These are the terms and conditions applicable whenever Spoutvac Industries Pty Ltd ACN 104 951 475 of 9 Wellsford Drive, Bendigo East, Victoria, 3550. (Spoutvac Industries) sells and/or quotes for the sale or supply of goods.
GENERAL
All sales orders supply of goods and quotations by Spoutvac Industries are accepted subject to the following terms and conditions. The placing of an order with or the purchase of goods from Spoutvac Industries is deemed to be acceptance of such terms and conditions by the Customer.
INTERPRETATION
In this Agreement except that the context otherwise requires.
- Words denoting the singular include the plural and vice versa.
- Words denoting individuals or persons included bodies corporate and trusts and vice versa.
- Headings are for convenience only and shall not affect interpretation.
- Words denoting any gender include all genders.
- Where any word or phrase is given a defined meaning in the Agreement any part of speech or other grammatical form in respect of such word or phrase has a corresponding meaning.
TERMS OF PAYMENT
Payment by Customers to whom Spoutvac Industries has extended credit for goods delivered, is due no later than the agreed time offered by Spoutvac Industries at the time of their credit application (“the due date”). If the customer fails to make payment by the due date, all amounts owing by the Customer to Spoutvac Industries shall be due and payable and shall bear interest at the rate of 12% per annum calculated on and adjusted daily from the due date.
CREDIT REPORTING
The within named customer irrevocably authorises Spoutvac Industries, its employees and agents to make such inquires as Spoutvac Industries deems necessary to investigate the credit worthiness of the Customer at any time including but not limited to the making of enquires of persons nominated as trade referees, the bankers of the Customer or any other credit providers (“the information sources”) and the Customer hereby authorises the information sources to disclose to Spoutvac Industries information concerning the Customer that is requested by Spoutvac Industries.
PRICES
Quoted prices or any offer by Spoutvac Industries excludes.
- Any Government or statutory charges, including but not limited to sales tax, stamp duty, any other duties, taxes or imports, insurance all of which shall be invoiced to and payable by the Customer.
- Any modification of or changes to Spoutvac Industries standard method of packing or packaging details of which are available on request.
VALIDITY
All quotations or offers are valid for a period of thirty days from the day of such quotation or offer and will automatically lapse at the end of such period. If accepted within the validity period, the price quoted may be considered firm for the delivery time, subject to adjustment for exchange rate variation and increases in Government and statutory charges.
GOODS AND SERVICES TAX
All prices included in price lists and quoted are inclusive of Goods and Services Tax (GST). GST at the rate specified by the Australian Government will be applied to all Spoutvac Industries products and services. The GST amount will appear as a separate line on the invoice.
DELIVERY
All prices quoted or invoiced are ex-factory 9 Wellsford Drive, Bendigo East, Victoria 3550 (“the factory”). The goods are at the risk of the customer from their collection from the factory and Spoutvac Industries shall not bear any liability or responsibility for damage suffered by the goods after their dispatch from the factory. Any delivery date quoted is approximate only and Spoutvac Industries shall not be liable for any loss or damage whatsoever caused directly or indirectly by any delay or failure to deliver on any designated delivery date.
EX-STOCK ITEMS
All goods quoted ex-stock are subject to availability and prior sale. Spoutvac Industries will notify the Customer as soon as it is practicable to do so if any order cannot be supplied.
PASSING OF PROPERTY
- The Customer shall hold possession of the goods purchased from Spoutvac Industries as its bailee only, until Spoutvac Industries receives full payment for all goods ordered by the Customer. Title and property in the goods shall not pass to the Customer until full payment for all goods ordered by the Customer is received by Spoutvac Industries and, in the case of payment by cheque, until it has been honoured. During such period of bailment, the Customer shall take reasonable care of the goods and shall maintain insurance of the goods for their full insurable value until Spoutvac Industries has received full payment for the goods.
- The Customer shall maintain records of the goods which belong to Spoutvac Industries and identify them to Spoutvac Industries on demand.
- If the Customer fails to make all payments when due or becomes subject to bankruptcy laws or enters into any scheme of arrangement with his or its creditors or enter into liquidation or suffers a receiver or manager or mortgagee in possession to be appointed for all or part of his or its assets. Spoutvac Industries shall have the right, without prejudice to any other of its lawful remedies to repossess the goods without prior notice and to enter any premises for the purpose of such repossession and/or to insist that the Customer pay all proceeds of sale, disposition or insurance of goods belonging to Spoutvac Industries into a separate trust bank account in the name of Spoutvac Industries.
RETURNS
The Customer shall have no right to return any goods purchased from Spoutvac Industries unless there is specific written acceptance from Spoutvac Industries of a variation of this agreement to that effect. Such variation shall require that the Customer accepts.
- That the Customer shall bear the cost of any freight related to the goods in question for both delivery and return
- That Spoutvac Industries will not credit goods if they are not in an as new saleable condition
- That Spoutvac Industries reserves the right to charge a handling fee of 10% of the price of the goods accepted for return
- That goods specifically purchased, manufactured, machined or cut, to the customers specification are not returnable under any circumstances
- That goods returned for credit will be subject to test and evaluation by the service section of Spoutvac Industries, with the amount of credit, if any, subject to Spoutvac Industries assessment and recommendation
CLAIM FOR DEFFECTS
No claim for defects in the goods sold or supplied by Spoutvac Industries will be recognised by Spoutvac Industries unless the Customer gives Spoutvac Industries written notice of the claim no later than seven (7) days from the date of delivery of the goods.
CANCELLATION
Cancellation of an order will be accepted only if received by Spoutvac Industries in writing prior to dispatch of goods. A cancellation fee amounting to 10% of the order value may be charged at Spoutvac Industries discretion on standard inventory goods. The cancellation of non-standard items, manufactured to special requirements, will not be accepted.
WARRANTY
The warranty on all Spoutvac Industries goods is as follows the Warranty does not apply to goods:
- Not manufactured by Spoutvac Industries
- Repaired or altered by persons other than Spoutvac Industries or its authorised representatives
- Damaged by circumstances beyond Spoutvac Industries control
- Subject to other than normal use or service; or Worn by fair wear tear
- The Warranty obligations of Spoutvac Industries, with respect to goods supplied but not manufactured by it, shall on all respects conform and be limited to the warranty extended to Spoutvac Industries by its supplier.
- In respect of certain goods and services, provision of the Trade Practices Act (Commonwealth) 1974 and other applicable statutes may imply warranties or impose liabilities on Spoutvac Industries in favour of the Customer which are not and cannot be excluded. The provisions of this Clause must be read and construed subject to any such statutory provisions.
- Subject to this Clause, Spoutvac Industries accepts no responsibility or liability for the loss of the use of goods, loss of item, inconvenience or any other loss or damage, direct or consequential or otherwise arising out of or related in any way to a defect in material or workmanship of the goods or attributable to any conduct, negligence, fault or default act or omission of or by Spoutvac Industries or any of its employees, servants or agents.
DEFAULT OF CUSTOMER
In the event that any term herein is breached by the Customer or any condition herein is not met by the Customer, Spoutvac Industries may in its absolute discretion, refuse to supply to the customer and Spoutvac Industries shall not be liable to the Customer for any loss or damage the Customer may sustain as a result of such refusal. The costs of collection of money due and payable by the Customer to Spoutvac Industries for the purpose of the collection of monies due to Spoutvac Industries from the Customer shall be payable by the Customer.
FORCE MAJEURE
Spoutvac Industries shall not be liable for delay in delivery nor for any failure to perform to any contract quoted or for loss or damage to goods sold by Spoutvac Industries to the Customer directly or indirectly caused by Force Majeure, which terms shall include acts of God, fire, theft, riot war, embargo, strike, shortage of labour, delays in delivery of material by sub-suppliers, prohibition of export or import, or any other happening matter or thing beyond the control of Spoutvac Industries. Spoutvac Industries agrees to effect, and the Customer agrees to accept, delivery whenever such causes of delay have been remedied.
SPECIFICATIONS AND CHANGES
Spoutvac Industries, reserves the right to redesign and to incorporate new features and to make changes to its goods and to supply goods ordered hereunder as are of current design and standard at time of delivery. All drawings and descriptions supplied shall remain the property of Spoutvac Industries and may not be copied, reproduced, passed onto or in any other way communicated to a third party without the permission of Spoutvac Industries.
JOINT AND SEVERAL RESPONSIBILTY
In the event there is more than one Customer their responsibilities hereunder shall be joint and several.
NO WAIVER
No Waiver by either party of any default in the strict and literal performance of or compliance with any of the provisions conditions or requirements herein on the part of the other party to be observed and performed shall be deemed to be waiver of strict and literal performance of and compliance with any other provision condition or requirement herein nor to be a waiver of or in any manner release the other party from strict compliance with any provision condition or requirement in the future nor shall any delay or omission of the other party to exercise any rights hereunder in any manner impair the exercise of any such rights accruing to it thereafter.
SEVERABILITY
Should any provision of this Agreement be held by a Court to be unlawful invalid unenforceable or in conflict with any rule of law statute ordinance or regulation the validity and enforceability of the remaining provisions shall not be thereby affected.
APPLICABLE LAW
Any agreement or contract pursuant to this contract shall be deemed to have been made in Victoria and shall be governed by the laws of Victoria.
ENTIRE AGREEMENT
This agreement constitutes the entire Agreement between the Customer and Spoutvac Industries and may only be varied by written agreement between the parties.