Terms and Conditions

BUSINESS INFORMATION

Business Name: Optica Life Accessories Limited

ABN #: 16138670676

DEFINITIONS

In these terms:

“Optica” means “OPTICA LIFE ACCESSORIES LIMITED”, its successors and assigns. Optica’s

agents in Australia are CIB Accountants & Advisors, Suite 6, 5-7 Ross Street, North Parramata

NSW 2150.

“Customer” means the person, firm or company which has offered to purchase goods from

Optica or to whom Optica has offered to sell the goods.

An “Event of Default” means an event where:

• the Customer fails to comply with the terms of this contract with the Optica or any

related company of Optica; or

• the Customer commits an act of bankruptcy; or

• the Customer enters into any composition or arrangement with its creditors; or

• if the Customer is a company;

o the Customer does anything which would make it liable to be liquidated; or

o a resolution is passed or proceedings commended for the Customer to be

liquidated; or

o a receiver or statutory or official manager is appointed over all or any of

Customer’s assets; or

o the ownership or effective control of the Customer is transferred without the

written consent of Optica.

ORDERS

Orders should be placed in accordance with Optica’s procedures as advised from time to time.

Receipt of any order from the Customer will be deemed to be acceptance by the Customer of

these Terms of Trade, despite anything to the contrary in the Customer’s order. Orders are

irrevocable. Optica will use its best endeavors to fulfil orders which have been confirmed by

Optica, but shall not be liable for any failure to deliver or delay in delivery. Delivery of 10%

more or less than the quantity of goods ordered by the Customer shall constitute performance

of any contract, the amount under or over supplied to be deducted or charged for pro-rata. The

unit price charged for deliveries of less than the amount ordered will be the quoted unit price

for the number ordered, not the number delivered.

FREIGHT & PRICING

All prices are in Australian Dollars (A$) and are exclusive of GST, Government charges and

freight, which will be charged on all invoices in accordance with the relevant legislation at the

time of supply. New origination charges are extra. If no quotation is given then Optica’s current

price at the time of order will be payable.

Optica reserves its right to modify its prices at any time, but undertakes that the prices applied

will be those in effect at the time of the order, except in cases of typographical errors.

In the event that an Optica product is mistakenly listed at an incorrect price, Optica reserves

the right to refuse or cancel any orders placed for products listed at the incorrect price,

whether or not the order has been confirmed and payment made. If a credit card has already

been charged for the purchase and the order is cancelled, Optica shall issue a credit to the

credit card account in the amount of the incorrect price.

All goods shipped will include freight charges relative to the cost of freighting the order from

Optica to the Customer. Freight charges may vary or be included in the price of the goods

dependent on the Customer and the terms of trade they have with Optica.

DELIVERY TERMS AND CONDITIONS

Optica sells its products out of their Christchurch, New Zealand warehouse, with the

transportation costs and risks being borne by the Customer. Products will be delivered at the

delivery address indicated by the Customer as part of the order filling.

Shipment times will vary depending on the Customer’s location and the mode of shipment

selected by the Customer.

Any shipment times indicated are averages only.

Duties may be levied on the Customer by the customs authorities of the country of delivery.

If the packaging is damaged, torn or opened at the time of delivery, the Customer should check

the condition of the products. If they have been damaged, the Customer must refuse delivery

or make an ad hoc reservation on the delivery confirmation slip (delivery refused: opened or

damaged).

Additionally, the Customer should check that the package delivered corresponds to the

purchase order before signing the delivery confirmation slip. The Customer should make

handwritten signed reservations if there are anomalies (damaged product, …). This check will

be deemed satisfactory, if the Customer or a person authorised by the Customer has signed the

delivery confirmation slip.

PAYMENT

For all sales on credit, payment is due on the 20th day of the month following the date of

invoice (“the due date”). In the event that an account is not paid in full by the due date interest

will be payable on the overdue amount calculated at 2% per month from the due date to the

date the account is paid in full. The Customer will be liable for any debt collection costs and any

legal costs incurred in conjunction therewith. Optica retains the right to withhold deliveries

while any account is overdue. Any discounted prices quoted by Optica apply only in the event

that payment is made on or prior to the due date. In respect of payments made after their due

date, the full price will be payable together with interest and any costs thereon. In the event

that the Customer fails to make a payment by its due date, then all amounts owing by that

Customer shall become due and owing. Any payments made by a Customer in reduction of

overdue amounts shall be applied first to interest and debt collection and legal costs incurred.

If the Customer is paying a credit account by credit card, the payment may incur a transaction

fee of 3.5% on the Gross total of the amount owing as well as any foreign currency bank service

charges.

EVENT OF DEFAULT

Optica’s obligation to fill any order made by the Customer may cease, at Optica’s election, on

the occurrence of an Event of Default, provided however that Optica must notify the Customer

promptly and in writing if it intends not to fulfil an order on the basis of the occurrence of an

Event of Default.

WARRANTIES

In the case of the supply of goods or services to which the Australian Trade Practices Act 1974

applies, Optica gives the warranties set out in that Act, provided however that Optica will not

be liable for any consequential or indirect loss. In all other cases, Optica gives no warranties as

to goods or services supplied. Any claim under these warranties must be made as soon as the

Customer becomes aware of the defect.

PRIVACY POLICY

We implement a variety of security measures to maintain the safety of the Customer’s personal

information. The Customer’s personal information is contained behind secured networks and is

only accessible by a limited number of persons who have special access rights to such systems,

and are required to keep the information confidential. When the Customer places orders, or

accesses personal information, we offer the use of a secure server. All sensitive/credit

information the Customer supplies is transmitted via Secure Socket Layer (SSL) technology and

then encrypted.

Optica will not sell, trade, or otherwise transfer to outside parties the Customer’s personally

identifiable information, except for the sharing of information with website hosting partners

and other parties who assist us in operating our website, so long as those parties agree to keep

this information confidential. Optica may also release the Customer’s information when we

believe release is appropriate to comply with the law, enforce our site policies, or protect our

rights, property, or safety.

If we decide to change our privacy policy, we will post those changes on this page. Policy

changes will apply only to information collected after the date of the change. By providing us

with information and/or using our site, the Customer consents to our privacy policy. At any

point in time, the Customer has the right to access, modify, rectify or cancel their personal data.

TRADE MARKS, PATENT AND COPYRIGHT

If Optica utilises any designs, trademarks or other intellectual property supplied by the

Customer the Customer warrants that the use of and the manufacture and supply of goods in

accordance with or using such designs, trademarks or other intellectual property will not

infringe the intellectual property of any third party. The Customer indemnifies Optica against

any loss, damage, costs or expense suffered by Optica as a result of the use or manufacture and

supply of goods bearing any designs, trademarks or other intellectual property being found to

have breached a third party’s intellectual property rights.

PRODUCT INFORMATION

We attempt to be as accurate as possible. However, we do not warrant that product

descriptions or other content is accurate, complete, reliable, and current or error free. As such,

we reserve the right to correct any incorrect information, including pricing errors, even after

the transaction has been completed. If the items the Customer has ordered are not in stock we

will contact the Customer to see if they would like us to back-order the items. We shall not

charge for any goods that we cannot supply for any reason. However, we will not be

responsible for any damage or losses that the Customer may suffer if we fail to supply goods.

CONFIDENTIALITY

Any technical information, knowledge, or processing methods at any time transmitted either

orally or in writing by Optica to the Customer, which is, by its nature, reasonably intended to be

confidential, shall be kept confidential by the Customer and the Customer will not use such

information or deal with it in any way without Optica’s prior consent.

WAIVER

If Optica fails to exercise any right or remedy available to it under these Terms of Trade, such

failure shall not constitute a waiver of Optica’s rights.

JURISDICTION

These Terms of Trade shall be governed by New Zealand law and the parties submit to the nonexclusive

jurisdiction of the New Zealand courts. If any of these terms and conditions are held

to be invalid, unenforceable, or illegal for any reason, the remaining terms and conditions shall

nevertheless continue in full force.

CREDIT FACILITIES

Where the Customer applies and/or is provided with a credit facility by Optica, the Customer

specially agrees and acknowledges with Optica as follows: That Optica hereby informs the

Customer that they may disclose to a credit reporting agency certain personal information

about the customer including: information contained in this application, identification, the

amount of credit applied for, payments which may become more than 60 days overdue, advice

that payments are no longer overdue, a serious infringement which Optica believes the

Customer has committed. That Optica in assessing this application and any later request for a

credit limit increase may obtain from a credit reporting agency a credit report containing

personal credit information about the Customer, and a credit report containing information

about the Customer’s commercial activities or commercial credit worthiness. Optica may give

to and obtain from any third party, information about the Customer’s personal or commercial

credit arrangements including information about the Customer’s credit worthiness, credit

standing, credit history, or credit capacity for the particular purpose for which the information

is required.

PERSONALISED PRODUCT TERMS AND CONDITIONS

PRINTING CHARGES

- No printing charges apply unless otherwise specified within written material.

ARTWORK CHARGES

- A new artwork setup fee of $120.00 + GST will be charged for every new item that requires

artwork creation.

- Changes to existing artwork is charged at $80.00 + GST per item per revision set.

- There’s no charge applied to reorders that do not require artwork changes.

- Buying group artwork charge discounts available.

AUTHORS CORRECTIONS

- The Client is allowed three sets of revisions to their project. Any authors corrections or

amendments outside of the nominated three sets of revisions, are charged at a rate of $80.00 +

GST per amendment.

- Optica makes every effort to deliver concepts to suit the Client’s brief. If the Client is not

happy with the concepts provided by Optica, and the amends do not fall within minor

‘revisions’ to the project, the Client can pay for further concepts to be developed or choose not

to proceed and pay for ‘work to date’.

APPROVAL

- All artwork is to be approved by PDF format before production.

- Whilst all care is taken by Optica, Optica is not responsible for any spelling, grammatical,

numerical errors, or omissions after final approval. Even if these errors are from Optica, it is the

Client’s responsibility to proof read and check thoroughly their projects to identify any errors

prior to approval. The Client is fully responsible for reprint and productions costs should they

decide to print again. Optica will issue no refunds.

COPYRIGHT

- The Client assumes full copyright and reproduction rights upon full payment of a completed

project.

- Optica retains personal rights to use completed projects and concept artwork for the purpose

of marketing Optica.

PRICING

- Optica is not responsible for increases in material prices by third party services (e.g. printers,

manufactures, suppliers) where the increases are beyond our control.

- The 2 year limited warranty covers manufacturing faults only.

- Optica reserves the right to change pricing without notice.

- A freight charge will be applied to all orders, unless otherwise specified.

- Minimum order value $200+GST (assorted products)

CANCELLATIONS AND INCOMPLETE PROJECTS

- Payment of $120.00 + GST is required for any artwork, that has been terminated on the

Customer’s request at any stage of development, prior to completion.

- In the event of a project cancellation, Optica retains ownership of all copyright and original

artwork. Any concepts, designs or ideas not chosen by the Client remain the property of Optica

and may be offered to other Clients.

PREMIER CASE ORDERS

- A minimum order quantity of 1000 cases applies.

- Optica is not responsible for shortages in material supplies which can delay an order.

- For New Zealand and Australia premier case orders a 30% non-refundable deposit is required

upon order confirmation with the final balance payable 30 days from invoice.