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TERMS & CONDITIONS OF TRADE

1. DEFINITIONS
1.1 Forefront Technologies shall mean Forefront Technologies Limited, or any agents or employees thereof.
1.2 Client shall mean the Client, any person acting on behalf of and with the authority of the Client, or any person purchasing products and services Forefront Technologies.
1.3 Products shall mean:
1.3.1 All Products of the general description specified on the front of this agreement and supplied by Forefront Technologies to the Client; and
1.3.2 All Products supplied by Forefront Technologies to the Client; and
1.3.3 All inventory of the Client that is supplied by Forefront Technologies; and
1.3.4 all Products supplied by Forefront Technologies and further identified in any invoice issued by Forefront Technologies to the Client, which invoices are deemed to be incorporated into and form part of this agreement; and
1.3.5 all Products that are marked as having been supplied by Forefront Technologies or that are stored by the Client in a manner that enables them to be identified as having been supplied by Forefront Technologies; and
1.3.6 All of the Clients present and after-acquired Products that Forefront Technologies have performed work on or to or in which goods or materials supplied or financed by Forefront Technologies have been attached or incorporated.
1.3.7 The above descriptions may overlap but each is independent of and does not limit the others.
1.4 Products and Services shall mean all products and goods provided by Forefront Technologies to the Client
1.5 Price shall mean the cost of the Products and Services as agreed between Forefront Technologies and the Client and includes all disbursements eg charges Forefront Technologies pay to others on the Clients behalf subject to clause 4 of this contract.

2. ACCEPTANCE
2.1 Any instructions received by Forefront Technologies from the Client for the supply of Products and Services shall constitute a binding contract and acceptance of the terms and conditions contained herein.

3. COLLECTION AND USE OF INFORMATION
3.1 The Client authorises Forefront Technologies to collect, retain and use any information about the Client, for the purpose of assessing the Clients credit worthiness, enforcing any rights under this contract.,
3.2 The Client authorises Forefront Technologies to disclose any information obtained to any person for the purposes set out in clause 3.1.
3.3 Where the Client is a natural person the authorities under clauses 3.1 and 3.2 are authorities or consents for the purposes of the Privacy Act 1993.

4. PRICE
4.1 Where no price is stated in writing or agreed to orally the Products and Services shall be deemed to be sold at the current amount as such Products and Services are sold by at the time of the contract.
4.2 The price may be increased by the amount of any reasonable increase in the cost of supply of the Products and Services that is beyond the control of Forefront Technologies between the date of the contract and delivery of the Products and Services.

5. PAYMENT
5.1 Payment for Products and Services shall be made in full on or before the 20th day of the month following the date of the invoice (the due date).
5.2 Interest may be charged on any amount owing after the due date at the rate of 1.5% per month or part month.
5.3 Any expenses, disbursements and legal costs incurred by Forefront Technologies in the enforcement of any rights contained in this contract shall be paid by the Client, including any reasonable solicitors fees or debt collection agency fees.
5.4 Receipt of a cheque, bill of exchange, or other negotiable instrument shall not constitute payment until such negotiable instrument is paid in full.

6. QUOTATION
6.1 Where a quotation is given by Forefront Technologies for Products and Services:
6.1.1 Unless otherwise agreed the quotation shall be valid for thirty (30) days from the date of issue;
6.1.2 The quotation shall be exclusive of goods and services tax unless specifically stated to the contrary;
6.1.3 Forefront Technologies reserves the right to alter the quotation because of circumstances beyond its control.
6.2 Where Products and Services are required in addition to the quotation the Client agrees to pay for the additional cost of such Products and Services.

7. RISK
7.1 The Products and Services remain at Forefront Technologies risk until delivery to the Client.
7.2 Delivery of Products and Services shall be deemed complete when Forefront Technologies gives possession of the Products and Services directly to the Client or possession of the Products and Services are given to a carrier, courier, or other bailee for purposes of transmission to the Client.
7.3 The time agreed for delivery shall not be an essential term of this contract unless the Client gives written notice to Forefront Technologies making time of the essence.

8. TITLE AND SECURITY (PERSONAL PROPERTY SECURITIES ACT 1999)
8.1 Title in any Products and Services supplied by passes to the Client only when the Client has made payment in full for all Products and Services provided by Forefront Technologies and of all other sums due to Forefront Technologies by the Client on any account whatsoever. Until all sums due to Forefront Technologies by the Client have been paid in full, Forefront Technologies has a security interest in all Products and Services.
8.2 If the Products and Services are attached, fixed, or incorporated into any property of the Client, by way of any manufacturing or assembly process by the Client or any third party, title in the Products and Services shall remain with Forefront Technologies until the Client has made payment for all Products and Services, and where those Products and Services are mixed with other property so as to be part of or a constituent of any new Products and Services, title to these new Products and Services shall deemed to be assigned to Forefront Technologies as security for the full satisfaction by the Client of the full amount owing between Forefront Technologies and Client.
8.3 The Client gives irrevocable authority to Forefront Technologies to enter any premises occupied by the Client or on which Products and Services are situated at any reasonable time after default by the Client or before default if Forefront Technologies believes a default is likely and to remove and repossess any Products and Services and any other property to which Products and Services are attached or in which Products and Services are incorporated. Forefront Technologies shall not be liable for any costs, damages, expenses or losses incurred by the Client or any third party as a result of this action, nor liable in contract or in tort or otherwise in any way whatsoever unless by statute such liability cannot be excluded. Forefront Technologies may either resell any repossessed Products and Services, and credit the Clients account with the net proceeds of sale (after deduction of all repossession, storage, selling and other costs) or may retain any repossessed Products and Services and credit the Clients account with the invoice value thereof less such sum as Forefront Technologies reasonably determines on account of wear and tear, depreciation, obsolescence, loss or profit and costs.
8.4 Where Products and Services are retained by Forefront Technologies pursuant to clause 8.3 the Client waives the right to receive notice under s.120 of the Personal Property Securities Act 1999 (PPSA) and to object under s.121 of the PPSA.
8.5 The following shall constitute defaults by the Client:
8.5.1 Non payment of any sum by the due date.
8.5.2 The Client intimates that it will not pay any sum by the due date.
8.5.3 Any Products and Services are seized by any other creditor of the Client or any other creditor intimates that it intends to seize Products and Services.
8.5.4 Any Products and Services in the possession of the Client are materially damaged while any sum due from the Client to Forefront Technologies remains unpaid.
8.5.5 The Client is bankrupted or put into liquidation or a receiver is appointed to any of the Clients assets or a landlord distrains against any of the Clients assets.
8.5.6 A Court judgment is entered against the Client and remains unsatisfied for seven (7) days.
8.5.7 Any material adverse change in the financial position of the Client.

9. PAYMENT ALLOCATION
9.1 Forefront Technologies may in its discretion allocate any payment received from the Client towards any invoice that Forefront Technologies determines and may do so at the time of receipt or at any time afterwards and on default by the Client may reallocate any payments previously received and allocated. In the absence of any payment allocation by Forefront Technologies, payment shall be deemed to be allocated in such manner as preserves the maximum value of Forefront Technologies purchase money security interest in the Products and Services.

10. DISPUTES AND RETURN OF PRODUCTS
10.1 No claim relating to the Products and Services will be considered unless made within seven (7) days of delivery.
10.2 No Products will be accepted for return without the prior approval of Forefront Technologies.
Returns will only be considered if the Products are faulty. Returns are accepted for replacement only and only for faulty Products. Any Products accepted for return must be undamaged and in original re-saleable condition.

11. LIABILITY
11.1 The Consumer Guarantees Act 1993, the Fair Trading Act 1986 and other statutes may imply warranties or conditions or impose obligations upon Forefront Technologies which cannot by law (or which can only to a limited extent by law) be excluded or modified. In respect of any such implied warranties, conditions or terms imposed on Forefront Technologies, Forefront Technologies liability shall, where it is allowed, be excluded or if not able to be excluded only apply to the minimum extent required by the relevant statute.
11.2 Except as otherwise provided by clause 11.1 Forefront Technologies shall not be liable for:
11.2.1 Any loss or damage of any kind whatsoever, arising from the supply of Products and Services by Forefront Technologies to the Client including consequential loss whether suffered or incurred by the Client or another person and whether in contract or tort (including negligence) or otherwise and irrespective of whether such loss or damage arises directly or indirectly from Products and Services provided by Forefront Technologies to the Client; and
11.2.2 The Client shall indemnify Forefront Technologies against all claims and loss of any kind whatsoever however caused or arising and without limiting the generality of the foregoing of this clause whether caused or arising as a result of the negligence of Forefront Technologies or otherwise, brought by any person in connection with any matter, act, omission, or error by Forefront Technologies and its agents or employees in connection with the Products and Services.

12. WARRANTY
12.1 Manufacturers warranty applies where applicable.
12.2 Any written warranty that Forefront Technologies provide to the Client will also form part of these terms and conditions of trade.
12.3 No representation, condition, warranty or premise expressed or implied by law or otherwise applies to the Products and Services except where goods are supplied or services provided pursuant to the Consumer Guarantees Act 1993 or except where expressly stated in this contract.

13. CONSUMER GUARANTEES ACT
13.1 The guarantees contained in the Consumer Guarantees Act 1993 are excluded where the Client acquires Products and Services from Forefront Technologies for the purposes of a business in terms of Section 2 and 43 of that Act.

14. PERSONAL GUARANTEE OF COMPANY DIRECTORS OR TRUSTEES
14.1 If the Client is a company or trust, the director(s) or trustee(s) signing this contract, in consideration for Forefront Technologies agreeing to supply Products and Services and grant credit to the Client at their request, also sign this contract in their personal capacity and jointly and severally personally undertake as principal debtors to Forefront Technologies the payment of any and all monies now or hereafter owed by the Client to Forefront Technologies and indemnify Forefront Technologies against non-payment by the Client. Any personal liability of a signatory hereto shall not exclude the Client in any way whatsoever from the liabilities and obligations contained in this contract. The signatories and Client shall be jointly and severally liable under the terms and conditions of this contract and for payment of all sums due hereunder.

15. MISCELLANEOUS
15.1 Forefront Technologies shall not be liable for delay or failure to perform its obligations if the cause of the delay or failure is beyond its control.
15.2 Failure by Forefront Technologies to enforce any of the terms and conditions contained in this contract shall not be deemed to be a waiver of any of the rights or obligations Forefront Technologies has under this contract.
15.3 If any provision of this contract shall be invalid, void or illegal or unenforceable the validity existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.