Wholesale Terms and Conditions
1. Price
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.
2. Payment
New accounts are to pay 100% deposit for their first order before shipment within 7 days of invoice. Once funds have cleared Noni & Co will dispatch the order. Continuing orders are to pay a 50% deposit and remainder within 14 days of invoice date.
3. Ordering Procedure
A Noni & Co Account Application Form must be correctly filled out, signed by the Buyer and approved by Noni & Co. Once the Account Application Form has been approved by Noni & Co 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 Noni & Co 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. Shipping Terms
Unless specified in writing by Noni & Co the Buyer is responsible for all costs related to freight.
5. Price & Pricing
The wholesale pricing of our products are subject to change from time to time. You will be provided with a RRP price guide, all products must be sold at these recommended prices. In the event of a temporary sale, you are able to lower the prices for that time only.
6. GST
All sales will include Australian & NZ Goods and Services Tax.
7. Delays
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 Noni & Co will use all reasonable endeavors to deliver by such date.
8. Cancellation
8.1 Noni & Co may cancel this contract at any time by giving written notice. Noni & Co 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 Noni & Co.
8.3 Cancellation of any order by the Buyer must be submitted in writing. Noni & Co 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 Noni & Co.
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 Noni & Co 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 Noni & Co has previously agreed in writing. If Noni & Co Ltd 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 Kowtow Clothing Ltd premises unless otherwise agreed by Noni & Co Ltd in writing.
12. Non-delivery
At times, garments will not be produced, or will be produced but not be up to the quality expected by Noni & Co Ltd. While every attempt will be made to avoid non-delivery, if such a situation arises, non-delivery of garments will be accepted by the Buyer and Noni & Co Ltd will accept no liability for resulting losses to the Buyer. The Buyer will not be invoiced for non-delivered goods.
13. Warranty
13.1 Noni & Co Ltd 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.
13.2 If any fault is evident within the goods, that is a result of faulty manufacturing Noni & Co Ltd will replace the goods. If the goods are no longer in stock a credit will be offered.
14. Liability
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
15. Compliance with Law
The Buyer must comply with all legislation relating to the usage and description of the merchandise.
16. Intellectual Property
The content and design of all products and logos are copyright and belong to Noni & Co Ltd. The Buyer may not use any intellectual property without written permission.
17. Privacy Act Considerations
All information given to Noni & Co by the buyer will only be used in a manner which complies with New Zealand Privacy Laws.
18. 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 Noni & Co Ltd.
19. Severability
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.