Purchasing Terms and Conditions

Purchasing Terms and Conditions for Lakes District Health Board

1.1 All purchase orders placed by Lakes DHB are subject to the following terms and conditions. Where Lakes DHB and the supplier have a separate signed contract, the terms and conditions of supply within the separate contract take precedence.
1.2 The terms and conditions of this contract prevail over the terms contained in the supplier’s standard conditions of sale, invoices, packing slips, delivery dockets or any other communication

2.1 Lakes DHB will confirm all orders for any good or services (supplies) by issuing purchase orders. The supplier will confirm in writing receipt of all purchase orders. Lakes DHB will not be liable for any supplies supplied unless ordered on Lakes DHB’s purchase order.

3.1 The Price(s) specified in this purchase order apply without variation. Should the price quoted on the purchase order be incorrect then the supplier must notify the Purchasing Officer Lakes DHB before shipment of goods and agree any price difference.
3.2 No charge shall be made for any other item such as freight, insurance, late payment, wrapping, packaging, cartons, boxing or preparing the Supplies for shipment, unless agreed by Lakes DHB.
3.3 For the avoidance of doubt, the supplier acknowledges that:
i) all supplies are deemed to be sold free into store (FIS)
ii) the supplier’s costs and expenses incurred in complying with the supplier’s obligations under this contract are included in the price
iii) Lakes DHB will not be required to pay any sums in respect of any supplies other than the price specified in this purchase order.
3.3 All prices are quoted GST exclusive.

4.1 Subject to the supplies complying with this contract, Lakes DHB will pay for the supplies in NZ dollars on the 20th of the month following the month of receipt of invoice, or as specified on the header page of this purchase order.
4.2 All payments are subject to Lakes DHB receiving a GST tax invoice complying with clause 5.1 of this contract.
4.3 Failure by Lakes DHB to dispute any invoice prior to payment will not prejudice Lakes DHB’s rights to subsequently dispute the correctness of such invoice.
4.4 Lakes DHB may withhold or deduct or set off the amount of any overpayment or any amount recoverable by Lakes DHB from the supplier under this contract from any future payment.

5.1 Each GST tax invoice must meet all legal requirements and must state the following information and must be sent to Lakes DHB within ten (10) days of delivery
: i) Lakes DHB’s purchase order number
ii) Supplier’s legal name
iii) Supplier GST number
iv) Supplier’s invoice number
v) Description of supplies including quantity delivered
vi) Date of delivery
vii) NZ dollar amount to be paid plus GST (if any)
viii) Date the invoice is due to be paid
5.3 All invoices must be sent to:
Lakes District Health Board (Accounts Payable),
Private Bag 3023,Rotorua, 3046.

6.1 Delivery must be to the address specified in the Purchase Order.
6.2 Delivery must be no later than the date specified in the Purchase Order.
6.3 A Delivery Note must accompany all deliveries, and must state:
i) Lakes DHB’s purchase order number
ii) Supplier’s legal name and contact details
iii) Full description of supplies and quantity delivered
6.4 The Purchase Order number must be quoted on all packing slips and related documents.
6.5 All deliveries should be accompanied by: applicable datasheets and a certificate of conformance/analysis which must include: Supplier’s name and contact details, name and title of authorising signatory, material name, date of manufacture/production, batch/lot number, supplier’s item code, Lakes DHB item code, expiry date, date of supply to Lakes DHB, test analysis date, test/analysis results.
6.6 Quantities of supplies delivered must conform to the quantities ordered by Lakes DHB. Lakes DHB will only accept part deliveries and interim invoices if agreed in writing by Lakes DHB prior to delivery by the supplier.
6.7 Lakes DHB can return any supplies incorrectly delivered. The supplier is responsible for the cost of, and arrangements for, the return freight.
6.8 Risk in any supplies and unencumbered title in any supplies will pass to Lakes DHB upon signing of the delivery note accompanying the supplies. The signing of a delivery note or acknowledgement of delivery of any supplies by Lakes DHB will not be taken as acceptance of either quantity or quality of the supplies and acceptance by Lakes DHB of the supplies will be subject to subsequently inspection and use of the Supplies.
6.8 Lakes DHB reserves the right to inspect supplies during and/or after manufacture but before delivery. Any such inspection shall not constitute any acceptance or prejudice any of Lakes DHB’s rights.

7.1 The supplier will ensure packaging and transit packaging are sufficient to retain the original integrity of supplies.

8.1 If access to any Lakes DHB site is necessary for the supply of supplies to Lakes DHB in accordance with this contract, Lakes DHB will allow the supplier access at reasonable times, as necessary.
8.2 The supplier will comply with Lakes DHB’s security, operational and site requirements where the supplier has access to any Lakes DHB Site.
8.3 When required by Lakes DHB, the supplier must complete a Lakes DHB site specific induction programme before supplying supplies to Lakes DHB in accordance with this contract. 

9.1 The supplier warrants to Lakes DHB that all supplies are:
i) of commercial standard and conform with all specifications
ii) fit for their intended purpose, of merchantable quality and comply with all laws and standard relevant to the supplies both in New Zealand and overseas.
iii) free from any defect (including any latent defect).
iv) new and unused (unless otherwise agreed with Lakes DHB) and have a remaining shelf life in excess of 95% upon delivery (where applicable).
v) free from all encumbrances.
vi) if applicable, registered in New Zealand with Medsafe.

10.1 The supplier shall fully protect and indemnify Lakes DHB against any claim, damage, loss, expense or liability incurred directly or indirectly by Lakes DHB in connection with or as a consequence of the supplier’s failure to comply with its obligations under this contract or any act or omission by the supplier’s employees, agents or representatives. 

11.1 If any supplies fail to comply with the requirements of this contract the supplies may be rejected without payment. Rejected supplies must be collected by the supplier by the date advised by Lakes DHB and at the supplier’s risk and expense. On such rejection or if the supplier defaults in delivering any supplies or if any supplies are required to be recalled by the government or any other authority, the supplier will use its best endeavours to provide replacement supplies to Lakes DHB as soon as possible, provided that Lakes DHB reserves its right to purchase alternative supplies elsewhere.
11.2 Any reasonable additional costs incurred by Lakes DHB in purchasing such alternative supplies will met by the supplier on demand by Lakes DHB and will be recoverable from the supplier as a debt due to Lakes DHB. In the event any supplies are rejected or recalled pursuant to this clause 10, the supplier shall immediately refund all money paid by Lakes DHB for the supplies and such money will be recoverable from the supplier as a debt due to the customer, unless the supplier has provided replacement supplies to Lakes DHB’s satisfaction.

12.1 In the event of any suspension of payment, or a shareholders’ resolution for the appointment of a receiver, or a voluntary filing in insolvency, bankruptcy or for winding up, or the institution of proceedings by or against either party for a declaration of bankruptcy or insolvency, or for the appointment of a receiver or trustee or an assignee for the benefit of creditors, of the property of either party, or in the event of the breach of any material terms hereof, including the warranties of the supplier, the other party shall be entitled to cancel this contract forthwith.

13.1 Neither party will be liable to the other for any delays nor non-performance of contractual obligations under this contract caused by a Force Majeure, provided each party has taken reasonable steps to minimise any loss, damage or delay resulting from a Force Majeure event. A Force Majeure event includes fire, outbreaks of war, acts of hostility and acts of God. The expression does not include financial management difficulties or problems caused by contractual relations between the supplier and its employees, agents, sub-contractors or suppliers or any risk or event the effects of which the party affected could have prevented or overcome by taking reasonable care.

14.1 Where the supplier makes supplies (including intellectual property) solely for Lakes DHB or based substantially or wholly on the DHB’s specifications, drawings, designs or property then such supplies shall be the property of Lakes DHB and may not be offered for sale or license by the supplier without the prior written consent of Lakes DHB.
14.2 The supplier must ensure that the supplies do not breach the intellectual property rights of any third party.

15.1 All technical specifications, drawings, designs, concepts or other property or information provided by Lakes DHB to the supplier remain the property of Lakes DHB and are to be treated as confidential. They must be returned immediately on demand and may not be copied without Lakes DHB’s written consent. This requirement of confidentiality shall survive the term of this contract.

16.1 Unless separately agreed Lakes DHB requires that all biomedical equipment is tested by an appropriate technician in New Zealand to AS / NZS 3551, or its equivalent.

ALL EQUIPMENT MUST BE supplied with test documentation and FULL SERVICE MANUALS. 

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