“Terms & Conditions” means the terms and conditions set out in this document.
“Supplier” means Pressure Welding Australia.
“Customer” means the customer specified in an application for credit, or if no application or credit terms has been given, the person placing the Order, or on whose behalf the Order is placed, with Pressure Welding Australia.
“Quote” means any quotation, estimate or pricing given by Pressure Welding Australia.
“Amount Payable” means all amounts payable by the Customer to Pressure Welding Australia at any given time in connection with the Goods or the Contract (including, but not limited to, any invoiced amount, interest, fees, costs or expenses).
“Contract” means the Terms and Conditions entered into by the Customer with Pressure Welding Australia for any type of order.
“Goods” means any goods, products, services or materials supplied or to be supplied by Pressure Welding Australia.
“Order” is an order or offer to purchase, which is defined in clause
“C.O.D” means Cash On Delivery.
ACKNOWLEDGEMENT AND ACCEPTANCE OF TERMS AND CONDITIONS
The Contract sets out the entire agreement and understanding between Pressure Welding Australia and the Customer in respect of the relevant Products and supersedes all prior agreements, understandings, representations and warranties (whether express or implied). Pressure Welding Australia is not bound by any terms or conditions in any document issued by the Customer.
The Customer must notify Pressure Welding Australia in writing if there is any change in the shareholding or ownership of the Customer.
QUOTATIONS AND ORDERS
• A quotation or pricing given by Pressure Welding Australia shall remain valid for 30 days from the document date.
• No contractual relationship will arise prior to the Customers order being accepted by Pressure Welding Australia.
• All prices quoted exclude GST unless otherwise stated.
• an Order or an offer to purchase can be made in writing or verbally.
• An Order will be accepted when the Customer submits a 15% deposit of the quoted price or when a purchase order is received. Pressure Welding Australia will state on the Quote which option the Customer must provide.
• The Terms and Conditions apply to every Order and Invoice.
• Acceptance of a Quote and/or Goods by the Customer is conclusive evidence that the Terms and Conditions apply and are binding on the Customer.
Pressure Welding Australia will make all reasonable efforts to have the Goods delivered to the Customer as agreed between both parties (or if there is no specific agreement, then at the Suppliers reasonable discretion). Pressure Welding Australia may separately invoice the customer for payment for each delivery instalment.
Where a third party has been used for freight/delivery, Pressure Welding Australia shall not be liable for:
• any failure to deliver or delay in delivery for any reason.
• any damage or loss due to unloading or packaging.
Pressure Welding Australia shall not be liable for, except to the extent that such damage was caused by the negligent act or omission of Pressure Welding Australia, damage to property caused upon to deliver the Goods.
The Contract sets out the entire agreement and understanding between and Customer in respect of the relevant Products and supersedes all prior agreements, understandings, representations and warranties (whether express or implied). Pressure Welding Australia is not bound by any terms or conditions in any document issued by a Customer.
No order may be cancelled after acceptance by Pressure Welding Australia without their consent. The Customer indemnifies Pressure Welding Australia in respect of all direct and indirect costs, expenses and losses incurred as a result of the cancellation of an order.
Except as required by law, the Supplier will be under no obligation to accept Goods returned for any reason.
Title in and to all Products delivered to the Customer will remain with Pressure Welding Australia and will not pass to the Customer until such time as the Products have been paid for in full.
If the Customer is in Default, in addition to Pressure Welding Australia other rights under the Terms and Conditions, the PPSA or any other applicable law, the Supplier may:
• take possession of the Goods wherever they are located;
• remove any Goods which have become an Accession; and/or
• enter upon the Customer’s premises for that purpose; and/or
• appoint any person to be a receiver of all or any of the Goods, Accessions or other assets the subject of the security interests created by this document.
PAYMENT AND OTHER OBLIGATIONS
Pressure Welding Australia may offer, at its own discretion, the following credit terms to some customers:
• COD: Cash On Delivery
• 7 Day Account – Amount Payable due within 7 days from date of invoice;
• 14 Day Account – Amount Payable due within 14 days from date of invoice;
• 30 Day Account – Amount Payable due within 30 days from date of invoice.
The Customer must pay Pressure Welding Australia’s price for the goods and services (the “Contract Price”) as provided for in the Contract. If the Contract does not set out a date for payment, invoices submitted by Pressure Welding Australia must be paid within thirty (30) days after the date of the invoice issued by Pressure Welding Australia. Pressure Welding Australia may, in its absolute discretion, request payment for any goods or services (or part thereof) in advance or may require (at any time) progress payments towards the Contract Price. If progress payments are not made when due, or a request for advance payment is not complied with or goods sold invoices go 30 days overdue, Pressure Welding Australia may stop work on the Contract or decline to release goods or materials until payment of all invoices is made in full (including if such invoice has remained unpaid for less than 30 days or until the time when Pressure Welding Australia ceases work).
If payment of Pressure Welding Australia’s invoice is not made by 30 days after the due date, the Purchaser shall pay interest to Pressure Welding Australia on any moneys outstanding on and from the due date until the actual date of payment at the rate of 2% per months.
If payment of Pressure Welding Australia’s invoice is not made by 30 days after the due date, or if the Customer otherwise breaches the terms and conditions, the Customer must pay all of Pressure Welding Australia’s losses, expenses and costs that relate to the failure to pay by the due date or the breach of terms and conditions.
All credit claims and requests for return of products must be addressed to the Pressure Welding Australia.
Claims by the Customer in respect of Products which have not been supplied in accordance with the relevant Contract will only be considered by Pressure Welding Australia if:
• the claim is made within 10 business days of the date of delivery of the Products;
• representatives of Pressure Welding Australia have been afforded a reasonable opportunity to inspect the Products; and
• the Products are subsequently returned to Pressure Welding Australia as directed by Pressure Welding Australia with respect to the Return For Credit process.
A 10% re-stocking Fee applies to all returns. Items must be returned in good and saleable condition to the address specified on the Return for Credit Authorisation. Any items received soiled or damaged or deemed unsellable by Pressure Welding Australia will be returned to the sender (freight-forward) via Pressure Welding Australia’s preferred freight carrier.
Examination of the Products shall be made by or on behalf of the Customer, and unless within 10 business days of delivery of the Products, the Customer gives written notice that the Products do not comply with the applicable Contract, the Products shall be deemed to have been in all respects supplied in accordance with the relevant Contract, and the Customer shall be bound to accept and pay for the Products accordingly.
A Customer will be in Default if:
• Payment for the Goods has not been received by Pressure Welding Australia in full by 30 days after the due date of invoice;
• Being a body corporate it becomes an externally-administered body corporate or has an application for winding up filed against it;
• In the case of the Customer being an individual, it commits an act of bankruptcy or becomes an insolvent under administration;
If the Customer is in Default;
• The Supplier may refuse to supply and Goods to the Customer on credit or at all; and /or
• The Supplier may claim the return of any Goods in the Customer’s possession where title has not passed to the Customer or exercise any other right or remedy available to it under the Contract, the PPSA or any other applicable law, including to enforce the security interests created by the Contract; and/or
• The Supplier may, by notice to the Customer, declare all monies owing by the Customer to Pressure Welding Australia, on any account immediately due and payable (including the Amount Payable).
Costs incurred by the Supplier to recover any Amounts Payable owed by the Customer, may be invoiced to the Customer.
Default interest may be charged or invoiced to the Customer by Pressure Welding Australia on any overdue amount at a rate equivalent to 2 % per month.
LIMITATION OF LIABILITY
Except as expressly provided to the contrary in writing in a Contract:
• Pressure Welding Australia gives and makes no warranty in respect of the Products; and
• All conditions and warranties implied at law (whether by statute, common law, equity or otherwise) are (to the extent permitted by law) expressly excluded from the Contract.
If any statute implies any term, condition or warranty into a Contract, and that statute prohibits provisions in a contract excluding or modifying the application of, exercise of, or liability under, such a term, condition or warranty, then that term, condition or warranty will be taken to be included in the Contract. However, the liability of Pressure Welding Australia for any breach of such a term, condition or warranty will be limited, if permitted by the statute, at the option of Pressure Welding Australia, to any one or more of the following:
• If the breach relates to goods:
• the replacement of the goods, the supply of equivalent goods or the repair of the goods; or
• to the extent required by the relevant statute, the payment of the cost of replacing the goods or of acquiring equivalent goods or the cost of having the goods repaired; and
• if the breach relates to services:
• the supplying of the services again; or
• to the extent required by the relevant statute, the payment of the cost of having the services supplied again.
Pressure Welding Australia will not be responsible for any failure to supply Products on the date agreed between the parties and the Customer is not entitled to cancel any order as a result of that failure.
To the extent permitted by law, and except as otherwise expressly agreed in writing as part of a Contract, Pressure Welding Australia will not be liable for any personal injury, incidental damages, consequential losses, loss of profit, costs of business interruption, loss of opportunities or any other loss, damage, cost, expense or liability whatsoever arising from any use of, or incidental to, the Products or their use, or arising out of Pressure Welding Australia ‘s negligence or breach of a Contract.
ACCEPTANCE OF TERMS AND CONDITIONS
The Customer declares that the information provided by it in support of or in connection with the Contract is true and correct and not misleading.
The Customer agrees to be bound solely by the Contract and further agrees that any terms or conditions of purchase that may be incorporated in any order, acceptance of quotation or other document issued by the Customer shall have no legal force or effect.
The Customer agrees that any legal costs incurred by Pressure Welding Australia (on a solicitor and own client basis) in the recovery of any monies due by the Customer shall be recoverable in full from the Customer.
The Customer accepts these Terms and Conditions by placing an order for Products with Pressure Welding Australia.
These Terms and Conditions will be deemed to be received if:
• If given by email, on being sent, provided they are sent to the email address of an officer or employee of the Customer responsible for placing or administering orders for Goods and no “out of office” or other automated reply is received indicating that the message has not been or will not be received or read by the intended recipient.
• If sent by post, on the third day after posing.
• If given a hardcopy in person.
All drawings, know-how, designs, specifications, inventions, devices, developments, processes, copyrights and other information or industrial or intellectual property disclosed or otherwise provided to the Customer by Pressure Welding Australia or otherwise subsisting in the Products and all rights therein (collectively Intellectual Property) will remain the property of Pressure Welding Australia and will be kept confidential by the Customer. The Customer shall have no claim to, nor ownership interest in, any Intellectual Property. The Customer acknowledges that no license or rights of any sort are granted to the Customer in respect of any Intellectual Property, other than the limited right to use Products purchased from Pressure Welding Australia for the purpose they are supplied by Pressure Welding Australia.
The Customer warrants that any Products manufactured, constructed or supplied by Pressure Welding Australia which are based in whole or in part upon designs, drawings, specifications or information supplied to Pressure Welding Australia by or on behalf of the Customer shall not infringe any letters, patents or registered designs or any other industrial or intellectual property rights of any person.
All information furnished or made available by Pressure Welding Australia to the Customer in connection with the subject matter of these Terms and Conditions or the supply of Products shall be held in the strictest confidence by the Customer. The Customer agrees not to use such information or disclose such information to others without Pressure Welding Australia’s prior written consent. The obligations in this paragraph will not apply to any information which:
• at the time of disclosure was or thereafter becomes, generally available to the public by publication or otherwise through no breach by the Customer of any obligation herein;
• the Customer can show by written records was in the Customer’s possession prior to disclosure by Pressure Welding Australia; or
• is legally made available to the Customer by or through a third party having no direct or indirect confidentiality obligation to Pressure Welding Australia with respect to such information.