HAS Terms and Conditions
1. The term ''Agreement” means these terms of sale themselves together with any and every invoice or other document evidencing or describing, whether by item or kind or otherwise, any Products or Services.

2. The term ''Products” means all goods or other property supplied by Heating Airconditioning Specialists Limited to the Applicant (hereafter referred to respectively as the Vendor and the Purchaser) and, for the avoidance of doubt, includes all goods or other property so supplied:
(i) Whether or not described by item or kind that enables them to be identified;
(ii) Which are or comprise inventory of the Purchaser.

3. The term ''Services” means all work carried out by the Vendor relating to the design, installation, maintenance or service of the Products and includes any associated work carried out in respect of the Purchaser’s property or at the Purchaser’s request.

4. The term ''PPSA” means the Personal Property Securities Act 1999.

5. The terms ''after-acquired property”, ''at risk”, ''default”, ''inventory”, ''lease”, ''perfected”, ''proceeds”, ''purchase money security interest”, ''rights”, ''security interest” and ''sell” have the respective meanings given to them under, or in the context of, the PPSA.

6. The Agreement forms the basis on which the Vendor supplies and sells Products and Services to the Purchaser. Each such supply and sale shall be effected pursuant to the terms of this Agreement (unless in any specific case agreed otherwise in writing). Any invoice or other document evidencing or describing any Products or Services is incorporated into and forms part of the Agreement.

7. The Vendor shall use reasonable endeavours to complete delivery of all Products and Services ordered by the Purchaser provided however that the Vendor accepts no liability for any loss or damage suffered as a consequence of delay or failure to deliver any of the Products or Services, except as required by law.

8. To the extent permitted by law, the vendor makes no warranties or representations to the Purchasers. The Vendor’s liability for any breach of contract or for any negligent act or omission whatsoever, however it may arise, or breach of statutory warranty (to the extent permitted) or in any way related to this Agreement is limited to the cost of replacement of the Products or supply of equivalent goods (at the Vendor's option) and in no event shall the vendor be liable for any loss (whether direct or indirect) of profits, revenues, use or production or for corruption or destruction of data or for any indirect, special or consequential loss or damage whatsoever.

9. Subject to warranties required by law, the benefit of any warranty available to the Purchaser shall be subject to the following:
(i) the Products must have been stored, maintained, installed and operated by the Purchaser strictly in the manner prescribed by the Vendor;
(ii) the right of the Vendor to examine the Products in relation to which the Purchaser seeks to enforce the warranty;
(iii) that acceptance of the Vendor’s work or services by the Purchaser shall relieve the Vendor of any further obligations under such warranty;
(iv) the Products not having been repaired or altered by a third party without express approval of the Vendor or in any manner misused or damaged whether by negligence of otherwise.

10. The Vendor shall not be obliged to accept the return by the Purchaser of the Products unless obligated by law.

11. The Vendor’s responsibility for loss or damage to the Products shall cease upon delivery of the Products to the Purchaser or to a carrier for delivery to the Purchaser, whichever is the sooner. Where payment has not been received by the Vendor at the time of such delivery, the Purchaser agrees to and acknowledges that the Products will be insured by the Purchaser for the benefit of the Vendor until the Products are paid for by the Purchaser, in full. The Purchaser shall examine the Products on receipt and except as otherwise provided by law, the Purchaser shall be deemed to have accepted the Products and the quantity thereof unless the Vendor is notified of particulars of any claim within five (5) working days of receipt of the Products.

12. The Purchaser acknowledges that all prices quoted are subject to:
(i) adjustment if delivery of the Products is required more than thirty (30) calendar days after acceptance of the quote. Such adjustment shall be at the Vendor’s discretion;
(ii) the imposition of a minimum price per order of $25.00 plus transportation.

13. Deposit payment (50% of total works inclusive of the product)is to be paid before the project commences. Full payment for the products and services is due upon completion. Payment to be made either by cheque, bank draft or cash unless otherwise agreed between both parties. The vendor may at its discretion charge interest on any monies which are overdue at the rate of 2% per annum above the Vendor’s applicable overdraft rate calculated on a daily basis from the date the payment was due. The purchase price quoted shall be calculated in local currency and does not include any applicable statutory sales tax, excise duty, goods and services tax nor other taxes which taxes or duties shall be added to the purchase price. Any applicable duties and taxes required to be added to the price by the Vendor shall be added to the quoted price in the tax invoice.
If the Purchaser disputes any invoice issued by the Vendor, such dispute must be made in writing within seven (7) days of the date of the invoice.

14. The Purchaser acknowledges that it is liable to pay any costs incurred by the Vendor in recovering money owed by the Purchaser to the Vendor. Such costs include, but are not limited to, fees charged by debt collection agencies and solicitor/client costs.

15. To the extent that the Agreement involves the supply of Products or Services within New Zealand the provisions of paragraphs 16 - 22 (inclusive) apply.

16. The Purchaser:
(i) grants a security interest to the Vendor in each and every part of the Products and the proceeds of that part, as security for payment of that part, such security interest being a purchase money security interest; and
(ii) grants a security interest in all the Products and their proceeds, as further security for any amounts owing by the Purchaser to the Vendor from time to time in respect of the supply of Products or Services, and for the performance by the Purchaser of all of the Purchaser’s other obligations to the Vendor from time to time, such security interest being a security interest in all of the Purchaser’s present and after-acquired property, with the exception of any property not being Products as defined under paragraph 2.

17. The Vendor authorises the Purchaser to sell or lease, in the ordinary course of business of the Purchaser, any Products that are comprised in the Purchaser’s inventory.

18. The Purchaser agrees to do anything that the Vendor reasonably requires to ensure that the Vendor has a perfected security interest in all the Products and a purchase money security interest in each part of the Products to the extent of the purchase price for that part, and without limiting the generality of this clause the Purchaser agrees to give the Vendor not less than 14 days’ prior written notice of any proposed change in the Purchaser’s name.

19. The Vendor may allocate amounts received from the Purchaser in any manner it determines, including in any manner required to preserve any purchase money security interest it has in any Products.

20. The Purchaser agrees to reimburse the Vendor for all costs and/or expenses incurred or payable by the Vendor in relation to registering, maintaining or releasing any financing statement in respect of any security interest under the Agreement.

21. The Purchaser waives the right to receive a copy of the verification statement confirming registration of a financing statement or financing change statement relating to the security interest under the Agreement.

22. The Purchaser:
(i) agrees that if, at any relevant time, the Vendor does not at that time have priority over all other secured parties in respect of any part of the Products, then the Purchaser and the Vendor will, for the purposes of section 109(1) of the PPSA, be deemed, in accordance with the entitlement to do so under section 107(1) of the PPSA, to have contracted out of that section but specifically on the basis that, as between them and only to the extent of that part of the Products and the operation and application of the PPSA, section 109(1) (but amended only by the deletion of the words ''with priority over all other secured parties”) is reinstated and contracted back into; and
(ii) agrees that nothing in sections 114(1)(a), 133 and 134 of the PPSA shall apply to this Agreement, or the security under this Agreement, and waives the Purchaser’s rights under sections 121, 125, 129, 131 and 132 of the PPSA.

23. To the extent that the Agreement involves the supply of Products or Services outside New Zealand, the provisions of paragraph 24 apply.

24. It is the intention of the Vendor, and agreed by the Purchaser that ownership in the Products shall not pass until payment for the Products is received in full. The Products and all proceeds of sale of the Products shall be kept separate from other goods and other monies until full payment for the Products has been received by the Vendor.
(i) The Purchaser will hold the Products on trust for the Vendor as bailee of the Vendor.
(ii) The Purchaser will store the Products without cost to the Vendor separately from other Products in the possession of the Purchaser, and clearly distinguish and identify the Products as the Vendor’s Products.
(iii) If the Purchaser sells or trades the Products the Products will be sold at market value as fixed by this agreement on account of the Vendor.
(iv) While the Purchaser shall deal as principal and the Vendor shall not be liable to any person with whom the Purchaser deals, nevertheless the Purchaser shall hold the entire proceeds of sale or other dealing in respect of the Products in trust for the Vendor in a separate account for the Vendor.
(v) The Purchaser shall not deal with the money of the Vendor in any way adverse to the Vendor.
(vi) Until such time as ownership of the Products shall pass from the Vendor to the Purchaser the Vendor may give notice in writing to the Purchaser to return the Products or any of them to the Vendor. Upon such notice the rights of the Purchaser to retain ownership or any other interest in the Products shall cease.
(vii) If the Purchaser fails to return the Products to the Vendor then the Vendor or the Vendor’s agent may enter upon and into buildings and premises owned, occupied or used by the Purchaser where the Products are situated and take possession of the Products.
(viii) The Purchaser shall not charge the Products in any way nor give any interest in the Products while they remain the property of the Vendor.
(ix) The Purchaser shall insure and keep insured the Products to the full price against all risks until full payment is received by the Vendor.
(x) The Vendor may require payment of the purchase price or the balance of the purchase price due together with any other amounts due from the Purchaser to the Vendor arising out of this agreement, and the Vendor may take any lawful steps to require payment of the amounts due and the purchase price.
(xi) The foregoing provisions shall not entitle the Purchaser to return the Products without demand from the Vendor.
(xii) At the Purchaser’s expense the Purchaser shall, if required by the Vendor, execute a registerable charge securing the payment of the price by the Purchaser against the Products, to be discharged by the Vendor on the receipt by the Vendor of the purchase price.

25. The Purchaser will be in default in relation to all Products if any Products are at risk.

26. At any time after a default occurs, the Vendor may (whether or not the Vendor has exercised any other right) appoint any person to be a receiver of all or any of the Products. In addition to, and without limiting or affecting any other powers and authorities conferred on a receiver (whether under the Receiverships Act 1993 or at law or otherwise), a receiver has the power to do all things in relation to the Products as if the receiver has absolute ownership of the Products.

27. Notwithstanding terms 1 – 10 above, where this agreement is made between the Vendor and a Purchaser who acquires, or holds himself, herself or itself out as acquiring, the Products or the Vendor’s services for the purpose of business, subject to sections 40 and 41 of the Consumer Guarantees Act 1993, the provisions of that Act shall not apply.

28. If any provision of these terms is declared void or unenforceable by order of any court or by legislation then that provision shall be invalid as declared, with the remainder of this agreement being otherwise fully intact and enforceable.

29. These terms shall be construed in accordance with the laws of the jurisdiction of the Vendor’s place of business.

30. These terms are paramount, and, to the extent that there is any conflict between any provision of them and any invoice or other document evidencing or describing any Products or Services, the terms will prevail. Further if there is any other document or arrangement which conflicts with the Agreement, the Agreement shall prevail.
Please retain these Terms of Trade for your reference.
Clause 31: $100 reward is payable upon completion of the total work.
i Monies owed must be collected from the showroom located at 1A Normandy Ave, Hamilton.
i: payment is at the discretion of H.A.S.
iii:payment will be made by voucher.
Clause 32: Our invoice will be rendered and payable by the Purchaser, but the obligations of the Purchaser will be guaranteed by the directors of any Purchaser which is a company.

Purchasers Acknowledgement:

1. I have read these Terms of Trade.
2. I have received a copy of these Terms of Trade.
3. I acknowledge that ownership of the products does not pass to me until the Vendor has received full payment of all moneys owing by me in respect of the products to the Vendor.

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Purchaser

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Guarantor