These are the terms and conditions upon which Ecoflo Wastewater Management Pty Ltd trading as Sun-Mar Australia
A.B.N 33 606 583 895 sells and quotes for the sale of goods.
1.0 DEFINITIONS AND INTERPRETATION
In these terms and conditions, unless the context otherwise requires:
“Buyer” means the Person named in the Sales Invoice or Quotation.
“Quotation” means the form of quotation submitted by the Seller to the Buyer in which these terms and conditions are or are deemed to be incorporated.
“Sales Invoice” means the sales invoice issued by the Seller to the Buyer in which these terms and conditions are or are deemed to be incorporated.
“Seller” means Sun-Mar Australia, A.B.N.33 606 583 895 unless the sale is expressed to be made by the Seller as agent for a Person named in the Sales Invoice or Quotation in which case the Buyer acknowledges that the Seller acts only as the agent of the Person so named.
Any special conditions specified on a Quotation or Sales Invoice shall, to the extent they are inconsistent with these terms and conditions, take precedence over these terms and conditions.
The expression “Person” includes an individual, the estate of an individual, a body politic, a corporation, an association (incorporated or unincorporated) and a statutory or other authority.
Words importing the singular shall include the plural (and vice versa).
2.0 GOVERNING TERMS AND CONDITIONS
These are the only terms and conditions which are binding upon the Seller with the exception of those otherwise agreed in writing by the Seller or which are imposed by statute and which cannot be excluded.
3.0 TERMS OF PAYMENT
Payment by the Buyer for goods delivered and accepted is due within in the period or by the date shown on the Sales Invoice. If the Buyer fails to make payment in accordance with this clause, all amounts owing by the Buyer to the Seller on any account shall immediately become due and payable. Outstanding amounts shall bear interest at the rate of 12 per centum per annum calculated on a daily basis.
4.0 INSPECTION AND ACCEPTANCE
The Buyer Shall inspect all goods upon delivery and shall within 7 days of delivery give notice to the Seller of any matter or thing by which the Buyer alleges that the goods are not in accordance with the Buyer’s order. Failing such notice and, to the extent permitted by statute, the goods shall be deemed to have been delivered and accepted by the Buyer.
All goods returns must be approved by the Seller. Authorised returns must be freight prepaid. The Seller reserves the right to charge a handling fee equal to 10% of the price of the goods returned unless the Buyer is a “Consumer” for the purposes of the Trade Practices Act 1974 or similar State or Territory legislation. Products specifically purchased, manufactured, machined or cut to size or to the Buyer’s specifications are not returnable.
6.0 QUOTATIONS AND PRICE LISTS
Unless previously withdrawn, a written Quotation is valid for thirty (30) days or such other period as stated therein. A quotation is not to be construed as an obligation to sell but merely an invitation to treat and no contractual relationship shall arise therefrom until the Buyer’s order has been accepted by the Seller.
The Seller shall not be bound by any conditions attaching to the Buyer’s order or acceptance of a quotation and unless such conditions are expressly accepted by the Seller in writing, the Buyer hereby acknowledges that such conditions are expressly negated.
Prices specified in a general price list shall not be construed as a Quotation and are subject to alteration without notice. Unless otherwise stated in writing by the Seller, prices quoted shall be exclusive of handling, delivery, agents charges and any charge duty or impost including tax.
Every quotation is subject to and conditional upon obtaining any necessary import, export or other licences.
7.0 PASSING OF PROPERTY AND RISK
Goods supplied by the Seller to the Buyer shall be at the Buyer’s risk immediately upon delivery to the Buyer, into the Buyer’s custody or at the Buyer’s direction (whichever is sooner). The Buyer shall thereafter insure the goods at its cost against such risks as it thinks appropriate, shall note the interest of the Seller on the insurance policy and shall produce a certificate to this effect to the Seller upon request.
Property in the goods supplied by the Seller to the Buyer pursuant to these terms and conditions shall not pass to the Buyer until those goods and other goods supplied by the Seller to the Buyer have been paid for in full.
Until the goods have been paid for in full:
the Buyer shall store the goods in such manner as they may be readily identified as the property of the Seller; and
the Buyer may sell the goods, in the ordinary course of its business, as agent for the Seller and shall account to the Seller for the proceeds of sale (including any proceeds from insurance claims).
The Buyer irrevocably authorises the Seller at any time, to enter onto any premises upon which:
the Seller’s goods are stored to enable the Seller to: – inspect the goods: and /or – if the Buyer has breached these terms and conditions, reclaim the goods.
the Buyer’s records pertaining to the goods are held to inspect and copy such records.
The Buyer and the Seller agree that the provisions of this clause apply notwithstanding any arrangement pursuant to which the Seller grants credit to the Buyer.
The Seller reserves the right to suspend or discontinue the supply of goods to the Buyer without being obliged to give any reason for its action.
9.0 PART DELIVERIES
The Seller reserves the right to make part deliveries of any order, and each part delivery shall constitute a separate sale of goods upon these terms and conditions. A part delivery of an order shall not invalidate the balance of an order.
The Seller’s Quotation or Sale Invoice is made on a supply only basis. Installation and commissioning (if any) are at the expense of the Buyer unless otherwise specified in writing by the Seller.
11.0 DIMENSIONS, PERFORMANCE DATA AND OTHER DESCRIPTIVE DETAILS
Photographs, drawings, illustrations, weights, dimensions and any other particulars accompanying, associated with or given in a Quotation, the descriptive literature or a catalogue, approximate the goods offered but may be subject to alteration without notice.
Any performance data provided by the Seller or a manufacturer is an estimate only and should be construed accordingly.
The Seller reserves the right to supply an alternative brand or substitute product when necessary.
12.0 SHIPMENT AND DELIVERY
All reasonable efforts shall be made by the Seller to deliver the goods on the date agreed between the parties but the Seller shall not be responsible for any consequential, indirect or other loss arising as a result of any failure by the Seller to deliver the Goods at any agreed time. Where delivery is to be made during a certain period, the Seller may at its option deliver the goods in instalments during that period.
13.0 MANUFACTURERS’ CHANGES
Where the Seller is acting as agent for a manufacturer or supplier, the Seller shall not be liable for any alteration or variation in the goods made by the manufacturer or the supplier.
Any charge, duty, impost, sales tax or other expenditure which is not applicable at the date of Quotation or Sales Invoice but which is subsequently levied upon the Seller in relation to the Quotation or Sales Invoice as a result of the introduction of any legislation, regulation or governmental policy, shall be to the Buyer’s account.
15.0 FORCE MAJEURE
If in the performance or observance of its obligations the Seller is prevented, restricted or affected by reason of a force majeure including strike, lockout, industrial dispute, raw material shortage, breakdown of plant, transport or equipment or any other cause beyond the reasonable control of the Seller, the Seller may, in its absolute discretion give prompt notice of such cause to the Buyer whereupon the Seller is excused from such performance or observance to the extent of such prevention, restriction or affectation, and neither the Seller nor the Purchaser shall be entitled to cancel the contract, nor shall the Purchaser be entitled to any compensation for the resultant delay.
16.0 DEFAULT OF BUYER
If these terms and conditions are not strictly observed by the Buyer:
The Seller may in its absolute discretion refuse to supply to the Buyer and the Seller shall not be liable to the Buyer for any loss or damage the Buyer may sustain as a result of such refusal.
The costs of collection of any money due and payable by the Buyer, including the fees of any Mercantile Agent of Solicitor engaged by the Seller shall be payable by the Buyer.
The Seller may at its option suspend or cancel further deliveries and the Seller shall have the power under its lien to take over the goods and dispose of same in its own interest without prejudice to any claim it has for damages for any loss resulting from such resale.
17.0 BUYER’S CANCELLATION
Unless otherwise agreed in writing , the Buyer shall have no right to cancel an order which has been accepted by the Seller. If a right of cancellation is expressly reserved to the Buyer, such right of cancellation must be exercised by notice in writing from the Buyer to the Seller not later than seven (7) days prior to the estimated date of shipment by the Seller. Unless otherwise agreed between the Buyer and the Seller, upon cancellation prior to shipment by the Buyer shall be liable for the costs of any materials and/or work in progress completed at that time.
Subject to clause 18(c), all goods supplied are covered by such warranty as is specified by the manufacturer and supplied subject to the product standards detailed by the manufacturer.
The Buyer shall immediately notify the Seller in writing upon discovery of any defect in the goods . The Buyer shall not carry out any remedial work to alleged defective goods without first obtaining the written consent of the Seller.
The only conditions and warranties which are binding on the Seller in respect of the state, quality of the goods supplied by it to the Buyer are those imposed and required to be binding by statute (including the Trade Practices Act 1974) and to the extent permitted thereby, the liability, if any, of the Seller arising from the breach of such conditions or warranties shall at the Seller’s option be limited to and completely discharged by:
replacement of the goods with equivalent goods; or
the repair of goods; or
the payment of the cost of replacement of the goods; or
the payment of the cost of repair of the goods provided that in all such cases any freight costs and costs of dismantling and re-assembly shall be borne by the Purchaser. All other conditions and warranties whether expressed or implied by law or otherwise in respect of the state, quality or condition of the goods which may apart from this clause be binding upon the Seller are hereby expressly excluded and negated.
The Buyer expressly acknowledges and agrees that it has not relied upon and the Seller is not liable for any advice given by the Seller, its agents or employees in relation to suitability for any purpose of goods or materials supplied by the Seller.
19.0 LIABILITY OF SELLER
Except as expressly provided herein and to the extent permitted at law:
the Seller shall not be under any liability, whether in contract, tort or otherwise in respect of defects in goods delivered or for any injury, damage or loss resulting from such defects or from any work done in connection therewith except to the extent that any statute applicable to these Terms and Conditions expressly prevents the exclusions, restriction or modification of such terms and conditions;
the Seller shall not be liable to the Buyer for any loss of profit howsoever arising nor shall the Seller be under any liability whether in contract, tort or otherwise nor for any injury, damage or loss whether consequential or otherwise save as is expressly provided in these Terms and Conditions;
the Buyer indemnifies the Seller against any liability to or action by a third party in respect of goods manufactured to the Buyer’s specification;
all goods are supplied in accordance with usual industry standards and the Seller shall not be liable to the Buyer for the condition or quality of goods which comply with these standards.
20.0 ALTERATION TO CONDITIONS
The Seller may at any time alter these Terms and Conditions of Quotation and Sale.
21.0 CREDIT REPORTING
Where goods are supplied to the Buyer on credit the Buyer irrevocably authorises the Seller, its employees and agents to make such enquiries as it deems necessary to investigate the credit worthiness of the buyer from time to time including (but without limiting the generality of the foregoing) the making of enquiries of persons nominated as trade referees, the bankers of the Buyer and any other credit providers (the information sources) and the Buyer hereby authorises the information sources to disclose to the Seller such information concerning the Buyer which is requested by the Seller.
22.0 GOVERNING LAW
These Terms and Conditions and any contract including them shall be governed by the law of the State of Queensland and the Seller and Buyer agree to submit to exclusive jurisdiction of the Courts of that State.
6 Hurricane Street, Banyo QLD 4014
Ph: 07 3889 6144