Terms & Conditions
1) Buyer’s Statutory Rights
These conditions do not affect the rights, entitlements and remedied conferred on a purchaser who is a Consumer under the Trade Practices Act 1974.
“Buyer” shall mean the person referred to at the front of this invoice or quotation, its successors and assigns. Where there is more than one buyer, the obligations of the buyers are joint and several.
“Insolvent “ means: For an individual, bankruptcy or the signing of a controlling trustee’s authority under Part X Bankruptcy Act 1966 (C’th); For a company, the appointment of any receiver or receiver and manager; and/or the appointment of a voluntary administrator; and/or the entry into possession of any assets of the company by a “controller “ as defined in the Corporations Act 2001; and/or the appointment of a provisional liquidator and/or liquidator (other than in the context of a members voluntary winding – up); and/or the failure of the company to comply with a notice pursuant to section 459E of the Corporations Act 2001.
“Tente” means Tente Castors & Wheels Pty Ltd (94 156 420 012) and any related bodies corporate as defined in section 5.0 of Corporations Act 2001.
Unless, otherwise expressly agreed in writing the price of the goods shall be the price charged by Tente at the date of delivery, plus any Goods and Service Tax (“GST”) and any sales or other taxes or charges upon the goods, or on the manufacture, use, sale or delivery thereof.
4) Cost Variation
Quotations are based on the current cost of production prevailing at the date of the quotation (materials, overheads, wages etc.) and are subject to amendment on or after acceptance of any order placed in reliance upon such quotations, to meet any recognised rise or fall in such a cost.
5) Terms of Payment
Terms of payment are cash with order, COD, credit or the use of credit. All personal credit card details will be destroyed following the process of payment. If credit is satisfactorily established, terms are strictly net 30 days (without deduction or set-off of any kind) from the date the invoice was issued, unless otherwise agreed by the Supplier in writing. The Purchaser shall also be liable to pay all expenses, legal costs on a solicitor and own client basis, of the Supplier in relation to obtaining remedy of the failure to comply. Interest is payable thereafter on any monies outstanding at the rates prescribed from time to time by the Supreme Court of New South W ales by or in accordance with the Supreme Court Act 1970, and the Supreme Court Rules.
6) Returns and Claims
a) Goods will only be accepted for credit if returned within 10 days of date of delivery and must be accompanied by a request for credit quoting the original invoice and/or delivery docket number, the purchase order number, date and reason for return.
b) Prior notification of the return of goods is required, at which point a returns and claims number will be allocated which must be quoted at the time of return. The acceptance of such goods does not imply an agreement to issue a credit note. Goods are subject to inspection and approval. Freight will be at the expense of the purchaser unless the goods were supplied incorrectly. Tente reserves the right to charge a restocking fee of 20% of the invoice value on all products returned to Tente.
C) No credit will be allowed for:
1) goods which are specifically manufactured or cut to the specifications of the purchaser;
2) goods which have been used, modified or damaged; or
3 ) goods with an alleged deficiency or discrepancy where the purchaser has failed to open and check all items supplied within ten days of delivery and report any such claim to Tente within the said ten days.
4) Buyer supplied material – Tente shall be indemnified for any direct, indirect or consequential loss or damage caused to goods provided to Tente by the Buyer.
7) Delivery of Goods
a) While Tente will use all reasonable endeavours to deliver by the date specified in the buyers Purchase Order, it does not unless otherwise agreed in writing guarantee delivery on that date and is not liable for any loss resulting from late or early delivery. Delivery of the Goods shall be effected when the Goods are unloaded from the delivery vehicle or placed on the Purchaser’s or the Purchaser’s agent’s nominated carrier. If no date for delivery has been specified, then the Goods shall be supplied to the Purchaser and Purchaser shall receive the Goods as soon as practicable after the Purchase Order has been accepted by the Supplier.
b) Delays: The date for delivery is the estimated date for delivery only and Tente will be under no liability for any loss or damage if the goods are not delivered by that date. Where Tente is unable to deliver the goods because of accidents to machinery, industrial disputation, strikes, lock-outs, breakdowns, labour shortages, fires, floods, delays in transportation, lack of transportation, facilities, restrictions imposed by any laws or any cause beyond the control of Tente then the date for delivery will be extended by the duration of the delay.
C) Delivery by Instalments: Tente reserves the right to deliver goods in whole or by instalments, as well as to deliver prior to the date for delivery and in such event the purchaser shall not refuse to take delivery of the goods. Where the goods are delivered by instalments each instalment shall be deemed to be sold under a separate contract. Any failure on the part of Tente to deliver the instalment within any specified time will not entitle the buyer to repudiate the contract with regard to the balance remaining undelivered.
d) Quantity Delivered: Every endeavour will be made to deliver the correct quantity ordered but, owing to the difficulties of producing exact quantities, Tente shall not be liable and there will be no adjustment in the price if there is a quantity variation.
Tente accepts no responsibility for the product, accuracy or fitness of purpose unless the Buyer shall provide a completely dimensioned drawing and specifications and such specifications have been accepted by Tente prior to the acceptance of the order by Tente and in such case Tente’s liability is limited to damages not exceeding the invoice value of the goods.
9) Technical Assistance
Tente shall not be liable for any direct, indirect or consequential loss, damage or injury arising from advice, assistance or representation whatsoever given to the Buyer by Tente in the respect of goods.
Tente assumes the right to manufacture the said goods at a tolerance at its discretion, unless otherwise advise d by the Buyer and accepted by Tente.
Notwithstanding that the Customer may have been required to bear or contribute to the cost of development and manufacture of tooling, all tooling manufactured or obtained by Tente will unless otherwise agreed remain the property of Tente and be retained in its condition. Tente will be responsible for keeping such tooling in good and serviceable condition. If a customer does not use dies, tools or other equipment exclusive to the customer for a period of three consecutive years, Tente may at its discretion, dispose of such dies, tools or other equipment without reference to the customer or release such dies or other equipment for general sale.
The risk in the goods shall pass to the Buyer upon delivery to the Buyer, or its agents, or to a place nominated by the Buyer, or to a carrier contracted by the buyer.
13) Reservation of Title
a) The title to the subject goods shall not pass to the Buyer until payment in full of the purchase price and all other monies owing for any reason by the Buyer to Tente. The Buyer shall in the meantime take custody of the goods and retain them as the fiduciary agent and bailee of Tente.
b) The Buyer may resell but only as a fiduciary agent of Tente. Any right to bind Tente to any liability to any third party by contract or otherwise is however expressly negatived. Any such resale is to be at arm’s length and on market terms. Pending resale or utilisation in any manufacturing or construction process, the goods are to be kept separate from Tente’s own property, and are to be properly stored, protected and insured.
c) The Buyer will receive all proceeds whether tangible or intangible, direct or indirect of any dealing with such goods in trust for Tente and will keep such proceeds in a separate account until the liability to Tente shall have been discharged.
d) Tente is to have power to appropriate payments to such goods and accounts as it thinks fit notwithstanding any appropriation by the Buyer to the contrary.
e) In the event the Buyer uses the goods in some manufacturing or construction process of its own or some third party, then the Buyer shall hold such part of the proceeds of such manufacturing or construction process as relates to the goods in trust for Tente. Such part shall be deemed to equal in dollar terms the amount owing by the Buyer to Tente at the time of the receipt of such proceeds.
The applicant being an individual(s) agree(s) that Tente may use and seek:
a) from credit reporting agencies, the type of information listed and for the purposes stated below.
i) a consumer credit report in order to assess this application for commercial credit.
ii) a consumer credit report for the purpose of assisting in the collection of overdue payments in respect of commercial credit provided by the company.
b) from a credit provider (named in this application or in a credit report), personal information including the credit worthiness, credit standing, credit history or credit capacity of the applicant(s) as permitted under the Privacy Act for the following purpose.
i) to assess this application for credit
ii) to notify other credit providers of a default by the applicant
iii) to exchange information with other credit providers as to the status of the credit provided to this application where the applicant(s ) is/are in default with other credit providers: and
iv) to assess the credit worthiness of the applicant(s)The applicant(s) being an individual(s) agree(s) that the company may disclose personal information concerning the applicant(s) to another credit provider for any purpose listed in paragraphs b)i) to iv) above.
a) If the Buyer fails to pay all or any part of the Buyer’s total indebtedness to Tente or an event of default as specified below occurs, Tente may without notice and without prejudice to any of its other rights and remedies repossess, recover, and/or resell the goods or any of them and may enter upon the Buyer’s premises for that purpose.
b) Events of default include:
i) Any default being by the Buyer in payment of any sum due to Tente;
ii) If the Buyer becomes insolvent;
iii) If the Buyer indicates to Tente that it intends to not comply with any of these terms of trade, or to not comply with any other terms of trade, between the Buyer and Tente.
c) If an event of default occurs, Tente may, without prejudice to any other remedy available to it, withhold any further deliveries or cancel any contract or agreement between it and the Buyer.
The Buyer warrants that any goods supplied by Tente to it, are based upon the specifications required by the Buyer to Tente. The Buyer warrants that it has relied upon its own inquiries in entering into this agreement and has not relied up on any representations, statements, warranties and/or conditions regarding the goods or services supplies by Tente to it, save for any representations, statements, warranties and conditions which cannot be excluded as a matter of law, including by statute. Tente shall not be liable for any loss or damage however arising from the goods, or services provided by Tente save that:
a) The Buyer shall within ten days of delivery of the goods give written notice to Tente of any matter or thing for which the Buyer alleges that the goods are not in accordance with the contractual arrangements for the supply of the goods by Tente to the Buyer; and
b) Tente’s liability is limited in those circumstances, if it accepts the Buyer’s assertions to the repair or replacement at the option of Tente of the goods supplied, and which arise from defects in materials or workmanship to the goods only.
Any failure by Tente to insist upon strict performance of any of these conditions shall not be deemed a waiver of any rights Tente may have and shall not be deemed to be a waiver of any subsequent breach of any condition by the Buyer.
All costs and expenses incurred by Tente to remedy any breach by the Buyer of these conditions are recoverable from the Buyer in addition to Tente’s right to recover payment of its indebtedness and/or damages.
19) Intellectual Property
All rights, titles and interest in and to the goods in which any intellectual property rights exist and which are created by Tente or supplied by Tente to the Buyer remain the sole property of Tente. The supplier of the goods implies a license to the Buyer to use same but for no other purpose.
The laws of New South Wales apply to this agreement and any action brought by any party to this agreement is to be brought in a Court in New South Wales.