Terms and Conditions of Trade

All orders are accepted by Alpha Precision Technologies (NZ) Limited (also trading as Weighsmart Technologies) subject to the Terms and Conditions of Sale set out below:

All orders for products (“Products”) or services (“Services”) will be accepted by Alpha Precision Technologies (NZ) Limited (“APT”), subject to these terms and conditions of sale. Any person who places orders for Products and/or Services with APT (“Customer”) is unconditionally bound by these terms and conditions. No other terms will apply to the supply of Products and Services by APT unless agreed in writing by an authorized signatory of APT. APT reserves the right to amend these terms and conditions at any time without notice. The most current version of these terms and conditions can be found at: www.alphatec.co.nz. Any variation of terms and conditions is deemed to be effective from the time of publication on APT’s website, and shall be deemed to have been accepted by all existing and new Customers from that time onwards.

1. Definitions

1.1 References to “we,” “us,” and similar expressions refer to Alpha Precision Technologies (NZ) Ltd, together with its trading names and affiliated companies. References to “you” and similar expressions refer to the prospective customer, as further defined below.

“APT” refers to Alpha Precision Technologies (NZ) Ltd, including its trading names Alphatec, Weighsmart, and Weighsmart Technologies.

“Machines” refers to any weighing, force, or torque measuring device, as well as any other instrument or equipment sold or serviced by APT. These may also be described as machines, devices, instruments, testers, gauges, units, sensors, or similar terms.

“Customer” refers to any individual(s), organization(s), or duly authorized representative(s) acting on behalf of such individual(s) or organization(s), who engages APT to supply Goods or perform Services, as outlined in any proposal, quote, purchase order, invoice, or related documentation. For clarity:
(a) if more than one Customer is named, the term applies to each Customer individually and collectively;
(b) if the Customer is a partnership, all partners share joint and individual liability;
(c) if the Customer is acting in the role of a trustee, the trustee is bound in that capacity;
(d) the term also includes the Customer’s executors, legal representatives, successors, and approved assignees.

“Goods” refers to all products (including but not limited to parts, accessories, or consumables provided as part of the Services) and/or services supplied by APT at the Customer’s request. Where appropriate in context, references to “Goods” will be interpreted to include “Services,” and vice versa.

“Services” means any services (including Software as a Service) provided by APT to the Customer, such as but not limited to repair, maintenance, adjustment, or calibration of force/torque measurement devices, weighing equipment, or other devices.

“Contract” means these trading terms and conditions, together with any related proposal, quote, order, invoice, or additional document or agreement that is expressly included in or supplementary to this Contract.

“Price” refers to the total amount payable by the Customer for Goods or Services (inclusive of any applicable Goods and Services Tax – GST), as mutually agreed by APT and the Customer under clause 4 of this Contract.

“Costs” refers to any additional fees or charges payable on top of the agreed Purchase Price, where applicable, and may include:
(a) expenses related to the repair or replacement of missing or damaged goods, or cleaning of returned items;
(b) fees for restoring, replacing, or cleaning of equipment provided on a hire or rental basis;
(c) charges incurred by APT for delivery, pickup, or installation of equipment;
(d) expenses related to the recovery of Goods that are abandoned, unlawfully retained, or otherwise not returned as per the Terms;
(e) all costs and charges APT incurs arising from the Customer’s use of the Goods or due to any default by the Customer.

“APT brochure” references to APT’s paper and PDF brochures, APT’s website and any other literature of products published by APT in any medium. Descriptions of the Products and Services in the APT brochures or otherwise communicated to the Customer are only approximate and shall not form any part of the contract between the Customer and APT. APT shall not be liable to the Customer for any errors or omissions in the APT brochures. The advertising of products and services in the APT brochure is not an offer capable of acceptance, but merely constitutes an invitation by APT for the Customer to make an offer. APT is a business-to-business supplier. The APT brochures and price books are intended for use by business customers and not for consumers or private individuals.

2. Acceptance

2.1 Both parties confirm that:

1. 1. they have read and understood these Terms and Conditions of Trade; and

1. 1. the Customer is deemed to have accepted these terms without condition, and is immediately bound by them (jointly and severally if applicable), upon placing an order for or accepting delivery of any Goods or Services.

2.2 If there is any conflict between these terms and any other document, agreement, or schedule entered into prior or concurrently, the provisions of this Contract shall take precedence unless otherwise agreed in writing.

2.3 Any amendment to this Contract is only valid if agreed in writing and signed by both parties.

2.4 The Customer further agrees that:

1. 1. when Goods are supplied on credit terms, supply will not commence until a credit application is completed and approved by APT, and a credit limit has been set. APT may withhold delivery if the order exceeds the approved limit or if payment terms have not been met; and

1. 1. all orders are subject to product availability. In cases where Goods are unavailable, APT reserves the right to supply equivalent alternatives (including components) and adjust pricing in accordance with Clause 5. APT will notify the Customer of such changes, and the order or services may be suspended pending written confirmation from the Customer.

2.5 Any guidance, suggestion, information, or support given by APT regarding Goods or Services is offered in good faith, based on our knowledge and experience, and is accepted at the Customer’s own risk. If advice is not followed, APT may require written confirmation before proceeding. APT disclaims liability for any resulting losses once services have begun.

2.6 If the Customer requests Services on an urgent basis that requires APT staff to work outside normal hours (including lunch breaks, weekends, or public holidays), APT may apply extra labour charges at the applicable penalty rates unless otherwise agreed in writing.

2.7 Electronic signatures will be recognized as legally binding, provided they meet the requirements set out in Section 226 of the Contract and Commercial Law Act 2017 (or any relevant law).

2.8 The Customer must notify APT in writing at least fourteen (14) days before any planned change in ownership, management, or business structure, including (but not limited to) name, address, contact details, trustees, or nature of operations. Failure to do so may make the Customer liable for any losses suffered by APT as a result.

2.9 The Customer agrees that, for the duration of the Services, APT may liaise with a single authorized representative who will be treated as having full authority to request Goods, Services, or variations. The Customer takes full responsibility for all associated charges arising from such instructions.

3. Errors and Omissions

3.1 The Customer acknowledges that APT is not liable for any real or alleged mistakes:

1. 1. made unintentionally by APT during the formation, drafting, or administration of this Contract; or

1. 1. found in or missing from any documents, marketing, or other materials (whether digital or print) issued by APT relating to the Goods or Services.

3.2 Where such an error or omission has occurred and was not caused by APT’s negligence or deliberate action:

1. 1. the Customer may not reject or cancel the Contract on those grounds; and

1. 1. APT shall not be responsible for any extra costs the Customer incurs as a result.

4. Price and Payment

4.1 All prices quoted are in New Zealand dollars (unless specified) and are exclusive of GST.

A shipping charge will apply to all deliveries depending on the geographic location. Unless otherwise agreed upon, any price quoted is valid only for 30 days from the date of quote. APT reserves the right to revise prices as and when required without notice depending on exchange rate, shipping and manufacturers costs.

4.2 At APT’s discretion, the Price may be determined:

1. 1. as shown on an invoice issued to the Customer; or

1. 1. in accordance with a written quote from APT (valid for 30 days or the stated term), subject to Clause 5.

4.3 APT reserves the right to request full payment or a deposit prior to commencing any work or delivering any Goods.

4.4 Payment must be made on time. The following options may apply, at APT’s discretion:

1. 1. by instalments according to a payment schedule provided by APT.

1. 1. on delivery of goods.

1. 1. before the delivery of Goods.

1. 1. upon completion of Services.

1. 1. by the 20th day of the month following invoice, for approved Customers.

1. 1. on the due date stated on APT’s invoice or other written communication; or

1. 1. if none of the above are specified, within seven (7) days of the invoice date.

4.5 The Customer must not withhold or offset payments unless APT expressly agrees in writing.

4.6 APT may allocate payments against outstanding amounts as it sees fit and may reassign those allocations in the event of a customer default. Where no instruction is given, payments will be applied to best protect APT’s Purchase Money Security Interest (PMSI) under the PPSA.

4.7 Payments can be made by online banking, credit card (which may incur a surcharge), or other methods approved in writing.

4.8 All quoted Prices are exclusive of GST unless otherwise specified. The Customer is responsible for paying applicable GST, duties, or levies in addition to the Price.

5. Additional Charges

5.1 APT may adjust the Price:

1. 1. if the Customer requests changes to the scope of Product or Services.

1. 1. where unforeseen issues arise that require additional work (e.g., undisclosed, hidden, or newly discovered faults identified during the service);or

1. 1. due to increased labour, materials, or currency exchange rates outside APT’s control.

5.2 Any proposed variation will be documented and invoiced. The Customer must respond within ten (10) working days. Failure to respond will be taken as agreement to proceed, and the additional charges will be payable on completion.

5.3 APT may apply storage fees:

1. 1. if equipment is not collected within 24 hours after notification of readiness; or

1. 1. where storage is specifically requested by the Customer.

5.4 Diagnostic evaluations, including any dismantling or testing, will incur charges whether repair work is approved or not.

5.5 If in place and applicable, fixed-price Calibration and Maintenance agreements will remain unchanged for the first 12 months and may be adjusted annually in line with CPI changes.

6. Ordering of Goods and Calibration of Equipment

 6.1 APT reserves the right to decline to trade with any company or person, and may decline to accept any order without justification. APT will not substitute an ordered product for another unless requested/agreed by the Customer, or unless the product has been superseded by the latest version or unable to source due to unavoidable circumstances. If the Customer confirms telephone or internet orders, the confirmation must be marked ‘confirmation only’ to avoid duplication. If the Customer orders the wrong Product or quantity, or duplicates orders, clause 13 will apply.

6.2 All force, torque, weighing, measuring, or other equipment will be calibrated at APT’s facilities, at  the customer’s site, or a designated subcontractor’s premises, in accordance with the relevant classification standard. Where applicable and available, a test certificate/report confirming the calibration will be supplied with the equipment.

6.3 Following installation, our technicians may recalibrate the instruments and issue a corresponding document. Should the Customer request additional calibration, they acknowledge that this will incur an extra fee, which will be invoiced separately.

6.4 It is the customer’s responsibility to inspect and ensure that all products, calibration or service work performed is satisfactory. Customers are also required to assess the performance of any new, serviced, or calibrated equipment before it is returned to operational use.

7. Risk

7.1 Responsibility for the Goods transfers to the Customer upon delivery. It is the Customer’s duty to insure them from that point.

7.2 If the Goods are damaged or destroyed after delivery but before ownership has legally passed to the Customer, APT retains the right to any insurance proceeds.

7.3 If the Customer requests that Goods be left unattended or picked up directly outside APT or any other location, the risk transfers at the point of placement.

7.4 APT relies on information supplied by the Customer. APT accepts no liability for losses resulting from errors or omissions in plans, drawings, or specifications provided by the Customer.

7.5 The Customer acknowledges:

1. 1. brochures and technical data are approximate only and may be subject to change.

1. 1. such materials are not part of the Contract unless explicitly agreed.

1. 1. temporary fixes are not guaranteed and may result in future faults or further issues. (APT will advise on required repairs and provide cost estimates).

1. 1. APT is only liable for products it has supplied, not for any work carried out by third parties or connections to third party equipment.

1. 1. It is the customer’s responsibility to test new or serviced products, then keep the goods in good working order and to test them regularly to confirm their reliability when operational.

1. 1. goods may fade, become marked, or be damaged through impact or incorrect use.

7.6 APT is not responsible for damage caused by accidents, misuse, poor maintenance, or failing to follow instructions.

7.7 The Customer agrees that:

1. 1. wiring to and from the equipment is excluded unless explicitly stated.

1. 1. all necessary electrical cabling, installation, and protection are the Customer’s responsibility unless otherwise agreed.

7.8 It is the Customer’s responsibility to protect Goods from electromagnetic or magnetic interference and ensure adjacent devices are properly shielded.

Electrical Safety: The Customer must arrange, at their own cost, all necessary testing and tagging of electrical equipment, in line with manufacturer guidelines and relevant New Zealand Standards.

7.9 APT accepts no liability for interference-related problems if conditions in this clause 7 are not followed.

7.10 The Customer confirms that:

1. 1. the primary power supply remains stable within 230VAC ±10% and 50Hz ±2%;

1. 1. it is isolated from power surges or fluctuations; and

1. 1. any alternative power supplies must be approved by APT.

7.11 APT is not liable for issues caused by unstable or non-compliant power supplies. This also includes any damage resulting from the use of power supplies, chargers, or adapters not provided by APT.

7.12 APT does not guarantee uninterrupted data connectivity over mobile, fibre, or landline services. The Customer must:

1. 1. ensure a reliable network connection; and

1. 1. check line compatibility with their provider.

7.13 The Customer acknowledges:

1. 1. most weighing & force / torque measuring systems generally use strain gauges/ load cells.

1. 1. APT is not responsible for damage from shock, overload, welding, clamping, or influence from nearby electrical sources.

1. 1. common sources of damage include, but not limited to:

1. 1. immersion, excessive moisture, or high-pressure cleaning

1. 1. welding near the load cell

1. 1. incorrect wiring of connectors

1. 1. proximity to high-power transformers, magnets or generators

1. 1. Excessive heat, dust, vibrations and drafts in the environment

7.14 If the Customer asks APT to fix any faults resulting from the causes listed above, the Customer agrees to cover all related repair costs.

7.15 To the extent permitted by law, APT shall not be under any liability for damage, losses (whether direct, indirect or consequential), expenses, liabilities, injuries, loss of profits, business or economic loss, depletion of goodwill, costs (including legal costs), claims, demands, proceedings, judgments or otherwise resulting from the failure to give advice or information or the giving of incorrect advice or information (including through the APT technical support) whether or not due to its negligence or that of its employees, agents or sub-contractors. APT shall not be liable for economic loss, punitive damages, loss of revenue, loss of profits or expected future business, damage to reputation or goodwill, loss of any order or contract or any consequential or indirect loss or damage, as may result from, or be connected with:

I. any express or implied terms of the contract between APT and the Customer, or of any order accepted by APT;

ii. any duty of any kind imposed on APT by law; or

iii. any defect in the Products or Services. If, notwithstanding any provisions of these terms and conditions, any liability attaches to APT, APT’s liability to the Customer arising out of or in connection with these terms and conditions or any order whether in contract, tort or otherwise in respect of one or more of any express or implied terms of the contract between APT and the Customer, or of any order accepted by APT;

8. Provision of the Services

8.1 Where installation is part of the sale or services, APT will make reasonable efforts to begin work promptly. Work could be carried out by APT staff or their subcontractors.

8.2 If start or completion is delayed due to circumstances beyond APT’s control, or due to the Customer’s failure to:

1. 1. prepare the worksite.

1. 1. provide a suitable base or platform; or

1. 1. notify APT when the site is ready

    APT may extend timeframes accordingly and will notify the Customer.

8.3 If installation is delayed more than three (3) months after delivery due to the Customer’s actions or inaction, APT reserves the right to charge for resulting costs.

8.4 Delivery is considered complete when APT or its carrier delivers the Goods to the nominated address, even if the Customer is not present.

8.5 Delivery fees may be included in the Price or billed separately, depending on the agreement.

8.6 APT will aim to deliver Products in accordance with the Customer’s order. The Customer’s delivery options will be notified to the Customer at the time of order including lead times.

8.7 Delivery will be made to the Customer’s usual business address, unless otherwise agreed in writing. Times and dates for delivery quoted by APT’s employees are approximate only and APT shall not be liable for the consequences of any delay in delivery.

8.8 If any delivery is late, the Customer must notify APT, and APT will endeavor to ascertain if the product has been delivered or the expected delivery time of the product to the Customer.

8.9 If a revised delivery time is not acceptable APT may offer an alternative delivery option. Except to the extent required by law, the remedies set out in this clause 8 are the Customer’s exclusive remedies for late delivery and APT shall not be liable for any loss or damage (including indirect, consequential or economic) suffered or incurred by the Customer or any other party in relation to late delivery.

If the Customer is unavailable to receive the delivery, APT may charge for redelivery or storage.

9. Customer Responsibilities

 9.1 As electronic instruments may fail unexpectedly, the Customer is responsible for thoroughly inspecting and testing all equipment supplied by APT before use, to ensure it functions correctly and safely. It is customer’s responsibility to carry out pre-use testing minimum on daily basis or any time if the machine/s have been repaired, serviced, relocated or calibrated. APT disclaims all liability for any financial, physical, property, reputation or material loss resulting from failure to do so.

The Customer must also provide APT with unrestricted, safe access to the site to enable service delivery. APT accepts no responsibility for damage to the site (e.g., driveways, lawns, paving) unless caused by its own negligence.

9.2 Where APT is responsible for installing the Goods:

1. 1. and no foundations or support are needed, the Price is based on standard working hours. Any out-of-hours work will be billed at APT’s overtime rates, unless otherwise arranged.

1. 1. the Customer confirms that any surfaces or structures intended to support the Goods are suitable. If APT deems them unsafe or inadequate, installation may be delayed until rectified at the Customer’s expense.

9.3 The Customer is solely accountable for:

1. 1. preparing the installation site, foundation or support.

1. 1. supplying equipment, staging, lifting tools, site amenities, and required additional labour for lifting, moving or positioning

1. 1. arranging transport and hire of test weights or other required testing equipment

1. 1. It is the Customer’s responsibility to ensure that all equipment requiring trade certification holds a current ‘Certificate of Accuracy’ issued by a suitably qualified person. APT may assist upon request; however, all associated charges and transport costs remain the responsibility of the Customer.

9.4 If APT requires on-site storage for Goods, equipment, or tools, the Customer must provide a secure and safe location. The Customer is liable for any loss, theft, or damage to such stored items.

10. Title

10.1 Legal ownership of the Goods will not be transferred to the Customer until:

1. 1. all amounts due to APT have been paid in full; and

1. 1. the Customer has satisfied all other obligations owed to APT.

10.2 Payments made by any method other than cash are not deemed clear until the funds have been fully processed and honored.

10.3 Until such time that title transfers:

a) the Customer holds the Goods as a bailee and must return them upon request.

b) any insurance payments relating to loss or damage of the Goods must be held in trust and forwarded to APT.

c) the Goods must not be sold, transferred, or otherwise dealt with outside the ordinary course of business, and any proceeds must be held in trust for APT.

d) any products resulting from processing or combining the Goods are held in trust for APT.

e) APT is irrevocably authorized to access any location where the Goods are kept reclaiming them.

f) APT reserves the right to retrieve the Goods during transit, whether or not Delivery has occurred.

g) the Customer must not grant any form of security over the Goods while APT retains ownership; and

h) APT may pursue legal action to recover the Price, even if title has not yet passed.

11. Personal Property Securities Act 1999 (“PPSA”)

11.1 By agreeing to these terms, the Customer:

• • acknowledges that this Contract constitutes a security agreement under the PPSA; and

• • consents to APT registering a security interest over all Goods (whether supplied now or in the future), and any proceeds derived from them.

11.2 The Customer agrees to:

a) sign all necessary documents and provide any information APT may reasonably request to ensure the registration or maintenance of its security interest under the PPSA.

b) reimburse APT for any costs associated with the registration, maintenance, or release of the security interest.

c) not filing any financing statement or amendment regarding the Goods without APT’s written approval; and

d) immediately inform APT of any changes to business practices that may affect the classification or nature of proceeds from any sale of the Goods.

11.3 The Customer waives the right to receive a verification statement under section 148 of the PPSA unless agreed otherwise in writing.

11.4 The Customer affirms and ratifies any actions APT takes to give effect to this clause.

11.5 These terms do not exclude any rights under the PPSA unless exclusion is legally permissible.

12. Defects and Returns

12.1 Upon delivery or completion of repairs or Services, the Customer must promptly inspect the Goods and notify APT in writing within seven (7) days of any claimed defect, damage, shortfall, or non-compliance. APT must be given a reasonable opportunity to inspect and address any issues. If no notice is received within that time frame, the Goods and/or Services shall be deemed accepted and free from defect.

12.2 No returns will be accepted unless they comply with the process outlined in clause 13.

12.3 Goods that are custom-made, modified, imported to order, or otherwise non-standard are not eligible for return or credit, except where proven defective in accordance with clause 13.

13. Cancellation

13.1 Without limiting any other remedies available, if either party breaches any obligation (including payment obligations) under these terms and conditions, the other party may suspend or end the provision of Services or the purchase of Goods to that party. Neither party shall be responsible for any loss or damage the other incurs as a result of the exercise of rights under this clause.

13.2 APT reserves the right to cancel any order or Delivery by providing written notice if circumstances beyond its reasonable control occur. In such cases, any amounts paid by the Customer will be reimbursed. APT will not be responsible for any loss or damage resulting from the cancellation.

13.3 The Customer may cancel an order by submitting written notice within 24 hours of placing it. If Delivery is refused or not accepted, this may be considered a breach of Contract. If the customer wishes to cancel an order for imported goods, a restocking fee along with international & local freight costs for both import and return will be charged to the customer.

13.4 Orders for Goods that are custom-manufactured or not normally held in stock cannot be cancelled once production has begun or a supplier order has been placed.

14. Warranty

14.1 For Goods not manufactured by APT, any applicable warranty shall be limited to that provided by the original manufacturer. APT will not be held responsible for any additional warranties, guarantees, or representations beyond those offered by the manufacturer. All warranty claims must be submitted directly to APT, with return freight costs borne by the Customer.

14.2 Unless otherwise agreed in writing at the time of purchase, the standard warranty period is twelve (12) months from the date of sale.

14.3 This limited warranty does not cover defects or failures resulting from:

a) improper use, neglect, accidents, incorrect installation, or operation outside the product’s specified conditions (e.g., exposure to excessive heat, moisture, or power surges);

b) failure to follow usage instructions outlined in the user manual.

c) lost passwords or software-related faults.

d) interference from third-party hardware or equipment.

Any tampering with the product, unauthorized service, modification or removal of serial numbers or labels will void the warranty. Consequential or incidental losses — including reinstallation costs — are also excluded.

14.4 To submit a warranty claim:

Customer responsibilities:

• • Contact APT (or an authorized service centre) electronically and provide company details, contact person, invoice number, serial number, and date of purchase.

• • Securely package the item with all original accessories and manuals, using the original or equivalent packaging.

• • Cover the cost of return shipping to APT.

APT responsibilities:

• • If the claim is accepted, APT may replace the item with a refurbished unit meeting the same specifications.

• • Ownership of the faulty unit transfers to APT upon return.

• • Repaired or replaced products will be covered by either the remainder of the original warranty period or 90 days — whichever is longer.

• • repair or replace any new goods sold by us if there is any manufacturing defect in material or workmanship

• • APT will cover return shipping of the replacement unit.

15. General Lien

15.1 APT retains a general lien over any of the Customer’s property in its possession as security for payment of any outstanding amounts under this or any other agreement between the parties.

15.2 If the Customer fails to settle the debt within seven (7) days of the due date, APT may:

• • remove the property and store it at the Customer’s risk and cost; and/or

• • sell the property and apply the proceeds toward the debt and related sale expenses — with no liability for any loss or damage.

16. Compliance with Laws

16.1. The contract between APT and the Customer as applicable to each Customer order shall be governed by and interpreted in accordance with the laws of New Zealand. The Customer submits to the non-exclusive jurisdiction of the courts of New Zealand. APT may enforce the contract in any court of competent jurisdiction.

 This includes obligations under WorkSafe New Zealand and any other relevant health and safety standards or regulatory authorities.

17. Consumer Guarantees Act 1993 and Fair Trading Act 1986

17.1 If the Customer is acquiring Goods or Services for business or commercial use, both parties agree that the Consumer Guarantees Act 1993 (CGA) will not apply to the transaction.

17.2 APT confirms that it will comply with the Fair Trading Act 1986 in all dealings with the Customer.

18. Confidentiality and Intellectual Property

18.1 Both parties agree to keep all confidential information and documents exchanged between them strictly private, and not to disclose, copy, or share such materials with any third party without prior written consent from the originating party. All confidential information must be returned or destroyed, along with any copies, if requested.

18.2 The confidentiality obligations in clause 18.1 do not apply to disclosures required by law;

• • made to legal or professional advisers; or

• • necessary for proper delivery of the contracted Services.

18.3 All intellectual property, including any designs, drawings, or technical documents developed by APT for the Customer, shall remain the exclusive property of APT. The Customer is not permitted to use, replicate, or share such materials without prior written approval from APT.

18.4 The Customer guarantees that any designs, instructions, or specifications provided to APT do not infringe any third-party intellectual property rights. The Customer agrees to indemnify APT against any claims, legal action, or liabilities arising from such infringement.

18.5 Unless expressly instructed otherwise in writing by the Customer, APT reserves the right to use any designs, documents, or finished Goods it has created for the Customer in its marketing materials, portfolio, or competition entries — at no cost to the Customer.

18.6 APT agrees to:

a) retain your personal and credit card information only as long as required for the original purpose of collection.

b) not sharing your credit card details with third parties unless needed to complete payment processing or as permitted by law; and

c) handle all personal information in accordance with the Privacy Act 2020 (see Clause 20), or as otherwise required by legislation.

18.7 The Customer authorizes APT to charge the credit card on file for any unpaid amounts under this Contract. This includes the Customer’s consent for APT to complete any required documentation and take necessary steps to recover funds from the card issuer.

19. Default and Consequences of Default

19.1 If any amount remains unpaid past the due date, interest will accrue daily at a rate of 2.5% per calendar month, compounded monthly, until the debt is settled in full.

19.2 In the event of non-payment or default, the Customer agrees to reimburse APT for all debt recovery costs, including but not limited to legal fees on a solicitor–client basis, internal administrative expenses, collection agency charges, and bank dishonor fees.

19.3 If any Customer payment is reversed — such as by chargeback or fraud — the Customer remains fully liable for the amount and for any associated recovery fees, provided the reversal was improper or in breach of this Contract.

19.4 Without affecting any other rights or remedies APT may have, it may cancel pending orders and demand immediate payment of all outstanding amounts if:

• • payment becomes overdue.

• • the Customer exceeds their credit limit.

• • the Customer becomes insolvent or proposes a settlement with creditors; or

• • a liquidator, receiver, or similar official is appointed over the Customer or their assets

20. Privacy Policy

20.1 APT recognizes that any Personal Information (as defined in clause 20.3) is private and will be managed in accordance with the Privacy Act 2020 and applicable OECD Guidelines. APT will inform the Customer of any privacy breach that could reasonably be expected to cause serious harm.

20.2 Cookies are intended to store a small amount of data (including Personal Information) related to a specific client and website and can be accessed by either the web server or the client’s device. If the Customer prefers not to allow Cookies to function in the background while using our website/s, the Customer has the option to enable or disable Cookies by selecting the appropriate setting on the website before submitting any enquiries.

When the Customer interacts with APT’s website, Cookies and similar technologies (such as pixels or web beacons) may collect Personal Information, including:

• • IP address, browser type, device information, and related technical data;

• • browsing activity and site usage patterns and similar interactions

Customers can adjust or revoke their Cookie preferences via their browser settings.

20.3 The Customer grants APT (and its authorized agents) permission to:

• • gather, store, and use personal and credit-related information for the purposes of credit evaluation and marketing activities; and

• • share such information with credit reporting agencies, other credit providers, or debt collection services where necessary.

20.4 Where the Customer is an individual, these consents are provided in accordance with the provisions of the Privacy Act 2020.

20.5 The Customer may request access to their Personal Information held by APT and may ask for corrections if the information is inaccurate or incomplete.

20.6 APT will delete Personal Information upon request, unless retention is required by law or necessary to meet its obligations under this Contract.

20.7 Privacy-related complaints may be submitted via email. APT will acknowledge the complaint within 7 days and endeavor to resolve it within 20 days. If the matter remains unresolved, the Customer may escalate the issue to the Office of the Privacy Commissioner at www.privacy.org.nz.

21. Service of Notices

21.1 Any written notice issued under this Contract will be considered properly served if delivered:

• • in person.

• • by leaving it at the address specified for the relevant party in this contract.

• • via registered mail.

• • by email to the recipient’s most recently known email address.

21.2 Notices sent by post are presumed to have been received within the standard timeframe for mail delivery unless proven otherwise.

22. Trusts

22.1 If the Customer enters this Contract as a trustee or on behalf of a trust (“Trust”), the Customer confirms and warrants that:

• • this Contract is binding on both the Trust and its assets;

• • the Customer is fully authorized to enter into this Contract and act on behalf of the Trust;

• • there are no limitations in the trust deed that restrict the Customer’s right to be indemnified from trust assets;

• • the Customer will not act in a manner that breaches the terms of the Trust or amend the Trust in any way that would negatively affect APT’s rights, without obtaining APT’s prior written consent (such consent not to be unreasonably withheld).

23. General

23.1 Any dispute arising from this Contract must first be referred to mediation before either party pursues arbitration or court proceedings. The costs of mediation shall be shared equally between the parties.

23.2 A failure to enforce any provision of this Contract does not amount to a waiver of that provision. If any part of the Contract is deemed unenforceable or invalid, the remaining terms will continue to be effective.

23.3 This Contract is governed by the laws of New Zealand, and the parties agree to submit to the jurisdiction of the New Zealand courts.

23.4 Except where the Consumer Guarantees Act applies, APT’s liability under this Contract is capped at the total Price.

23.5 APT may transfer or subcontract any of its rights or duties under this Contract without the Customer’s prior consent, provided such action does not adversely affect the Customer.

23.6 The Customer may not transfer their rights or obligations under this Contract without APT’s prior written consent.

23.7 If APT engages subcontractors, it remains responsible only for all obligations under this Contract. The Customer must not issue instructions directly to subcontractors without APT’s prior written approval.

23.8 If necessary APT may amend these terms for future dealings by providing written notice to the Customer. Any such updates will take effect either upon the Customer’s written acceptance or when the Customer places a subsequent order.

23.9 Neither party shall be held liable for failure to fulfil any obligation under this Contract where such failure results from a Force Majeure event (such as a natural disaster, pandemic, or government-imposed restrictions). However, the Customer remains responsible for paying any outstanding amounts once the event has ended.

23.10 Each party confirms that it has the full legal authority to enter this Contract and that the terms constitute binding legal obligations.