1. GeneralThese terms and conditions (“Terms”) plus any implied terms which cannot be excluded are the whole agreement between the applicant named in the Credit Account Application (if applicable) or the applicant named on the Customer Information Form (if there is no Credit Account Application) (‘Customer or you/your’) and Holland Forge Pty Ltd in its capacity as trustee for The Plummer Family Trust (ABN 26 371 237 667), (‘Holland Forge or we/us/our’). These Terms shall apply to the exclusion of all other contractual terms of the Customer (whether on the Customer's order form or otherwise) and if provided, such contractual terms don’t constitute a counteroffer. After you have received a copy of these Terms, if you sign these Terms or if you place an order for the supply of all or portion of goods and/or services supplied under these Terms (‘Goods’), you will be deemed to have accepted these Terms and they will apply to the exclusion of all other written agreements with us.
2. Payment2.1. We may require payment before supply of the Goods, in which case payment is due once the Goods are ready for delivery but prior to the Goods being despatched. Otherwise, payment is due on or prior to thirty (30) days from the date of invoice unless we tell you in writing otherwise.2.2. If we don’t receive payment on the due date, we may:2.2.1. Charge interest (as liquidated damages) at the rate of two percent (2%) above the rate of interest fixed from time to time under Section 2 of the Penalty Interest Rates Act 1983; and2.2.2. Suspend or discontinue supply of the Goods to you and/or cancel your account with us.2.3. We may revoke our express or implied approval for giving you credit at any time.2.4. We can set-off against any money owing to you amounts owed to us by you on any account whatsoever.2.5. Any payments received from you on overdue accounts will be applied first to satisfy interest which may have accrued, second to reasonable expenses and legal costs, and then to principal.2.6. You are liable for all reasonable expenses (including contingent expenses such as debt collection commission) and legal costs (on a full indemnity basis) incurred by us for enforcement of obligations and recovery of monies due from you to us.2.7. All sums outstanding become immediately due and payable by you to us if you make default in paying any sums due to us, you become bankrupt or commit any act of bankruptcy, or have judgment entered against you in any court, notwithstanding the provisions of any other clause in these Terms.
3. Quotations and Pricing3.1. Prices charged will be according to a current quotation or determined by us by reference to our standard prices in effect at the date of the order. Subject to clause 18, we reserve the right to increase the prices, however, we will not change any prices for an existing order that has been accepted by us; the prices that apply to the order are the prices that applied at the time you placed the order. A quotation shall not constitute an offer and will remain valid only for 30 days from the date of the quotation. A quotation is subject to variation without notice to you prior to your acceptance of the quotation. You are responsible for ensuring the accuracy of all specifications, details, sizes and quantities which form the basis of a quotation. We do not accept any responsibility for any errors in such specifications, details, sizes and quantities and shall fulfil the order in conformity with the information supplied by you.3.2. Documents requiring signature may be signed in electronic form and are binding from the time a person affixes a signature on your behalf.3.3. Prices in quotations don’t include (unless specified): (1) any statutory tax, including any GST, duty or impost levied in respect of the Goods and not allowed for by us in calculating the price; or (2) costs and charges in relation to insurance, packing (other than our standard packing), crating, delivery (whether by road, rail, ship or air) and export of the Goods.3.4. You shall pay any variations in the invoice or contract price as a consequence of currency fluctuations.3.5. This agreement shall not be affected by any impositions or alterations of customs duties or by decisions of the Customs Department with regard to either classification or value of duty or landing charges. Any such impositions shall be payable by you. 3.6. Subject to clause 3.3, we reserve the right to charge you for freight costs and unless otherwise agreed, we will ship by the least expensive route and carrier to all points. If you choose a route with a higher charge than the route of our choice for shipment, we will charge the difference to you
4. Delivery and Supply4.1. We shall not be liable for delay in delivery/supply. If we quote a time for delivery/supply, it’s an estimate only. We can stop supply/delivery if you fail to comply with these Terms. 4.2. We may refuse to supply any order in our absolute discretion (except where these Terms constitute a small business contract for the purposes of the Australian Consumer Law (‘Small Business Contract') and may make acceptance of an order conditional upon receiving a satisfactory credit assessment of the Customer.4.3. If you tell us to deliver the Goods over different times or to different addresses from those specified in the Credit Account Application or Customer Information Form, then you: (1) shall be liable for any additional cost, charge and expense incurred by us in complying with your direction; (2) shall pay for the whole of the invoiced value of the Goods pursuant notwithstanding the staggered deliveries; and (3) such action shall be deemed to be delivery to you.4.4. You are deemed to accept delivery of the Goods where they are either delivered to your premises or when we notify you that the Goods are available for collection.4.5. If you are unable or fail to accept delivery of the Goods, we may deliver them to a place of storage nominated by you and, failing such nomination, to a place determined by us. Such action shall be deemed to be delivery to you. You shall be liable for all cost, charge and expense incurred by us on account of storage, detention, double cartage/delivery or similar causes.4.6. Subject to clause 4.1, you agree that you will be obliged to and shall pay for the Goods on the due date notwithstanding that delivery is made after the agreed delivery date, and notwithstanding that the Goods may not yet be delivered.
5. Returns, Cancellations and Claims5.1. You shall not return any Goods to us without obtaining prior authorisation from us. Unauthorised returns will not be accepted. No returns will be accepted unless a copy of the relevant invoice is enclosed with the returned Goods. A list of the Goods returned including product descriptions, quantity, date of return and the Customer's name and address must also be enclosed. All Goods must be of merchantable and reasonable quality such that the Goods are complete in their original packaging, not shop soiled, are not price ticketed and are listed in the current price list. You shall be responsible for all damage incurred during return shipment. If we accept the return of any Goods that have been ordered, we may charge you ten per cent (10%) of the invoice price as a handling fee with freight costs and risk remaining your responsibility.5.2. Change of mind - A request to return Goods for change of mind must be made within 7 days of delivery. Freight charges must be paid by you for all change of mind returns. We will issue a credit note/refund only after Goods returned are either collected by our authorised representative or agent or returned to us as set out above. You must not deduct the amount of any anticipated credit from any payment due to us. All Goods returned for change of mind must be of merchantable and reasonable quality such that the Goods are complete in their original packaging, not shop-soiled, are not price ticketed and are still listed in the current price list.5.3. Cancellation - We will not accept cancellations or partial cancellation of an order unless we have first consented in writing to such cancellation or partial cancellation and unless a cancellation charge has been paid which, as determined by us, will indemnify us against direct loss, without limitation. Cancellation will not be accepted on Goods that are not regular stock which are in the process of manufacture or ready for shipment.5.4. Complaints - All complaints, claims, or notification of lost Goods, incomplete Goods, Goods damaged in transit or Goods that do not comply with your purchase order must be submitted to us in writing within seven (7) business days of delivery of the Goods. We may issue a refund or credit note in respect of the Goods. Otherwise, you are deemed to have accepted the Goods and shall not refuse to pay for the Goods on the basis that they were lost, incomplete, damaged in transit, or do not comply with your purchase order.
6. Warranty6.1. No warranties except those implied and that by law cannot be excluded are given by us in respect of Goods supplied. 6.2. You acknowledge and warrant that you have relied on your own skill and judgment or, alternatively, on the skill and judgment of tradesmen and professional advisers retained by you to provide advice and assistance on the suitability of the Goods for specific purposes and procedures and, in this respect, you shall indemnify us from and against any suit, claim, demand or compensation which, but for these Terms, you may have had against us, except if you are a Consumer or these Terms are deemed to be a Small Business Contract.6.3. You warrant to us that you are purchasing Goods as the principal and not as an agent.
7. Notification You must notify us in writing within seven (7) days of: (1) any alteration of your name or ownership; (2) the issue of any legal proceedings against you; (3) the appointment of any provisional liquidator, liquidator, receiver, receiver manager or administrator to you; and (4) any change in the ownership of your business name. You agree that you shall be liable to us for all Goods supplied to the new owner by us until notice of such change is received.
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