These Terms of Trade (“Terms”) govern the supply of goods and services by ARKiTek LTD (“Company,” “we,” “us”) to the customer (“Customer,” “you”). By engaging our services or accepting a quotation, you agree to these Terms.

1. Definitions

1.1 “Goods” means all materials, products, equipment, or supplies provided by the Company under any contract.
1.2 “Services” means any electrical, architectural, design, consultancy, or related services provided by the Company.
1.3 “Works” means the combined supply of Goods and Services by the Company under a contract.
1.4 “Contract” means any agreement, purchase order, or engagement incorporating these Terms.
1.5 “CGA” means the Consumer Guarantees Act 1993.
1.6 “FTA” means the Fair Trading Act 1986.
1.7 “Customer” means any person, company, or entity engaging the Company’s services or purchasing Goods.
1.8 “Site” means the location where Services are performed or Goods are delivered.

2. Payments, Quotes, and Pricing

2.1 Quotes and Pricing
2.1.1 All prices quoted by the Company are valid for 30 days from the date of the quote unless otherwise agreed in writing.
2.1.2 The Company reserves the right to adjust pricing if the scope of work changes or unforeseen circumstances arise, including additional labour, materials, or compliance requirements.
2.1.3 Quotations are based on information provided by the Customer at the time of quote. Any inaccuracies or omissions in that information may result in revised pricing.
2.1.4 Travel Cost Adjustment, Travel, mileage, or transport-related costs included in a quotation are estimates only. Such costs may be revised at any time up to the commencement of the Works to reflect changes in fuel prices or transport charges. The Company will notify the Customer of any adjustment prior to commencement, and the revised amount will form part of the total payable.

2.2 Deposit and Payment
2.2.1 A deposit of 50% of the quoted amount is required prior to commencement of work unless otherwise agreed in writing.
2.2.2 Full payment of the remaining balance is due upon completion, as specified in the invoice.
2.2.3 Failure to pay any amount on time may result in:
  (a) Suspension of work until payment is made;
  (b) Cancellation of the agreement at the Company’s discretion;
  (c) Charges for any costs already incurred, including materials, labour, and administrative fees.
2.2.4 Partial payments will be applied first to outstanding interest and recovery costs, then to the principal balance.

2.3 Late Payment
2.3.1 Interest will accrue on overdue accounts at 10% per month, calculated daily from the due date until payment is made in full.
2.3.2 Any costs associated with debt recovery, including legal fees, collection agency fees, and court costs, will be the responsibility of the Customer.
2.3.3 The Company reserves the right to require full payment prior to commencement of Services for non-account Customers or high-risk projects.

3. Freight

3.1 Unless expressly stated, the Customer is responsible for all freight and delivery costs.
3.2 Risk of loss or damage passes to the Customer on dispatch from the Company’s premises.
3.3 The Customer must inspect Goods immediately upon delivery. Claims for damaged, lost, or incomplete freight must be made in writing within 48 hours of delivery.
3.4 The Company may, at its discretion, arrange freight on behalf of the Customer, in which case freight charges will be invoiced separately.

4. Supply and Delivery

4.1 Delivery dates are estimates only and not guaranteed.
4.2 The Company will make reasonable efforts to meet delivery schedules but will not be liable for delays caused by supplier shortages, transportation issues, or unforeseen circumstances.
4.3 The Customer must provide accurate delivery instructions, including access, security, and required personnel.
4.4 The Customer is responsible for unloading and securing Goods unless otherwise agreed in writing.
4.5 If the Customer refuses delivery, the Company may charge for storage and return freight costs.

5. Insurance

5.1 The Company maintains public liability and professional indemnity insurance at all times.
5.2 The Customer is responsible for insuring property, materials, and equipment on-site during delivery and installation, unless agreed otherwise in writing.
5.3 The Company is not liable for damage to Customer property unless directly caused by the Company’s negligence.

6. Accuracy of Customer’s Plans and Measurements

6.1 The Company relies on Customer-supplied plans, drawings, and measurements.
6.2 The Customer warrants that all information provided is accurate, complete, and suitable for the intended purpose.
6.3 The Company will not be liable for errors, omissions, or costs arising from inaccurate or incomplete information provided by the Customer.
6.4 Any changes to plans or specifications after commencement must be approved in writing and may incur additional charges.

7. Access

7.1 The Customer must provide safe, unobstructed, and timely access to the Site.
7.2 If access is restricted, unsafe, or unavailable, the Company may suspend work and charge for delays, additional labour, or equipment costs.
7.3 The Customer must ensure that all regulatory approvals, permits, or consents required for access are obtained prior to commencement.

8. Underground Locations

8.1 The Customer must identify and mark all underground utilities including water, gas, electrical, and telecommunications services.
8.2 The Company is not responsible for any damage to unmarked or unidentified underground services.
8.3 The Customer indemnifies the Company against claims, costs, or damages arising from unmarked or inaccurately marked underground services.

9. Title and Security

9.1 Title in Goods supplied remains with the Company until full payment is received.
9.2 The Company retains a retention of title over all Goods supplied.
9.3 Until title passes, the Company may recover Goods without liability for trespass or damages.
9.4 The Customer must not dispose of, encumber, or allow Goods to be used as security for any debt until full payment is made.

10. Construction Contracts Act 2002

10.1 The Company complies with the Construction Contracts Act 2002 where applicable, including payment claims, retention rights, and adjudication processes.
10.2 The Customer must comply with all obligations under the Act, including prompt payment of undisputed amounts.
10.3 Payment schedules must be provided in accordance with the Act to avoid legal disputes.

11. Customer Information

11.1 The Customer must provide complete, accurate, and timely information necessary for the Company to perform Services.
11.2 Delays, extra costs, or errors arising from incomplete or inaccurate information are the responsibility of the Customer.
11.3 The Customer warrants that any information provided does not infringe third-party intellectual property rights.

12. Consumer Guarantees Act (CGA)

12.1 Where the Customer is a consumer, the Company warrants that:
  12.1.1 Services will be performed with reasonable care and skill;
  12.1.2 Goods supplied will be of acceptable quality, fit for the purpose communicated to the Company, and comply with any description, sample, or specification.

12.2 The Customer must notify the Company in writing of any defect, non-conformity, or issue with Goods or Services within a reasonable period for resolution.

12.3 Business-to-Business Use:
  12.3.1 Where the Company supplies Goods or Services to the Customer for the Customer’s use in the course of a business, trade, or profession, the Customer acknowledges and agrees that the CGA does not apply.
  12.3.2 This exclusion applies regardless of whether the Customer is purchasing multiple items or services or using the Goods in commercial or operational activities.

12.4 Except as expressly stated, all warranties, representations, or conditions implied by law, statute, or otherwise are excluded to the maximum extent permitted.
12.5 Nothing in this clause limits the Customer’s rights under the FTA for fair trading or misrepresentation.

13. Warranties

13.1 General Warranty
13.1.1 The Company warrants that:
  (a) The Works will conform to the statement of work, including scope, specifications, and plans agreed with the Customer.
  (b) The Goods supplied will be free from material defects at the time of installation and for the applicable warranty period.

13.2 Workmanship Guarantee
13.2.1 The Company will repair or make good any defects in its workmanship arising within one (1) year following completion of the Works for which the defect is claimed (“Workmanship Guarantee”).

13.2.2 The Workmanship Guarantee is subject to the following conditions:
  (a) The Company is not liable to carry out any remedial work unless written notice is received from the Customer within seven (7) days of discovering the defect.
  (b) The Workmanship Guarantee does not apply to the Goods themselves, for which Clause 13.1(b) applies.
  (c) The Company’s liability for claims under the Workmanship Guarantee is limited to the labour component of the workmanship.
  (d) The Workmanship Guarantee does not cover any occurrence normally covered by the Customer’s insurance, including public liability.
  (e) The Workmanship Guarantee does not cover any loss or damage arising from events normally covered by the Customer’s insurance policies.
  (f) The benefit of the Workmanship Guarantee is personal to the Customer and is not assignable or transferable.
  (g) The Workmanship Guarantee only applies after completion of the Works and full payment by the Customer.

13.3 Customer Acknowledgement
13.3.1 The Customer acknowledges:
  (a) No representations or warranties about the subject matter of this Agreement have been made by the Company except as expressly set out in this Agreement.
  (b) The Customer has not relied on any representations or warranties except as expressly provided.

13.4 Limitation of Liability
13.4.1 The Company is not liable for indirect, special, incidental, or consequential loss or damage, including lost profits or business opportunity.

13.5 Maximum Liability
13.5.1 The maximum liability of the Company in relation to Works or Goods will not exceed the total amount paid by the Customer for the specific Works or Goods to which the claim relates.

14. Service Interruption

14.1 The Company is not liable for delays caused by events outside its reasonable control, including weather, industrial action, pandemics, or supplier failure.
14.2 Any extension of time or variation in cost due to such events will be invoiced to the Customer.

15. Disputed Accounts

15.1 The Customer must notify the Company of any disputed amounts within 14 days of invoice.
15.2 Undisputed amounts remain payable in full.
15.3 The Company will work in good faith to resolve disputes promptly, including providing supporting documentation.

16. Confidential Information

16.1 Both parties must keep confidential information secure and not disclose it without written consent, except as required by law.
16.2 Confidential information includes designs, drawings, specifications, pricing, and commercial strategies.
16.3 Breach of confidentiality will result in liability for damages.

17. Resolving Disputes

17.1 Parties must attempt to resolve disputes by negotiation in good faith.
17.2 If unresolved, disputes may proceed to mediation or arbitration in accordance with New Zealand law.
17.3 Court action is a last resort after mediation or arbitration has failed.

18. Intellectual Property

18.1 All intellectual property, including designs, drawings, plans, software, and specifications, remains the property of the Company unless expressly assigned.
18.2 The Customer may not reproduce, distribute, or use intellectual property without prior written consent.
18.3 Breach may result in legal action for damages and injunctive relief.

19. General

19.1 These Terms supersede all prior agreements or understandings.
19.2 No variation of these Terms is valid unless agreed in writing by the Company.
19.3 The Company may subcontract work provided quality standards are maintained.
19.4 Force majeure events (natural disasters, strikes, pandemics, supplier failure) release the Company from obligations without liability.
19.5 Any invalid provision does not affect the enforceability of remaining clauses.

20. Acknowledgement and Declaration

20.1 By engaging the Company, the Customer acknowledges that they have read, understood, and agreed to these Terms.
20.2 The Customer confirms they have authority to enter into this Contract and bind any entity they represent.
20.3 Acceptance of any quotation, invoice, or engagement form constitutes acceptance of these Terms in full.