In these Conditions of Sale “the Firm” means Access Industries, “the Buyer” means the person, Firm or company purchasing the Goods, “the Goods” means the materials and/or services subject to the contract between the Buyer and the Firm.
|2.1||Unless otherwise agreed in writing, every order, sale, quotation and contract placed with the Firm shall be subject to these Conditions of Sale to the extent that the same are applicable which are deemed to be agreed and accepted by all parties involved and override any standard terms and conditions stipulated, incorporated or referred to in the Buyer’s order.|
|2.2||These Conditions of Sale shall be governed by the laws applicable in Victoria and the Buyer submits to the jurisdiction of the Victorian Courts and Tribunals.|
|2.3||If any clause or part of these Conditions of Sale not being of fundamental nature is held to be illegal or unenforceable the validity and enforceability of the remainder of these Conditions of Sale shall not be affected.|
|3.1||The Buyer shall pay the price of the Goods stated in the invoice which will be the price ruling at the date of delivery or collection (“Price”) plus GST.|
|3.2||The Buyer shall pay sales tax when applicable at the rate specified in the invoice unless:
3.2.1 A written exemption certificate was forwarded to the Firm at the time the order for Goods was placed; and
3.2.2 The sales tax number of the Buyer is quoted in the invoice.
|3.3||Unless otherwise agreed in writing the Price is exclusive of packaging costs, freight charges, delivery costs, bank charges and such other charges notified by the Firm to the Buyer all of which costs if incurred are payable by the Buyer (“Price Additions”).|
|3.4||If the cost to the Firm of supplying the goods not yet delivered shall be increased materially by any dispute or cause and the parties concerned cannot agree on how such increase shall be borne, the Firm may cancel the Contract without liability in respect of such undelivered Goods.|
|3.5||Where delivery of the Goods is to be made by instalments, each delivery shall be treated as a separate contract and failure, suspension or delay in any delivery or defect in the Goods delivered shall not vitiate the Contract as to other deliveries.|
|4.||ACCEPTANCE AND RISK|
|4.1||The Buyer accepts the Goods and the Goods are at the Buyers risk immediately upon leaving the Firm’s premises, whether the Goods are delivered by the Firm or by someone other than the Firm or collected by the Buyer. If the Buyer wishes to insure against loss or damage to the Goods after they have left the Firm’s premises, it shall be the Buyer’s responsibility to do so.|
|4.2||All delivery dates are estimates only and the Firm shall not be liable in damages for any delay nor shall the Buyer be entitled to refuse or to accept delivery except where delay of an unreasonable length has occurred due to circumstances within the Firm’s control without limiting the generality of the foregoing. The following circumstances shall be deemed NOT to be within the Firm’s control:
Act of God, war, riots, civil commotions, strikes, lock-outs, trade disputes, fires, breakdowns, interruptions of transport, Government action and delay in delivery by the Firm’s suppliers.
During any such period of delay the Buyer after giving reasonable prior written notice of his intention to do so shall be at liberty to purchase elsewhere such Goods only as shall be necessary for the Buyer’s immediate requirements and to cancel a delivery from the Firm of any corresponding quantities so purchased.
|5.||TERMS OF PAYMENT|
|5.1||The Buyer shall pay the Price including GST and Price Additions (“Total Price”) before the end of the month following the date of invoice (“due date”), unless otherwise stated on the invoice this shall be deemed the due date.|
|5.2||If the Buyer does not pay the full amount of the Total Price on or before the due date the Firm may charge interest at the rate of 2.0% per calendar month on the outstanding balance of the Total Price from the due date until the full amount of the Total Price has been paid to the Firm.|
|5.3||All expenses incurred by the Firm in collecting overdue payment from the Buyer including debt collection agency, legal and court fees shall be payable by the Buyer to the Firm as debt due forthwith upon demand by the Firm.|
|5.4||The Buyer shall send all amounts due under these Conditions of Sale to the address of the Firm printed on the front of the invoice.|
|5.5||If the Buyer shall fail to make any payment on the due date or becomes bankrupt or enters into liquidation (other than for the purposes or amalgamation or reconstruction) or makes any composition arrangement with creditors or has a receiver appointed of its undertaking property or assets or any part thereof the Firm shall have the option to withhold or cancel further deliveries provided that the failure on the part of the Firm to exercise such option in respect to one or more deliveries shall not affect their right to exercise it in respect of other deliveries.|
|5.6||Payments made by VISA, MasterCard or Bankcard will incur a 2% surcharge.|
|6.1||The Buyer shall inspect or shall be deemed to have inspected the Goods upon delivery. Where the Goods supplied are not in accordance with the contract the Buyer shall give notice in writing within 7 days of receipt.
The Firm will at their option:
(a) Credit the Buyer with the price; or
(b) Replace same.
All other warranties or conditions as to the Goods or their fitness for any purpose are excluded except where by statute such exclusions are prohibited. Slight changes in colours, thickness or marbleizing do not constitute sufficient ground for complaint.
|6.2||Goods are sold and installation, service or advice is given in good faith in connection therewith on condition that the Firm and their servants are not liable in contract, tort or otherwise for any loss, damage or injury to persons or property arising therefrom.|
|7.1||The Buyer may only return Goods to the Firm for credit if:
7.1.1 The prior written approval of the Firm for the return has been obtained; and
7.1.2 The freight costs on the return have been paid by the Buyer.
|7.2||If the Buyer returns the Goods otherwise than in accordance with Clause 7.1:
7.2.1 The Firm may at its sole discretion accept the return and grant a credit to the Buyer;
7.2.2 If the Firm does not accept the return the Firm may hold the goods on the Buyer’s behalf at the Buyer’s expense until arrangements satisfactory to the Firm are made by the Buyer for the disposal of the goods.
|7.3||Any credit given by the Firm for Goods returned by the Buyer and accepted by the Firm is subject to a re-stocking fee equivalent to 15% of the Price of the Goods.
No order for goods placed by the Buyer and accepted by the Firm may be cancelled or deferred without prior consent in writing of the Firm and in the case of custom-made Goods ordered by the Buyer no order for such Goods may be cancelled after:
|8.1||The Firm has scheduled manufacture of such Goods; or|
|8.2||The Firm has purchased the materials required for the manufacture of such Goods.|
|9.1||Property in and title to each unit of the Goods supplied shall not pass to the Buyer until payment has been received by the Firm in full (each unit being considered as a whole).|
|9.2||Until property in the Goods passes to the Buyer hereunder the Buyer shall, unless otherwise agreed by the Firm in writing, store the Goods so that they are clearly identified as the property of the Firm.|
|9.3||If the Buyer fails to make payment in accordance with these Conditions of Sale or the Firm reasonably believes the Buyer is unable to make payment for the Goods within prescribed terms, the servants or agents of the Firm shall be entitled to enter any premises in which the Goods are stored to repossess the Goods (without being in any way liable to trespass).|
|9.4||Unless payment has been made in full to the Firm, the Buyer shall be entitled to re-sell the Goods or part thereof in the ordinary course of business only upon the condition that the proceeds of the Sale of the Goods or such part of the Goods as shall be so sold shall be held by the Buyer in trust for the Firm.|
|10.||BUYER’S STATUTORY RIGHTS
These Conditions of Sale shall not exclude, limit, restrict or modify the rights entitlement and remedies conferred upon the Buyer, or the liabilities imposed upon the Firm, or any Commonwealth or Victorian legislation rendering void or prohibiting any such exclusion, limitation, restriction or modification, but subject thereto all excludable conditions and warnings are hereby excluded.
|On behalf of __________________________________________||(Company Name), I hereby agree to the Conditions of Sale as outlined above.|
(Signature of Director)
(Signature of Witness)