Easyquip Pty Ltd ABN 42 110 993 881
TERMS & CONDITIONS OF SALE
(1) “Seller” means Easyquip Pty Ltd, ABN 42 110 993 881
(2) “Buyer” means the purchaser of the Goods whether on credit or otherwise.
(3) “Goods” means the goods, services and products sold or supplied by the Seller to the Buyer.
These terms represent the sole basis of the sale of the Goods to the Buyer to the exclusion of any conditions of sale appearing on any document or order form provided by the Buyer to the Seller. Any modification of these terms and conditions do not apply unless otherwise expressly accepted in writing by the seller.
3.1 Unless otherwise stated all prices quoted by the Seller are net, exclusive of Goods and Services Tax.
3.2 Any prices quoted by the Seller are based on prices and charges in effect or nominated by the Seller at the date of the quotation and are based on rates of freight, insurance, customs duties, exchange rates, shipping expenses, sorting and stacking charges, cost and materials affecting the cost of the Goods at the time the quotation is made.
3.3 If the Seller makes any alterations to the price of the Goods or to any of their inputs either before acceptance of the Goods or during the currency of this contract, these alterations are at the Buyer’s expense and to the Buyer’s account.
4.1 All delivery, freight and other transport costs (including any insurance of the goods) are at the Buyer’s expense and to the Buyer’s account, unless expressly agreed otherwise in writing by the Seller.
4.2 The delivery times made known to the Buyer are estimates only and the Seller is not liable for any loss, damage or delay occasioned to the Buyer or its customers arising from late or non delivery of the Goods.
4.3 Any additional costs associated with particular delivery instructions are the Buyer’s expense and to the Buyer’s account even if cost has been omitted from any quotation provided by the Seller.
5.1 Unless otherwise agreed by the Seller in writing, payment for all Goods shall be made 14 days from date of invoice.
5.2 Non-payment for any or all Goods by the due date will be considered by the Seller to be a breach of the terms of sale and, in addition to any other rights this Seller may have, the Seller may undertake to:
(i) Cancel the Buyer’s right to operate a commercial credit account with the Seller;
(ii) Charge interest on any outstanding amount, calculated from the date following the date upon which payment should have been made, at a rate equal to the Seller’s then current overdraft rate, as varied from time to time;
(iii) Add to any outstanding amount/s any debt collection incurred, or to be incurred, as a consequence of actions taken by the Seller to recover non-payment/s by the Buyer, including legal costs on a solicitor and own client basis;
(iv) Retake physical possession of the Goods.
5.3 The Buyer will not be entitles to withhold any payments or make any deductions in respect of any set offs, counterclaims or cross demands claimed by the Buyer against the Seller for whatever reason.
6.1 If the goods are provided to a Pty Ltd Company then all the directors of the company agree that if payment is not made by their company, then all directors can and will be personally liable for this account.
6.2 If the Goods are provided to a Trust then all the Trustees agree that if payment is not made by the Trust, then all the Trustees can and will be help personally liable.
6.2.1 If the Trustee is a Corporate Trustee then all the directors of that Corporate Trustee agree that if payment is not make by the Trust and/or Corporate Trustee, then all the directors of the Corporate Trust can and will be held personally liable for this account.
7.1 Property in any Goods sold by the company shall not pass from the Seller to the Buyer until the Buyer has paid for the Goods (including any interest) in full. The risk of loss or of damage to the Goods shall be entirely at the risk of the Buyer immediately upon the Goods leaving the premises of the Seller, in the course of the delivery of the Goods to the Buyer.
7.2 The Seller must provide the Buyer with reasonable assistance to allow the Buyer to press claims on carriers so long as the Buyer:
7.2.1 Has notified the Seller and carriers in writing immediately after loss or damage is discovered on receipt of the Goods; and
7.2.2 Lodges a claim for compensation on the carrier with 3 days of the receipt of the Goods.
7.3 The Seller reserves the right to retake physical possession of the Goods if any of the following occurs:
(a) payment for any Goods sold to the Buyer by the Seller is overdue;
(b) the Buyer commits an act of bankruptcy as defined by the Bankruptcy Act 1966, as amended, or in the case of a corporation, commits an act of insolvency as defined by the Corporations Act 2001, as amended;
(c) a receiver or trustee is appointed to the Buyer’s property of the Buyer’s affairs become subject to external administration.
7.4 For this purpose the Buyer hereby consents to the Seller, or its agents or servants, entering upon the Buyer’s premises in order to effect recovery of the Goods and to use any reasonable means of force in order to effect recovery, without incurring liability for trespass or any resulting damage. The Seller will have the right to resell or otherwise dispose of the Goods without further reference to the Buyer.
7.5 If any of the Goods are incorporated into or used by the Buyer as parts, components or materials in respect of any other product/s of the Buyer before the Buyer has made payment in full for the goods, the subsequently transformed product/s of the Buyer will become those of the Seller and remain the property of the Seller until such time as payment in full for the Goods has been made by the Buyer.
7.6 The Seller acknowledges that until the Buyer’s total indebtedness to the Seller is discharged, the Buyer holds the Goods as bailee of the Seller and that a fiduciary relationship comes into existence between the Seller and the Buyer.
7.7 In the event that the Buyer sells the Goods or any product/s in which the Goods have become consumed or a component of to any third party before making full payment for the Goods, then the Buyer, in a position of fiduciary:
(a) assigns to the Seller the benefit of any claim against the third party;
(b) is required to account to the Seller for the proceeds of the sale of the Goods or product/s sold or any part thereof until the Buyer’s total indebtedness to the Seller is discharged.
The Buyer hereby charges in the Seller’s favour with payment of all monies owed to the Seller by the Buyer and/or any of them all of his, her or its estate with interest in any land and/or in any other assets whether tangible and/or which the Buyer has any legal and/or beneficial interest and/or in which the Buyer later acquires any such interest, and they Buyer agrees to execute on request, a registrable instrument and/or any other necessary documents, transferring to the Seller such estate and interest by way of security.
No claims shall be recognised by the Seller unless the claim is made within 7 days of supply of Goods or services. All reasonable claims so notified shall be recognised not withstanding, such complaint, payment for those items acknowledged as correct shall be made in accordance with the agreed terms of trading.
The Buyer is to notify the Seller, in writing within seven (7) days, of any proposed or actual change in its structure or management including any change in director, shareholder or management or change in partnership or trusteeship and of the sale of any part of its business.
The Contract between the Seller and the Buyer shall be governed by and construed in accordance with the laws for the time being enforced in the State of Purchase and the parties hereby submit to the jurisdiction in the courts of that State.
The Buyer shall indemnify and keep indemnified the Seller from and against all losses, claims, proceedings, damages, costs and expenses in respect of or arising directly or indirectly from the Goods or their use of from any advice given to the Buyer by the Seller. This includes the fitment of incorrect Goods as the onus is clearly with the Buyer to ensure the Goods supplied are correct for the particular job.
The waiver by the Seller of any breach by the Buyer of any term of this Agreement shall not prevent the subsequent enforcement of that term and shall not be deemed a waiver of any other or subsequent breach.
If any provision or part of a provision of these terms is found to be invalid or unenforceable, then that provision or part of that provision must be severed and the remaining provisions will continue and be binding and have full force and effect.
15.1 Except as required by statute (including the Trade Practices Act 1974), all implied conditions and warranties are hereby excluded. Subject to the extent that such conditions and warranties cannot be excluded under statute (including the Trade Practices Act), the Buyer’s sole and exclusive remedy for any breach of a condition, warranty or undertaking hereunder (whether direct, indirect, special or consequential) shall be limited at the sole discretion of the Seller to any of one of the following:-
(i) the replacement of the Goods or supply of equivalent Goods;
(ii) the repair of the Goods or the payment of the cost of having the Goods repaired;
(iii) the payment of the cost of replacing the Goods or of acquiring equivalent Goods; or
15.2 Any warranty shall not apply to any Goods or components manufactured by a person other than the Seller even though such Goods or components may be included in equipment sold by the Seller. In lieu of any warranty, condition or liability express or implied by law or statute the Seller’s obligation shall be limited to passing on to the purchaser such guarantee restitution as the Seller shall actually receive from the manufacturer in respect of such Goods of components.
15.3 Except as required by statute (including the Trade Practices Act 1974) the Seller does not accept any liability for any direct or consequential loss or damage caused to the Buyer or any other person which arise out of the negligence or carelessness of the Seller or any of its employees, servants or agents. For the purpose of the foregoing, “consequential loss” shall include, but not be limited to, loss of profit or goodwill (or similar financial loss), any payment made or due to any third party and any loss or damage caused by delay in the supply of Goods or services.
If you have any queries or complaints about our Terms and Conditions please contact us at:
135 Firmins Lane, Morwell VIC
(03) 5134 5255