Doyle Sails New Zealand Limited
Terms & Conditions
General: The following terms and conditions issued by Doyle Sails New Zealand Limited and Company (‘the Company’) apply to any Sales agreement, contract, order, or purchase by the Customer. “Goods” and “Services” mean the subject matter of the Sales agreement, contract, order or purchase.
Quotations: Quotations issued by the Company remain valid for 45 days from their date, unless otherwise stated in the particular quotation, and are exclusive of sales, GST or other applicable taxes.
All quotations are given without obligation and the Company may alter or withdraw any quotation without notice at any time before the Customer’s acceptance.
Agreements: An original build contracts for the rig shall remain in full effect. However, subsequent supplies of Goods or Services by the Company are made subject to the Company Terms and Conditions written here, which supersede any previous terms and conditions of sale of the Company where applicable the terms and conditions of any quotation. No other terms, conditions or representations shall be incorporated into the Sales Agreement, unless made in writing on behalf of the Company.
Pricing: All price for Goods and Services supplied by the Company are ex- factory and unless otherwise stated, all prices, expenses and costs are exclusive of sales, GST or other applicable taxes. Any such taxes will be payable by the Customer in addition to the Sales price.
At the Customer request, the Company will arrange packing, transportation and delivery. All packing, transportation, carriage, and delivery costs and charges, including but not limited to insurance in transit and customs and brokerage fees, are due and payable by the Customer in addition to the Sales price. The Company is entitled to use any means of transport and carrier it may select.
Payment: Where credit terms have not been agreed by the Company, a deposit of 50% of the quotation price shall be payable at the time of order and the balance shall be payable before shipment or on delivery. Where credit terms are agreed by the Company, payment shall be made by the due date, as specified in the Company’s invoice to the Customer. Commencement of any credit term agreed is the date of the relevant Goods sales invoice.
Time shall be the essence for payment and the Customer will be liable to pay interest on all overdue accounts at the rate of 20% per annum. For this purpose interest shall accrue daily whether before or after judgement and ‘payment’ shall mean receipt of freely available funds in the Company’s account.
The Company reserves the right without prejudice to any other rights it may have, to cancel and/or suspend any contract and shall have a general lien of all the Customer’s property and materials in its possession until payment of any overdue accounts and interest has been received in full by it in respect of that or any previous Agreement or contract.
Title to the goods shall remain vested in the Company and shall not pass to the Customer until the purchase price for the Goods has been paid in full and received by the Company.
Delivery and Risk: The Company shall make all reasonable effort to effect delivery of Goods within the time or by the dates stipulated in the quotations but these times and dates are given and intended as estimates only and the Company shall not be liable for any direct or indirect loss or damage caused to the Customer by delivery beyond the dates given.
Delivery dates or times stipulated by the Company in any quotation may at the Company’s discretion be made subject to the performance of the Customer of specific actions as defined in the particular quotation. In the event of non- performance by the Customer of any specific action required by a particular quotation the Company reserves the right to amend the delivery time or date stipulated in the Quotation.
If no time for delivery is specified in the Contract the Customer shall be bound to accept the Goods when they are ready for delivery by the Company.
The Company may at its discretion make deliveries by instalments whether or not this is provided for in the relevant quotation or acknowledgement of order.
The Company shall not be liable (and the price, if unpaid shall remain payable) for any loss of or damage to Goods in transit.
Risk in the Goods shall pass to the Customer on delivery.
Limited Warranty: The Company warrants its rig service work for a period of six (6) months.
This limited warranty is subject to the following terms and conditions:
The Company’s liability shall be limited to repair or replacement, at its choice of goods or parts defective in materials or workmanship. This shall be the buyers exclusive remedy in contract, tort or otherwise.
In the case of each contract all liability of the Company to the Customer whether in respect of negligence, breach of contract, misrepresentation or otherwise howsoever caused shall not exceed the price received by the Company for goods or services supplied to the Customer under the Contract and the Customer shall indemnify the Company all liability to any third party.
c. Except as otherwise provided, quality shall be in accordance with the Company’s specifications.
Determination of the suitability of the material for use contemplated by the buyer is the sole responsibility of the buyer, and the Company shall have no responsibility in connection with such suitability.
Product subject to warranty claim must be returned by the Company for examination unless otherwise agreed to by the Company in writing.
The Company shall not be responsible for shipping charges or installation expenses or labour associated with any warranty claims.
Service by anyone other than the Company or representative of the Company shall void this warranty unless in accordance with standards of workmanship and guidelines.
No warranty claim shall exceed the original contract price.
Limitations of Consequential Damages: The Company shall not be liable for any consequential damages to yachts, equipment or other property, or persons due to the failure of the goods supplied.
Warranty Notification: The Customer shall notify the Company as soon as practicable, or in any event no later than 14 days after the circumstances giving rise to warranty claim by the Customer the Company shall be given a reasonable amount of time to inspect and make report on the claim.
Intellectual Property Rights: Any drawings specifications or other technical information supplied to the Customer by the Company in connection with the Agreement is provided on the express understanding that the Customer will not give, loan, exhibit, or sell such information to any third party and that the Customer will not use them in any way except in the connection with the Goods or Services provided under the specific order or contract concerned. The Copyright in all documents provided by the Company will remain vested in the Company.
Cancellation and Termination: Cancellation or termination of the Agreements shall not discharge any pre-existing liability of the Customer to the Company and without prejudice to any other right or remedy of the Company in respect of any breach or any other matter arising under the Agreement.
Upon termination or cancellation at any time; (a) any license granted by the Company to the Customer in respect of Copyright material or otherwise in connection with any Agreement shall automatically be revoked and the Customer shall forthwith return to the Company any documentation or materials which are the property of the Company and which are in its possession or under its control; and (b) any sums due to the Company shall become immediately payable.
Force Majeure: Any Contact may be cancelled or suspended in whole or in part by the Company without liability on its art for any loss or damage arising directly or indirectly from such cancellation or suspension in consequence of the prospect, happening or result of any dispute, act of god, war, civil commotion, legislation, breakdown of machinery, inability to obtain supplies, inability to obtain raw materials, equipment, fuel, power or transportation, inability to obtain any necessary import or other licences or consents of any governmental authority or any other cause or circumstances whatsoever beyond its control.
Waiver: The Company shall not be deemed to have waived the protection of any of these Conditions by reason of any indulgence given to the Customer whether as to time or otherwise or by the undertaking of any work for or any delivery of Goods to the Customer whether undertaken or delivered with or without the knowledge of the facts giving rise to a right to cease work or to cease making deliveries.
If any part of these Conditions is rendered void or unenforced at law that part shall be severable from the remainder of these Conditions which shall remain in full force or effect.
12. Subcontracting: The Company shall be entitled to subcontract the performance of its obligations under this Agreement to experienced and competent subcontractors. No subcontracting by the Company shall in any way relieve the Company of its obligations under this Agreement.
13. Association with the Customer: The Company may promote or advertise its association with the Customer pursuant to this Agreement and the construction of the Goods by it. The Customer agrees that such promotion will include acknowledgement of the Company, by way of the Company’s logo, displayed on the Goods.
14. Proper Law and Jurisdiction: These Conditions and any Contract shall in all respects be governed and construed in accordance with the laws of New Zealand.
15. Rights and Duties: All rights and duties of the parties shall be governed exclusively by the terms and conditions of this agreement. Neither party shall owe to the other any duty, of whatsoever nature, independent of, or concurrently with the terms and condition of this Agreement, to the extent permitted by law.