Ordering Process

ORDERS

All orders for goods or services from the Customer which may be accepted by the Company are accepted on the following conditions (“Conditions”). Any conditions of purchase offered by the Customer which purport to add to or are otherwise inconsistent with these Conditions shall be deemed to be waived by the Customer upon placement of an order by the Customer with the Company unless such conditions of purchase are expressly agreed to by the Company in writing.

No order accepted by the Company (in writing, orally or by conduct) may be cancelled, deferred or varied by the Customer without the prior written consent of the Company.[JM011] 

The Company reserves the right to require orders to be for a minimum value determined by the Company from time to time and to otherwise accept in whole or in part any orders for goods or services by the Customer or to decline such orders[JM012] .

QUOTATIONS AND PUBLISHED PRICES

Quotations issued by the Company are open for the Customer to whom the quotation is addressed to place an order within 30 days from the date of quotation (unless a shorter or longer period is expressly provided for in the quotation or the quotation is withdrawn by the Company) and such orders are subject to acceptance by the Company in accordance with Clause 1.

The issue of a quotation and other publication of prices by the Company do not constitute offers to supply, and are subject to changes in the costs of labour, materials, production, transport and duty, exchange rate fluctuations and other increases in the cost to the Company of supplying the goods or services and any errors by the Company in listing, determining or calculating the prices.

Quotations and orders placed by the Customer on such quotations are based on the information and details provided by the Customer to the Company. Where exact specifications of the scope, nature or extent of the work are not available to the Company at the time of providing a quotation, such quotations are estimates only.

In the event the cost to the Company of supplying goods or services or the scope, nature or extent of the work required to be undertaken by the Company to supply the goods or provide the services change or the Customer requests any variations to be made (which may be consented to by the Company in writing), the Customer will be responsible for and pay for all extra costs and charges associated with such changes.

PRICE

The Company reserves the right to vary the prices charged from time to time without prior notification. Published and quoted prices are (unless otherwise indicated) for the sale of goods or provision of services Ex Works the Company’s premises and are exclusive of any applicable goods and services tax and any applicable taxes and duties and costs and charges associated with the carriage and insurance of goods, and all such items shall be included as an additional item in the invoiced price. Goods and services (including, without limitation, changes in the scope, nature or extent of work) will be invoiced at the price ruling at the date of delivery.

PAYMENT

Where credit facilities have been approved by the Company, payment for goods and services shall be due and payable by the Customer by the last business day of the calendar month following the month in which the invoice for the respective goods or services is issued by the Company; provided however that in the event an Event of Default occurs all actual and contingent amounts owing by the Customer to the Company whether or not then due for payment (including, without limitation, for orders which have been accepted by the Company but which have not been filled or delivered) shall be due and payable by the Customer upon demand by the Company.

The Company reserves the right to terminate all or part of the Customer’s credit facility at any time in its absolute discretion and to require full or part payment with order or prior to delivery.

The Company may charge interest on any overdue payments at the rate 2% above the penalty interest rate for the time being fixed under section 2 of the Penalty Interest Rates Act 1983 (Vic) for the length of any such delay in payment. Without limiting any of the Company’s other rights, the Company reserves the right to withhold further deliveries of goods or the provision of services until all arrears from the Customer have been paid.

The Company also reserves the right to the maximum extent permitted by law to charge all bank and other credit provider or facility fees and charges incurred by the Company in processing the Customer’s payment, including (without limitation) by credit card or for dishonoured payment.

The Customer agrees to pay all costs incurred by the Company for the collection of any monies owing by the Customer to the Company which are not paid when due (including, without limitation, commission charges by collection agencies and legal costs and disbursements (on an own solicitor/ client indemnity basis), including (without limitation) instructing the Company’s lawyers to provide advice in relation to, and/or to commence, the collection of monies owing by the Customer to the Company) upon demand by the Company.

SUPPLY AND DELIVERY

Supply of goods and services by the Company to the Customer shall (unless other terms of supply have been agreed and accepted by the Company in writing on an order by order basis) be Ex Works (the Company’s premises).

Delivery of, and transfer of risk of loss and damage to, goods to the Customer shall be deemed to take place upon the Company making the goods available for collection by the Customer Ex Works (the Company’s premises) (unless other terms of supply have been agreed and accepted by the Company in writing on an order by order basis). The Company shall not be responsible for any loss or damage to goods in transit or otherwise once they have been delivered to the Customer as aforesaid.

If (where applicable) the Customer has not made or notified the Company of arrangements for delivery, the Customer hereby authorises and requests the Company to nominate a carrier to take delivery of the goods from the Company on behalf and at the risk of the Customer for carriage to the Customer or as the Customer directs. Arrangements for insurance of the goods are the responsibility of the Customer. Where the Company nominates a carrier on behalf of the Customer, all freight and other carriage charges will be billed to the Customer.

Signature of any delivery note by any agent, employee or representative of the Customer (or where delivery is to the Customer’s carrier, by such carrier or its agent) shall be conclusive proof of delivery.

DELIVERY

Whilst the Company endeavours to effect deliveries or execute orders by the requested or estimated date, the Company shall not be liable for any loss or damage whatsoever (including, without limitation, special or consequential loss or damage) caused directly or indirectly by any early delivery or delay or failure to deliver. The Company reserves the right to make delivery in instalments and to invoice each instalment as a separate order.

SHORTAGES/DEFICIENCIES

Claims for shortages or that goods supplied by the Company do not comply with an order must be made in writing within 30 business days of delivery of goods [JM013] and any shortages must be indicated on the delivery note at the time of delivery, failing which any such claim shall to the maximum extent permitted by law be deemed to be waived by the Customer.

Any such claims must be made in writing to the Company and refer to and include a copy of the relevant invoice issued by the Company.

SPECIFICATIONS

The Company’s policy is one of continuous development, and the Company therefore reserves the right to improve, change, alter or discontinue specifications without prior notice. All illustrations and samples are intended as approximate representations only and are not binding in detail with regard to finishes, colour, shades, materials, design and other specifications. To the maximum extent permitted by law, the Company accepts no liability whatsoever for any loss or damage (including, without limitation, consequential loss or damage), directly or indirectly, arising out of or in connection with same.

INSTALLATION AND USE

Installation and fitting of goods by the Company is not included unless otherwise specifically indicated by the Company in writing. To the maximum extent permitted by law, the Company takes no responsibility for the installation and fitting of goods other than goods which are installed or fitted directly by the Company.

To the maximum extent permitted by law, the Company shall not be responsible or liable for any liability, whether in contract, tort or otherwise, for any injury, damage or loss whatsoever arising in any way in connection with the improper installation or fitting of goods or the use of such improperly installed or fitted goods (by the Customer or any third party), including (without limitation) direct, indirect, special or consequential loss or damage arising from claims by the Customer, third parties or otherwise, and the Customer shall indemnify and keep the Company fully indemnified from and against any and all suits, actions, claims, demands, losses, liabilities, damages, costs and expenses which may be made or brought against or suffered or incurred by the Company arising out of or in connection in any way as a result same.

SPECIAL ORDERS

Orders for specially ordered, made or customised goods or services may not be cancelled, deferred or varied by the Customer without the prior written consent of the Company.

The Customer acknowledges and agrees that the Company may require full or part payment with order, prior to production or delivery.

In the event the scope, nature or extent of the work required to be undertaken by the Company to produce the goods or provide the services change (including, without limitation, as a result of the Customer not providing required specifications or other information in the prescribed form or within the required time frame, requesting special freight, provision of mock-up of goods, ordering special material, etc.) the Customer will be responsible for and pay for all extra and charges associated with the changes.

The Company shall be entitled to increase the price for specially ordered, made or customised goods and services if there is an increase in the cost to the Company of supplying the goods or services due to changes in the costs of labour, materials, production, transport, duty, exchange rate fluctuations or other increases in the cost to the Company of supplying the goods or services.

In the event the Customer provides the Company with specifications for the supply of goods or services by the Company for the Customer, the Customer warrants to the Company that the specifications and any goods or services supplied by the Company based on the said specifications will comply with all applicable laws relating to the supply of such goods and services and not infringe the trade mark, copyright, patent, design, other intellectual property rights or other rights of any third party, and the Customer shall indemnify and keep the Company fully indemnified from and against any and all suits, actions, claims, demands, losses, liabilities, damages, costs and expenses which may be made or brought against or suffered or incurred by the Company arising out of or in connection in any way with the use by the Company of the said specifications or the manufacture and supply of goods or services based on the said specifications.

CUSTOMER MATERIALS

The Customer shall be fully responsible for ensuring that it keeps and maintains duplicate originals or copies of any materials and other property which it provides to the Company. Any such materials or property provided to the Company shall be held or used by the Company solely at the risk of the Customer, and subject to Clause 15 the Company shall not be under any liability of any nature whatsoever to the Customer for loss or spoilage of, or damage to, such materials or property.

POTENTIALLY DEFECTIVE GOODS PROCEDURE

The Company asks that if the Customer believes that goods which have been installed or fitted may be the subject of a warranty provided by the Company or do not meet any applicable consumer guarantees provided by the ACL to the Customer to contact the Company’s Customer Service Department before the goods are attempted to be repaired, replaced or removed for return to discuss the nature of the issue and whether it is appropriate for the Company to attend the premises where the goods have been installed or fitted as this may allow the goods and the issue to be better assessed by the Company (bearing in mind that the extent and accuracy of the assessment will be dependent on the information provided to the Company) before the goods are attempted to be repaired, replaced or removed.

The Company therefore suggests that the Customer provide the Company with as much information as possible in relation to the goods as the Company will be relying on that information in assessing the goods and the issue. If there is a legal obligation on the Company to repair or replace the goods, then the Company will do so.  However, the Customer acknowledges and agrees that if the Customer requests the Company to attend the Customer’s premises (or the premises of any third party, including the premises of a customer of the Customer) and there is no legal obligation on the Company to repair or replace the goods, then the Customer will upon demand pay the Company the costs and charges incurred by the Company in organising for the premises to be attended and the goods to be assessed. For instance, if the goods have been improperly installed or are used with incompatible parts or components and there is no legal obligation on the Company to repair or replace the goods, then the Customer will upon demand pay the Company the costs and charges incurred by the Company in organising for the premises to be attended and the goods to be assessed.

GOODS RETURN POLICY

This Clause 13 only addresses goods which are damaged (prior to delivery), not the ordered goods, oversupplied or are the subject of a warranty provided by the Company and are not the subject of any applicable consumer guarantees provided by the ACL to the Customer.

Goods may only be returned if they are damaged (prior to delivery), not the ordered goods, oversupplied or are the subject of a warranty provided by the Company.

To the maximum extent permitted by law, no claims for damage will be entertained unless the goods are noted as being “damaged” on the delivery note at the time of delivery and the claim has been made within 30 days of delivery of the goods, failing which any such claim shall to the maximum extent permitted by law be deemed to be waived by the Customer.

To the maximum extent permitted by law, the Company will not accept any goods (even, without limitation, if they are not the ordered goods or oversupplied) for return which have been altered, installed or fitted in anyway unless they are otherwise the subject of a warranty provided by the Company.

The Company therefore encourages the Customer to fully inspect and test all goods and services provided by the Company prior to goods being altered, installed or fitted.

If the Customer wishes to return goods, the Customer must notify the Company’s Customer Service Department within 30 days of delivery of goods if they are damaged (prior to delivery), not the ordered goods or oversupplied and the goods must be returned to the Company at the Customer’s risk and expense[JM014]  in all things within 45 days of delivery of goods, failing which the basis for any such claim for return shall to the maximum extent permitted by law be deemed to be waived by the Customer.

The Company may (but is not obliged to) accept goods that are not damaged, oversupplied or the subject of a warranty provided by the Company for return on terms and conditions determined by the Company in its absolute discretion, including (without limitation) that the goods are returned in “as new” and saleable condition free of any damage and the payment of any restocking fee charged by the Company.

Goods returned to the Company will be at the Customer’s risk until such time as the Company’s staff takes possession of the goods at the Company’s premises.

RETURNS

Before any goods may be returned the Customer must phone the Company’s Customer Service Department for authorisation of a case number (“Case Number[KAX5]”).

Goods must be returned by and at the Customer’s expense in their original undamaged packaging (unless the goods are the subject of a warranty provided by the Company or do not meet any applicable consumer guarantees provided by the ACL (to the Customer) with a copy of the original invoice for the goods and the Case Number must be clearly marked on the outside of the box or other packaging in order for goods to be accepted by the Company’s staff. Goods returned without a Case Number may not be accepted by the Company’s warehouse staff. The issue of a Case Number and acceptance of returned goods by the Company’s staff does not constitute acceptance by the Company of the Customer’s claim for return.