Notwithstanding anything to the contrary contained in the Customer’s order and unless otherwise agreed in writing by Grand Bazaar Limited, the following Terms and Conditions shall apply to every contract for sale of Goods between Grand Bazaar Limited and the Customer.
1.1 “Seller” means Grand Bazaar Limited, its successors and assigns or any person acting on behalf of and with the authority of Grand Bazaar Limited.
1.2 “Customer” means the person/s buying the Goods as specified in any invoice, document, or order, and if there is more than one Customer is a reference to each Customer jointly and severally.
1.3 “Goods” means all Goods or services supplied by the Seller to the Customer at the Customer’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).
1.4 “Price” means the Price payable for the Goods as agreed between the Seller and the Customer in accordance with clause 4 below.
1.5 Guarantor means person or person/s who signed the credit application as guarantor.
2.1 The Customer is taken to have exclusively accepted and is immediately bound, jointly and severally, by these Terms and Conditions if the Customer places an order for or accepts delivery of the Goods.
2.2 These Terms and Conditions may only be amended with the Seller’s consent in writing and shall prevail to the extent of any inconsistency with any other document or agreement between the Customer and the Seller.
2.3 Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 22 of the Electronic Transactions Act 2002 or any other applicable provisions of the Act or any Regulations referred to in the Act.
2.4 These Terms and Conditions are meant to be read in conjunction with the Terms and Conditions posted on the Seller’s website. If there are any inconsistencies between the two documents the terms and conditions contained in this document shall prevail.
3.1 The Customer shall give the Seller not less than fourteen (14) days prior written notice of any proposed change of ownership of the Customer and/or any other change in the Customer’s details (including but not limited to, changes in the Customer’s name, address, contact phone or fax number/s, or business practice). The Customer shall be liable for any loss Incurred by the Seller as a result of the Customer’s failure to comply with this clause.
4.1 At the Seller’s sole discretion, the Price shall be either
(a) as indicated on any invoice provided by the Seller to the Customer; or
(b) the Price as at the date of delivery of the Goods according to the Seller’s current price list;
(c) the Seller’s quoted price (subject to clause (4.2) which will be valid for the period stated in the quotation or otherwise for a period of thirty (30) days.
5.1 Delivery (“Delivery”) of the Goods is taken to occur at the time that
(a) the Customer or the Customer’s nominated carrier takes possession of the Goods; or
(b) the Seller (or the Seller’s nominated carrier) delivers the Goods to the Customer’s nominated address even if the Customer is not present at the address.
5.2 At the Seller’s sole discretion, the cost of delivery is either included in the Price or is in addition to the Price.
5.3 The Customer must take delivery by receipt or collection of the Goods whenever they are tendered for delivery. If the Customer is unable to take delivery of the Goods as arranged, then the Seller shall be entitled to charge a reasonable fee for redelivery and/or storage.
5.4 The Seller may deliver the Goods in separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these Terms and Conditions.
5.5 Any time or date given by the Seller to the Customer is an estimate only. The Customer must still accept delivery of the Goods even if late and the Seller will not be liable for any loss or damage incurred by the Customer because of the delivery being late.
6.1 The Customer acknowledges and agrees that:
(a) the Seller does not guarantee the websites performance or availability of any of its Goods; and
(b) online ordering may be unavailable from time to time for regular scheduled maintenance and/or upgrades; and
(c) there are inherent hazards in electronic distribution and as such the Seller cannot warrant against delays or errors In transmitting data between theCustomer and the Seller including orders, and the Customer agree that to the maximum extent permitted by law, the Seller will not be liable for any losses which the Customer suffers because of on line ordering not being available or for delays or errors in transmitting orders.
6.2 The Seller reserves the right to terminate an order if it learns that the Customer has provided false or misleading information, interfered with other users or the administration of the Seller’s Services, or violated these terms and conditions.
7.1 Risk of damage to or loss of the Goods passes to the Customer on Delivery and the Customer must insure the Goods on or before Delivery.
7.2 If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Customer, the Seller is entitled to receive all insurance proceeds payable for the Goods. The production of these Terms and Conditions by the Seller is sufficient evidence of the Seller’s rights to receive the insurance proceeds without the need for any person dealing with the Seller to make further enquires.
7.3 If the Customer requests the Seller to leave Goods outside the Seller’s premises for collection at to deliver the Goods to an unattended location, then such Goods shall be left at the Customer’s sole risk.
8.1 The Seller and the Customer agree that the ownership of the Good shall not pass until:
(a) the Customer has paid the Seller all amounts owing to the Seller, and
(b) the Customer has met all its obligations to the Seller.
8.2 The Customer must not sell, dispose or otherwise part with position with the Goods other than the ordinary course of business
8.3 The Customer irrevocably authorises the Seller to enter any premises where the Seller believes the Goods are kept and recover possession of the Goods.
8.4 The Seller may recover possession of any Goods in transit.
8.5 The Seller may commence proceedings to recover the price of the Goods sold notwithstanding the ownership of the Goods has not passed to the Customer.
9.1 Upon accepting to these Terms and Conditions in writing the Customer acknowledges and agrees that:
(a) these Terms and Conditions constitute a security agreement for the purposes of the PPSA; and
(b) a security interest is taken in all Goods previously supplied,’ the Seller to the Customer (if any) and all Goods that will be supplied in the future by the Seller to the Customer.
9.2 The Customer undertakes to:
(a) sign any further documents and/or provide any further information (such information to be complete, accurate and up to date in all respects) which the Seller may reasonably require to register a financing statement or financing change statement on the Personal Property Securities Register;
(b) Indemnify, and upon demand reimburse, the Seller for all expenses incurred In registering a financing statement or financing change statement on the Personal Property Securities Register or releasing any Goods charged thereby;
(c) not register a financing change statement or a change demand without the prior written consent of the Seller; and
(d) immediately advise the Seller of any material change in its business practices of selling the Goods which would result in a change in proceeds derived from such sales.
9.3 The Seller and the Customer agree that nothing in sections 114(1 )(a), 133 and 134 of the PPSA shall apply to these terms and conditions.
9.4 The Customer waives its rights as a debtor under section 116, 120(2), 121,125,126,127, 129, 131 and 132 of the PPSA.
9.5 Unless otherwise agreed to in writing by the Seller, the Customer waives its right to receive a verification statement in accordance with section 148 of the PPSA.
9.6 The Customer shall unconditionally ratify any actions taken by,’ the Seller under clauses 9.1 to 9.5.
10.1 The Customer irrevocably appoints the Seller and each director of the Seller as the Customer’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 9 including, but not limited to, signing any document on the Customer’s behalf.
11.1 The Customer hereby disclaims any right to rescind or cancel any contract with the Seller or to sue for damages or to claim restitution arising out of any inadvertent misrepresentation made to the Customer by the Seller and the Customer acknowledges that the Goods are bought relying solely upon the Customer’s skill and judgment.
12.1 The Customer acknowledges Goods for the purposes of a trade or business, the Customer acknowledges that the provisions of the Consumer Guarantees Act 1993 do not apply to the supply of Goods by the Seller to the Customer.
13.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of five (5%) per calendar month (and at the Seller’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
13.2 If the Customer owes the Seller any money the Customer shall indemnify the Seller from and against all costs and disbursements incurred by the Seller in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, the Seller’s collection agency costs, and bank dishonour fees).
13.3 Without prejudice to any other remedies the Seller may have, if at any time the Customer is in breach of any obligation (including those relating to payment) under these Terms and Conditions the Seller may suspend or terminate the supply of Goods to the Customer. The Seller will not be liable to the Customer for any loss or damage the Customer suffers because the Seller has exercised its rights under this clause.
13.4 Without prejudice to the Seller’s other remedies at law the Seller shall be entitled to cancel all or any part of any order of the Customer which remains unfulfilled and all amounts owing to the Seller shall, whether due for payment, become immediately payable it
(a) any money payable to the Seller becomes overdue, or in the Seller’s opinion the Customer will be unable to make a payment when it falls due·
(b) the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
(c) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer.
14.1 The Seller may cancel any contract to which these Terms and Conditions apply or cancel delivery of Goods at any time before the Goods are delivered by giving written notice to the Customer. On giving such notice the Seller shall repay to the Customer any money paid by the Customer for the Goods. The Seller shall not be liable for any loss or damage whatsoever arising from such cancellation.
14.2 If the Customer cancels delivery of Goods the Customer shall be liable for any and all loss incurred (whether direct or indirect) by the Seller as a direct result of the cancellation (including, but not limited to, any loss of profits).
14.3 Cancellation of orders for Goods made to the Customer’s specifications, or for non-stocklist items, will not be accepted once an order has been placed.
15.1 The Customer authorises the Seller or the Seller’s agent to:
(a) access, collect, retain, and use any information about the Customer.
(i) (including any overdue fines balance Information held by the Ministry of Justice) for the purpose of assessing the Customer’s credit worthiness; or
(ii) for the purpose of marketing products and services to the Customer.
(b) disclose Information about the Customer, whether collected by the Seller from the Customer directly or obtained by the Seller from any other source to any other credit provider or any credit reporting agency for the purposes of providing or obtaining a credit reference, debt collection or notifying a default by the Customer.
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