Here it is. The dry, boring, legal stuff that we all wish we could live without.

The basic message is...you treat us fairly and we'll treat you fairly. If you treat us unfairly...we'll still treat you fairly and we'll also remind you of the dry, boring, legal words below. Can't say fairer than that.

Definitions

• Buyer means the person, or company buying products and/or services from Klixo.
• Contract means the contract between Klixo and the Buyer for the purchase of products and/or services.
• Date of the contract means, i) Where the contract arises from a quotation given by Klixo, the date of acceptance of the order by the Buyer; or ii) Where the contract arises from a quotation given by Klixo, the date upon written notification of acceptance of the quotation is received by Klixo.
• Contract price means the price of goods as agreed between the Buyer and Klixo.
• Person includes a corporation, association, firm, company, partnership or individual. Quotation shall mean price on offer for a fixed term. Manager is the company's appointed decision maker.
• PPSA means the Personal Property Securities Act 1999.

Quotation

The Buyer may request a Quotation from Klixo setting out the price and quantity of the Goods to be supplied. If the Quotation is acceptable to the Buyer, the Buyer may place an order within an acceptable timeframe.

Acceptance

If any instruction is received by Klixo from the Buyer for the supply of products and/or services, it shall constitute acceptance of the terms and conditions contained herein. Upon acceptance of these terms and conditions by the Buyer, the terms and conditions are definitive and binding.

Terms and Conditions

These terms and conditions and any subsequent terms and conditions issued by Klixo shall apply to all orders for the goods and the services made by the Buyer after the date and time at which these conditions are first delivered or sent by email or facsimile to, or otherwise brought to the notice of, any employee, staff member or representative of the Buyer. It shall be the Buyer’s responsibility to ensure that these conditions are promptly brought to the attention of the appropriate staff of the Buyer, and accordingly any order made by the Buyer after the date and time described above in this clause shall be deemed to be an acceptance of these conditions.

Price

• The Price shall be as indicated on invoices provided by Klixo to the Buyer in respect of products and/ or services supplied; or
• The Price shall be the Price of Klixo’s current Price at the date of delivery of any goods.
• Time for payment for the products and/or services shall be of the essence and will be stated on the invoice, quotation, tender documents, work authorisation form or any other work commencement forms. If no time is stated then payment shall be due seven days after the delivery of any goods.
• The Buyer agrees that the cost Price shall be determined by Klixo, and shall take into consideration “one-off” costs such as design and production.
• Klixo reserves the right to implement a surcharge for alterations to specifications of products after the order has been placed.

Payment, Late Payment, Default of Payment and Consequences of Default of Payment

• The method of payment will be made by cash, or by cheque, or by bank cheque, or by direct credit, or by any other method as agreed to between the Buyer and Klixo.
• Subject to any provision to the contrary in the Contract or issued invoice, payment  shall be received on or before seven days following the date of Klixo’s invoice to the Buyer, which shall be issued promptly on or after delivery of the goods.
• Late payment shall incur interest at the rate of 10% per annum calculated on a daily basis. This shall be payable on any monies outstanding under the Contract from the date payment was due until the date payment is received by Klixo, but without prejudice to Klixo’s other rights or remedies in respect of the Buyer’s default in failing to make payment on the due date.
• Without prejudice to any other remedies Klixo may have, if at any time the Buyer is in breach of any obligation (including those relating to payment), Klixo may suspend or terminate the supply of Goods to the Buyer and any of its other obligations under the terms and conditions. Klixo will not be liable to the Buyer for any loss or damage the Buyer suffers because Klixo exercised its rights under this clause.
• In the event that:
  
  • any money payable to Klixo becomes overdue, or in Klixo’s opinion the Buyer will be unable to meet its payments as they fall due; or
  • the Buyer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
  • a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Buyer or any asset of the Buyer;

then without prejudice to Klixo’s other remedies at law Klixo shall be entitled to cancel all or any part of any order of the Buyer that remains unperformed in addition to, and without prejudice to any other remedies; and all amounts owing to Klixo shall, whether or not due for payment, immediately become payable.

PPSA

• The Contract constitutes a security interest in the goods supplied by Klixo to the Buyer for the purposes of the PPSA as security for payment by the Buyer of all amounts due under the Contract, including any future amounts.
• The Buyer agrees to promptly execute and deliver to Klixo all assignments, transfers and other agreements and documents and do anything else which Klixo may deem appropriate to perfect Klixo’s security interest over the Buyer, or obtain the priority required by Klixo or register (and renew registration) a financing statement for a security interest in favour of Klixo.
• To the extent that Part 9 of the PPSA applies, the Buyer agrees that the provisions of sections 114(1)(a), 120, 122, 133 and 134 of the PPSA which are for the Buyer’s benefit, or place any obligations on Klixo in the Buyer’s favour, will not apply; and where Klixo has rights in addition to those in Part 9 of the PPSA, those rights will continue to apply.
• To the extent that Part 9 of the PPSA applies, without limiting anything in the previous paragraph, the Buyer hereby waives its rights under sections 116, 120(2), 121, 125, 126, 127, 129 and 131 of the PPSA, and its rights to receive a copy of a verification statement under section 148 of the PPSA in respect of any financing statement or financing change statement registered by Klixo.
• The Buyer agrees to treat the security interest in the goods as a continuing and subsisting security with priority over a registered general security interest and any unsecured creditors, regardless of whether the goods have become fixtures at any time before payment has been made for them.

Governing laws

These Terms of Trade will be interpreted in accordance with applicable government legislation, which will have exclusive legal jurisdiction over any dispute in relation to the products and/or services or these Terms of Trade.

Dispute resolution

Klixo will endeavour to resolve any dispute between the Buyer and itself without the need for Court proceedings. Any such attempt is without legal prejudice.

Reservation of title

Ownership and title of the goods remains with Klixo until the purchased price and all other monies owing by the Buyer, under the contract or any other contract to Klixo, have been paid in full.

Warranty

Klixo warrants that it will repair or make good any defects in the goods, if written notice of the claim is received by Klixo within seven (7) days from the date the goods were delivered. No claim shall be accepted under such warranty if any attempt to repair the defective goods is made by any person not authorised by Klixo, or if the defective goods have been modified or incorrectly maintained or used.

Liability

Klixo shall not be liable for any loss of any kind whatsoever suffered by the Buyer as a result of any breach of any of Klixo’s obligations under the contract, including any cancellation of the contract or any negligence on the part of Klixo, its servants, agents or contractors, nor shall Klixo be liable for any loss, damage or injury caused to the Buyer’s servants, agents, contractors, buyers, visitors, tenants, trespassers or other persons. The Buyer shall indemnify Klixo against any claim by any such person.