The General Conditions of Sale of W & R Jack Ltd (Version J1j)
In these conditions, unless expressed or implied to the contrary:
“Acceptance of Order” means the Company’s written acknowledgment that the Buyer has
ordered the Equipment and that the purchase is subject to the Contract;
“Buyer” means the entity with whom the Company has contracted under the Contract, its
legal personal representatives, successors and assigns;
“Cash against Invoice” means payment by cash, direct debit or bank cheque immediately
upon presentation of invoice;
“Cash before Delivery” means payment by cash, direct debit or bank cheque prior to
“Company” means W & R Jack Ltd, 19 Allens Rd, East Tamaki, Auckland, New Zealand;
“Contract” means the contract between the Company and the Buyer for the sale and
purchase of Equipment, comprising the Sales Proposal, these General Conditions, the Order and
the Acceptance of Order;
“Equipment” means all goods and services to be supplied by the Company to the Buyer or
at the Buyer’s direction under the Contract;
“General conditions” means these general conditions of sale;
“Intellectual Property” means all intellectual and industrial property rights including but not
limited to all statutory, proprietary and other rights in respect of trade marks, patents, copyrights,
confidential information, designs and specifications and any other rights in relation to the
“LEADR” means the organisation called Lawyers Engaging in Alternative Dispute
“Letter of Credit” means an Irrevocable Documentary Credit established on terms and
conditions satisfactory to the Company.
“Order” means the Buyer’s written acceptance of the Sales Proposal.
“Price” means the price for the Equipment stated in the Contract, in New Zealand Dollars
unless otherwise specified;
“Sales Proposal” means the Company’s written offer to supply the Equipment to the Buyer
and includes any written amendments issued by the Company prior to or simultaneous with issue
of the Buyer’s Order.
2.1 All provisions of the Contract are set out in these General Conditions, the Sales Proposal, the
Order and the Acceptance of Order. Verbal undertakings given by any employee or representative
of the Company do not bind the Company unless confirmed by the Company in the Contract. Any
clerical errors may be corrected by the Company at any time.
2.2 Any inconsistency occurring in provisions of the Contract will be resolved by the Acceptance
of Order taking first precedence, followed by the Sales Proposal and then by these General
3.1 On Acceptance of Order, the Buyer shall pay to the Company the progress payment
stipulated in the Contract, by cash, direct debit or cheque unless otherwise agreed.
3.2 If the Buyer defaults on any of its obligations under the Contract, the progress payment paid
under clause 3.1 shall be forfeited to the Company.
3.3 The balance of the Price (after deducting any progress payments) shall be paid by cash
before delivery. In the case of machines, unless otherwise agreed, payment is required 5 business
days prior to allow for delivery and installation arrangements to be confirmed.
3.4 If the Buyer fails to make any payment by the date required under the Contract, the Company
may charge the Buyer compound interest calculated daily on overdue money at the rate of 5% per
annum above the commercial overdraft rate (including all margins) charged to the Company by its
bank from the Payment date until all money including interest has been paid in full. All money must
first be applied to the payment of interest if any.
4. PRICE VARIATIONS
4.1 Unless otherwise stated, the Price is subject to the addition of Goods and Services Tax
(“GST”) and any other applicable statutory imposts.
4.2 The Company may vary the Price to take account of:
4.2.1 any alteration to the Equipment manufacturer’s price list or quotation upon which the
Company calculated the Price;
4.2.2 any changes in freight rates, insurance premiums, exchange rates, rates of duty, and
any other costs of supply;
4.2.3 any alteration to the specifications of the Equipment which may be required by law.
5.1 Unless otherwise agreed, delivery is effected when a carrier nominated by the Buyer uplifts
the Equipment for carriage to the Buyer’s place of business or other nominated destination. If the
Buyer fails to nominate a carrier after receiving five business days notice to do so, the Company
may nominate a carrier but the carrier so nominated shall be the agent of the Buyer. The Company
shall not be the Buyer’s agent for the arrangement of carriage or insurance unless otherwise
agreed, and if so agreed the Company is bound only to make reasonable arrangements.
5.2 Delivery dates quoted by the Company are given in good faith, but time is not of the essence
in respect of delivery of the Equipment and no claim may be made relating to it; nor may the
Buyer cancel the Contract.
5.3 The Company may cancel or suspend delivery of the Equipment due to any fact, cause, thing
or event beyond the Company’s reasonable control. The Company is not in breach of the Contract
if it does so.
6.1 The risk of loss or damage to the Equipment passes to the Buyer from the time the Company
or its agent despatches the Equipment to the Buyer’s place of business or other nominated
7.1 The Company warrants that all new Equipment will comply with the manufacturer’s
specifications which are current at the time of manufacture.
7.2 The Buyer acknowledges that it has satisfied itself that the functionality of the Equipment
supplied in accordance with clause 7.1 will be suitable for its particular purpose.
7.3 Provided the provisions of clause 7.5 are satisfied, the Company warrants new Equipment
against defective materials and workmanship for 12 months from the date of delivery to the Buyer,
or for a period which is correspondingly shorter on a pro rata basis if the Equipment is operated for
more than one 8 hour shift per day.
7.4 The Company offers no warranty in respect of secondhand Equipment and does not promise
that such Equipment is fit for any particular purpose. Where the Company agrees to commission
secondhand Equipment this does not imply that the Company warrants the condition or
performance of such Equipment and any costs the Company incurs in repairing, modifying or
replacing parts of the Equipment shall be payable by the Buyer.
7.5 The Company gives the warranties in clauses 7.1 and 7.3 if, and only if:-
7.5.1 the Buyer has made all payments due under the contract
7.5.2 no repairs, replacements or modifications have been carried out without the prior
written consent of the Company other than those made by the Company or its agents;
7.5.3 the Company has been notified of any defect in the Equipment within seven days of
the defect becoming apparent;
7.5.4 where parts have been replaced, the Company has had the option of requiring the
return of the parts to establish the claim, with freight paid by the Buyer in advance; and
7.5.5 the Company receives a written claim from the Buyer not later than 30 days after the
warranty given in clause 7.3 expires.
7.6 If the Company accepts a claim against the warranties in clauses 7.1 or 7.3 as substantiated,
the Company will, at its option, repair, modify or replace the Equipment or refund in full the Price
paid by the Buyer in exchange for return of the Equipment to the Company. Costs of materials,
labour and freight in respect of substantiated claims will be borne by the Company.
7.7 Except as required by law, the Company gives no warranties beyond those expressly given
in this contract.
7.8 If warranties beyond those expressly given in this contract are required by law, the
Company’s liability is limited to, at its option, the repair, modification or replacement of the
Equipment or the refund in full of the Price paid by the Buyer in exchange for the return of the
Equipment to the Company.
8.1 The buyer agrees that until it has paid all money it owes to the Company in immediately
8.1.1 the Equipment remains the property of the Company;
8.1.2 the Equipment is held by the Buyer as a fiduciary bailee of the Company;
8.1.3 the Buyer must store the Equipment separately and so that it is readily identifiable as
the property of the Company;
8.1.4 the Equipment may not be sold by the Buyer except with the prior written consent of
8.1.5 the Buyer or its agents must not encumber or grant a security interest over the
8.2 If the Buyer fails to make any payment by the date required under the Contract or if the Buyer
commits an act of bankruptcy or has a receiver or manager appointed over any of its assets or
goes into liquidation (including provisional liquidation) or any similar event occurs, without affecting
any rights of the Company:
8.2.1 the Company is entitled by written notice to the Buyer to terminate the Contract , and
on termination shall not be obliged to supply the Equipment;
8.2.2 the Company is entitled to enter any premises to retake possession of the Equipment
and the Buyer must indemnify the Company upon demand from and against all loss, damage,
costs or expenses incurred by the Company in retaking possession of the Equipment and
arranging its resale.
9. INSTALLATION AND OPERATION
9.1 Unless otherwise agreed installation of and putting the Equipment into operation is not
included in the Price and does not form part of the Contract.
10.1 If the Buyer believes the Company has invoiced it for Equipment it has not received, notice to
the Company must be given within 14 days from the date of the Invoice.
10.2 Under no circumstances is the Company liable to the Buyer or any other person for any
indirect, special or consequential loss or damage.
11. INTELLECTUAL PROPERTY
11.1 All Intellectual Property rights remain vested in the company.
11.2 The Buyer will not permit or allow any Intellectual Property of the Company nor any modified
version to be disclosed to or used by any third party.
12. DISPUTE RESOLUTION
12.1 In the event of any dispute arising out of this Contract, the parties shall, without prejudice to
any other rights they may have under this Contract or at law, explore whether the dispute can be
resolved between them using informal dispute resolution techniques such as negotiation,
mediation, or independent expert appraisal. The rules governing any such technique shall be as
agreed between the parties, or if the parties cannot agree, as used by LEADR.
13.1 This Contract is governed by the laws of New Zealand. Each party irrevocably and
unconditionally submits to the jurisdiction of the courts of New Zealand.
13.2 Headings are inserted for convenience and do not affect the construction of these General
13.3 In these General Conditions the singular includes the plural and vice a versa. Words
importing one gender include the other. A person includes a firm, partnership, joint venture,
association, corporation or other corporate body.
13.4 If any provision of this Contract is or becomes illegal, invalid, void, voidable or unenforceable,
neither the legal validity nor enforceability of the remaining provisions shall be affected.
13.5 If a party consists of more than one person this Contract binds them jointly and each of them
13.6 All notices to be given to or demands to be made upon any party to this Contract must be in
writing and delivered in person or sent by mail or facsimile to the current business address of the
party. All notices are deemed served 48 hours after the date of posting or if delivered personally,
on the actual date of receipt or if sent by facsimile, in the normal course of transmission.
14.1 All costs incurred by the Company in enforcing its rights under this Contract shall be payable
by the Buyer by cash against invoice.
14.2 Any licence, permit, certificate or approval required to enable the Buyer to operate, use or
resell the Equipment must be obtained by the Buyer at its expense.
Jacks Return Policy:
Return, Repair or Refund Policy
Jacks have been in business for more than 60 years, so the majority of our customers have dealt
with us before, often many times. They come back because they receive good service and fair
treatment. The best guarantee that Jacks will treat you fairly is our interest and the importance we
attach to retaining your business in the future.
Unless otherwise agreed with you in writing, the Jacks warranty covers any new goods we supply
for at least 12 months of normal operation from date of dispatch to you. We promise that the
goods will comply with the manufacturer’s specifications as at the date of manufacture, and will be
free of defective materials or workmanship.
If, for whatever reason, we have not kept this promise, we will at our option, repair, modify or
replace the goods or exchange them for a full refund. The Jacks warranty is not limited to the
replacement of parts: we will also pay for the cost of materials, labour and freight.
To be protected by this warranty:
1. You must pay for the goods on whatever basis was agreed
2. You must not make repairs, replacements or modifications without our prior agreement.
3. You must notify us of any defect within 7 days of its appearance so we have a chance to
4. If parts are being replaced, you must give us the option of having the parts returned to
our store, freight paid, for evaluation of your claim.
5. You must lodge any claim not later than 30 days after the warranty period expires.
We provide a 30-day warranty that your purchase is reliable and free from known defects, unless
explicitly stated in the auction listing. In the unlikely event that your purchase is faulty you must
let us know immediately and we will either repair, replace or refund it. If your item is unable to be
replaced we will offer you a full refund. We will do our best to resolve any problems as quickly as
We will not refund if you simply ‘change your mind’ or the item was not what you imagined it to
be. Because Jacks cannot be aware of the precise purposes every individual customer may intend
for the goods, it is your responsibility to satisfy yourself that their functionality will be suitable for
your particular purpose. Please ask all questions before purchase.
Terms and Conditions of Purchase
Supply of goods is governed by The General Conditions of Sale of W & R Jack Limited as per
attached document supplemented by the Jacks Return Policy Terms and Conditions stated above.
Goods remain the property of W & R Jack Limited until paid for.