XPO Exhibitions Limited (XPO) operates both the NZ Gift & Homeware Fairs, and the Gift Trader website, to assist members of the New Zealand Gift Trade Association Incorporated (NZGTA) and other persons to promote and sell their products. In no way will either XPO or NZGTA sell any products by these means themselves. Any representations made are made by the exhibitor/vendor only, not by XPO or NZGTA. Accordingly, neither XPO nor NZGTA accept any liability for any losses suffered by any person as a result of purchasing any products or relying on representations made. All enquiries and claims relating to losses should be directed to the vendor concerned.
Unless otherwise expressly agreed, all sales of a vendor’s products are made on the following terms and conditions, which shall be incorporated in each contract for the sale of those products.
Payment terms of the purchase price and all other amounts in respect of each order will be outlined clearly by each respective vendor upon receipt of an electronic Gift Trader order. Customers who have an existing trading account with a exhibitor/vendor may be offered payment terms due on the 20th day of the month following the date of invoice or delivery, whichever is the earlier.
Unless otherwise agreed, all payments must be in cash without deduction or set off.
Unless otherwise shown or stated, the purchase price is exclusive of GST and other taxes, charges or levies, insurance, packaging and freight, all of which shall be additional charges to the customer.
Title in the products does not pass to the customer in any circumstance until payment of the purchase price and all other amounts owed by the customer to the vendor is made in full. It is expressly agreed that title to the products does not pass upon delivery or the giving and taking of possession and the vendor reserves the right to recover possession of the products and to enter upon the customer’s premises without notice for such purpose in the event of any default in payment. The customer grants to the vendor a security interest – which is a purchase money security interest – in all goods supplied under this contract, and their proceeds. At the request of the vendor, the customer will execute any documents and do anything else the vendor requires to ensure that the security interest created under these terms and conditions constitutes a first ranking perfected security over the goods and their proceeds of sale and the customer will supply all information the vendor requires to complete the financing statement or a financing change statement. The customer waives any right to receive a verification statement under the Act. To the extent permitted by law, the vendor and the customer agree that sections 114(1)(a), 116, 117(1)(c), 119, 120(2), 121, 125, 126, 127, 129, 131, 133 and 134 of the Personal Properties Securities Act 1999 do not apply to the security created by these terms and conditions.
Notwithstanding that title does not pass, risk in the product passes upon the product being uplifted by or dispatched to the customer even if payment has not been made in full.
No warranties, representations or guarantees are given, made or implied in respect of the products except as stated herein or as may be required or implied by law.
The customer is deemed to have accepted each order unless written notice of any shortage, defect, or other reason for non-acceptance is given to the vendor within 10 days of the date of delivery. Liability in such circumstances is limited where appropriate to the replacement of missing or defective products or the refund of an appropriate portion of the purchase price at the option of the vendor.
The customer relies upon its own inquiries and examination of the products and upon such independent advice or consultation as the customer may require for that purpose and purchases the products upon the customer’s own independent knowledge, skill and judgement, particularly as to the particular use or suitability of the products for the customer’s purposes and to all other characteristics and specifications of the products.
Where the goods or services supplied are for the purpose of a business, the customer acknowledges that the guarantees in the Consumer Guarantees Act 1993 do not apply.
Where the products have been manufactured by the vendor then the vendor will manufacture the products to a good standard using materials, parts and workmanship of good standard. No responsibility is accepted for defects in materials, parts or workmanship in products manufactured by other parties.
The vendor is not responsible for failure or deterioration of the products where the products have been affected by improper handling or storage, contamination or other adverse conditions, alteration or interference by other parties, the use or application of the products outside the normal or intended purposes of the products or outside the directions or limitations imposed by the manufacturer, supplier or vendor or otherwise in an improper or abnormal manner or circumstances outside the control of the vendor. Except where both the Consumer Guarantees Act 1993 applies and that Act imposes such an obligation on the vendor, it is expressly agreed that the vendor is not liable for any consequential or economic loss arising from any defect in products or otherwise in respect of the products or any failure to deliver (whether or not arising from the vendor’s negligence) and the customer shall indemnify the vendor for any losses the vendor suffers arising from any claim or demand from other parties in respect of the use or application of the products by the customer or subsequent purchasers or users of the products.
On any claim in relation to the supply of products to which these terms apply, the vendor’s liability (whether for breach of contract, negligence or otherwise) is limited to the amount of the purchase price, or other amounts actually paid for the products by the customer.
The customer does not, by reason of the purchase of the products, acquire any rights to the copyright, patent, trademark, design, and other intellectual property rights held by the vendor therein, other than the right to resell the products.
No liability is accepted for products which have been manufactured under the directions or specifications of the customer and the customer shall indemnify the vendor from any claims for infringement of the intellectual property rights of third parties which might result. Where the manufacture is at the request of the customer, copyright in the product remains the property of the vendor and the customer may use the product as licensee.
The sale of the products shall be limited to the manufacturing capacity of the vendor, the availability of materials, components and labour, the ability to source the products from the manufacturer or supplier, and to other circumstances outside the reasonable control of the vendor.
When the customer places an order, the vendor will collect the information provided by the customer to enable the vendor to complete the order. If the information is not provided, the order cannot be completed. The name and address of the vendor will be notified to the customer at the time the order is made. The customer also permits the vendor to use the information it provides for statistical and credit reporting purposes, and for the benefit of members of the NZGTA. The customer is entitled to request a summary of this information the vendor holds about them, and the vendor will correct any erroneous information upon request from the customer.
The sale of the products to the customer is on a non-exclusive basis and the vendor has the right to sell the products to other parties at such prices and terms of sale without limitation on each occasion.
If the customer defaults in payment or in any other terms or conditions in the sale of the products, or is placed in receivership, wound up, declared bankrupt, or otherwise becomes insolvent, or if any of such events be seen as imminent or inevitable by the vendor, then - in addition to any other rights or remedies - the vendor may require the immediate payment of the purchase price and other amounts then unpaid even if not otherwise due for payment, and to cancel or suspend the completion of the sale of the products or other orders of the customer not then completed.
The customer shall ensure, to the extent permissible by law, that in its own terms of trade it excludes liability both to itself and to the vendor under the Consumer Guarantees Act 1993.
If the customer fails to pay moneys owing to the vendor when due for payment then the vendor may charge interest on those amounts, until payment is made, at the current overdraft interest rate charged by the vendor’s bankers plus 3%, calculated daily and payable on demand.
If the customer defaults in performing its obligations under this agreement and the vendor incurs costs in enforcing its rights under this agreement, the customer shall pay those costs (including commissions, all legal costs and disbursements on a solicitor / client basis, and any other cost incurred in the recovery of the debt) to the vendor or its duly authorised agent on demand.
The above terms and conditions have effect except as expressly modified or inconsistent with any other express terms and conditions made between the vendor and the customer from time to time in respect of sales of the products.
© Copyright 2011 NZGTA
The NZ Gift Trade Association was formed to identify and meet the mutual needs and benefits of its members.
• Facilitate gift trade fairs of the highest calibre in conjunction with XPO Exhibitions Ltd.
• Negotiate preferred exhibitor rates for Members.
• Provide professional services and assistance to members.
• Facilitate group buying power to maximise members’ business advantages.
Association Membership is open to current exhibitors of NZ Gift and Homeware Fairs.
NZ GIFT TRADE ASSOCIATION COMMITTEE