Website terms Of Use
These terms regulate the business relationship between you and us. By using Our Website in any way, or by buying from us, you agree to be bound by them. No person under the age of 18 years may purchase Goods. We look forward to seeing you again when you are over 18.
We are: 24 Out Limited
Our address is: PO Box 302-777, North Harbour, Auckland 0751, New Zealand
You are: a visitor to Our Website / the customer
The terms of trade set out below govern all of the supplies of goods (including software) and services from 24 Out Limited (“24Out”) to the person, firm, company or entity purchasing said goods and services from 24Out (“the Customer”).
1. Delivery and risk
1.1 Risk in any goods supplied by 24Out to the Customer shall pass when such goods are delivered to the Customer or into custody on the Customer’s behalf but ownership in property (both legal and equitable) in such goods is retained solely and absolutely by 24Out until full payment is made for such goods. Clause 6 below outlines this in full. The Customer shall ensure that the goods are covered by insurance from time of delivery.
1.2 24Out will not be liable to the Customer for any loss or damage arising in any way from any delay in delivery or performance.
2. Quotations, Orders and Prices
2.1 The placing of an order whether orally, by facsimile, by telephone, by e-mail, by mail, by website or otherwise with 24Out will incorporate these terms and conditions and form the contract of sale of the goods. No variation or modification of, or substitution for, these terms and conditions shall be binding unless expressly accepted by 24Out in writing.
2.2 All goods will be supplied at 24Out’s published list price, less any agreed discount if applicable as at the date of dispatch, plus any freight charges, plus goods and services tax.
3. Returns, Disputes and Credits
3.1 Orders for stock goods may be cancelled by request to 24Out within 5 days of supply and 24Out agrees to the cancellation and provides an RMA number. Goods must be returned to 24Out in new condition and in original undamaged packaging.
3.2 The Customer may not cancel orders for goods imported into NZ specifically at their request.
3.3 All faulty goods should be returned to 24Out in acceptable packaging after firstly obtaining an RMA number from 24Out. For further clarification on acceptable packaging, please discuss with 24Out’s RMA Department.
3.4 The Customer is responsible for the cost of returning goods to 24Out and the Customer may be responsible for additional costs including (but not limited to) freight and travel.
3.5 24Out may charge a restocking fee of up to 15% if goods are not returned within the agreed timeframe, or are not in acceptable packaging.
4. Specifications and intellectual property
4.1 Neither 24Out nor its suppliers transfer any right, title or interest in any copyright, trade marks, or other intellectual property rights relating to any of the goods, manuals, specifications, designs, drawings, documents or software (except as set out in the software licence) supplied to the Customer.
5. Payments
5.1 Where 24Out has agreed in writing to extend credit to the Customer, the Customer must pay in full, without deduction or set-off, by the 20th day of the month following the date of invoice, or an agreed payment date. The Customer will not be considered to have paid until the payment has been fully cleared through the banking system into 24Out’s bank account.
5.2 24Out reserves the right to require prepayment for the whole or part of the price of the goods or services before accepting any order or part order.
6. Property
6.1 Property and ownership in goods, whether in their original form or incorporated into or attached to another product, will not pass to the Customer but will remain with 24Out until 24Out receives payment in full of the purchase price of the goods and all other amounts that the Customer owes to 24Out for any reason.
6.2 Until property passes to the Customer, the Customer shall receive and hold any goods as trustee and bailee for 24Out, and store and sell them in a manner to enable them to be identified and cross referenced to particular invoices.
6.3 Unless otherwise notified in writing, where goods are supplied to the Customer as consignment stock or inventory or otherwise for resupply (including by way of attachment to or incorporation into manufactured or assembled goods), the Customer are authorised to sell the goods in the ordinary course of their business.
6.4 Notwithstanding clause 5.1 above, all payments shall immediately become due to 24Out if they reasonably believe that the information which the Customer has given 24Out in their application for credit is not correct and the Customer has failed to give 24Out correct information within 5 days of a 24Out request, if the Customer sells or otherwise disposes of any equipment, or machinery without 24Out’s consent, if the Customer becomes insolvent, commits any act of bankruptcy, or if a receiver, liquidator or statutory manager is appointed over the Customer or their assets or undertaking, if the Customer fails to comply with any of the provisions of clause 6, or if the Customer makes or attempts to make an arrangement or composition with creditors.
7. Personal Property Securities Act 1999
7.1 If 24Out already have a registered security interest in goods 24Out supplies to the Customer together with their proceeds, that security interest is continued under these terms of trade. Otherwise, the Customer grants 24Out a security interest in the goods that 24Out supplies to the Customer together with all proceeds, whether or not those goods have become accessions to other goods or processed or commingled into or mixed with other goods. Where goods that 24Out supplies to the Customer have become mixed with similar goods supplied by other persons, the Customer grants 24Out a security interest in the mixed goods to the value of the goods in the mixture that 24Out have supplied to the Customer but which have not yet been paid for.
7.2 The Customer agrees that they will do all acts necessary and provide 24Out on request all information it requires to register a financing statement over the goods or their proceeds of all kinds, and that the Customer will advise 24Out immediately in writing of any changes to that information.
7.3 Nothing in sections 114(1)(a), 133, and 134 of the PPSA shall apply to this contract. The Buyer waives its rights pursuant to sections 121, 125, 129, 131 and 132 of the PPSA and its rights to receive any verification statement relating to the security interests in the Goods.
7.4 The Customer agree that they will supply 24Out, within 2 business days of its written request, with copies of all security interests and the Customer authorise 24Out as their agent to request information from any secured party relating to any security interest which is held in their possession or control.
7.5 The Customer agree that 24Out at its option may require the Customer to pay all reasonable costs, including legal costs on a solicitor client basis, associated with the discharge or amendment of any financing statement registered by 24Out, whether or not the change was initiated by the Customer.
7.6 If 24Out repossess goods under this agreement, they may retain those goods or dispose of them without notice to the Customer and, after deducting reasonable costs of sale, credit any surplus, by way of setoff against any sums owing to them. 24Out shall not be obliged to furnish the Customer with a statement of account or to pay to any other person any sum in excess of the total amount the Customer owes 24Out at the time 24Out credits the Customers account. 24Out will not be obliged to reinstate this agreement or resupply any repossessed inventory or equipment to the Customer.
8. Privacy Act 1993
8.1 The Customer authorises any person or company to provide 24Out with such information as required in response to 24Out’s queries. The Customer authorises 24Out to furnish to any third party details held by 24Out about the Customer including any subsequent dealings the Customer may have with 24Out.
9. Errors or Omissions
9.1 Clerical errors or omissions, whether in computation or otherwise in any quotation, acknowledgement or invoice, shall be subject to correction by 24Out.
10. 24Out Warranties
10.1 Goods are subject to their manufacturers’ warranties only. 24Out will pass on the benefit of those warranties to the Customer or their customers, as the case may be, without itself being directly liable to the Customer under any other manufacturer’s warranty.
10.2 The Customer is responsible for the cost of returning goods to 24Out for warranty service and the Customer may be responsible for additional costs including (but not limited to) freight and travel.
10.3 The Customer should contact 24Out to obtain an RMA number. Goods should be returned to 24Out with as much packaging as possible.
10.4 Any warranty will be voided by unreasonable use, damage or misuse (including problems caused by misuse or damage after the goods have left 24Out’s care), negligent installation or operation, inadequate packaging, cleaning or maintenance, unauthorised repairs, modifications or the addition of hardware, software or consumables not supplied by 24Out.
10.5 The Customer will not be entitled to the benefit of any warranty if any sum that the Customer owes 24Out for any reason is overdue.
11. Customer Warranties
11.1 Where the goods or services that the Customer acquires from 24Out are not of a kind ordinarily acquired for personal household or domestic use or consumption, or where the Customer acquires, or hold them self out as acquiring, the goods or services for the purposes of a business, the provisions of the Consumer Guarantees Act 1993 and the conditions, warranties and guarantees set out in the Sale of Goods Act 1908 or implied by common law will not apply and are excluded from these terms of trade.
11.2 If the Customer acquires any goods or services from 24Out for resupply as, or incorporate or attach any goods or services acquired from 24Out into, goods or services ordinarily acquired for personal household or domestic use or consumption (“Consumer Products”) the Customer warrants that:
(a) if the Customer supplies the Consumer Products directly to an end user/consumer the Customer will do so using terms and conditions of supply which exclude 24Out from liability for any claims under the Consumer Guarantees Act 1993; and
(b) if their customer acquires the goods for resupply, their customer and each person in the distribution chain will exclude 24Out from liability in its contract for supply for any claims under the Consumer Guarantees Act 1993,
but in each case only where the end user/consumer acquires the Consumer Products for business purposes.
11.3 The Customer must indemnify 24Out and its suppliers against any failure by the Customer, their customers or any person in their distribution chain to properly contract out of liability to business end users/consumers under the Consumer Guarantees Act 1993.
12. Jurisdiction
12.1 These terms and conditions shall be governed by and construed in accordance with the law of New Zealand and the parties unconditionally and irrevocably submit to the exclusive jurisdiction of the New Zealand courts
13. Limitation of liability
13.1 24Out will not be liable for any losses of any kind or any delay in supplying goods or services which are caused in whole or in part by force majeure or any other cause beyond its reasonable control. 24Out shall not be required to settle a strike or lockout or other industrial disturbance against its wishes in order to benefit from this clause.
13.2 To the maximum extent permissible by law, 24Out, and its employees, contractors and agents, any manufacturer(s) or developer of goods or any of their materials or components and any suppliers of services, will not be liable to the Customer or to any other person for loss or damage of any kind however that loss or damage is caused or arises. This exclusion of liability includes, but is not limited to, direct or indirect loss, costs (including costs of returning goods to 24Out or to any manufacturer), loss of data, consequential loss, loss of contracts, loss of profits and damage caused by or arising from delays in manufacturing or delivery, faulty or delayed installation, unreasonable use, negligence (including a failure to do something which should have been done or to prevent something from happening), faulty specifications and design, and faulty materials or components of the goods. If in spite of this exclusion 24Out is found liable to the Customer for any reason, its liability to the Customer (including costs of all kinds) shall be limited to the amount paid or payable for the goods or services giving rise to the liability. The Customer indemnifies 24Out against all costs and losses from claims from third parties arising for any reason whatsoever as a result of their resupply, use or misuse of the goods.
14. General Conditions
14.1 24Out reserves the right to change these terms of trade from time to time by notice to the Customer in writing, including by email. 24Out may give notice by directing the Customer to the terms of trade on the 24Out website.
14.2 If 24Out fails to enforce any terms or to exercise its rights under these terms of trade at any time, 24Out has not waived those rights.
14.3 If any provision of these terms of trade is held to be invalid or unenforceable for any reason, the remaining provisions shall remain in full force and effect and the parties shall adjust their respective rights and obligations in accordance with the spirit and intent of the parties as shown by these terms of trade.
14.4 Any agreement between the Customer and 24Out is governed by the laws of New Zealand. The Customer agrees that any dispute is subject to the exclusive jurisdiction of the New Zealand courts although 24Out reserves the right to commence any proceedings against the Customer in any other court.
15. Compliance with Applicable US Laws
15.1 The Customer warrants that all technology, technical information and technical data received directly or indirectly by the Customer from 24Out under these Terms of Trade is intended solely for the use of the Customer and their customers in New Zealand, Australia or other countries permitted by the United States Export Administration laws. The Customer agrees that these goods will not be exported to any other country without 24Out’s consent.