EcoLuxe Living Wholesale Terms & Conditions of Sale for International Buyers
“Buyer” shall refer to the buyer, any person acting on behalf or and with the authority of the Buyer, or any person purchasing Goods from us.
“Goods” shall refer to any Goods delivered by EcoLuxe Living (as more fully described in any invoice or other sales record issued by EcoLuxe Living) to you or your agent, including freight and handling charges incurred in doing so all of which form part of these terms and conditions.
“EcoLuxe Living” shall refer to EcoLuxe Living Limited, or any agents or employees thereof.
“Price” shall refer to the cost of the Goods, and includes all disbursements.
Once an order has been submitted by the Buyer, the Buyer is contractually committed to carry out the sale at the agreed price unless otherwise agreed to in writing by both parties.
Payment is due in full prior to delivery. Once funds have cleared, EcoLuxe Living will dispatch the order within 5 working days. EcoLuxe Living will accept payment by direct transfer into the EcoLuxe Living New Zealand bank account. Payments for orders accepted internationally shall be made in New Zealand dollars.
3. ORDERING PROCEDURE
An EcoLuxe Living Wholesale Application Form must be correctly filled out, signed by the Buyer and approved by EcoLuxe Living. Once the Account Application Form has been approved by EcoLuxe Living the Buyer can proceed with placing an order and is legally bound to the agreements therein including these Terms and Conditions of Sale.
After the placement of an order EcoLuxe Living will provide the Buyer with a Sales Confirmation. Once a Sales Confirmation has been issued, the Buyer is legally bound to the order and any agreements therein including these terms and conditions.
4. RETENTION OF TITLE
Title to the goods shall remain vested in EcoLuxe Living and shall not pass to the Buyer until the purchase price for the goods has been paid in full and received by EcoLuxe Living. Until title to the goods passes:
- a) EcoLuxe Living shall have authority to retake, sell or otherwise deal with and/or dispose of all or any part of the goods;
- b) EcoLuxe Living and its agents and employees shall be entitled at any time and without the need to give notice enter upon any property upon which the goods or any part are stored, or upon which EcoLuxe Living reasonably believes them to be kept;
- c) The Buyer shall store or mark the goods in a manner reasonably satisfactory to EcoLuxe Living indicating that title to the goods remains vested in EcoLuxe Living;
- d) Irrespective of whether title to the goods remains vested in EcoLuxe Living, risk in the goods shall pass to the Buyer upon delivery. The Buyer shall insure the goods to their full replacement value.
5. SHIPPING TERMS
Unless specified in writing by EcoLuxe Living the Buyer is responsible for all costs related to freight, insurance, duty and taxes. The Buyer can choose to organize their own carrier or EcoLuxe Living will organize and add the freight amount onto the invoice which must be paid in full prior to delivery. Local duties and taxes will remain responsibility of the Buyer at all times.
International sales will not include New Zealand G.S.T. All local taxes are the responsibility of the Buyer.
7.1 Force majeure
No Party shall be liable for any failure to perform its obligations where such failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalisation, government sanction, blockage, embargo, labour dispute, strike, lockout or interruption or failure of electricity or [telephone service], and no other Party will have a right to terminate this agreement in such circumstances. Any Party asserting Force Majeure as an excuse shall have the burden of proving that reasonable steps were taken (under the circumstances) to minimize delay or damages caused by foreseeable events, that all non-excused obligations were substantially fulfilled, and that the other Party was timely notified of the likelihood or actual occurrence which would justify such an assertion, so that other prudent precautions could be contemplated.
7.2 Delivery date shown on the ‘Sales Confirmation’ form is an estimate only and EcoLuxe Living will use all reasonable endeavors to delivery by such date.
8.1 EcoLuxe Living may cancel this contract at any time by giving written notice. EcoLuxe Living shall not be liable to any loss or damage whatsoever arising from such cancellation.
8.2 Cancellation or alteration to the order by the Buyer after the order close off date as stated on the order form may be subject to a cancellation fee representing 50% of the value of the cancelled order at the discretion of EcoLuxe Living.
8.3 Cancellation of any order by the Buyer must be submitted in writing. EcoLuxe Living has no obligation to accept cancellation of any part of the order once the order has been submitted by the Buyer. Decisions regarding the acceptance of any part of the order are at the discretion of EcoLuxe Living.
9. RISK OF LOSS
Once the goods have been delivered and signed by the Buyer all risk of loss is the responsibility of the Buyer.
10. INSPECTION OF GOODS ON RECEIPT
Unless the Buyer has inspected the goods and given written notice to EcoLuxe Living within seven (7) days after delivery that the goods do not comply with the relevant specifications or descriptions, the goods are deemed to have been accepted in good order and condition.
11. RETURN OF GOODS
No returns will be accepted unless EcoLuxe Living has previously agreed in writing. If EcoLuxe Living agrees to the return of Goods, they must be unsoiled, undamaged and in a re-saleable condition (or Buyer pays for all costs of replacement or repair) and delivered free to EcoLuxe Living premises unless otherwise agreed by EcoLuxe Living in writing.
At times, goods will not be produced, or will be produced but not be up to the quality expected by EcoLuxe Living. While every attempt will be made to avoid non-delivery, if such a situation arises, non-delivery of goods will be accepted by the Buyer and EcoLuxe Living will accept no liability for resulting losses to the Buyer. The Buyer will not be invoiced for non-delivered goods.
EcoLuxe Living will insure the goods up until delivery to the Buyers specified location. Thereafter, the goods are the responsibility of the Buyer.
14.1 EcoLuxe Living warrants that the goods delivered meet the Buyers specifications as stated on the ‘Order Form’ and signed ‘Sales Confirmation’. Once delivered the Buyer assumes all risk and liability resulting from use of the goods.
14.2 If any fault is evident within the goods, that is a result of faulty manufacturing EcoLuxe Living will replace the goods. If the goods are no longer in stock a credit will be offered.
If any fault in the goods is deemed to be from misuse, wear and tear, tampering or not following care instructions no refund or replacement will be offered.
16. NO SALE BY DESCRIPTION OR SAMPLE
Unless otherwise expressly agreed in writing, EcoLuxe Living does not warrant that the goods conform to any specific description or sample. EcoLuxe Living reserves the right to alter or remove its product dimensions, drawings, specifications, designs, materials, components, fabrics, patterns, printing techniques, colours, printed materials, packaging, promotional material, construction methods and/or offers included with purchase. EcoLuxe Living may do so without notice. Any such alterations shall not impose upon EcoLuxe Living an obligation to alter goods that it already delivered to the Purchaser. Any description of the goods, whether given verbally or appearing in EcoLuxe Living sales literature, catalogues or otherwise, shall not constitute a sale by description, unless EcoLuxe Living expressly agrees in writing that such description forms a condition of sale. An inspection by the Buyer of the goods, or a demonstration of the goods, shall not constitute a sale by sample. Unless otherwise expressly agreed in writing, it is not a condition of sale that the goods correspond precisely with the dimensions and specifications appearing in any product literature or with any sample that may have been shown or demonstrated to the Buyer. All samples remain the property of EcoLuxe Living, unless stated otherwise.
17. COMPLIANCE WITH LAW
The Buyer must comply with all legislation relating to the usage and description of the merchandise.
18. INTELLECTUAL PROPERTY
The content and design of all products and logos are copyright and belong to EcoLuxe Living. The Buyer may not use any intellectual property without written permission.
19. PRIVACY ACT CONSIDERATIONS
All information given to EcoLuxe Living by the buyer will only be used in a manner which complies with New Zealand Privacy Laws.
20. GOVERNING LAW
New Zealand law and the decisions of its courts shall be the exclusive place of jurisdiction with respect to any question or controversy that may arise hereunder from disputes or transactions with EcoLuxe Living
If any provision contained in these Conditions of Sale is held by a court to be unlawful, invalid or unenforceable, the validity and enforce-ability of the remaining provisions are not affected.