All commissions and fees are subject to change without notice.

All commissions and fees are GST exclusive unless otherwise specified.

Payment of fees must be made on or before the 20th of the month following issue of the invoice to you.

Payment of commissions shall be paid immediately upon recovery of the debt owed.

Payment for any costs associated with legal assistance will be your direct responsibility and you will pay the solicitor promptly for any invoice issued to you for legal assistance.

Payment received after this time will be deemed to be late payment.

If payment is late we reserve the right, in addition to all other rights, to charge interest on all overdue amounts at the rate of 2.5% per month (accruing daily).

In the event of late payment you will pay all collection and legal costs actually incurred by us (including actual solicitor’s costs, on a solicitor-client basis) that are related to the collection or recovery of any unpaid account for which late payment is received.

You shall not disclose any of our contractual or operational techniques to any third party and you shall at all times treat such information in relation to our practices and any information that we provide to you with at least the same degree of care as you would preserve your own confidential information, and you shall only disclose such information to those of your employees, contractors or agents who have a need to know and you shall ensure that such employees, agents and contractors are under the same obligation of confidentiality.

You are responsible for ensuring that no unauthorised access is obtained to the services that we provide to you. In order to access our services you will be given a unique password and user name and you shall be solely responsible for the security and proper use of such and you shall take all necessary steps to ensure that all passwords and user names are kept confidential, used properly and not disclosed to unauthorised persons.

You must inform us immediately if you have any reason to believe that any password or user name has been become known to an unauthorised person or if any password or user name is being or is likely to be used in an unauthorised way. Failure of you to do so may result in termination of the service contract.

All intellectual property rights arising out of the performance of the services are and shall remain our property at all times.

This account may be terminated in the following ways:
4.12 Either of us may terminate this account at any time by giving the other no less than two weeks notice. Upon such termination you shall pay all outstanding monies to us on the last day of the termination notice period.
4.13 We may terminate this account immediately on giving notice to you if you:

If this account is so terminated you shall pay all outstanding monies to us immediately upon receipt of the termination notice.

Termination of this account shall in no way limit the remedies available to us under this account or in law or equity.

All statutory express or implied warranties by us are expressly excluded to the fullest extent permitted by Law.

Our liability in respect of all claims for loss or damage or injury arising from breach of any of our obligations under these terms or from any act or omission of us is limited in each case to the lesser of the re-supply of these services or payment of the cost of re-supply of the services or the price of the affected services.

We shall not be liable for any direct or indirect loss or damage including without limitation loss of profits or savings or for any indirect or consequential loss or damage) however caused arising out of or in connection with the supply of services by us except as expressly set out in clause 5.2 above.

In consideration of the Creditor having agreed to supply services to you, __________________________ (“the Guarantor”), if more than one, then jointly and severally agrees to guarantee due and punctual payment by us of all moneys which shall become outstanding to us howsoever arising and farther agree that no granting of time, waiver, indulgence or neglect to sue you, or variation shall impair liability of the Guarantor to us. The Guarantor may be deemed to be the principal debtor and as such the Guarantor waives any act which but for the terms of this guarantee would otherwise have released the Guarantor’s liability hereunder as guarantors or otherwise.

These Conditions of Sale are the terms and conditions by which you purchase and we sell services, and supersede prior arrangements whether written or verbal.

These terms prevail over any additional or inconsistent conditions specified on an order and no variation to these terms will be binding on us unless specifically accepted in writing.

No claim or liability will arise against us under these terms if and to the extent that our failure or omission to carry out or observe any provision of these terms arises through any event outside our reasonable control and includes without limitation fires or other casualties or accidents, power outages, acts of God, strikes and lockouts, severe weather conditions, war or other violence, or the introduction of any law, order, regulation, demand or requirement of any Governmental agency.

Our failure or delay to exercise or enforce any right it has under these terms shall not operate as a waiver of our right to exercise or enforce such right or any other right in the future.

Should any provision of these terms be held to the invalid or unenforceable for any reason, such shall be severed from and shall not affect the remaining provisions of these terms.

We may, in our sole discretion, amend these terms from time to time.

All notices between us shall be given in writing to the other.

You shall give us all reasonably required access to your data and materials and all other information that we reasonably determine necessary for the completion of our tasks.

These Terms shall be governed by the laws of New Zealand.

You warrant that all information given to us is true and correct.

You agree to notify us within 5 days of any change affecting your legal entity, structure, management or control.

You agree that our terms and conditions of sale as in force from time to time apply to the supply of services by us to the exclusion of all other terms and conditions of sale or purchase and that any variation must be agreed by us in writing.

You acknowledge that we may:

refuse your application for credit facilities;

withdraw or vary credit facilities at our absolute discretion without prior notice;

withhold supply irrespective of whether an order has been accepted or not if for any reason we determine in our absolute discretion that no further credit is to be extended to you.

You acknowledge and agree that:

We may obtain credit reports from credit reporting or other credit providers for the purpose of assessing this and any other application which you may make for commercial credit;

We may obtain information from any other credit providers from time to time for the purpose of reviewing and assessing your commercial creditworthiness;

We may disclose to or discuss with any credit providers or any credit reporting agencies, any prospective guarantor and any person or body agreeing or considering whether to agree to be liable for any credit to be made available to you, any information maintained or in our possession relating to your application and the administration of your credit facility;

The authorisations contained in this document will continue to remain in full force and effect until all credit facilities cease to be made available to you by us;

The personal information provided in this application is collected by us and will be held in a safe and secure manner;

If the signatory(s) or any other person named in this application fails to provide any information requested in this application or during the processing of this application we may be unable to process this application;

We may use the information supplied to compile mailing lists and the provision of promotional material to you;
The signatory(s) and any other person named in this application may have the right under the Privacy Act 1993 to access, and request correction of, any personal information held by us concerning yourselves.

Each signatory warrants that he or she has the full authority of the applicant or applicants to sign on their behalf.

GUARANTEE the payment on demand to the Company of all moneys now owing to the Company by the Customer and all further sums of money from time to time owing to the Company by the Customer in respect of services supplied or to be supplied by the Company to the Customer or any other liability of the Customer to the Company.

HOLD HARMLESS AND INDEMNIFY the Company on demand, as a separate obligation, against any liability (including but not limited to damages, costs, losses and legal fees) incurred by or assessed against the Company in connection with: The supply of services to the Customer; or

The recovery of moneys owing to the Company by the Customer including the enforcement of this guarantee; or

Moneys paid by the Company with the Customer’s consent in settlement of a dispute that arises or results from a dispute between the Company, the Customer, and a third party, or any combination thereof, over the supply of services by the Company to the Customer.

ACKNOWLEDGE this Guarantee and Indemnity shall constitute an unconditional and continuing guarantee and indemnity and accordingly shall be irrevocable and remain in full force and effect until the whole of moneys owing to the Company by the Customer and all obligations herein have been fully paid, satisfied and performed.

FURTHER ACKNOWLEDGE that no granting of credit, extension of further credit, or granting of time and no waiver, indulgence or neglect to sue on the Company’s part (whether in respect of the Customer or any one or more of any other guarantor(s) or otherwise) and no failure by any named guarantor to properly execute this deed shall impair or limit the liability under this Guarantee and Indemnity of any guarantor. Without affecting the Customer’s obligations to the Company, each guarantor shall be a principal debtor and liable to the Company accordingly.

I/We irrevocably authorise the Company to obtain from any person or company any information which the Company may require for credit reference purposes. I/We further irrevocably authorise the Company to provide to any third party, in response to credit reference and inquiries about me/us or by way of information exchange with credit reference agencies, details of this guarantee and any subsequent dealings that I/We may have with the Company as a result of this guarantee being actioned by the Company.

I/We further acknowledge that the above information is to be used by the Company for all purposes in connection with the Company considering this guarantee and the subsequent enforcement of the same.