Trade Depot Terms and Conditions
1. Binding Terms
1.1. By accessing and using www.tradedepot.co.nz (Website), each user (User) agrees to be bound by these terms and conditions (Terms and Conditions).
1.2. If any User does not accept or agree to these Terms and Conditions (whether in whole or in part), or does not wish to be bound by them (whether in whole or in part), they must leave the Website and refrain from using it or making any order or purchase on the Website.
2. Access and Use of the Website
2.1. Users may only use the Website strictly in accordance with these Terms and Conditions.
2.2. All rights not expressly granted to Users in these Terms and Conditions are expressly reserved by Trade Depot Limited (NZCN 2177474 ) (Trade Depot).
2.3. Any person or entity that accesses and uses the Website on behalf of or via another User, including all directors, officers, employees, independent contractors, agents and/or representatives of any User that have been granted access by that User, irrevocably confirms that he, she or it is fully authorised to do so by that User and agrees to these Terms and Conditions in all respects.
3. Orders and Prices
3.1. The information contained on the Website constitutes an invitation to treat in respect of, and not an offer to supply to any User, goods or services of Trade Depot (Goods or Services).
3.2. Whenever a User submits an order to Trade Depot for Goods or Services via the Website, or wishes to purchase Goods or Services on the Website, that User is making an offer to purchase the relevant Goods or Services in accordance with these Terms and Conditions.
3.3. Trade Depot will send the User an email confirming whether or not the User’s proposed purchase has been accepted by Trade Depot. Any such acceptance shall be at the sole and absolute discretion of Trade Depot.
3.4. Unless specified otherwise on the Website, the prices on the Website are in New Zealand dollars and include GST (being goods and services tax chargeable under the Goods and Services Tax Act 1985).
3.5. Trade Depot has the right to alter the prices on the Website at any time for any reason without the need to notify Users.
3.6. If a saving is published on the Website in respect of any Goods or Services, then such saving is determined by reference to either:
(a) the recommended retail price of the relevant manufacturer; or
(b) Trade Depot’s regular ticketed price.
3.7. Unless otherwise specified on the Website, the prices stated on the Website:
(a) do not include any prices or charges for delivery, installation or any other associated services; and
(b) may vary from the prices offered at any of Trade Depot’s physical stores.
3.8. Orders that are placed on the Website must be paid for using any of the payment options offered on the Website.
3.9. Any indications of availability for Goods or Services on the Website may not always be correct, and Trade Depot does not accept liability for any loss arising from this information being relied upon by any User.
3.10. Trade Depot reserves the right (in its sole and absolute discretion) to limit the quantity of Goods or Services that a User is able to order on the Website, including if the User is suspected of purchasing anything for trade or commercial re-sale.
3.11. Trade Depot reserves the right (in its sole and absolute discretion) to cancel, at any time prior to delivery, an accepted order that has been subject to a listing error or some other technical error (including an error in pricing).
4.1. Products that are available for delivery from Trade Depot may display the delivery options on their relevant product pages on the Website.
4.2. Delivery charges for products will vary and are calculated for each order placed by a User and displayed as a separate item in the shopping cart before order placement.
4.3. Trade Depot will provide, wherever possible, shipping estimates but does not and cannot guarantee that orders will be delivered within the estimated timeframe.
4.4. The User must ensure that the delivery address that it provides correct, safe and accessible.
4.5. By placing an order for delivery the User agrees that, if there is no one present at the delivery address that is authorised to accept the delivery, the delivery service providers may complete delivery by leaving the product(s) at the User’s doorstep or on the ground floor of the delivery premises.
4.6. The User acknowledges that delivery does not include installation, and if the User wishes to have any products installed they will need to have placed an order which specifically includes installation services.
4.7. Trade Depot will be responsible for any product ordered on delivery until the product has been delivered to the nominated delivery address or a nominated shipping agent.
5. Click and Collect Orders
5.1. Users must collect orders that they placed for click and collect within 14 days of receiving an email from Trade Depot confirming that their order is ready for collection.
5.2. If a User fails to collect their order, Trade Depot reserves the right to allocate the stock to another customer and/or cancel the order. In the case of cancellation, a refund will be credited to the User’s payment card that was used to place the order.
6. User Information
6.1. When making an order or upon creation of an account on the Website, all Users agree to:
(a) provide true, accurate, current and complete information about themselves as prompted by the Website (User Information); and
(b) promptly notify Trade Depot, via the Website or otherwise in writing, of any changes to their User Information in order to ensure that it remains true, accurate, current and complete.
7. Information and Content
7.1. The information and content contained on the Website is intended for general information only.
7.2. Although Trade Depot intends to ensure that any and all information provided via the Website is correct, inaccuracies and errors may occur.
7.3. Trade Depot does not accept any liability for any loss or damage arising from any information or representation (whether negligent or otherwise) contained on the Website.
7.4. Users are solely responsible for the actions they take in reliance on the information and content provided on the Website.
7.5. Trade Depot reserves the right to alter the information and content on the Website at any time without providing notice to the Users.
7.6. To the extent permitted by New Zealand law, Trade Depot makes no warranties or representations in relation to the suitability, merchantability, and freedom from computer viruses of the Website.
7.7. Without limiting this clause 7, while Trade Depot takes reasonable steps to ensure that the images and details of its products on the Website:
(a) are displayed accurately; and
(b) are as true to their actual form as reasonably possible,
each User agrees that the actual colour, features, attributes, specifications, sizes and detailing may differ in its actual form. Trade Depot does not and cannot guarantee an exact likeness and reserves the right to make any necessary changes to the images and details of its products on the Website at any time and without notice.
8. No Illegal or Malicious Use
8.1. No User may use the Website for any illegal purpose, or any purpose that is prohibited by these Terms and Conditions.
8.2. No User may post any information or data on the Website that is in breach of any confidentiality obligation, copyright, trade mark or other intellectual property, proprietary or legal rights of any person or entity.
8.3. Users may not scrape, copy, alter, reproduce or distribute this Website, or any of the information and material contained on the Website, without the prior written consent of Trade Depot.
8.4. Users may not access the Website via the use of a robot or spider, automation, scraping, data mining or any other similar method of extraction or monitoring.
8.5. Users must not use the Website for any malicious means or abuse, harass, threaten, intimidate or impersonate any other User, person or entity.
8.6. Users must not introduce (or cause the introduction of) any virus, spyware or other similar feature that in any way compromises or may compromise the Website.
9. Intellectual Property
9.1. All Users agree that Trade Depot owns the Website and owns or is licensed to use all of the content and other material appearing on the Website.
9.2. The content and material on the Website is protected by and subject to copyright law and the Copyright Act 1994.
9.3. Without the prior written consent of Trade Depot, or in the case of licensed materials, from the relevant owner of the relevant copyright in that material, Users may not:
(a) reproduce, alter, distribute, store, transmit, publish or display within another website any part of the Website; or
(b) commercialise any information obtained from the Website.
9.4. No User may publish or use Trade Depot’s trade marks, brand, branding or logos except with Trade Depot’s prior written consent (which may be given or withheld at its sole and absolute discretion).
10.1. Each User hereby indemnifies, and will keep indemnified, Trade Depot against all forms of liability, actions, proceedings, demands, costs, charges and expenses which Trade Depot may incur or be subject to or suffer as a result of:
(a) any breach of these Terms and Conditions by the User; and
(b) that User's use of the Website.
11. Limitation of Liability
11.1. Trade Depot does not accept responsibility in any capacity for any loss or damage that Users suffer in connection with their use of the Website or any linked website.
11.2. Trade Depot makes no representations or warranties (express or implied) in relation to the availability, functionality or performance of the Website except as otherwise provided under any applicable law.
11.3. Except as set out in these Terms and Conditions, all terms, conditions, warranties, representations that are expressed or implied by statute, the common law, tort (including for negligence) or otherwise (including, without limitation, those implied pursuant to the Contract and Commercial Law Act 2017) in relation to the sale of the Goods and Services are excluded to the fullest extent permitted by law.
12.1. Trade Depot reserves the right to amend these Terms and Conditions at any time with or without notice to Users.
12.2. Any User who continues to use the Website after any amendments will be deemed to have agreed to such amendments.
13.1. If a User does not abide by these Terms and Conditions, Trade Depot may:
(a) prevent that User from accessing the Website;
(b) refuse to provide Goods or Services to that User for any reason and at any time; and/or
(c) suspend or terminate that User's account with Trade Depot.
14. Breakdown and Malfunctions
14.1. Trade Depot will try to promptly address (during normal business hours) all technical issues that arise on the Website.
14.2. However, Trade Depot will not be liable for any loss or damage suffered as a result of any partial or total breakdown of the Website or any technical malfunctions on it, the Website being unavailable or performing slowly, or any viruses or other forms of interference that may damage any User's computer system.
16. Links to other Websites
16.1. Unless expressly stated otherwise by Trade Depot, any link on the Website to other websites does not imply any endorsement, approval and/or recommendation of those sites, their operators or their products and/or services and/or the correctness, accuracy or truth of any warranties, representations or statements made on them.
17.2. The cookie file is anonymous and only provides Trade Depot with details of a User’s IP address, PC platform, browser and domain.
18. Foreign Use
18.1. Trade Depot makes no representation or warranty that the Website is appropriate or available for use in all countries or that the content satisfies the laws of all countries.
18.2. All Users are responsible for ensuring that their access to and use of the Website is not illegal or prohibited in their relevant country.
19. No Waiver
19.1. Trade Depot will not be deemed to have waived any right under these Terms and Conditions unless the waiver is in writing and signed by Trade Depot.
19.2. A failure to exercise or delay in exercising any right by Trade Depot under these Terms and Conditions will not operate as a waiver of that right.
19.3. Any such waiver will not constitute a waiver of any subsequent or continuing right or of any other provision in these Terms and Conditions.
20.1. No User shall be permitted to assign or transfer any of their rights or obligations under these Terms and Conditions without Trade Depot's prior written consent.
20.2. Trade Depot shall be entitled (in its sole and absolute discretion) to assign and transfer any of its rights or obligations under these Terms and Conditions, and the consent of Users shall not be required for any such assignment or transfer.
21. Consumer Guarantees Act 1993
21.1. These Terms and Conditions are subject to the Consumer Guarantees Act 1993 (CGA), except so far as Users are using the Website and making orders or purchases for commercial purposes.
21.2. Nothing in these Terms and Conditions is intended to circumvent the provisions of the CGA except to the extent provided for by the CGA.
21.3. If liability under the CGA cannot be excluded either in whole or in part, the Terms and Conditions will be modified by implication to the extent required to give effect to the intention in this clause 23.
21.4. Any User making orders, purchases and accessing the Website for commercial purposes agrees that the guarantees and protections provided in the CGA do not apply to that User’s use or purchases.
22.1. If any provision in these Terms and Conditions becomes invalid or unenforceable, the remainder of these Terms and Conditions will remain valid and enforceable to the fullest extent permitted by law.
23. Governing Law and Jurisdiction
23.1. These Terms and Conditions will be governed by and construed in accordance with the laws of New Zealand.
23.2. All Users and Trade Depot irrevocably submit to the non-exclusive jurisdiction of the courts of New Zealand for any matter arising under or relating to these Terms and Conditions.
24.1. In these Terms and Conditions, the following rules of interpretation apply:
(a) References to persons include natural persons, companies and any other body corporates (wherever incorporated) and unincorporated bodies (wherever formed).
(b) Headings have been inserted for convenience only and will not affect the interpretation of these Terms and Conditions.
(c) References to clauses are to those in these Terms and Conditions, except where specified otherwise.
(d) References to the words including, include or similar words do not imply any limitation and are deemed to have the words without limitation following them.
(e) References to a statute or statutory provision means a New Zealand statute or statutory provision as amended, consolidated and/or replaced from time to time.
(f) A gender includes each other gender and the singular includes the plural and vice versa.
(g) An obligation not to do anything includes an obligation not to suffer, permit or cause that thing to be done.
(h) References to intellectual property means all intellectual property, proprietary and industrial rights of any nature (whether existing in statute, at common law or in equity).
(i) Derivations of any defined word or term shall have a corresponding meaning.
(j) No rule of construction (including the contra proferentem rule applies to the disadvantage of a party because that party (or its relevant advisor) was responsible for the drafting of these Terms and Conditions.
24.2. These Terms and Conditions will prevail over anything to the contrary contained in, or that may be in conflict or inconsistent with, any other terms and conditions on the Website from time to time except where expressly specified otherwise on the Website by Trade Depot.