Terms and Conditions of Sale

Conditions of Sale of SPRINGFREE™ NEW ZEALAND LTD (“SPRINGFREE™”) for the sale of trampolines, trampoline accessories, and exercise equipment or the provision of services (“services”) to any buyer (“the Buyer”).

PRICES AND PAYMENT

1. The price shall, unless a quotation is given or it is otherwise agreed in writing, be shown on Springfree’s price list(s) current on the date upon which the Goods are dispatched from the Springfree™ premises or the provision of Services is completed.
2. If a quotation is given and there is any increase in the cost of wages or materials to SpringfreeTM after the date of such quotation and before the dispatch of the Goods of the provision of the Services specified therein, Springfree™ reserves the right to increase the price thereof to cover such increase aforesaid and to recover such added amount from the Buyer in addition to the said price.
3. If Springfree™ shall arrange for delivery of the Goods, the cost of such delivery shall be added to the price.
4. The Buyer shall pay all Goods and Services tax payable Springfree™ in respect of the supply of Goods or the provision of Services by Springfree™ to the buyer at the same time as payment for such Goods or Services is due.
5. Payment for Goods and/or services shall be made, without deduction by the Buyer to Springfree™ on or before the 20th day of the month next following the date of invoice or as per agreed terms provided that notwithstanding the foregoing if the Buyer does not have a credit account with Springfree™ or the price payable for the Goods and/or Services ordered shall exceed the credit available to the Buyer, payment therefore shall be made in cash on full or to the extent of the excess (as the case may be), without deduction, by the Buyer to Springfree™ prior to despatch of the Goods or the completion of the provision of the Services.

DEFAULT IN PAYMENT

1. Interest is payable on all amounts not paid when due for the period from the due date until actual payment at the rate of 2.5% per month or such other rate as may be set from time to time by Springfree™. If recovery action is required, the Buyer shall pay to Springfree™ all reasonable expenses (including solicitor-client costs and disbursements) thereby incurred by Springfree™.
2. Payment for Goods and/or services shall be made, without deduction by the Buyer to Springfree™ on or before the 20th day of the month next following the date of invoice or as per agreed terms provided that notwithstanding the foregoing if the Buyer does not have a credit account with Springfree™ or the price payable for the Goods and/or Services ordered shall exceed the credit available to the Buyer, payment therefore shall be made in cash on full or to the extent of the excess (as the case may be), without deduction, by the Buyer to Springfree™ prior to despatch of the Goods or the completion of the provision of the Services.
3. Payment received by Springfree™ may be accepted and applied by Springfree™ in respect of any indebtedness of the Buyer as Springfree™ shall think fit and Springfree™ shall not be bound by any conditions or qualifications attaching to such payments.

DELIVERY

1. Springfree™ shall not be responsible for any failure to deliver or delay in delivery of any Goods or any failure to provide or delay in the provision of any Services occasioned by any event beyond Springfree’s control.
2. Springfree™ will use all reasonable endeavours to make delivery of Goods or provide any Services at or by the time specified (if any) but if for any reason whatsoever such delivery or provision shall be delayed, SpringfreeTM shall not be responsible for any loss whatsoever sustained by the Buyer or any other person, firm or corporation by reason of such delay
3. If Springfree™ for any reason whatsoever is able only to make partial deliveries of Goods and/or partial provision of Services, the Buyer hereby agrees to accept such deliveries or provisions.
4. If the Buyer fails to accept delivery of Goods by the date specified (if any) or such other date as Springfree™ is able to make delivery, the Goods shall be invoiced to the Buyer at the date of attempted delivery and the Buyer shall pay the reasonable storage costs and any other addition costs incurred by Springfree™ through non-acceptance of delivery.
5. If requested, Springfree™ will arrange for the delivery of Goods to the location specified by the Buyer. Where Springfree™ arranges for delivery of the Goods, delivery of them shall be deemed to have been effected upon the Goods arriving at the location specified by the Buyer. In all other cases, delivery shall be deemed to have been effected upon the Goods leaving Springfree’s premises.

CLAIMS AND LIMITATION OF LIABILITY

1. Springfree™ liability in respect of any claim accepted will be limited to (at Springfree™ option) the replacement or repair of the Goods proven to be defective, damaged or lost (as the case may be) or credit of moneys already paid in respect of the same.
2. Where Springfree™ has arranged delivery of Goods and such Goods are lost or damaged in transit, Springfree™ shall only be liable therefore if the Buyer notifies Springfree™ within seven days after delivery of the Goods in the case of damaged or short delivery or within seven days of receipt of Springfree’s invoice in the case of non-delivery of the whole of the consignment of Goods.
3. Under no circumstances (except to the extent required by law) will Springfree™ be liable (whether in tort or in contact) for any direct, indirect, special or consequential loss or damage arising from the supply of Goods, the use to which they may be put or the provision of Services.
4. So far as may be permitted by law, all representations or terms (including any condition or warranty and whether expressed or implied by law or otherwise) not expressly specified in these conditions are hereby excluded and Springfree™ will be under no liability whatsoever to the Buyer in respect of the same.

CANCELLATIONS OR VARIATION

1. No order once accepted by Springfree™ may be cancelled or varied by the Buyer except by written agreement of Springfree™.

RISK

1. The risk in the Goods supplied by Springfree™ to the Buyer shall pass to the Buyer upon delivery (or attempted delivery if the Buyer refuses to accept them).

PROPERTY

1. The Goods shall remain the property of Springfree™ until all money owed to Springfree™ on any account whatsoever are paid to Springfree™ in full. In the event payment terms are breached, Springfree may:
   1. So long as the Goods remain in finished package form Springfree™ may (using all reasonable care but without being responsible for the damage thereby caused) by its employees or agents do all or any of the following:
      1. Springfree™ may enter upon any premises where the Goods are stored or where they are thought to be stored:
      2. Springfree™ may take such measures as it required in order to quantify the volume of the Goods stored:
      3. Springfree™ may, using such vehicles or machinery as may be necessary for remove them from the premises.

PERSONAL PROPERTY SECURITIES ACT

1. The Buyer must do all such things and excute or arrange for excecution of all such documents as Springfree™ may require to ensure that Springfree™ has under the Personal Property Securities Act 1999 (“PPSA”) as perfected first ranking security interest(s) in the Goods owned by Springfree™ which are in the Buyers possession. The Buyer will indemnify Springfree™ for any costs Springfree™ incurs in registering a financing statement or financing change statement or responding to a change demand under the PPSA. The Buyer waives its right to receive a copy of any verification statement(s) under the PPSA and agrees that as between Springfree™ and the Buyer, the Buyer will have no rights under (or by reference to sections 114(1)(a), 116, 117(1)(c), 119, 120(2), 121, 125, 129, 131, 132, 133, and 134 of the PPSA. Immdiately upon request by Springfree™, the Buyer must (at the Buyers cost) procure from any person considered by Springfree™ to be relevant to its security positions such agreements and waivers (including as equivielnt to those above) as Springfree™ may at any time require. The Buyer will immediately notify Springfree™ of any change in the Buyers name.