TERMS AND CONDITIONS

See below for the Terms and Conditions:

Terms of Trade. All references to Parmco below refer to Parmco Sales Ltd (company number 427655), and/or its subsidiaries as the context requires.

1.      Goods will only be accepted for return or credit with the prior written approval of Parmco’s management. Any goods returned for credit must be in original condition including packaging. A 20% test and inspect fee, packaging and freight fee will apply or a minimum admin fee of $45 plus GST, whichever one is higher. These fees also applies to order cancellations.

2.      Due to limitations of the Carriage of Goods Act, no freight claims can be accepted after 7 days from date of delivery.

Freight claims WILL NOT be accepted for any goods signed for as being received in Good Order and Condition.

3.      The Customer agrees to pay all accounts in full without any deduction or withholding whatsoever on or before the 20th day of the month following supply of the goods or services (time being of the essence).

If the account/an invoice has not been paid in full by its due date then the following shall apply:

(a)       The Customer shall pay to Parmco (without demand having to be made) an amount equivalent to 10% of the amount overdue in relation to costs of administration relating to the default.

(b)       Interest is payable on all amounts unpaid from the due date of payment to the date that payment is made (despite any intervening judgement) at a rate equivalent to the unarranged bank overdraft rate charged by Parmco’s bank plus 5% per annum. Such interest is calculated daily and compounds monthly.

(c)        Any and all costs, expenses, charges fees and costs suffered or incurred by Parmco in attempting to collect any unpaid amount will be met in full by the Customer including any legal costs incurred on a Solicitor/client basis.

4.      TITLE IN GOODS CHARGED DOES NOT PASS UNTIL THE GOODS ARE PAID FOR IN FULL.

(a)       This Clause 4 constitutes a security interest within the meaning of the Personal Properties Securities Act 1999 (‘PPSA”), and Parmco may in its absolute discretion, register this security interest under the PPSA.

(b)       The Customer will provide all information and do all things required by Parmco for the purposes of the PPSA, including (but not limited to) full identification details.

(c)        The Customer waives any rights to receive a copy of a verification statement relating to the security interest under this contract.

(d)       The Customer 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 Customer’s rights under sections, 121, 125, 129, 131 and 132 of the PPSA.

5.      If the account remains unpaid as aforesaid, or if the Customer goes into receivership, liquidation, administration, bankruptcy or has any third party appointed over any of its assets or any part of its business (for example such as a Statutory Manager) then notwithstanding any other remedies available, any Goods currently held by the Customer are held in trust for Parmco and able to be taken by Parmco or it’s representatives, and amounts owing the Customer or received by the Customer for goods supplied by Parmco are held in trust for Parmco. Parmco or it’s representatives are irrevocable authorised to enter any premises where the goods are and repossess the Goods. Any goods supplied by Parmco can be repossessed to offset any amounts due to Parmco whether or not those particular goods have been paid for by the Customer. Value of credit on goods seized subject to costs and condition of goods. All moneys paid by the Customer may be allocated by Parmco against moneys owed by the Customer as Parmco wishes in its sole discretion.

6.      The Customer authorises Parmco to collect, hold and use any information it considers necessary for its credit enquires and for the purposes of seeking to enforce its rights against the Customer or the Guarantor, and is authorised by the Customer and the Guarantor to obtain any information Parmco considers necessary for these purposes (as it determines in it sole and absolute discretion) from any source whatsoever. Parmco is authorised to furnish to any third party (including debt recovery agency) with details of this credit application and any subsequent dealings with the Customer, for the purposes of debt recovery, taking advice on its legal position or any purpose connected to its agreement to offer the Customer credit. Parmco will not use or disclose any personal information for any other purpose without the Customer’s consent, unless Parmco is required to do so by law. In accordance with the provisions of the Privacy Act 2020, the Customer has the right to ask for a copy of any personal information Parmco holds about them, and to ask for it to be corrected

7.      In consideration of Parmco entering into a credit arrangement with the Customer at the Guarantor’s request the Guarantor guarantees all of the Customer’s obligations to Parmco and indemnifies Parmco against any and all liabilities, damages, losses, costs, charges and/or expenses that Parmco suffers or incurs connected with any breach by the Customer of its obligations to Parmco.

8.      The Guarantor covenants with Parmco that:

(a)     No release delay or other indulgence given by Parmco to the Customer or the Customer’s successors or assigns whereby the Guarantor would have been released had the Guarantor been merely a surety shall release prejudice or affect the liability of the Guarantor as a Guarantor or as an indemnifier.

(b)     As between the Guarantor and Parmco the Guarantor is a principal obligor and not a surety and may for all purposes be treated as the Customer. Parmco shall be under no obligation to take any steps against the Customer before taking any action against the Guarantor.

(c)     The guarantee is for the benefit of and may be enforced by any persons entitled for the time being to receive the amounts due under the credit arrangements for the Customer.

(d)     Should there be more than one guarantor their liability under this Guarantee shall be joint and several.

9.      The Customer agrees that it will not make any goods provided under this agreement available for purchase on Independent websites which facilitate the trading of goods and services between it’s members including (but not limited to) Trade Me, Sella, Wheedle, and eBay, whether by way of auction or otherwise.

10.   Parmco will supply goods to the Customer on the basis that the Customer will resell those goods only to end- users (consumers) of the goods. The Customer may only resell goods to a commercial entity for the purpose of further resale with the express written consent of Parmco. It is agreed that this is an essential term of this agreement.

11.   Where goods are sold to the Customer for the purpose of the Customer re-supplying those goods in trade, Parmco warrants to the Customer that the goods are of merchantable quality but does not give any other warranty whatsoever, whether as to the quality or fitness of the goods or otherwise. In particular Parmco does not warrant or represent that the goods are fit for the particular purpose for which the end user/consumer of the goods requires them.

12.   Subject to any rights granted to the Customer under the Consumer Guarantees Act 1993 or any other law that cannot be lawfully excluded:

(a)   The Customer will be deemed to have accepted all the details on an invoice provided by Parmco for the Goods as being correct unless it notifies Parmco in writing of its claim within 7 days of issue of invoice;

(b)   The Customer will be deemed to have accepted the Goods and waived any rights to bring a claim in relation of the Goods unless it notifies Parmco in writing of its claim within 14 days of receipt of the Goods;

(c)   The Customer acknowledges and agrees that the Goods are being offered for supply in trade within the meaning of the Consumer Guarantees Act 1993 and the Fair Trading Act 1986, that the Consumer Guarantees Act 1993 and sections 9, 12A and 13 of the Fair Trading Act 1986 will not apply to the provision of Goods by Parmco, and that it is fair and reasonable to exclude their application. All representations, warranties and other conditions (statutory, express or implied) of Parmco which are not expressly referred to in these Terms of Trade are excluded to the fullest extent permitted by law.

13.   The total liability of Parmco whether in contract, tort (including negligence) or otherwise for any and all losses, damages, costs or expenses arising directly or indirectly in connection with Goods supplied (including, but not limited to, non-compliance of the Goods with the warranty in clause 11) or any other breach of Parmco’s obligations to the Customer will be limited to either (at Parmco’s sole option) to repair, replacement, or a refund of the goods in respect of which the liability arises (“the Relevant Goods”). For the avoidance of doubt:

(a)   In any event, Parmco’s liability to the Customer will not exceed the purchase price of the Relevant Goods; and

(b)   Parmco is not liable for any consequential, indirect or special damage or loss of any kind (including, but not limited to, claims for loss of profits as a result of a breach, expenses incurred as a result of a breach, or expenses rendered futile by a breach);

(c)   This term does not affect any statutory rights that a person would otherwise have under the Consumer Guarantees Act 1993.

14.   If any of the provisions of these terms of trade (‘terms”) are declared to be illegal, invalid or not enforceable under any law, such illegality, invalidity or unenforceability shall not invalidate any other provisions of these terms and these terms shall be read and construed as if such illegal, invalid or unenforceable provision was not contained in these terms.