TERMS & CONDITIONS OF GIZ TECH AUTOMOTIVE
### Gihan’s Auto Solutions Limited T/A Giz tech automotive
#### DEFINITIONS
1.1 **”Giztech Auto”** shall mean Gihans Auto Solutions Limited or any agents or employees thereof.
1.2 **”Customer”** shall mean the customer, any person acting on behalf of and with the authority of the customer, or any person purchasing goods or services from Giztech Auto.
1.3 **”Goods”** shall mean all goods, chattels supplied by Giztech Auto to the customer and shall include any fee or charge associated with the supply of goods by Giztech Auto to the customer.
1.4 **”Services”** shall mean all services provided by Giztech Auto to the customer and shall include without limitation the provision of any service and includes any services and all charges for labour and work, hire charges, insurance charges, or any fee or charge associated with the supply of services by Giztech Auto to the customer.
1.5 **”Price”** shall mean the cost of the goods or services as agreed between Giztech Auto and the customer subject to clause 4 of this contract.
#### ACCEPTANCE
2.1 Any instructions received by Giztech Auto from the customer for the supply of goods or services shall constitute acceptance of the terms and conditions contained herein.
#### COLLECTION AND USE OF INFORMATION
3.1 The customer authorises Giztech Auto to collect, retain and use any information about the customer for the purpose of assessing the customer’s creditworthiness, enforcing any rights under this contract, or marketing any goods and services provided by Giztech Auto to any other party.
3.2 The customer authorises Giztech Auto to disclose any information obtained to any person for the purposes set out in clause 3.1.
3.3 Where the customer is a natural person, the authorities under clauses 3.1 and 3.2 are authorities or consents for the purposes of the Privacy Act 1993.
#### PRICE
4.1 Where no price is stated in writing or agreed to orally, the goods or services shall be deemed to be sold at the current amount as such goods are sold or provided by Giztech Auto at the time of the contract.
4.2 The price may be increased by the amount of any reasonable increase in the cost of supply of the goods or services that is beyond the control of Giztech Auto between the date of the contract and delivery of the goods or providing of the services.
#### PAYMENT
5.1 Payment for goods or services shall be made in full on or before the 20th day of the month following the date of the invoice or on receipt of delivery of the goods or the providing of the services, whichever is the earlier (“the due date”).
5.2 Interest may be charged on any amount owing after the due date at the rate of 2.5% per month or part month.
5.3 Any expenses, disbursements and legal costs incurred by Giztech Auto in the enforcement of any rights contained in this contract shall be paid by the customer, including any reasonable solicitor’s fees or debt collection agency fees.
5.4 Receipt of a cheque, bill of exchange, or other negotiable instrument shall not constitute payment until such negotiable instrument is paid in full.
#### QUOTATION
6.1 Where a quotation is given by Giztech Auto for goods or services:
6.1.1 The quotation shall be valid for thirty days from the date of issue; and
6.1.2 The quotation shall be exclusive of Goods and Services Tax unless specifically stated to the contrary.
6.2 Where goods or services are required in addition to the quotation, the customer agrees to pay for the additional cost of goods or services.
#### RISK
7.1 The goods remain at Giztech Auto’s risk until delivery to the customer, but when title passes to the customer pursuant to clause 9.1 of this contract, the goods are the customer’s risk, and the customer shall be liable for insurance.
7.2 Delivery of goods shall be deemed complete when Giztech Auto gives possession of the goods for delivery to the customer, or possession of the goods is given to a common carrier or other bailee for the purposes of transmission to the customer.
7.3 The time agreed for delivery shall not be an essential term of this contract unless the customer gives written notice to Giztech Auto making time of the essence.
7.4 Where Giztech Auto delivers goods or provides services to the customer by instalments and Giztech Auto fails to deliver or supply one or more instalments, the customer shall not have the right to repudiate the contract but shall have the right to claim compensation as a severable breach.
#### AGENCY
8.1 The customer authorises Giztech Auto to contract either as principal or agent for the provision of goods or services that are the matter of this contract.
8.2 Where Giztech Auto enters into a contract of the type referred to in clause 8.1 it shall be read with and form part of this agreement, and the customer agrees to pay any amounts due under that contract.
#### TITLE
9.1 The goods remain at Giztech Auto’s risk until delivery to the customer, but when title passes to the customer pursuant to clause 9.1 of this contract, the goods are the customer’s risk, and the customer shall be liable for insurance.
9.2 It is the intention of Giztech Auto and agreed by the customer that property in the goods shall not pass until:
9.2.1 The customer has paid all amounts owing for the particular goods; and
9.2.2 The customer has met all other obligations due by the customer to Giztech Auto in respect of all contracts between Giztech Auto and the customer.
9.3 Where goods are supplied by Giztech Auto to the customer without payment in full for the goods, the customer acknowledges that Giztech Auto has a security interest in the goods.
#### DISPUTES
10.1 No claims relating to the goods or services shall be considered unless made within seven (7) days of delivery.
#### LIABILITY
11.1 Except as otherwise provided by statute, Giztech Auto shall not be liable for:
11.1.1 Any loss or damage of any kind whatsoever whether suffered or incurred by the customer or another person whether such loss or damage arises directly or indirectly from goods or services or advice provided by Giztech Auto to the customer and without limiting the generality of the foregoing of this clause, Giztech Auto shall not be liable for any consequential loss or damage of any kind including without limitation any financial loss.
11.1.2 Except as provided in this contract, Giztech Auto shall not be liable in contract, in tort, or otherwise for any loss or damage.
11.2 The customer shall indemnify Giztech Auto against all claims and loss of any kind whatsoever however caused or arising and without limiting the generality of the foregoing of this clause whether caused or arising as a result of the negligence of Giztech Auto or otherwise, brought by any person in connection with any matter, act, omission, or error by Giztech Auto, its agents or employees in connection with the goods or services.
#### CONSUMER GUARANTEES ACT
12.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the customer acquires goods or services from Giztech Auto for the purposes of a business in terms of sections 2 and 43 of that Act.
#### WARRANTY
13.1 No representation, condition, warranty, or promise expressed or implied by law or otherwise applies to goods or services except where goods or services are supplied pursuant to the Consumer Guarantees Act 1993 or except where expressly stated in this contract.
13.2 Giztech Auto does not provide any warranty that the goods are fit and suitable for the purpose for which they are required by the customer and shall not be liable if they are not.
#### GENERAL LIEN
14.1 The customer agrees that Giztech Auto may exercise a general lien against any goods or any property belonging to the customer that is in the possession of Giztech Auto for all sums outstanding under this contract and any other contract to which the customer and Giztech Auto are parties.
14.2 If the lien is not satisfied within seven (7) days of the due date, Giztech Auto may, having given notice of the lien, at its option either:
14.2.1 Remove such goods and store them in such a place and in such a manner as Giztech Auto shall think fit and proper and at the risk and expense of the customer; or
14.2.2 Sell such goods or part thereof upon such terms as it shall think fit and apply the proceeds in or towards discharge of the lien and the costs of sale without being liable to any person for damage caused.
#### CANCELLATION
15.1 Giztech Auto shall, without any liability and without any prejudice to any other right it has in law or equity, have the right to suspend or cancel in whole or in part any contract for the supply of goods or services to the customer if the customer fails to pay any money owing after the due date or the customer commits an act of bankruptcy as defined in the Insolvency Act 1967.
15.2 Any cancellation or suspension under clause 15.1 of this agreement shall not affect Giztech Auto’s claim for money due at the time of cancellation or suspension nor for damages for any breach of any terms of the contract or the customer’s obligations to Giztech Auto under this contract.
#### MISCELLANEOUS
16.1 The customer shall not assign all or any of its rights or obligations under this contract without the written consent of Giztech Auto.
16.2
Giztech Auto shall not be liable for delay or failure to perform its obligations if the cause of the delay or failure is beyond its control.
16.3 Failure by Giztech Auto to enforce any of the terms and conditions contained in this contract shall not be deemed to be a waiver of any of the rights or obligations Giztech Auto has under this contract.
16.4 The law of New Zealand shall apply to this contract except to the extent expressly negatived or varied by this contract.
16.5 Where the terms of this contract are at variance with the order or instruction from the customer, this contract shall prevail.
16.6 If any provision of this contract shall be invalid, void, or illegal or unenforceable, the validity, existence, legality, and enforceability of the remaining provisions shall not be affected, prejudiced, or impaired.