1. Definitions

1.1 “Seller” means Spark Electrical Limited, its successors and assigns or any person acting on

behalf of and with the authority of Spark Electrical Limited.

1.2 “Customer” means the person/s buying the Goods as specified in any invoice, document

or order, and if there is more than one Customer is a reference to each Customer jointly

and severally.

1.3 “Goods” means all Goods or Services supplied by the Seller to the Customer at the

Customer’s request from time to time (where the context so permits the terms ‘Goods’ or

‘Services’ shall be interchangeable for the other).

1.4 “Price” means the Price payable for the Goods as agreed between the Seller and the

Customer in accordance with clause 5 below.

2. Acceptance

2.1 The Customer is taken to have exclusively accepted and is immediately bound, jointly and

severally, by these terms and conditions if the Customer places an order for or accepts

delivery of the Goods.

2.2 These terms and conditions may only be amended with the Seller’s consent in writing and

shall prevail to the extent of any inconsistency with any other document or agreement

between the Customer and the Seller.

3. Electronic Transactions Act 2002

3.1 Electronic signatures shall be deemed to be accepted by either party providing that the

parties have complied with Section 22 of the Electronic Transactions Act 2002 or any other

applicable provisions of that Act or any Regulations referred to in that Act.

4. Change in Control

4.1 The Customer shall give the Seller not less than fourteen (14) days prior written notice of

any proposed change of ownership of the Customer and/or any other change in the

Customer’s details (including but not limited to, changes in the Customer’s name, address,

contact phone or fax number/s, or business practice). The Customer shall be liable for any

loss incurred by the Seller as a result of the Customer’s failure to comply with this clause.

5. Price and Payment

5.1 At the Seller’s sole discretion, the Price shall be either:

(a) as indicated on any invoice provided by the Seller to the Customer; or

(b) the Seller’s quoted price (subject to clause 5.2) which will be valid for the period stated

in the quotation or otherwise for a period of ninety (90) days.

5.2 The Seller reserves the right to change the Price if a variation to the Seller’s quotation is

requested. Any variation from the plan of scheduled Services or specifications of the

Goods (including, but not limited to, any variation as a result of increases to the Seller in

the cost of materials and labour or where additional Services are required due to the

discovery of hidden or unidentifiable difficulties including, but not limited to, poor weather

conditions, limitations to accessing the site, safety considerations, prerequisite work by

any third party not being completed, obscured building defects, change of design, hard

rock barriers below the surface or iron reinforcing rods in concrete, or hidden pipes and

wiring in walls, etc, which are only discovered on commencement of the Services) will be

charged for on the basis of the Seller’s quotation, and will be detailed in writing, and shown

as variations on the Seller’s invoice.

5.3 At the Seller’s sole discretion, a non-refundable deposit may be required.

5.4 Time for payment for the Goods being of the essence, the Price will be payable by the

Customer on the date/s determined by the Seller, which may be:

(a) on delivery of the Goods;

(b) by way of instalments/progress payments in accordance with the Seller’s payment


(c) for certain approved Customers, due twenty (20) days following the end of the month

in which a statement is posted to the Customer’s address or address for notices;

(d) the date specified on any invoice or other form as being the date for payment; or

(e) failing any notice to the contrary, the date which is seven (7) days following the date

of any invoice given to the Customer by the Seller.

5.5 Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, or by

any other method as agreed to between the Customer and the Seller.

5.6 Unless otherwise stated the Price does not include GST. In addition to the Price the

Customer must pay to the Seller an amount equal to any GST the Seller must pay for any

supply by the Seller under this or any other agreement for the sale of the Goods. The

Customer must pay GST, without deduction or set off of any other amounts, at the same

time and on the same basis as the Customer pays the Price. In addition, the Customer

must pay any other taxes and duties that may be applicable in addition to the Price except

where they are expressly included in the Price.

6. Delivery of Goods

6.1 Delivery (“Delivery”) of the Goods is taken to occur at the time that:

(a) the Customer or the Customer’s nominated carrier takes possession of the Goods at

the Seller’s address; or

(b) the Seller (or the Seller’s nominated carrier) delivers the Goods to the Customer’s

nominated address even if the Customer is not present at the address.

6.2 At the Seller’s sole discretion, the cost of delivery is in addition to the Price.

6.3 The Customer must take delivery by receipt or collection of the Goods whenever they are

tendered for delivery. In the event that the Customer is unable to take delivery of the Goods

as arranged then the Seller shall be entitled to charge a reasonable fee for redelivery

and/or storage.

6.4 The Seller may deliver the Goods in separate instalments. Each separate instalment shall

be invoiced and paid in accordance with the provisions in these terms and conditions.

6.5 Any time or date given by the Seller to the Customer is an estimate only. The Customer

must still accept delivery of the Goods even if late and the Seller will not be liable for any

loss or damage incurred by the Customer as a result of the delivery being late.

7. Risk

7.1 Risk of damage to or loss of the Goods passes to the Customer on Delivery and the

Customer must insure the Goods on or before Delivery.

7.2 If any of the Goods are damaged or destroyed following delivery but prior to ownership

passing to the Customer, the Seller is entitled to receive all insurance proceeds payable

for the Goods. The production of these terms and conditions by the Seller is sufficient

evidence of the Seller’s rights to receive the insurance proceeds without the need for any

person dealing with the Seller to make further enquiries.

7.3 If the Customer requests the Seller to leave Goods outside the Seller’s premises for

collection or to deliver the Goods to an unattended location, then such Goods shall be left

at the Customer’s sole risk.

7.4 All work will be tested to ensure that it is electrically safe and is in accordance with the

wiring rules and other standards applying to the electrical installation under the Electrical

Safety Regulations 2002. All of the cabling work will comply with the Australian and New

Zealand Wiring standards.

7.5 The Customer warrants that any structures to which the Goods are to be affixed are able

to withstand the installation of the Goods and that any electrical connections (including,

but not limited to, meter boxes, main switches, circuit breakers, and electrical cable) are

of suitable capacity to handle the Goods once installed. If, for any reason (including the

discovery of asbestos, defective or unsafe wiring, or dangerous access to roofing), the

Seller reasonably forms the opinion that the Customer’s premises is not safe for the

installation of Goods to proceed then the Seller shall be entitled to delay installation of the

Goods until the Seller is satisfied that it is safe for the installation to proceed.

7.6 Where the Customer has supplied materials for the Seller to complete the Goods, the

Customer acknowledges that he accepts responsibility for the suitability of purpose, quality

and any faults inherent in the materials. The Seller shall not be responsible for any defects

in the materials, any loss or damage to the Goods (or any part thereof), howsoever arising

from the use of materials supplied by the Customer.

7.7 The Customer acknowledges that the Seller is only responsible for parts that are replaced

by the Seller, and in the event that other parts/Goods, subsequently fail, the Customer

agrees to indemnify the Seller against any loss or damage to the Goods, or caused by the

Goods, or any part thereof howsoever arising.

7.8 Whilst the final location of the condensing unit is at the discretion of the Customer, a charge

will apply as a variation as per clause 5.2, if the Customer requests the unit to not be

located adjacent to the external wall, due to the underground piping required.

7.9 The final location of the wall, window or floor unit must be determined on-site by the


7.10 The Seller shall upon installation ensure that all installed Goods meet current industry

standards applicable to noise levels, however, the Seller cannot guarantee that noise levels

will remain constant post installation as the Goods may be impacted by many factors such

as the weather, lack of maintenance, tampering, etc. In the event that any of the equipment

needs to be relocated due to complaints from neighbors or local authorities, then the

The customer shall be responsible for any and all costs involved.

7.11 The Customer acknowledges and agrees that it is their responsibility to ensure any

equipment partly or completely installed on-site, against theft or damage.

7.12 In the event that the electrical wiring is required to be re-positioned at the request of any

third party contracted by the Customer then the Customer agrees to notify the Seller

immediately upon any proposed changes. The Customer agrees to indemnify the Seller

against any additional costs incurred with such a relocation of electrical wiring. All such

variances shall be invoiced in accordance with clause 5.2.

8. Access

8.1 The Customer shall ensure that the Seller has clear and free access to the work site at

all times to enable them to effect delivery of the Services. The Seller shall not be liable

for any loss or damage to the site (including, without limitation, damage to pathways,

driveways and concreted or paved or grassed areas) unless due to the negligence of the


9. Underground Locations

9.1 Prior to Seller commencing any work the Customer must advise Seller of the precise

location of all underground services on the site and clearly mark the same. The

underground mains & services the Customer must identify include, but are not limited to,

electrical services, gas services, sewer services, pumping services, sewer connections,

sewer sludge mains, water mains, irrigation pipes, telephone cables, fibre optic cables, oil

pumping mains, and any other services that may be on site.

9.2 Whilst Seller will take all care to avoid damage to any underground services the Customer

agrees to indemnify Seller in

respect of all and any liability claims, loss, damage, costs and fines as a result of damage

to services not precisely located and notified as per clause 9.1.

10. Compliance with Laws

10.1 The Customer and the Seller shall comply with the provisions of all statutes, regulations

and bylaws of government, local and other public authorities that may be applicable to the


10.2 The Customer shall obtain (at the expense of the Customer) all licenses and approvals

that may be required for the works.

10.3 The Customer agrees that the site will comply with any occupational health and safety

laws relating to building/construction sites and any other relevant safety standards or


11. Title

11.1 The Seller and the Customer agree that ownership of the Goods shall not pass until:

(a) the Customer has paid the Seller all amounts owing to the Seller; and

(b) the Customer has met all of its other obligations to the Seller.

11.2 Receipt by the Seller of any form of payment other than cash shall not be deemed to be

payment until that form of payment has been honoured, cleared or recognised.

11.3 It is further agreed that:

(a) until ownership of the Goods passes to the Customer in accordance with clause 11.1

that the Customer is only a bailee of the Goods and must return the Goods to the

Seller on request.

(b) the Customer holds the benefit of the Customer’s insurance of the Goods on trust for

the Seller and must pay to the Seller the proceeds of any insurance in the event of

the Goods being lost, damaged or destroyed.

(c) the Customer must not sell, dispose, or otherwise part with possession of the Goods

other than in the ordinary course of business and for market value. If the Customer

sells, disposes or parts with possession of the Goods then the Customer must hold

the proceeds of any such act on trust for the Seller and must pay or deliver the

proceeds to the Seller on demand.

(d) the Customer should not convert or process the Goods or intermix them with other

goods but if the Customer does so then the Customer holds the resulting product on

trust for the benefit of the Seller and must sell, dispose of or return the resulting

product to the Seller as it so directs.

(e) the Customer irrevocably authorises the Seller to enter any premises where the Seller

believes the Goods are kept and recover possession of the Goods.

(f) the Seller may recover possession of any Goods in transit whether or not delivery has


(g) the Customer shall not charge or grant an encumbrance over the Goods nor grant nor

otherwise give away any interest in the Goods while they remain the property of the


(h) the Seller may commence proceedings to recover the Price of the Goods sold

notwithstanding that ownership of the Goods has not passed to the Customer.

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

12.1 Upon assenting to these terms and conditions in writing the Customer acknowledges and

agrees that:

(a) these terms and conditions constitute a security agreement for the purposes of the

PPSA; and

(b) a security interest is taken in all Goods and/or collateral (account) – being a monetary

obligation of the Customer to the Seller for Services – that have previously been

supplied and that will be supplied in the future by the Seller to the Customer.

12.2 The Customer undertakes to:

(a) sign any further documents and/or provide any further information (such information

to be complete, accurate and up-to-date in all respects) which the Seller may

reasonably require to register a financing statement or financing change statement

on the Personal Property Securities Register;

(b) indemnify, and upon demand reimburse, the Seller for all expenses incurred in

registering a financing statement or financing change statement on the Personal

Property Securities Register or releasing any Goods charged thereby;

(c) not register, or permit to be registered, a financing statement or a financing change

statement in relation to the Goods and/or collateral (account) in favour of a third party

without the prior written consent of the Seller; and

(d) immediately advise the Seller of any material change in its business practices of

selling the Goods which would result in a change in the nature of proceeds derived

from such sales.

12.3 The Seller and the Customer agree that nothing in sections 114(1)(a), 133 and 134 of the

PPSA shall apply to these terms and conditions.

12.4 The Customer waives its rights as a debtor under sections 116, 120(2), 121, 125, 126,

127, 129, 131 and 132 of the PPSA.

12.5 Unless otherwise agreed to in writing by the Seller, the Customer waives its right to receive

a verification statement in accordance with section 148 of the PPSA.

12.6 The Customer shall unconditionally ratify any actions taken by the Seller under clauses

12.1 to 12.5.

13. Security and Charge

13.1 In consideration of the Seller agreeing to supply the Goods, the Customer charges all of

its rights, title and interest (whether joint or several) in any land, realty or other assets

capable of being charged, owned by the Customer either now or in the future, to secure

the performance by the Customer of its obligations under these terms and conditions

(including, but not limited to, the payment of any money).

13.2 The Customer indemnifies the Seller from and against all the Seller’s costs and

disbursements including legal costs on a solicitor and own Client basis incurred in

exercising the Seller’s rights under this clause.

13.3 The Customer irrevocably appoints the Seller and each director of the Seller as the

Customer’s true and lawful attorney/s to perform all necessary acts to give effect to the

provisions of this clause 13 including, but not limited to, signing any document on the

Customer’s behalf.

14. Customer’s Disclaimer

14.1 The Customer hereby disclaims any right to rescind, or cancel any contract with the Seller

or to sue for damages or to claim restitution arising out of any inadvertent

misrepresentation made to the Customer by the Seller and the Customer acknowledges

that the Goods are bought relying solely upon the Customer’s skill and judgment.

15. Defects

15.1 The Customer shall inspect the Goods on delivery and shall within seven (7) days of

delivery (time being of the essence) notify the Seller of any alleged defect, shortage in

quantity, damage or failure to comply with the description or quote. The Customer shall

afford the Seller an opportunity to inspect the Goods within a reasonable time following

delivery if the Customer believes the Goods are defective in any way. If the Customer shall

fail to comply with these provisions the Goods shall be presumed to be free from any defect

or damage. For defective Goods, which the Seller has agreed in writing that the Customer

is entitled to reject, the Seller’s liability is limited to either (at the Seller’s discretion)

replacing the Goods or repairing the Goods.

15.2 Goods will not be accepted for return other than in accordance with 15.1 above, and

provided that:

(a) the Seller has agreed in writing to accept the return of the Goods; and

(b) the Goods are returned at the Customer’s cost within seven (7) days of the delivery

date; and

(c) the Seller will not be liable for Goods which have not been stored or used in a proper

manner; and

(d) the Goods are returned in the condition in which they were delivered and with all

packaging material, brochures and instruction material in as new condition as is

reasonably possible in the circumstances.

15.3 The Seller may (in its discretion) accept the return of Goods for credit but this may incur a

handling fee of ten percent (10%) of the value of the returned Goods plus any freight.

15.4 Subject to clause 15.1, non stock list items or Goods made to the Customer’s specifications

are not acceptable for credit or return.

16. Warranty

16.1 Subject to the conditions of warranty set out in clause 16.2 the Seller warrants that if any

defect in any workmanship of the Seller becomes apparent and is reported to the Seller

within twelve (12) months of the date of delivery (time being of the essence) then the Seller

will either (at the Seller’s sole discretion) replace or remedy the workmanship.

16.2 The conditions applicable to the warranty given by clause 16.1 are:

(a) the warranty shall not cover any defect or damage which may be caused or partly

caused by or arise through:

(i) failure on the part of the Customer to properly maintain any Goods; or

(ii) failure on the part of the Customer to follow any instructions or guidelines

provided by the Seller; or

(iii) any use of any Goods otherwise than for any application specified on a quote or

order form; or

(iv) the continued use of any Goods after any defect becomes apparent or would

have become apparent to a reasonably prudent operator or user; or

(v) fair wear and tear, any accident or act of God.

(b) the warranty shall cease and the Seller shall thereafter in no circumstances be liable

under the terms of the warranty if the workmanship is repaired, altered or overhauled

without the Seller’s consent.

(c) in respect of all claims the Seller shall not be liable to compensate the Customer for

any delay in either replacing or remedying the workmanship or in properly assessing

the Customer’s claim.

16.3 For Goods not manufactured by the Seller, the warranty shall be the current warranty

provided by the manufacturer of the Goods. The Seller shall not be bound by nor be

responsible for any term, condition, representation, or warranty other than that which is

given by the manufacturer of the Goods.

16.4 To the extent permitted by statute, no warranty is given by the Seller as to the quality or

suitability of the Goods for any purpose and any implied warranty is expressly excluded.

The Seller shall not be responsible for any loss or damage to the Goods or caused by the

Goods, or any part thereof however arising.

16.5 The conditions applicable to the warranty given on Goods supplied by the Seller are

contained on the “Warranty Card” that will be supplied with the Goods.

16.6 In the case of second-hand goods, the Customer acknowledges that he has had full

opportunity to inspect the same and that he accepts the same with all faults and that no

warranty is given by the Seller as to the quality or suitability for any purpose and any

implied warranty, statutory or otherwise, is expressly excluded. The Seller shall not be

responsible for any loss or damage to the Goods, or caused by the Goods, or any part

thereof however arising.

17. Consumer Guarantees Act 1993

17.1 If the Customer is acquiring Goods for the purposes of a trade or business, the Customer

acknowledges that the provisions of the Consumer Guarantees Act 1993 do not apply to

the supply of Goods by the Seller to the Customer.

18. Intellectual Property

18.1 Where the Seller has designed, drawn or developed Goods for the Customer, then the

copyright in any designs and drawings and documents shall remain the property of the


18.2 The Customer warrants that all designs, specifications or instructions given to the Seller

will not cause the Seller to infringe any patent, registered design or trademark in the

execution of the Customer’s order and the Customer agrees to indemnify the Seller against

any action was taken by a third party against the Seller in respect of any such infringement.

18.3 The Customer agrees that the Seller may (at no cost) use for the purposes of marketing

or entry into any competition, any documents, designs, drawings or Goods which the Seller

has created for the Customer.

19. Default and Consequences of Default

19.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due,

until the date of payment, at a rate of two and a half percent (2.5%) per calendar month

(and at the Seller’s sole discretion such interest shall compound monthly at such a rate)

after as well as before any judgment.

19.2 If the Customer owes the Seller any money the Customer shall indemnify the Seller from

and against all costs and disbursements incurred by the Seller in recovering the debt

(including but not limited to internal administration fees, legal costs on a solicitor and own

Client basis, the Seller’s contract default fees, and bank dishonor fees).

19.3 Further to any other rights or remedies the Seller may have under this contract, if a

The customer has made payment to the Seller, and the transaction is subsequently reversed,

the Customer shall be liable for the amount of the reversed transaction, in addition to any

further costs incurred by the Seller under this clause 19 where it can be proven that such

reversal is found to be illegal, fraudulent or in contravention to the Customer’s obligations

under this agreement.

19.4 Without prejudice to any other remedies the Seller may have if at any time the Customer

is in breach of any obligation (including those relating to payment) under these terms and

conditions the Seller may suspend or terminate the supply of Goods to the Customer. The

Seller will not be liable to the Customer for any loss or damage the Customer suffers

because the Seller has exercised its rights under this clause.

19.5 Without prejudice to the Seller’s other remedies at law the Seller shall be entitled to cancel

all or any part of any order of the Customer which remains unfulfilled and all amounts

owing to the Seller shall, whether or not due for payment, become immediately payable if:

(a) any money payable to the Seller becomes overdue, or in the Seller’s opinion the

Customer will be unable to make a payment when it falls due;

(b) the Customer becomes insolvent, convenes a meeting with its creditors or proposes

or enters into an arrangement with creditors, or makes an assignment for the benefit

of its creditors; or

(c) a receiver, manager, liquidator (provisional or otherwise) or similar person is

appointed in respect of the Customer or any asset of the Customer.

20. Cancellation

20.1 The Seller may cancel any contract to which these terms and conditions apply or cancel

delivery of Goods at any time before the Goods are delivered by giving written notice to

the Customer. On giving such notice the Seller shall repay to the Customer any money

paid by the Customer for the Goods. The Seller shall not be liable for any loss or damage

whatsoever arising from such cancellation.

20.2 In the event that the Customer cancels delivery of Goods the Customer shall be liable for

any and all loss incurred (whether direct or indirect) by the Seller as a direct result of the

cancellation (including, but not limited to, any loss of profits).

20.3 Cancellation of orders for Goods made to the Customer’s specifications, or for nonstock list items, will definitely not be accepted once production has commenced, or an order

has been placed.

21. Privacy Act 1993

21.1 The Customer authorises the Seller or the Seller’s agent to:

(a) access, collect, retain and use any information about the Customer;

(i) (including any overdue fines balance information held by the Ministry of Justice)

for the purpose of assessing the Customer’s creditworthiness; or

(ii) for the purpose of marketing products and services to the Customer.

(b) disclose information about the Customer, whether collected by the Seller from the

Customer directly or obtained by the Seller from any other source, to any other credit

provider or any credit reporting agency for the purposes of providing or obtaining a

credit reference, debt collection, or notifying a default by the Customer.

21.2 Where the Customer is an individual the authorities under clause 21.1 are authorities or

consents for the purposes of the Privacy Act 1993.

21.3 The Customer shall have the right to request the Seller for a copy of the information about

the Customer retained by the Seller and the right to request the Seller to correct any

incorrect information about the Customer held by the Seller.

22. Unpaid Seller’s Rights

22.1 Where the Customer has left any item with the Seller for repair, modification, exchange or

for the Seller to perform any other service in relation to the item and the Seller has not

received or been tendered the whole of any amounts of money owing to it by the Customer, the Seller

shall have, until all amounts of money owing to the Seller are paid:

(a) a lien on the item; and

(b) the right to retain or sell the item, such sale to be undertaken in accordance with any

legislation applicable to the sale or disposal of uncollected goods.

22.2 The lien of the Seller shall continue despite the commencement of proceedings, or

judgment for any sums of money owing to the Seller having been obtained against the Customer.

23. Construction Contracts Act 2002

23.1 The Customer hereby expressly acknowledges that:

(a) the Seller has the right to suspend work within five (5) working days of written notice

of its intent to do so if a payment claim is served on the Customer, and:

(i) the payment is not paid in full by the due date for payment and no payment

the schedule has been given by the Customer; or

(ii) a scheduled amount stated in a payment schedule issued by the Customer in

relation to the payment claim is not paid in full by the due date for its payment;


(iii) the Customer has not complied with an adjudicator’s notice that the Customer

must pay an amount to the Seller by a particular date; and

(iv) the Seller has given written notice to the Customer of its intention to suspend the

carrying out of construction work under the construction contract.

(b) if the Seller suspends work, it:

(i) is not in breach of contract; and

(ii) is not liable for any loss or damage whatsoever suffered, or alleged to be

suffered, by the Customer or by any person claiming through the Customer; and

(iii) is entitled to an extension of time to complete the contract; and

(iv) keeps its rights under the contract including the right to terminate the contract;

and may at any time lift the suspension, even if the amount has not been paid or

an adjudicator’s determination has not been complied with.

(c) if the Seller exercises the right to suspend work, the exercise of that right does not:

(i) affect any rights that would otherwise have been available to the Seller under the

Contractual Remedies Act 1979; or

(ii) enable the Customer to exercise any rights that may otherwise have been

available to the Customer under that Act as a direct consequence of the Seller

suspending work under this provision.

24. General

24.1 The failure by the Seller to enforce any provision of these terms and conditions shall not

be treated as a waiver of that provision, nor shall it affect the Seller’s right to subsequently

enforce that provision. If any provision of these terms and conditions shall be invalid, void,

illegal or unenforceable the validity, existence, legality and enforceability of the remaining

provisions shall not be affected, prejudiced or impaired.

24.2 These terms and conditions and any contract to which they apply shall be governed by the

laws of New Zealand and are subject to the jurisdiction of the courts of Auckland, New


24.3 The Seller shall be under no liability whatsoever to the Customer for any indirect and/or

consequential loss and/or expense (including loss of profit) suffered by the Customer

arising out of a breach by the Seller of these terms and conditions (alternatively the Seller’s

liability shall be limited to damages which under no circumstances shall exceed the Price

of the Goods).

24.4 The Customer shall not be entitled to set off against, or deduct from the Price, any sums

owed or claimed to be owed to the Customer by the Seller nor to withhold payment of any

invoice because part of that invoice is in dispute.

24.5 The Seller may license or sub-contract all or any part of its rights and obligations without

the Customer’s consent.

24.6 The Customer agrees that the Seller may amend these terms and conditions at any time.

If the Seller makes a change to these terms and conditions, then that change will take

effect from the date on which the Seller notifies the Customer of such change. The

Customer will be taken to have accepted such changes if the Customer makes a further

request for the Seller to provide Goods to the Customer.

24.7 Neither party shall be liable for any default due to any act of God, war, terrorism, strike,

lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control

of either party.

24.8 The Customer warrants that it has the power to enter into this agreement and has obtained

all necessary authorisations to allow it to do so, it is not insolvent and that this agreement

creates binding and valid legal obligations on it.