TERMS OF TRADE – Xeda Medical & Scientific
1.1 “Xeda” shall mean Xeda Medical & Scientific Limited, its permitted assigns and successors, or any agents or employees of Xeda as appropriate.
1.2 “Customer” shall mean the Customer as described in these terms of trade, any person acting on behalf of and with the authority or apparent authority of the Customer, or any person purchasing goods and services from Xeda.
1.3 “Goods” shall mean all goods and inventory supplied by Xeda to the Customer; and all charges identified in any invoice issued by Xeda to the Customer, which invoices are deemed to be incorporated into and form part of these terms of trade; and also means all services and advice provided by Xeda to the Customer and shall include without limitation the manufacture and distribution of advertising, printing and display materials including technical advice and all charges for labour, hire charges, insurance charges, freight costs, or any fee or charge associated with the supply of Goods by Xeda to the Customer.
1.4 “Premises” shall mean Unit H, 10 Vega Place, Rosedale, Auckland 0632.
1.5 “Price” shall mean the cost of the Goods as agreed between Xeda and the Customer under these terms of trade and includes all disbursements Xeda pays to third parties on the Customer’s behalf.
2.1 Any order from the Customer for the supply of Goods shall constitute an acceptance of these terms of trade.
2.2 Any order from the Customer received by Xeda shall constitute an offer subject to acceptance by Xeda. No order accepted by Xeda shall be modified or cancelled except with the written consent of Xeda.
3.1 All Prices shown on the website are in NZD. The Price payable by the Customer will be the Billing amount shown in the shopping tray plus any additional shipping charges.
3.2 Where a Price is given by Xeda for Goods:
(a) that Price shall be specified if inclusive or exclusive of GST;
(b) all freight and transport charges will be borne by the Customer;
(c) Xeda reserves the right to alter Prices at any time;
(d) all Prices are subject to the availability of stock.
3.3 Where no Price is stated, the Goods shall be deemed to be sold at the current amount as such Goods are advertised by Xeda at the time.
3.4 Where the Customer wishes to vary an order:
(a) the Customer must submit an email enquiry to Xeda outlining the order number and requested variation;
(b) Xeda must within three (3) working days, notify the Customer of any extensions to time to carry out the order, of any additional costs arising from carrying out the variation and any change to the Price;
(c) the Customer has two (2) working days from receiving Xeda’s notice to accept those matters set out in Xeda’s notice;
(d) if the Customer does not respond within the stipulated timeframe or specifically accepts the matters set out in Xeda’s notice, then the exchange of notices shall be deemed to be an agreed variation.
- CHARGES AND PAYMENT
4.1 All online transactions are hosted by Stripe.
4.2 Xeda currently accepts Visa (includes Visa Debit), Mastercard. The Customer credit card will be charged on clicking the Pay Now in the checkout.
4.3 Payment for Goods shall be made in full at the time of confirmation of order.
4.4 In the event that an order is made but the stock is unavailable, Xeda may in its discretion allocate any payment received from the Customer towards any invoice that Xeda determines and may do so at the time of receipt or at any time afterwards and on default by the Customer may reallocate any payments previously received and allocated.
- DELIVERY, RISK, AND INSURANCE
5.1 If Xeda has specified an anticipated delivery date, Xeda will use its reasonable endeavours to arrange delivery of the Goods by that date. Xeda is not liable for any failure to deliver, or for any delay in delivery.
5.2 Delivery shall be made to the New Zealand address indicated in the Customer’s order form and if no address is indicated then Xeda will make the Goods available at the Premises for collection by the Customer. Delivery of Goods to the Customer shall be deemed completed either upon Xeda delivering the Goods to the address provided in the order form or, where no address is indicated in the form, then upon Xeda making the Goods available for collection at the Premises.
5.3 Irrespective of whether ownership and title in the Goods remains vested in Xeda, risk in the Goods shall pass to the Customer upon delivery.
5.4 With the exception of any insurance expressly covered by Xeda, the Customer is responsible for the insurance of all Goods from the time of delivery.
- RETURNS POLICY
6.1 The Customer shall inspect the Goods upon delivery and shall within seven (7) days after delivery notify Xeda in writing of any abnormalities (faults or damage) the Customer wishes to make a claim for. If the Customer does not notify Xeda as per this clause 6.1, the Customer shall be deemed to have accepted the Goods and no returns shall be made or accepted by Xeda.
6.2 Goods sold by Xeda may be returned for store credit subject to the following conditions:
(a) all returned goods require a return authorisation number from Xeda prior to returning for credit;
(b) the invoice and/or packing slip number must be quoted;
(c) all Goods should be returned in the original packaging, and in saleable condition. Consumables not returned in the original packaging will not be accepted for credit;
(d) Goods classified as sterile by Xeda will only be credited upon inspection and subject to confirmation that the goods have been correctly stored and transported for return, and that the Goods are sufficiently within the expiry date for resale.
6.3 The Customer shall be entitled to a full credit of the Price of the order in the event of order processing or shipping error. The returns must be received within thirty (30) days in the original unopened shelf packaging. There will be no restocking charge.
6.4 Goods covered under warranty will be replaced or repaired at no charge The value of the Goods returned must be stated as the same value as the original invoice.
(a) The Customer must provide the original invoice number, serial or lot numbers, and a full description of the fault and how the fault occurred must be given.
(b) Damage caused by incorrect use or care will not be covered under warranty.
(c) Goods not covered by warranty returned for repair must be accompanied by a written purchase order or service requisition.
6.5 Xeda may refuse any Goods returned for credit on any of the following grounds – that the Customer:
(a) no longer wants the Goods;
(b) no longer requires the Goods;
(c) over-ordered the Goods; or
(d) ordered the wrong Goods.
6.6 Except at Xeda’s discretion:
(a) a Xeda representative or manager may authorise the return of Goods;
(b) returned Goods may be subject to a 25% restocking charge on the Price of the order;
(c) Goods indented at the Customer’s request cannot be returned under any circumstances.
6.7 All goods being returned should be addressed to Xeda Medical and Scientific Ltd at its Premises
6.8 Xeda will replace or credit to a maximum of the full value of the goods returned. Xeda will not be liable for any other costs, loss of profits, or consequential loss.
7.1 Ownership and title in the Goods, or any proceeds from on-sale of the Goods, shall not pass to the Customer until the Customer has paid Xeda in full for the Goods and has paid Xeda in full for all other sums due to Xeda by the Customer on any account whatsoever in accordance with these terms of trade.
- INTELLECTUAL PROPERTY AND USE BY THE CUSTOMER
8.1 All of the trademarks, patents, copyright, designs (including rights of drawings, calculations, models, samples, descriptions, figures, dimension specifications and the like) or other intellectual property rights (whether or not registered) in respect of the Goods (collectively “Intellectual Property”) remain Xeda’s property notwithstanding the sale/supply of the Goods to the Customer. The Customer may not use, reverse engineer, remove, interfere with or alter the Intellectual Property in any way. Intellectual Property owned by Xeda may not be copied, reproduced, distributed, modified, published, uploaded, posted, or transmitted in any way without Xeda’s prior written consent.
8.2 The Customer acknowledges that it is aware that any breach of this clause 8 may result in Xeda suffering damage. The Customer indemnifies Xeda against all losses, damages, expenses and legal costs (including on a solicitor and client basis) that Xeda may reasonably sustain or incur as a result, whether directly or indirectly, of any breach by the Customer of the provisions of this clause 8.
8.3 The Customer may use the Goods only if paid for in full and for the purpose for which they were intended and supplied by Xeda.
9.1 Manufacturer’s warranties may apply to the Goods.
9.2 Xeda warrants that it is skilled and experienced and possesses the expertise needed to provide the Goods subject to these terms of trade.
9.3 Xeda warrants that all goods are sold free from defects in material and/or workmanship at the time of delivery.
- LIMITATION OF LIABILITY
10.1 Upon delivery, Xeda assumes no responsibility for any damage caused in relation to the handling or usage of the Goods.
10.2 Xeda assumes no responsibility for any damage to the Goods arising from any misuse, negligence or malpractice by the Customer in connection with the Goods. Misuse is defined as any use of the Goods by the Customer that falls outside of the intended purpose of those Goods.
10.3 The warranties provided in clause 9 replace all other representations or warranties (statutory, expressed or implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose) and all such representations and warranties (excepting those which may not be lawfully excluded) are specifically excluded. The exclusions and the limitations contained in in these terms of trade do not apply to rights granted to the Customer under the Consumer Guarantees Act 1993, unless the Customer is acquiring the services for the purposes of a business in which case the provisions contained in the Consumer Guarantees Act 1993 shall not apply.
10.4 Under no circumstances will any warranty express or implied relating to the Goods extend to or include nor will Xeda be liable (whether vicariously or otherwise) under the law of tort, contract or otherwise for:
(a) Any loss or damage of any kind whatsoever, arising from the supply of Goods by Xeda to the Customer, including consequential loss whether suffered or incurred by the Customer or another person and whether in contract or tort (including negligence) or otherwise and irrespective of whether such loss or damage arises directly or indirectly from Goods provided by Xeda to the Customer; or
(b) Any loss of profits or savings or any indirect, special, incidental or consequential loss or damage, however caused, arising out of or in connection with the performance or non-performance of Xeda and/or these terms of trade.
10.5 Notwithstanding any other provision of terms of trade, if for any reason Xeda becomes liable for loss or damage that would have otherwise been excluded then its total liability to the Customer arising out of any claim for damages for any cause will be limited at Xeda’s election to either the monetary amount of the value of the Goods giving rise to the claim or the actual damage or loss suffered by the Customer whichever is lesser.
11.1 Failure by Xeda to enforce any of the terms and conditions contained under these terms of trade shall not be deemed to be a waiver of any of the rights or obligations Xeda has under these terms of trade.
11.2 If any provision of these terms of trade shall be invalid, void or illegal or unenforceable the validity existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.