TERMS & CONDITIONS OF TRADE

  1. DEFINITIONS
    1. “Aarkim” shall mean Aarkim Plastics Limited, or any agents or employees thereof.
    2. “Client” shall mean the Client, any person acting on behalf of and with the authority of the Client, or any person purchasing products and services from Aarkim.
    3. “Products” shall mean:
      1. all Products of the general description specified and supplied by Aarkim to the Client; and
      2. all Products supplied by Aarkim to the Client; and
      3. all inventory of the Client that is supplied by Aarkim; and
      4. all Products supplied by Aarkim and further identified in any invoice issued by Aarkim to the Client, which invoices are deemed to be incorporated into and form part of this agreement; and
      5. all Products that are marked as having been supplied by Aarkim or that are stored by the Client in a manner that enables them to be identified as having been supplied by Aarkim; and
      6. all of the Client’s present and after-acquired Products that Aarkim has performed work on or to or in which goods or materials supplied or financed by Aarkim have been attached or incorporated.
      7. The above descriptions may overlap but each is independent of and does not limit the others.
    4. “Products” shall also mean all goods, products, services and advice provided by Aarkim to the Client and shall include without limitation the design, manufacture, development, supply, repair and alteration of plastic products and all technical advice and all charges for labour, hire charges, insurance charges, or any fee or charge associated with the supply of Products by Aarkim to the Client.
    5. “Price” shall mean the cost of the Products as agreed between Aarkim and the Client and includes all disbursements eg charges Aarkim pay to others on the Client’s behalf subject to clause 4 of this contract.
  2. ACCEPTANCE
    1. Any instructions received by Aarkim from the Client for the supply of Products shall constitute a binding contract and acceptance of the terms and conditions contained herein.
  3. COLLECTION AND USE OF INFORMATION
    1. The Client authorises Aarkim to collect, retain and use any information about the Client, for the purpose of assessing the Client’s creditworthiness, enforcing any rights under this contract, or marketing any Products provided by Aarkim to any other party.
    2. The Client authorises Aarkim to disclose any information obtained to any person for the purposes set out in clause 1.
    3. Where the Client is a natural person the authorities under clauses 1 and 3.2 are authorities or consents for the purposes of the Privacy Act 2020.
  4. PRICE
    1. Where no price is stated in writing or agreed to orally the Products shall be deemed to be sold at the current amount as such Products are sold by Aarkim at the time of the contract.
    2. The price may be increased by the amount of any reasonable increase in the cost of supply of the Products that is beyond the control of Aarkim between the date of the contract and delivery of the Products.
  5. PAYMENT
    1. Payment for Products shall be made in full on or before the 20th day of the month following the date of the invoice (“the due date”).
    2. Interest may be charged on any amount owing after the due date at the rate of 2.5% per month or part month.
    3. Any expenses, disbursements and legal costs incurred by Aarkim in the enforcement of any rights contained in this contract shall be paid by the Client, including any reasonable solicitor’s fees or debt collection agency fees.
    4. Receipt of a cheque, bill of exchange, or other negotiable instrument shall not constitute payment until such negotiable instrument is paid in full.
    5. A deposit may be required.
  6. QUOTATION
    1. Where a quotation is given by Aarkim for Products:
      1. Unless otherwise agreed the quotation shall be valid for thirty (30) days from the date of issue; and
      2. The quotation shall be exclusive of goods and services tax unless specifically stated to the contrary;
      3. Aarkim reserve the right to alter the quotation because of circumstances beyond its control.
    2. Where Products are required in addition to the quotation the Client agrees to pay for the additional cost of such Products.
  7. RISK
    1. The Products remain at Aarkim’s risk until delivery to the Client.
    2. Delivery of Products shall be deemed complete when Aarkim gives possession of the Products directly to the Client or possession of the Products is given to a carrier, courier, or other bailee for purposes of transmission to the Client.
    3. The time agreed for delivery shall not be an essential term of this contract unless the Client gives written notice to Aarkim making time of the essence.
  8. TITLE AND SECURITY (PERSONAL PROPERTY SECURITIES ACT 1999)
    1. Title in any Products supplied by Aarkim passes to the Client only when the Client has made payment in full for all Products provided by Aarkim and of all other sums due to Aarkim by the Client on any account whatsoever.  Until all sums due to Aarkim by the Client have been paid in full, Aarkim has a security interest in all Products.
    2. If the Products are attached, fixed, or incorporated into any property of the Client, by way of any manufacturing or assembly process by the Client or any third party, title in the Products shall remain with Aarkim until the Client has made payment for all Products, and where those Products are mixed with other property so as to be part of or a constituent of any new Products, title to these new Products shall deemed to be assigned to Aarkim as security for the full satisfaction by the Client of the full amount owing between Aarkim and Client.
    3. The Client gives irrevocable authority to Aarkim to enter any premises occupied by the Client or on which Products are situated at any reasonable time after default by the Client or before default if Aarkim believes a default is likely and to remove and repossess any Products and any other property to which Products are attached or in which Products are incorporated.  Aarkim shall not be liable for any costs, damages, expenses or losses incurred by the Client or any third party as a result of this action, nor liable in contract or in tort or otherwise in any way whatsoever unless by statute such liability cannot be excluded.  Aarkim may either resell any repossessed Products and credit the Client’s account with the net proceeds of sale (after deduction of all repossession, storage, selling and other costs) or may retain any repossessed Products and credit the Client’s account with the invoice value thereof less such sum as Aarkim reasonably determines on account of wear and tear, depreciation, obsolescence, loss or profit and costs.
    4. Where Products are retained by Aarkim pursuant to clause 3 the Client waives the right to receive notice under s.120 of the Personal Property Securities Act 1999 (“PPSA”) and to object under s.121 of the PPSA.
    5. The following shall constitute defaults by the Client:
      1. Non-payment of any sum by the due date.
      2. The Client intimates that it will not pay any sum by the due date.
      3. Any Products are seized by any other creditor of the Client or any other creditor intimates that it intends to seize Products.
      4. Any Products in the possession of the Client are materially damaged while any sum due from the Client to Aarkim remains unpaid.
      5. The Client is bankrupted or put into liquidation or a receiver is appointed to any of the Client’s assets or a landlord distrains against any of the Client’s assets.
      6. A Court judgment is entered against the Client and remains unsatisfied for seven (7) days.
      7. Any material adverse change in the financial position of the Client.
  1. PAYMENT ALLOCATION
    1. Aarkim may in its discretion allocate any payment received from the Client towards any invoice that Aarkim determines and may do so at the time of receipt or at any time afterwards and on default by the Client may reallocate any payments previously received and allocated.  In the absence of any payment allocation by Aarkim, payment shall be deemed to be allocated in such manner as preserves the maximum value of Aarkim’s purchase money security interest in the Products.
  2. GENERAL LIEN
    1. The Client agrees that Aarkim may exercise a general lien against any Products or property belonging to the Client that is in the possession of Aarkim for all sums outstanding under this contract and any other contract to which the Client and Aarkim are parties.
    2. If the lien is not satisfied within 7 days of the due date Aarkim may, having given notice of the lien at its option either:
    3. Remove such Products and store them in such a place and in such a manner as Aarkim shall think fit and proper and at the risk and expense of the Client; or
    4. Sell such Products or part thereof upon such terms as it shall think fit and apply the proceeds in or towards discharge of the lien and costs of sale without being liable to any person for damage caused.
  1. DISPUTES AND RETURN OF GOODS
    1. No claim relating to the Products will be considered unless made within seven (7) days of delivery.
    2. No Products will be accepted for return without prior approval of Aarkim Plastics.
  2. LIABILITY
    1. The Consumer Guarantees Act 1993, the Fair Trading Act 1986 and other statutes may imply warranties or conditions or impose obligations upon Aarkim which cannot by law (or which can only to a limited extent by law) be excluded or modified.  In respect of any such implied warranties, conditions or terms imposed on Aarkim, Aarkim’s liability shall, where it is allowed, be excluded or if not able to be excluded only apply to the minimum extent required by the relevant statute.
    2. Except as otherwise provided by clause 1 Aarkim shall not be liable for:
      1. Any loss or damage of any kind whatsoever, arising from the supply of Products by Aarkim to the Client including consequential loss whether suffered or incurred by the Client or another person and whether in contract or tort (including negligence) or otherwise and irrespective of whether such loss or damage arises directly or indirectly from Products provided by Aarkim to the Client; and
      2. The Client shall indemnify Aarkim 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 Aarkim or otherwise, brought by any person in connection with any matter, act, omission, or error by Aarkim its agents or employees in connection with the Products.
  1. WARRANTY
    1. No representation, condition, warranty or premise expressed or implied by law or otherwise applies to the Products except where goods are supplied or services provided pursuant to the Consumer Guarantees Act 1993 or except where expressly stated in this contract.
    2. Aarkim does not provide any warranty that the Products are fit and suitable for the purpose for which they are required by the Client and shall not be liable if they are not.
  2. CONSUMER GUARANTEES ACT
    1. The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the Client acquires Products from Aarkim for the purposes of a business in terms of section 2 and 43 of that Act.
  3. PERSONAL GUARANTEE OF COMPANY DIRECTORS OR TRUSTEES
    1. If the Client is a company or trust, the director(s) or trustee(s) signing this contract, in consideration for Aarkim agreeing to supply Products and grant credit to the Client at their request, also sign this contract in their personal capacity and jointly and severally personally undertake as principal debtors to Aarkim the payment of any and all monies now or hereafter owed by the Client to Aarkim and indemnify Aarkim against non-payment by the Client.  Any personal liability of a signatory hereto shall not exclude the Client in any way whatsoever from the liabilities and obligations contained in this contract.  The signatories and Client shall be jointly and severally liable under the terms and conditions of this contract and for payment of all sums due hereunder.
  4. CANCELLATION
    1. Aarkim shall, without any liability, and without any prejudice to any other right it has in law or equity, have the right by notice to suspend or cancel in whole or in part any contract for the supply of Products to the Client if the Client fails to pay any money owing after the due date or the Client commits an act of bankruptcy as defined in section 19 of the Insolvency Act 1967.
    2. Any cancellation or suspension of this agreement shall not affect Aarkim’s claim for money due at the time of cancellation or suspension or for damages for any breach of any terms of this contract or the Client’s obligations to Aarkim under this contract.
  5. COPYRIGHT AND INTELLECTUAL PROPERTY
    1. Aarkim Plastics owns, and has copyright in all work, art, film, tooling, drawings, specifications, models, photographs, documents, and software produced by it in connection with the services that form the subject of this contract and the Client may use them only if paid for in full and for the purpose for which they were intended and supplied by Aarkim.
  6. PROOF APPROVAL
    1. Aarkim shall not be liable for errors in the finished work where a proof has been submitted to and approved by the Client.  All proofs, including proofs subsequent to amendments or alterations, shall be charged to the Client.
  7. MISCELLANEOUS
    1. Aarkim shall not be liable for delay or failure to perform its obligations if the cause of the delay or failure is beyond its control.
    2. Failure by Aarkim 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 Aarkim has under this contract.
    3. 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.