Wildernest Terms & Conditions

1.           Definitions

1.1        “Wildernest” means The Good Tent Company Limited T/A Wildernest, its successors and assigns or any person acting on behalf of and with the authority of The Good Tent Company Limited T/A Wildernest.

1.2        “Client” means the person/s hiring and/or purchasing the Goods as specified in any invoice, document or order, and if there is more than one Client is a reference to each Client jointly and severally.

1.3        “Agreement” means these terms and conditions together with any other related Order Form, Booking Form, bond schedule, invoice and/or Goods schedule. The Agreement may constitute physical and/or electronic written documents.

1.4        “Goods” means all Goods (including any accessories) or Services supplied by Wildernest to the Client at the Client’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).

1.5        “Charges” means the price payable for the hire (or purchase) of the Goods (and any associated costs pursuant to this Agreement) as agreed between Wildernest and the Client in accordance with clause 4 below.

1.6        “Deposit” means the deposit/bond which shall be immediately due and payable by the Client at the time of order/booking that (in the case of hire or accommodation services) will be reimbursed to the Client upon approval from Wildernest’s staff once the Goods are returned, or occupation is complete, subject to the terms of this Agreement.

 

2.           Acceptance

2.1        The Client is taken to have exclusively accepted and is immediately bound, jointly and severally, by this Agreement if the Client places an order for or accepts delivery of the Goods.

2.2        The Client accepts and acknowledges that:

(a)  in order to enter into this Agreement the Client must be of the legal age of eighteen (18) years or over. Wildernest reserves the right to request formal identification to confirm the age of the Client and/or references; if the Client refuses, or if Wildernest is not satisfied with the evidence/references supplied by the Client then Wildernest may cancel any order and provide a refund. Wildernest will not be held liable for any reason in the event that the Client fails to comply with this clause.

(b)  all orders/bookings are by written confirmation only, whether in the form of a physical or electronic document; no verbal agreements will be accepted by Wildernest.

(c)   all order/bookings are subject to the approval of Wildernest (and at Wildernest’s sole discretion), and any order/booking may be refused and/or cancelled, without any reason in any circumstances, regardless of whether any amounts have been paid.

(d)  under no circumstances shall the Goods be used for business, commercial or trading purposes, including casual vending, without the express written consent of Wildernest.

2.3        This Agreement may only be amended with Wildernest’s consent in writing and shall prevail to the extent of any inconsistency with any other document or agreement between the Client and Wildernest.

2.4        These General Terms and Conditions are meant to be read in conjunction with the applicable terms and conditions for sale, hire and/or accommodation services. If there are any inconsistencies between the relevant documentation, then the terms and conditions contained therein shall prevail.

2.5        None of Wildernest’s agents or representatives are authorised to make any representations, statements, conditions or agreements not expressed by the manager of Wildernest in writing nor is Wildernest bound by any such unauthorised statements.

 

3.           Change in Control

3.1        The Client shall give Wildernest not less than fourteen (14) days prior written notice of any proposed change of ownership of the Client and/or any other change in the Client’s details (including but not limited to, changes in the Client’s name, address, contact phone or fax number/s, or business practice). The Client shall be liable for any loss incurred by Wildernest as a result of the Client’s failure to comply with this clause.

 

4.           Charges and Payment

4.1        At Wildernest’s sole discretion the Charges shall be either:

(a)  as indicated on any invoice provided by Wildernest to the Client; or

(b)  Wildernest’s quoted price (subject to clause 4.2) which will be valid for the period stated in the quotation or otherwise for a period of seven (7) days.

4.2        Wildernest reserves the right to change the Charges if a variation to Wildernest’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 Wildernest in the cost of taxes, levies, materials and labour or where additional Services are required due to the discovery of hidden or unidentifiable difficulties including, but not limited to, change in design and specifications, availability of Goods, poor weather conditions, limitations to accessing the site, obscured site defects, safety considerations or prerequisite work by any third party not being completed, etc. which are only discovered on delivery of the Goods) will be charged for on the basis of Wildernest’s quotation and will be shown as variations on the invoice.

4.3        The Client accepts that Wildernest may change, or otherwise modify, any part of the Goods, or specifications of the Goods, prior to the proposed delivery date without consultation with the Client, if in Wildernest’s opinion the change or modification will not:

(a)  adversely affect the performance or capacity of the Goods; and

(b)  alter the configuration in any material aspect.

4.4        At Wildernest’s sole discretion, a Deposit may be required and shall be as specified by Wildernest. The Deposit must be paid in full, in advance of delivery of the Goods. Any refunds will be subject to the terms of this Agreement, including the conditions of clause 5.

4.5        Time for payment for the Goods being of the essence, the Charges will be payable by the Client on the date/s determined by Wildernest, which may be:

(a)  on or before delivery of the Goods. Failure to remit payment in advance of the delivery date will result in the termination of the Agreement;

(b)  by way of instalments/progress payments in accordance with Wildernest’s payment schedule;

(c)   for certain approved Client’s, due twenty (20) days following the end of the month in which a statement is posted to the Client’s address or address for notices;

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

(e)  failing any notice to the contrary, the date which is seven (7) days following the date of any invoice given to the Client by Wildernest.

4.6        Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, credit card (plus a surcharge of up to two and a half percent (2.5%) of the Charges), or by any other method as agreed to between the Client and Wildernest.

4.7        Unless otherwise stated the Charges does not include GST. In addition to the Charges the Client must pay to Wildernest an amount equal to any GST Wildernest must pay for any supply of Goods by Wildernest under this or any other agreement. The Client must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Client pays the Charges. In addition the Client must pay any other taxes and duties that may be applicable in addition to the Charges except where they are expressly included in the Charges.

 

5.           Credit Card Information

5.1        Wildernest will:

(a)  keep the Client’s personal details, including credit card details for only as long as is deemed necessary by Wildernest;

(b)  not disclose the Client’s credit card details to any third party;

(c)   not unnecessarily disclose any of the Client’s personal information, except is accordance with the Privacy Act (clause 16) or where required by law.

5.2        The Client expressly agrees that, if pursuant to this Agreement, there are:

(a)  any unpaid Charges;

(b)  other amounts due and outstanding by the Client;

(c)   any Goods (or any part of them) supplied on hire that are lost or damaged;

(d)  any other additional charges are due from the Client which were not known at the time of the return of the Goods,

Wildernest is entitled to immediately charge the Client’s nominated credit card for these amounts, and is irrevocably authorised to complete any documentation and take any action to recover from the credit card issuer any and all amounts which may be due by the Client pursuant to the terms of this Agreement.

 

6.           Delivery of Goods

6.1        Delivery (“Delivery”) of the Goods is taken to occur at the time that Wildernest (or Wildernest’s nominated carrier) delivers the Goods to the Client’s nominated address even if the Client is not present at the address.

6.2        At Wildernest’s sole discretion, the cost of pickup/delivery is in addition to the Charges.

6.3        The Client must take delivery by receipt or collection of the Goods whenever they are tendered for delivery. In the event that the Client is unable to take delivery of the Goods as arranged then Wildernest shall be entitled to charge a reasonable fee for redelivery and/or storage of the Goods.

6.4        Wildernest may deliver the Goods in separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in this Agreement.

6.5        Any time or date given by Wildernest to the Client is an estimate only. The Client must still accept delivery of the Goods even if late and Wildernest will not be liable for any loss or damage incurred by the Client as a result of the delivery being late.

 

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

7.1        Upon assenting to the terms and conditions of this Agreement in writing the Client 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 previously supplied by Wildernest to the Client (if any) and all Goods that will be supplied in the future by Wildernest to the Client.

7.2        The Client 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 Wildernest may reasonably require to register a financing statement or financing change statement on the Personal Property Securities Register;

(b)  indemnify, and upon demand reimburse, Wildernest 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 a financing change statement or a change demand without the prior written consent of Wildernest; and

(d)  immediately advise Wildernest of any material change in its business practices of selling Goods which would result in a change in the nature of proceeds derived from such sales.

7.3        Wildernest and the Client agree that nothing in sections 114(1)(a), 133 and 134 of the PPSA shall apply to this Agreement.

7.4        The Client waives its rights as a debtor under sections 116, 120(2), 121, 125, 126, 127, 129, 131 and 132 of the PPSA.

7.5        Unless otherwise agreed to in writing by Wildernest, the Client waives its right to receive a verification statement in accordance with section 148 of the PPSA.

7.6        The Client shall unconditionally ratify any actions taken by Wildernest under clauses 7.1 to 7.5.

 

8.           Security and Charge

8.1        In consideration of Wildernest agreeing to supply the Goods, the Client 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 Client either now or in the future, to secure the performance by the Client of its obligations under this Agreement (including, but not limited to, the payment of any money).

8.2        The Client indemnifies Wildernest from and against all Wildernest’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising Wildernest’s rights under this clause.

8.3        The Client irrevocably appoints Wildernest and each director of Wildernest as the Client’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 8 including, but not limited to, signing any document on the Client’s behalf.

 

9.           Client’s Disclaimer

9.1        The Client hereby disclaims any right to rescind, or cancel any contract with Wildernest or to sue for damages or to claim restitution arising out of any inadvertent misrepresentation made to the Client by Wildernest, and the Client acknowledges that the Goods are hired/purchased relying solely upon the Client’s skill and judgment.

 

10.        Consumer Guarantees Act 1993

10.1      This Agreement is subject to the provisions of the Consumer Guarantees Act 1993 in all cases except where the Client is contracting within the terms of a trade/business (which cases are specifically excluded).

 

11.        Defects

11.1      The Client shall inspect the Goods on delivery and shall within twenty four (24) hours of delivery (time being of the essence) notify Wildernest of any alleged defect, shortage in quantity, damage or failure to comply with the description or quote.  The Client shall afford Wildernest an opportunity to inspect the Goods within a reasonable time following delivery if the Client believes the Goods are defective in any way. If the Client shall fail to comply with these provisions the Goods shall be presumed to be free from any defect or damage. For defective Goods, which Wildernest has agreed in writing that the Client is entitled to reject, Wildernest’s liability is limited to either (at Wildernest’s discretion) replacing the Goods or repairing the Goods.

 

 

 

 

12.        Warranty

12.1      To the extent permitted by statute, no warranty is given by Wildernest as to the quality or suitability of the Goods for any purpose and any implied warranty, is expressly excluded. Wildernest shall not be responsible for any loss or damage to the Goods, or caused by the Goods, or any part thereof however arising.

 

13.        Intellectual Property

13.1      Where Wildernest has designed, drawn or developed Goods for the Client, then the copyright in any designs and drawings and documents shall remain the property of Wildernest.

13.2      The Client warrants that all designs, specifications or instructions given to Wildernest will not cause Wildernest to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify Wildernest against any action taken by a third party against Wildernest in respect of any such infringement.

13.3      The Client agrees that Wildernest may (at no cost) use for the purposes of marketing or entry into any competition, any documents, designs, drawings or Goods which Wildernest has created for the Client.

 

14.        Default and Consequences of Default

14.1      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 Wildernest’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.

14.2      If the Client owes Wildernest any money, the Client shall indemnify Wildernest from and against all costs and disbursements incurred by Wildernest in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, Wildernest’s collection agency costs, and bank dishonour fees).

14.3      Without prejudice to any other remedies Wildernest may have, if at any time the Client is in breach of any obligation (including those relating to payment) under this Agreement, Wildernest may suspend or terminate the supply of Goods to the Client and (if applicable) repossess the Goods. Wildernest will not be liable to the Client for any loss or damage the Client suffers because Wildernest has exercised its rights under this clause.

14.4      Without prejudice to Wildernest’s other remedies at law, Wildernest shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to Wildernest shall, whether or not due for payment, become immediately payable if:

(a)  any money payable to Wildernest becomes overdue, or in Wildernest’s opinion the Client will be unable to make a payment when it falls due;

(b)  the Client 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 Client or any asset of the Client.

 

15.        Cancellation

15.1      Without prejudice to Wildernest’s other rights under this Agreement, Wildernest will, without notice to the Client, cancel this Agreement if:

(a)  the Charges are not paid for in accordance with this Agreement;

(b)  any other event occurs which is likely to adversely affect the Client’s ability to pay the Charges (including, but not limited to, the appointment of a receiver, administrator, liquidator or similar person to the Client).

15.2      Wildernest retains full discretion whether to offer a refund of any Charges or Deposit paid by the Client under this Agreement.

15.3      In the event that the Client cancels delivery of Goods, the Client shall be liable for any and all loss incurred (whether direct or indirect) by Wildernest as a direct result of the cancellation (including, but not limited to, any loss of profits).

15.4      Cancellation of orders for Goods made to the Client’s specifications, or for non-stocklist items, will definitely not be accepted once production has commenced, or an order has been placed.

 

16.        Privacy Act 1993

16.1      The Client authorises Wildernest or Wildernest’s agent to:

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

(i)       (including any overdue fines balance information held by the Ministry of Justice) for the purpose of assessing the Client’s creditworthiness; or

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

(b)  disclose information about the Client, whether collected by Wildernest from the Client directly or obtained by Wildernest 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 Client.

16.2      Where the Client is an individual the authorities under clause 16.1 are authorities or consents for the purposes of the Privacy Act 1993.

16.3      The Client shall have the right to request Wildernest for a copy of the information about the Client retained by Wildernest and the right to request Wildernest to correct any incorrect information about the Client held by Wildernest.

 

17.        General

17.1      The failure by Wildernest to enforce any provision of this Agreement shall not be treated as a waiver of that provision, nor shall it affect Wildernest’s right to subsequently enforce that provision. If any provision of this Agreement shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.

17.2      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. 

17.3      Wildernest shall be under no liability whatsoever to the Client for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by Wildernest of these terms and conditions (alternatively Wildernest’s liability shall be limited to damages which under no circumstances shall exceed the purchase/hire Charges for the Goods).

17.4      The Client shall not be entitled to set off against, or deduct from the Charges, any sums owed or claimed to be owed to the Client by Wildernest nor to withhold payment of any invoice because part of that invoice is in dispute.

17.5      Wildernest may license or sub-contract all or any part of its rights and obligations without the Client’s consent.

17.6      The Client agrees that Wildernest may amend these terms and conditions at any time. If Wildernest makes a change to these terms and conditions, then that change will take effect from the date on which Wildernest notifies the Client of such change. The Client will be taken to have accepted such changes if the Client makes a further request for Wildernest to provide Goods to the Client.

17.7      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.

17.8      The Client 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.

 

 

1.           Definitions

1.1        “Accommodation Complex” means the confined area where Wildernest will provide, on a hire basis, Goods and related facilities.

1.2        “Booking Form” means the form containing details of the Goods, Contract Term and Charges, whether in physical or electronic form, including any online forms hosted on the website of Wildernest and/or third parties.

1.3        “Contract Term” means the period of hire for the Accommodation Complex as described on the Booking Form, invoices, quotation, or any other form(s) as provided by Wildernest to the Client.

 

2.           Admission

2.1        Wildernest reserves the right to refuse admission to any person, at any time, without reason. Without limiting this right, Wildernest may refuse admission to persons who:

(a)      are under the age of eighteen (18) years, and are unaccompanied by an adult;

(b)      causes damage, disruption or nuisance, or who are intoxicated.

2.2        Wildernest will not:

(a)      (unless otherwise agreed) admit any person who is not an authorised guest of the Accommodation Complex;

(b)      be liable for the actions of any third party, nor any other guest of the Accommodation Complex.

2.3        Without limiting Wildernest’s absolute right to cancel and/or refuse admission, if the Client does not comply with the law, this Agreement, or any of Wildernest’s reasonable requests, Wildernest reserves the absolute right to (without refund) require the Client, or any other person(s), to immediately leave the Accommodation Complex, and/or confiscate any property within the Accommodation Complex, to be returned to the Client at check-out.

2.4        This Agreement does not give the Client entry to any event related to the Goods or Accommodation Complex. The Client will need to buy tickets to any such event separately from the appropriate supplier, and the terms and conditions of any event will still apply. Wildernest will under no circumstances be held responsible for any loss incurred by the Client because the Client fails to hold valid event tickets, and in this situation Wildernest’s normal cancellation fees will apply.

 

3.           Check-in and Check-Out

3.1        In order to check-in, the Client (or person checking-in on the Client’s behalf) must supply their booking details (in the Booking Form specified by Wildernest), their valid photo ID, and full payment of the Charges and Deposit.

3.2        The Deposit must be paid before the Client may check-in or receive Goods, and/or gain access to the Accommodation Complex.

3.3        The Client will ensure that any permitted invitees or guests admitted to the Accommodation Complex will fully comply with the liabilities and responsibilities of the Client under this Agreement.

3.4        The Client may be refused admission if the Client does not check-in before the time specified in advance by Wildernest.

3.5        The Client must check-out no later than the departure time/ date as specified on the Booking Form. Failure to check-out in accordance with the Booking Form may result in a loss of part, or the entire amount, of the Deposit, and may incur further charges.

3.6        At Wildernest’s sole discretion, no refunds will be given for late check-in or early check-out.

3.7        At, or after, check out, Wildernest will inspect the Goods and/or Accommodation Complex for any damage or missing items provided by Wildernest. Any damage or loss will be the responsibility of the Client.

 

4.           Rules of Entry

4.1        Subject to the terms of this Agreement, the Client can bring their own food and drink into the Accommodation Complex for personal use. No food or drink will be provided by Wildernest under this Agreement unless expressly agreed by Wildernest in writing.

4.2        Absolutely no glass is permitted in the Accommodation Complex or Goods.

4.3        The Client will:

(a)      not sell, or permit to be sold, Goods (or any other products and services) from the Accommodation Complex;

(b)      not remove any Goods from the Accommodation Complex;

(c)      respect the privacy of other guests. The Client will not enter, nor interfere with, Goods allocated to other guests, or their personal property.

(d)      not conduct themselves in a manner which, in the opinion of Wildernest, is likely to unreasonably interfere with other guest’s use and enjoyment of the Accommodation Complex.

4.4        It is the responsibility of the Client to ensure that all possible steps are taken to avoid injury, discomfort and/or loss to the Client and other guests. The Client agrees that no loud music will be allowed between the hours of 12:00am and 9:00am.

 

5.           Wildernest’s Right of Entry and Inspection

5.1        Wildernest reserves the right to inspect the Goods and Accommodation Site at any time during the Contract Term.

5.2        The Client authorises Wildernest, its agents and representatives, at all times without notice to enter onto, and to remain on, (at all necessary times) any premises where the Goods are located in order to inspect and/or collect the Goods without being liable in any way for trespass. The Client also assigns Wildernest all the Client’s rights to enter onto, and remain on, such premises until the Goods have been inspected and/or collected.

 

6.           Cancellation

6.1        Wildernest reserves the absolute right to:

(a)  cancel, terminate, or determine this Agreement;

(b)  immediately repossess the Goods;

(c)   require the Client or any other persons to immediately leave any Accommodation Complex,

at any time before or during the Contract Term, without reason, without prior notice, without payment of compensation and without prejudice to any other rights which Wildernest may have against the Client. Wildernest or its agents may enter any property, premises or vehicle where the Goods may be kept, for this purpose.

6.2        In addition to clause 15.1 in the General Terms and Conditions, Wildernest shall be entitled to cancel the Agreement if:

(a)  Wildernest reasonably believes that a third party may attempt to take possession of the Goods;

(b)  the Goods are at risk.

 

7.           Title

7.1        The Goods are, and will at all times, remain the absolute property of Wildernest, however the Client accepts full responsibility for:

(i)       the safekeeping of the Goods and indemnifies Wildernest for all loss, theft, or damage to the Goods howsoever caused and without limiting the generality of the foregoing whether or not such loss, theft, or damage is attributable to any negligence, failure, or omission of the Client; and

(ii)      shall keep Wildernest indemnified against all liability in respect of all actions, proceedings, claims, damages, costs and expenses in respect of any injury to persons, damage to property, or otherwise arising out of the use of the Goods during the Contract Term and whether or not arising from any negligence, failure or omission of the Client or any other persons.

Furthermore, the Client will insure, or self-insure, Wildernest’s interest in the Goods against physical loss or damage including, but not limited to, the perils of accident, fire, theft and burglary and all other usual risks and will effect adequate Public Liability Insurance covering any loss, damage or injury to property arising out of the Goods. Further the Client will not use the Goods nor permit it to be used in such a manner as would permit an insurer to decline any claim.

(b)  the Client is not authorised to pledge Wildernest’s credit for repairs to the Goods or to create a lien over the Goods in respect of any repairs.

 

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

8.1        To the extent that this Agreement does not exceed a twelve (12) month Contract Term, the Client acknowledges that nothing in this Agreement creates or provides for a security interest.

8.2        To the extent that this Agreement does exceed a twelve (12) month Contract Term, this agreement is the security agreement for the purposes of PPSA generally, and in particular Section 36.