Terms and Conditions
- PARTIES – Where herein used the word ‘Company’ means AusTech Saw and Tooling Pty Ltd and the word ‘purchaser’ means the person, firm, entity or company whose name and address is endorsed on the front hereof or referred to in the document attached hereto or such other document in which these terms and conditions of sale are expressly referred or contemplated.
- GENERAL – These terms and conditions shall apply to any agreement for the sale of goods by the Company except only to the extent that they are specifically modified or excluded by the Company in writing and that modification or exclusion is notified to the Purchaser. These terms and conditions shall be incorporated in any quotation, tender or other offer of the Company to the Purchaser and in any acceptance by the Company of any order or other offer of the Purchaser. Terms or conditions incorporated in or referred to in any offer or order of, or purported or actual acceptance of a Purchaser shall be of no effect and shall form no part of the agreement between the Company and the Purchaser unless specifically agreed in writing by the Company. Unless the context requires otherwise, the term “goods” shall mean the goods agreed to be sold by the Company subject to any of these terms and conditions.
- DESCRIPTION – If any description of the goods is contained overleaf or in any other document, that description is provided by way of identification only and the use of that description shall not constitute a contract of sale by description. Any description of any goods in any brochure, document or other sales literature used by the Company may be approximate and is for general information only and shall not form part of any agreement between the Company and the Purchaser. Any performance figures given by the Company are based on its experience, but the Company shall have no liability if these figures are not obtained, unless they are specifically guaranteed in writing by the Company.
- QUOTATIONS AND TENDERS – Subject to the right of the Company to withdraw quotations and tenders early notwithstanding that the quotation or tender does not state this right elsewhere, and unless otherwise specified in writing by the Company; quotations and/or tenders of the Company will be open for acceptance for 60 days from the date of issue. Unless otherwise stated, all prices contained in any quotation are based on the costs of material, labour and (where applicable) freight, insurance, rates of exchange, duty and other costs known to the Company on the date of the quotation. If by the date of dispatch any variation (whether by rise or fall) occurs with respect to the cost to the Company of supplying goods or any part thereof or (where applicable) in the cost of freight, insurance, rates of exchange, duty or other costs, the prices stated shall be adjusted accordingly.
- PAYMENT – Subject to the following provision of this paragraph, all payments shall be made strictly net cash in Australian dollars prior to delivery of product unless the Company agrees to other terms in writing. Time shall be of the essence. All export sales are subject to the prompt provision by Purchaser of an agreed deposit and payment plan, prior to shipment.
- LATE PAYMENT – Where the Purchaser is extended credit terms in writing by the Company and does not pay the Company by the due date, the Purchaser shall pay to the Company an administration fee which shall be the higher of $50.00 or 10% of the amount overdue on an unpaid invoice. The Purchaser and the Company agree that the administration fee is a reasonable liquidated cost of administering an abnormal payment and the Company may debit the Purchaser at such other times that it chooses for such administration fees. Where a payment becomes more than 1 month overdue then the Company and the Purchaser agree that an interest charge shall be levied on the Purchaser at the rate of the Reserve Bank Cash rate plus 5%, to reasonably cover the Company’s cost of capital, interest to be calculated on a pro rata annual rate and applied on a weekly basis.
- PRICES – all prices shall be at the prices stated in the Company’s applicable price list ruling on the date or dates of dispatch of the goods by the company from its premises. Sales tax and similar taxes shall be charged at applicable rates.
- DELAY AND INSTALMENTS – The Company shall not be liable for any failure to deliver or for any delay in delivery occasioned by and acts of god, strike, combination of workmen, industrial action, lockout, difficulty in procuring suitable materials or articles or substances required in the manufacture of the goods, shortages of stocks, lack or shortage of labour, delays in transportation or in transit, government or legal prohibitions or restrictions, fire, flood, hostility, civil commotion or other impediments whatsoever (whether similar in nature to the foregoing or not) reasonably beyond the company’s control. The Company reserves the right to deliver by instalments and each instalment shall be deemed to be sold under a separate contract. Failure to deliver any instalment shall not entitle the Purchaser to terminate its agreement with the Company.
- REBATE POLICY – The company may, from time to time, offer rebate incentives to promote certain of the Company’s activities. The rebates will only be valid for 90 days from time of issues unless otherwise notified in writing. The Purchaser agrees this is reasonable as the rebate is offered (where applicable) as a short term, promotion related, incentive.
- RISK – All risk in the goods shall pass to the Purchaser and will be borne by the Purchaser from the time the Company agrees to hand the goods over to a carrier at a particular place, when the Company hands over the goods to the carrier at that place; and in any other case, when the goods are placed at the disposal of the Purchaser.
- PROPERTY – The Company shall remain the sole and absolute owner of the goods until the price for the goods has been received in full by the Company from the Purchaser. Until the Company has received the price of the goods in full, the Purchaser shall be bailee of the goods for the Company and shall store them to be readily identifiable as goods of the Company. The Company shall have the right at any time to enter the Purchaser’s premises and retrieve the goods. The Purchaser shall not sell or dispose of any goods or any interest in the goods without the prior written consent of the Company. Should the goods be modified by the Purchaser prior to full payment being made, then the Company shall retain ownership of the modified goods until full payment is made.
- PACKING – The price quoted includes the Company’s standard packing where applicable. The cost of any special packing required by the Purchaser or any special or export packing which may in the Company’s opinion be required, shall be a further charge for the Purchaser’s account.
- CLAIMS – Except only to the extent that the Purchaser has rights and remedies in respect of the goods under applicable Australian laws which cannot be modified by agreement, the Company will accept no claim in respect of the goods and shall not be liable to the Purchaser and the goods will be deemed to comply with the agreement between the Company and the Purchaser unless a claim in writing is received by the Company within 7 days after delivery within Australia or within 21 days of the date of arrival of the goods at the port of destination in export sales.
- LIMITATION OF LIABILITY – Nothing in these terms and conditions shall exclude, restrict or modify any rights of the Purchaser under any applicable legislation in Australia which, pursuant to that legislation, cannot be excluded, restricted or modified by agreement. To the fullest extent allowable by law, the Company shall be under no liability to the Purchaser at law or in equity or pursuant to the provisions of any statute rule or regulation or otherwise for any claims, demands, losses, damages, costs or expenses arising out of or connected with any performance or non-performance by the Company and/or the goods supplied to the Purchaser including, without limiting the generality of the foregoing, any act or omission of the Company, its’ officers, servants, agents, contractors or other representatives. If any condition, warranty or obligation is contained in the agreement between the Company and the Purchaser or imposed on the Company in respect to that condition warranty or obligation cannot be lawfully be or is otherwise excluded, restricted or modified by these terms and conditions, the liability of the Company in respect of any breach shall amount to the fullest extent allowable by law be limited to an amount equal to the price referred to in that quotation or, at the opinion of the company, any one of the following: i) The replacement of the goods or the supply of equivalent goods; ii) The repair of the goods at the Company’s premises, ie. excluding freight costs. In no event shall the Company be liable whether in tort or in contract or otherwise for any special indirect or consequential damages, including, but not limited to damage for loss of any actual or anticipated profits or third-party costs.
- ENTIRE TERMS AND TERMS IMPLIED – Except only to the extent that additional terms have been agreed by the Company in writing, these terms and conditions of sale constitute the entire terms and conditions of the agreement of sale between the Company and the Purchaser and all representations, conditions or warranties and agreements (whether expressed or implied) not contained herein are hereby expressly excluded. The agreement between the Company and the Purchaser shall not be varied except in writing by the Company.
- MANIFEST DISCREPANCIES AND ERRORS – Where the Company has executed a written contract for the sale of goods, in the case of any manifest discrepancies between the express terms of that contract and these terms and conditions, the contract shall prevail to the extent of any inconsistency. The Company reserves the right to correct clerical error in quotations, acknowledgements, orders, invoices or other documents relating to the goods or the agreement between the Company and the Purchaser.
- PATENTS – Where the Company has followed a design or instruction furnished or given by the Purchaser or any person, company or other entity on behalf of or at the request of the Purchaser, the Purchaser agrees to indemnify the Company and keep the Company indemnified against all damages, penalties, costs and expenses to which the Company may become liable by reason of any work being required to be done in accordance with those instructions involving infringements of a patent, trade mark, registered design copyright, or common law right.
- LICENCES – All goods are sold on the understanding that all licences and permits under all relevant statutes, ordinances, rules and regulations have been obtained by the Purchaser.
- WAIVER – Failure by the Company to insist upon strict performance of any term or condition shall not be construed as a waiver hereof or of any rights the Company may have and shall not be construed as a waiver of any subsequent breach of any term or condition.
- DISCLAIMERS – All advice and information contained in the Company’s published literature and given by the Company’s staff is compiled from the best information available to the Company, but the Company accepts no responsibility whatsoever for its accuracy or for any results which may be obtained by the Purchaser. If the Purchaser relies upon any such advice or information, he does so entirely at his own risk and the Company will not be liable for any loss or damage thereby suffered notwithstanding and want of care on the part of the Company or its staff or giving of advice or information.
- PURPORTED VARIATION OR CANCELLATION BY PURCHASER – If any Purchaser cancels or purports to cancel, vary or suspend any order or offer, the Purchaser shall compensate and indemnify the Company for all its costs, losses and expenses incurred, suffered or anticipated including, but not limited to, loss of gross profits.
- TERMINATION – If the Purchaser fails to make any payment promptly as requested by these terms and conditions or specifically agreed by the Company, or otherwise fails to carry out the terms of the agreement between the Purchaser and the Company, or the Purchaser becomes insolvent or commits any act of bankruptcy, or stops payment of its’ debts, or calls a meeting of or enters into any composition with or makes any assignment for the benefit of its’ creditors or, being a company, has a receiver, receiver and manager, official manager or provisional liquidator appointed to its’ undertaking or assets or any part thereof, or a petition for the winding up of the Purchaser, or the Purchaser breaches or commits any default under any mortgage, charge or encumbrance, or the purchaser fails to pay promptly any judgement debt, or the Purchaser defaults under any agreement with the Company or under any other agreement; the Company at its’ own discretion and notwithstanding any waiver of any default or failure to enforce any right and without prejudice to its’ other rights under theses terms and conditions or otherwise, forthwith terminate its agreement with the Purchaser or any unfulfilled part thereof or make partial deliveries or require payment in cash before or on delivery of any goods, notwithstanding the terms of payments specified. In the event of termination or suspension as aforesaid, the Company shall not be liable for any loss, damages, costs or expenses of the Purchaser or of any other person howsoever arising from that cancellation, termination or suspension.
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