Terms and Conditions of Sale
Powerbox Pacific Limited
NZBN 9429038545641
(Company or we/us/our)
Trading Terms and Conditions
For Sale of Goods
These Trading Terms & Conditions (“Terms”) apply (unless otherwise previously agreed in writing) to the supply of Goods by the Company to a Customer from time to time. By ordering through the Company’s online store or purchasing Goods from the Company, the Customer accepts these Terms. Unless the Company has signed a separate contract with the Customer, these Terms override any inconsistent terms in any other communication or agreement. References in these Terms to “the Company” or “our” or “we” are to Powerbox Pacific Limited.
Any supply of Goods by the Company to the Customer made after the date of acceptance of these Terms is a supply pursuant to the supply agreement constituted by these Terms and the relevant order accepted by the Company (‘Agreement’) and any such supply does not give rise to a new or separate agreement.
1Interpretation
In these Terms unless the contrary intention appears:
Additional Charges includes all delivery, handling and storage charges, goods and services tax, interest, legal and other costs of recovery of unpaid money and all other government imposts and all money, other than the Purchase Price, payable by the Customer to Company arising out of the sale of the Goods.
CGA means the Consumer Guarantees Act 1993 (NZ).
Consequential Loss means increased costs or expenses; loss of revenue; loss of profit or anticipated profit; loss of business; loss of business reputation; loss of opportunities; loss of anticipated savings; loss of goodwill; loss or expense resulting from a claim by a third party; special or indirect loss or damage of any nature whatsoever caused by the Company’s failure to complete or delay in completing the order to deliver the Goods; and any other loss suffered by a party as a result of a breach of this Agreement that cannot reasonably be considered to arise directly and naturally from that breach.
Customer means the person to or for whom the Goods are to be supplied by Company.
Force Majeure Event means any event outside the reasonable control of the Company including acts of God, war, riots, strikes, lock outs, trade disputes, break downs, mechanical failures, interruptions of transport, government action, pandemic, epidemic or any other cause whatsoever, whether or not of a like nature to those specified herein.
FTA means the Fair Trading Act 1986 (NZ).
Goods means the goods sold to the Customer by Company and includes any services provided by Company to Customer.
Intellectual Property Right means any registered design, patent, trademark, copyright, trade secret or any other proprietary right of a third party or parties, registered or unregistered, in any country.
Period means in respect of any Goods, the standard warranty period for the relevant manufacturer or brand of those Goods set out in the Company’s Product Warranty Statement published at www.powerbox.co.nz/pages/warranty (as amended from time to time) or, if no such period is specified there, the period of time specified by the Company in its sole discretion exercised reasonably and notified in writing to the Customer.
Powerbox Warranty has the meaning given in clause 3.1.
PPSA means the Personal Property Securities Act 1999 (NZ).
Purchase Price means the list price for the Goods as charged by Company at the date of submission of the order or such other price as may be agreed by Company and the Customer at the time of ordering or prior to delivery of the Goods. It includes shipping and handling charges as indicated on a tax invoice issued by the Company but excludes GST.
2Order for Goods
2.1An order is binding on the Company and the Customer once the Company accepts it in writing or supplies the Goods in accordance with the order.
2.2The Company is not obliged to accept any order and may accept an order in part only. If the Company does not accept the Customer’s order (or accepts it only in part), it will notify the Customer as soon as reasonably practicable and refund any payment already made in respect of the Goods not supplied.
2.3The Customer may not cancel an accepted order without the Company's prior written approval, except where the Customer has a right to cancel under the CGA, or where the delivery of an order has been delayed by more than 60 days beyond the delivery date agreed as part of the order (excluding any delay due to factors beyond the Company’s reasonable control).
3Consumer Rights
3.1Where the Customer is purchasing the Goods as a consumer, the Customer may have rights under the FTA and/or CGA in relation to the Goods. Further information about those rights is available here and here. Except as stated in clause 3.2, nothing in these Terms takes away from any rights the Customer may have under the FTA and/or CGA.
3.2If the Customer is in trade, and the Goods are acquired by the Customer in trade, then the Customer and the Company contract out of the provisions of the CGA, and sections 9, 12A, 13 and 14(1) of the FTA, in each case to the extent permitted by the FTA and CGA. For this purpose, “in trade” has the same meaning as in the FTA and CGA.
4Warranties
4.1The Company warrants that the Goods are free from defects in workmanship, design and materials for the Period from the date of invoice (Powerbox Warranty).
4.2Under the Powerbox Warranty, the repair or replacement of the Goods during the Period is at the option of the Company. If replacement Goods are supplied, the Powerbox Warranty remains based on the original date of invoice.
4.3All Goods, the subject of a claim under the Powerbox Warranty, must be inspected by the Company for evaluation before any claim is approved.
4.4To make a warranty claim pursuant to the Powerbox Warranty, the Customer must:
4.4.1notify the Company in writing within 14 days of the alleged defect first coming to the Customer’s notice and within the Period;
4.4.2provide the Company all information required, including serial numbers, photos of the alleged defect, and with reasonable evidence of the proof of purchase;
4.4.3provide evidence that the Goods have been installed correctly and used in accordance with the Company’s instructions supplied with the Goods; and
4.4.4make the Goods available for inspection by the Company, so that the Company may determine if the notice of defect or damage is valid and carry out all necessary work with the Goods.
4.5The Powerbox Warranty extends only to:
4.5.1defects arising solely from faulty design, materials or workmanship under proper use of the Goods;
4.5.2Goods installed by a suitably qualified and experienced person;
4.5.3Goods sold by the Company or its authorised distributors or dealers and only where the Goods are used and serviced within New Zealand; and
4.5.4where the defects appear in the Goods within the Period.
4.6The Powerbox Warranty does not cover:
4.6.1unauthorised repairs, alteration, modification or substitution of any parts of the Goods, or storage or use of the Goods other than in accordance with the instructions supplied;
4.6.2other goods that are not manufactured or supplied by the Company;
4.6.3electrical products and systems into which the Goods are installed or form part of but which have not been supplied by the Company;
4.6.4goods purchased:
4.6.4.1other than from the Company (such as purchases from unauthorised retailers and purchases over the internet, from local/international sellers or sites such as Ebay and Amazon); or
4.6.4.2from a competitor or not from an authorised dealer or distributor of the Company.
4.7In addition to the above, the Powerbox Warranty does not cover the following:
4.7.1damage or defects to the Goods that ought reasonably to have been revealed to the Customer by an examination of the Goods, where the Customer conducted such an examination before acquiring the Goods;
4.7.2normal wear and tear due to the course of normal use;
4.7.3any Goods with a serial number removed;
4.7.4any software applications or programs which relate to the Goods but have not been supplied by the Company or any Company authorised dealer;
4.7.5accidental damage or damage caused by an extraordinary event or circumstance beyond the Customer’s or anyone else’s control including damage caused by:
4.7.5.1environmental factors;
4.7.5.2natural discolouration of material due to ultraviolet light;
4.7.5.3crushing, impact with hard surface or damage caused in the transit of the Goods;
4.7.5.4foreign material, or exposure of the Goods to excessive heat or cold or to solvents, or water entry into the Goods;
4.7.5.5abnormal Goods performance caused by any ancillary goods interference or other external factors;
4.7.5.6improper or inadequate maintenance or calibration of the Goods;
4.7.5.7adverse external conditions including electrical power surges, spikes or dips, or fluctuations in voltage or current; or
4.7.5.8interaction with vermin.
4.8Charges may apply for any non-warranty services performed to the extent permitted by law.
4.9Apart from any guarantees under the CGA which cannot lawfully be excluded, all other warranties, conditions and guarantees express or implied and whether arising by virtue of statute (including any terms implied by Part 3 of the Contract and Commercial Law Act 2017 (NZ)) or otherwise are excluded. To the extent permitted by law, all other warranties whether implied or otherwise, not set out in these Terms or in another warranty document given by the Company are excluded.
4.10The Powerbox Warranty is not applicable outside New Zealand.
4.11To make a claim under the Powerbox Warranty or to discuss the Powerbox Warranty service, please visit our website or contact Powerbox at:
Address: 1a Henry Rose Place, Albany, Auckland 0632, New Zealand
Phone number: 09 4158 320
Email: sales@powerbox.co.nz
Website: www.powerbox.co.nz
5Returns, Refunds and Restocking
5.1Nothing under this heading takes away from any rights the Customer may have under the FTA and/or CGA, including in relation to any replacement Goods.
5.2When the Company denies refunds or exchanges. The Company does not give refunds or exchanges if the Customer:
5.2.1changes its mind;
5.2.2purchases the wrong Goods;
5.2.3damages the Goods after purchase;
5.2.4damages the Goods due to the unusual or non-recommended use of the Goods;
5.2.5through its actions or omissions damage is caused to the Goods by any factors beyond the Company’s control; or
5.2.6fails to provide adequate proof of purchase.
5.3Eligibility for refunds, returns and warranties. To be eligible for a refund or warranty claim, the Customer must report the details of the fault or defect to the Company on 09 4158 320 and obtain from the Company and retain a ‘RMA’ (Return Material Authority) number.
5.4Please note that the Company may charge an inspection / service fee plus any additional shipping costs if the Goods do not have a fault or defect.
5.5If the Goods have been supplied to the Customer in full accordance with these Terms and any applicable requirements of the CGA, the Company may require the payment of all its costs relating to the return of the Goods to the Customer.
5.6Restocking Policy. In limited circumstances, the Company may offer Customers a conditional courtesy return (where the Customer does not otherwise have a legal right to a refund or replacement) if:
5.6.1the Customer notifies the Company within 7 days of receipt of delivery of the Goods;
5.6.2the Goods remain unopened, unused and are still in pristine condition; and
5.6.3the Customer accepts a minimum restocking fee of 20% of the Purchase Price; and
5.6.4the Goods are not special order or non-stock items, including but not limited to goods ordered specifically to the Customer’s requirements, items not ordinarily held in the Company’s inventory, or goods sourced from suppliers on a made-to-order basis.
Acceptances of these returns are entirely at the discretion of the Company and are subject to a thorough inspection of the Goods. If the Company rejects the Goods under this clause it will return the Goods to the Customer and charge the Customer any reasonable shipping costs for doing so. The restocking policy does not apply to special order or non-stock items, which are non-returnable and non-refundable under any circumstances, except where required by law (including, where applicable, the CGA).
5.7Receiving a refund. Any Goods refunded by the Company will be given to the Customer in the same payment method that the Customer used to purchase the Goods. Please note that refunds can take up to 5 business days to process.
5.8Manufacturer extended warranties when goods damaged in transit.
5.8.1The Company acknowledges that, where the Goods are supplied to a consumer, manufacturers of the Goods cannot modify, restrict or exclude the guarantees that apply under the CGA.
5.8.2The Customer and the Company acknowledge though that manufacturers may offer extended warranties which are over and above the guarantees under the CGA.
5.8.3Those extended warranties of manufacturers may be voided if the Goods are damaged in transit.
5.8.4To the extent permitted by law, the Company does not take responsibility for any Goods that are damaged or lost in transit, which are returned by Customers for the purpose of warranty claims or returns.
5.8.5In order to avoid a manufacturer’s extended warranty being voided, the Customer must ensure that the Goods are packed appropriately for shipping before returning them to the Company.
5.8.6The Customer must contact the Company if the Customer is unsure on how to pack Goods appropriately for shipping.
5.9Costs when returning Goods. The Customer is responsible for all charges relating to the return of Goods to the Company except if the Company must reimburse charges in accordance with law, or if the Customer is entitled to a refund or replacement under CGA.
5.10Return Material Authorisation (RMA). Customers must obtain an RMA number from the Company prior to sending or personally returning Goods to the Company.
5.11Special Orders, Clearance, Discontinued Items, Free Products and Samples. The Company does not accept the return or exchange of Goods if Customers:
5.11.1change their mind;
5.11.2no longer require the Goods due to change in personal circumstances;
5.11.3find the Goods cheaper somewhere else;
5.11.4damage the Goods through misuse; or
5.11.5knew of a particular fault in the Goods, or was advised of a particular fault in the Goods prior to purchase.
A limited warranty may also apply for clearance or discontinued Goods. Please read the product description for the Goods or contact the Company for more details if unsure whether a limited warranty applies to these Goods or not.
6Limitation of Liability
6.1Nothing under this heading takes away from any rights the Customer may have under the FTA and/or CGA, including in relation to any replacement Goods.
6.2The Company’s liability is limited, to the extent permissible by law and at the Company’s option, to:
6.2.1in relation to the Goods:
6.2.1.1the replacement of the Goods or the supply of equivalent Goods
6.2.1.2the repair of the Goods
6.2.1.3the payment of the cost of replacing the Goods or of acquiring equivalent Goods; or
6.2.1.4the payment of the cost of having the Goods repaired
6.2.2in relation to services:
6.2.2.1the supply of service again; or
6.2.2.2the payment of the cost of having the services supplied again.
6.3To the extent permissible by law, the Company’s liability to the Customer in connection with any item or order of Goods will not exceed the price paid by the Customer for that item or order.
6.4The Company is not liable under these Terms, or in connection with any order of Goods or services, whether in contract, tort (including, without limitation, negligence or breach of statutory duty) or otherwise to compensate the Customer for:
6.4.1any increased costs or expenses;
6.4.2any loss of profit, revenue, business, contracts, opportunities, anticipated profit or anticipated savings;
6.4.3any loss of business reputation or goodwill;
6.4.4any loss or expense resulting from a claim by a third party; or
6.4.5any special, indirect or Consequential Loss or damage of any nature whatsoever; or
6.4.6any other loss suffered by a party as a result of a breach of contract that cannot reasonably be considered to arise directly and naturally from that breach.
6.5To the extent permitted at law, any claims to be made against the Company for short delivery of Goods must be lodged with the Company in writing within 14 days of the delivery date.
7Delivery
7.1The times quoted for delivery are estimates only and to the extent permitted by law, the Company accepts no liability for delay by the carrier. To the extent permitted by law, the Customer is not relieved of any obligation to accept or pay for Goods by reason of any delay in delivery. Goods may be delivered by instalments at the discretion of Company.
7.2The Company arranges shipment of the Goods to the Customer on a Free on Board (F.O.B) basis. As such, all risk of loss passes to the Customer upon delivery of the Goods to the carrier.
7.3All Additional Charges are payable by the Customer in addition to the Purchase Price of the Goods.
8Price and Payment
8.1The Customer must pay in full the Purchase Price and the Additional Charges to the Company.
8.2If the Company has accepted a signed credit application form from the Customer, then the Customer must pay the Purchase Price, plus the requisite GST, in relation to each order to the Company by the 20th of the month following the receipt of the relevant invoice (Payment Due Date).
8.3If the Company has not accepted a signed credit application form from the Customer, then the Company is not required to deliver the Goods until the Customer has paid the Purchase Price and the Additional Charges in full. Payment is due before delivery. Time for payment is of the essence. Payment for the Goods ordered is due before shipment and back order (pre-order).
8.4The Company only accepts payment by Credit Card (Visa and Mastercard) or Bank Transfer.
8.5If the Customer is in default, the Company may at its option withhold further deliveries or cancel a contract without prejudice to any of its existing rights.
8.6Interest is charged on any outstanding amount not paid by the Payment Due Date, at the rate prescribed from time to time under the Interest on Money Claims Act 2016 (NZ), from the Payment Due Date until the date full payment is received by Company.
8.7All amounts payable by the Customer under these Terms must be paid without set-off or counter claim of any kind.
9Credit Terms and Assessment
9.1The Company may, at its discretion, grant credit terms to the Customer.
9.2The Customer agrees that the Company may obtain and use credit-related information from third-party credit reporting agencies, including CreditorWatch, Equifax and other credit reporting bodies, for the purposes of assessing creditworthiness and managing the commercial relationship. By submitting a credit application, the Customer (and any nominated guarantor) consents to the Company collecting, using, and disclosing personal and commercial information to and from credit reporting agencies for the purposes of credit assessment and ongoing account management, in accordance with the Privacy Act 2020 (NZ) (including the Credit Reporting Privacy Code 2020) and the Company’s Privacy Policy.
9.3The Company reserves the right to require one or more directors or principals of the Customer to provide a personal guarantee as a condition of granting or continuing credit terms. Such guarantee will be in the form required by the Company and will be executed as a deed.
9.4A personal guarantee may be required where, in the Company’s assessment, the Customer:
9.4.1has limited trading history or insufficient credit history;
9.4.2receives a credit assessment indicating elevated risk;
9.4.3requests credit limits exceeding demonstrated capacity;
9.4.4operates within higher risk industries;
9.4.5is a newly incorporated entity;
9.4.6fails to comply with agreed payment terms; or
9.4.7otherwise does not meet credit approval requirements.
9.5The Company may conduct periodic credit reviews during the term of any credit arrangement and may at any time reassess creditworthiness and vary, suspend, or withdraw credit terms or require additional security. Any variation, suspension or withdrawal will not apply to orders already accepted by the Company prior to the variation, suspension or withdrawal.
9.6Where a personal guarantee is required, credit will not be extended, or may be withdrawn, until such guarantee is executed to the satisfaction of the Company.
10Intellectual Property
10.1All branding and artwork provided by the Customer is the intellectual property of the Customer. Artwork and branding supplied will only be used by the Company for the purposes of satisfying these Terms.
10.2The Customer warrants that the use by Company of any intellectual property provided by Customer to Company so that Company may provide the Goods and/or services under these Terms does not infringe any Intellectual Property Rights.
10.3The Customer must indemnify and keep indemnified Company against any and all liabilities, expenses, losses and/or damages including legal costs on a solicitor and own client basis whether direct, indirect or consequential, arising from a third party, alleging that the Goods infringe the Intellectual Property Right of the third party due to Company’s use in the production of the Goods of any branding, artwork or other intellectual property provided to Company by Customer.
11Retention of Title
11.1Ownership, title and property in the Goods and in the proceeds of sale of those Goods remains with Company until payment in full for the Goods and all sums due and owing by the Customer to Company on any account has been made. Until the date of payment the Customer has the right to sell the Goods in the ordinary course of business.
11.2The Customer is deemed to be in default immediately upon the happening of any of the following events:
11.2.1if any payment to Company is not made on or before the due date for payment; or
11.2.2if the Customer ceases to carry on business or stops or suspends payment or states its intention of so doing or is unable to pay its debts as they fall due or if any cheque or bill of exchange drawn by the Customer payable to Company is dishonoured;
11.3In the event of a default by the Customer, then without prejudice to any other rights which Company may have at law or under this Agreement:
11.3.1the Company or its agents may without notice to the Customer enter the Customer’s premises or any premises under the control of the Customer for the purposes of recovering any Goods in which title has not yet passed to the Customer.
11.3.2the Company may recover and resell those Goods;
11.3.3If the relevant Goods cannot be distinguished from similar Goods which the Customer has or claims to have paid for in full, Company may in its absolute discretion seize all goods matching the description of the Goods and hold same for a reasonable period so that the respective claims of Company and the Customer may be ascertained. Company must promptly return to the Customer any goods the property of the Customer and Company is in no way liable or responsible for any loss or damage to the Goods or for any loss, damage or destruction to the Customer’s business howsoever arising from the seizure of the Goods, except due to the Company’s bad faith or wilful misconduct.
11.3.4In the event that the Customer uses the Goods in some manufacturing or construction process of its own or some third party, then the Customer must hold such part of the proceeds of sale of such manufacturing or construction process as relates to the Goods in trust for Company. Such part will be an amount equal in dollar terms to the amount owing by the Customer to the Company at the time of the receipt of such proceeds. The Customer will pay Company such funds held in trust upon the demand of Company.
11.4Separately, to secure payment and performance of all its obligations under these Terms the Customer grants to the Company a security interest (as defined by the PPSA) in the proceeds of sale of any Goods in which title has not yet passed to the Customer.
12PPSA
12.1Defined terms in this clause have the same meaning as given to them in the PPSA.
12.2Company and the Customer acknowledge that these Terms constitute a security agreement for the purposes of the PPSA and entitle the Company to claim:
12.2.1a purchase money security interest (“PMSI”) in favour of Company over the collateral (being the Goods supplied or to be supplied to the Customer as debtor pursuant to these Terms); and
12.2.2a security interest over the proceeds of sale of the collateral referred to in clause 11.4 as original collateral.
12.3The Goods supplied or to be supplied under these Terms fall within the PPSA collateral classification of “goods” acquired by the Customer pursuant to these Terms.
12.4The proceeds of sale of the collateral referred to in clause 12.2.2 fall within the PPSA collateral classification of “accounts receivable” (as “account receivable” is defined in the PPSA).
12.5The Company and the Customer acknowledge that Company, as secured party, is entitled to register a financing statement on the Personal Property Securities Register in respect of its security interests in the Goods supplied or to be supplied to Customer pursuant to these Terms and in the relevant proceeds.
12.6To the extent permissible at law, the Customer:
12.6.1waives its right under section 148 of the PPSA to receive a copy of any verification statement confirming registration of a financing statement or a financing change statement relating to a security interest granted by the Customer to Company or otherwise arising under these Terms;
12.6.2agrees to indemnify Company on demand for all costs and expenses, including legal costs and expenses on a solicitor / client basis, associated with the:
12.6.2.1registration or amendment or discharge of any financing statement registered by or on behalf of Company; and
12.6.2.2enforcement or attempted enforcement of any security interest granted to Company by the Customer or otherwise arising under these Terms;
12.6.3agrees with the Company, in accordance with section 107(1) of the PPSA, that the Customer has no rights under, or by reference to sections 114(1)(a), 133 and 134 of the PPSA; and
12.6.4waives, in accordance with section 107(2) of the PPSA, its rights as debtor to any of the following under the PPSA:
12.6.4.1receive a statement of account under section 116;
12.6.4.2receive notice of Company’s proposal to retain collateral under section 120(2);
12.6.4.3object to Company’s proposal to retain collateral under section 121;
12.6.4.4not have goods damaged when Company removes an accession under section 125;
12.6.4.5receive notice of the removal of an accession under section 129; and
12.6.4.6apply to the Court for an order concerning the removal of an accession under section 131.
12.6.5To the extent permissible at law, all payments received from the Customer must be applied in the following order:
12.6.5.1first, to obligations that are not secured, in the order in which those obligations were incurred;
12.6.5.2second, to obligations that are secured, but not by purchase money security interests that have priority over other security interests, in the order in which those obligations were incurred;
12.6.5.3third, to obligations that are secured by purchase money security interests that have priority over other security interests, in the order in which those obligations were incurred.
13On-Sale
The Customer agrees that upon the on-sale of any Goods to third parties, it will:
13.1inform any third party involved of these Terms;
13.2inform any third party of the Company’s product warranties if any; and
13.3not make any misrepresentations to third parties about the Goods.
14Trustee Capacity
If the Customer is the trustee of a trust (whether disclosed to Company or not), and is entering into the Agreement in its capacity as a trustee and/or for the purposes of the trust, the Customer warrants to the Company that:
14.1the Customer enters into this Agreement in both its capacity as trustee and in its personal capacity; and
14.2the Customer has the right to be indemnified out of trust assets;
14.3the Customer has the power under the trust deed to enter into this Agreement; and
14.4the Customer will not retire as trustee of the trust or appoint any new or additional trustee without first advising the Company.
15Indemnity
To the fullest extent permitted by law, the Customer indemnifies the Company and keeps the Company indemnified from and against any and all costs and expenses incurred by the Company in enforcing and/or recovering any debt owed by the Customer under or in connection with these Terms.
16Force Majeure
16.1To the extent permitted by law, the Company is not liable for the consequences of any failure or delay in performing any of its obligations under these Terms to the extent that such failure or delay is due directly or indirectly to any Force Majeure Event.
16.2If a Force Majeure Event arises, the Company will notify the Customer in writing of the Force Majeure Event and the likely impact it will have on the Company’s performance under these Terms. If the Force Majeure Event affects the capacity of the Company to complete its material obligations under these terms in a timely manner, the Company may by notice to the Customer terminate this Agreement without any liability whatsoever on its part arising from that termination.
17General
17.1Neither party excludes or limits the application of any statute (including but not limited to the CGA, the FTA and the Commerce Act 1986 (NZ)), where to do so would contravene that statute or cause a provision of these Terms to be void. Any stated exclusion or limitation in these Terms is only to the full extent permitted at law and, in the case of the CGA and the FTA, is subject to clause 3 where that clause applies.
17.2These Terms are to be construed in accordance with the laws from time to time of New Zealand. The parties submit to the non-exclusive jurisdiction of the Courts of New Zealand.
17.3These Terms contain all of the terms and conditions of the contract between the parties and may only be varied by agreement in writing between the parties.
17.4Any conditions found to be void, unenforceable or illegal may, to that extent be severed from the Agreement.
17.5No waiver of any of these Terms or failure to exercise a right or remedy by either party will be considered to imply or constitute a further waiver by that party of the same or any other term, condition, right or remedy.