. NZAC shall not be liable for any loss, cost, or damage resulting from reliance on these representations.

8. Returns and Claims

1. Claims for damaged or missing Goods must be made in writing within 5 working days of receipt.

2. Returns will not be accepted without prior written approval.

3. Approved returns must be unused, in original packaging, and may incur a restocking fee of up to 15% of the purchase price.

4. Freight for returns is the Customer’s responsibility.

9. Limitation of Liability

1. NZAC's total liability for any claim (whether in contract, tort, or otherwise) is limited to the value of the Goods supplied.

2. NZAC is not liable for indirect, consequential, or special damages, including loss of profit or business interruption.

3. No liability is accepted for installation errors or damage caused by misuse, incorrect installation, or failure to follow manufacturer's instructions.

10. Warranty

1. Goods may carry a manufacturer’s warranty. NZAC passes this on in good faith but is not the warrantor.

2. Any warranty claims must be lodged directly with the manufacturer unless NZAC agrees otherwise in writing.

3. NZAC excludes all other warranties to the maximum extent permitted by law.

11. Personal Property Securities Act (PPSA)

1. The Customer grants NZAC a security interest in the Goods under the PPSA.

2. NZAC may register this interest and the Customer waives the right to receive notice of registration.

3. NZAC may repossess unpaid Goods without notice and without liability for trespass.

12. Force Majeure

1. NZAC is not liable for failure to perform obligations due to causes beyond its reasonable control, including but not limited to supplier delays, natural disasters, pandemics, transport issues, or labour shortages.

13. Governing Law

1. These Terms are governed by the laws of New Zealand.

2. The Customer agrees to submit to the non-exclusive jurisdiction of the New Zealand courts.

14. Amendments

1. NZAC may amend these Terms at any time by providing notice via website or email. The current version will apply to all new orders.

15. Entire Agreement

1. These Terms constitute the entire agreement between NZAC and the Customer and supersede any previous agreements, discussions, or representations.