Terms & Conditions of Trade

Dualcom Technology Ltd

These Terms & Conditions apply to the supply of goods and services by Dualcom Technology Ltd unless otherwise agreed in writing.

1. Definitions

Dualcom means Dualcom Technology Ltd and its successors and permitted assigns.

Customer means the person, company, partnership, trust or other entity purchasing Goods or Services from Dualcom.

Goods means all goods, products, equipment, components and other items supplied by Dualcom.

Services means all services supplied by Dualcom, including installation, design, configuration, fabrication, technical services and related advice where applicable.

Price means the amount payable for the Goods or Services, excluding GST unless expressly stated otherwise.

2. Acceptance of Terms

An order placed with Dualcom, acceptance of a quotation, receipt of Goods or Services, or approval of a Dualcom trade account constitutes acceptance of these Terms.

Any variation to these Terms must be agreed by Dualcom in writing.

3. Quotations and Orders

Quotations are valid for the period stated on the quotation. If no period is stated, a quotation may be withdrawn or amended by Dualcom before acceptance.

Dualcom may decline or cancel an order where Goods are unavailable, pricing or product information is materially incorrect, or circumstances outside Dualcom's reasonable control prevent supply.

4. Price and Payment

The Price will be the amount shown on the applicable quotation, sales order, invoice or agreed price list.

GST, freight, delivery, insurance and other charges are additional unless expressly included.

Prepaid accounts are payable before supply unless otherwise agreed.

Approved credit accounts are payable in accordance with the payment terms assigned by Dualcom to the Customer's account.

Dualcom may review or change a Customer's credit limit or payment terms where reasonably required.

5. Overdue Accounts

If an amount is overdue, Dualcom may suspend further supply, place the Customer's account on hold, withdraw credit facilities, or require payment before further supply.

The Customer is liable for reasonable costs incurred by Dualcom in recovering overdue amounts, including collection and legal costs to the extent permitted by law.

6. Delivery

Delivery dates are estimates unless Dualcom expressly agrees otherwise in writing.

Delivery to the Customer, the Customer's nominated address, carrier or nominated third party will constitute delivery.

Dualcom is not responsible for delay caused by events outside its reasonable control.

7. Risk and Title

Risk in Goods passes to the Customer on delivery.

Ownership of Goods does not pass to the Customer until Dualcom has received payment in full for those Goods and all other amounts then due to Dualcom by the Customer.

Until ownership passes, the Customer must hold the Goods in a manner that allows them to be identified as Goods supplied by Dualcom.

8. Personal Property Securities Act

The Customer acknowledges that these Terms may constitute a security agreement for the purposes of the Personal Property Securities Act 1999 and that Dualcom may register a security interest in Goods supplied on credit and their proceeds.

The Customer agrees to provide information and execute documents reasonably required by Dualcom to protect or register any such security interest.

To the extent permitted by law, the Customer waives any right to receive a verification statement where that right may lawfully be waived in writing.

9. Inspection and Returns

The Customer should inspect Goods promptly following delivery and notify Dualcom as soon as reasonably practicable of any shortage, transit damage or apparent defect.

Goods may not be returned for credit without prior approval from Dualcom.

Approved non-defective returns may be subject to freight charges and a reasonable restocking fee.

10. Warranty

Where Goods are manufactured by a third party, the manufacturer's applicable warranty will generally apply.

Any warranty is subject to proper installation, storage, operation and use of the Goods in accordance with applicable instructions and specifications.

11. Customer Specifications and Designs

Where Goods or Services are manufactured, configured or supplied to Customer-provided designs, specifications or instructions, the Customer is responsible for ensuring those materials are accurate and that their use does not infringe third-party rights.

12. Cancellation

Orders for specially procured, manufactured, configured or fabricated Goods may not be cancelled once work or procurement has commenced without Dualcom's agreement.

Where cancellation is accepted, the Customer may be required to pay reasonable costs already incurred by Dualcom.

13. Privacy and Credit Checks

Dualcom may collect, use and retain personal and business information for account administration, supply of Goods and Services, credit assessment, debt recovery and related business purposes.

Where the Customer applies for credit, the Customer authorises Dualcom to obtain and exchange information with credit reference providers, trade referees and other lawful sources for the purpose of assessing and administering the Customer's credit account.

Personal information will be handled in accordance with the Privacy Act 2020 and Dualcom's applicable privacy practices.

14. Consumer and Business Transactions

Nothing in these Terms excludes or limits rights that cannot lawfully be excluded.

Where the Customer acquires Goods or Services in trade for business purposes and the requirements of applicable legislation are satisfied, the parties agree that the Consumer Guarantees Act 1993 will not apply to the extent that contracting out is permitted by that Act and is fair and reasonable.

Any contracting out of the Fair Trading Act 1986 will apply only to the extent permitted by that Act and where the statutory requirements for parties in trade are met.

15. Liability

To the maximum extent permitted by law, Dualcom will not be liable for indirect, consequential or special loss, including loss of profit, revenue, production, business opportunity or data.

To the maximum extent permitted by law, Dualcom's aggregate liability arising from the supply of particular Goods or Services will not exceed the amount paid or payable by the Customer for those Goods or Services.

16. Events Beyond Reasonable Control

Neither party will be liable for delay or failure caused by an event beyond that party's reasonable control, including natural disasters, severe weather, fire, war, civil disturbance, industrial action, transport disruption, supply-chain interruption or government action.

17. General

These Terms are governed by the laws of New Zealand.

If any provision is invalid or unenforceable, the remaining provisions remain in effect.

Dualcom may update these Terms from time to time. Updated Terms will apply to future transactions after the Customer has been notified or the updated Terms have otherwise been made available to the Customer.

These Terms operate alongside the Contract and Commercial Law Act 2017 and other applicable New Zealand legislation except to the extent that the law permits the parties to agree otherwise.