Terms and Conditions of Sale

Operations and Definitions

1. All Goods and Services supplied by Austec Pty Ltd (ACN 603 449 243) (“Austec”) are supplied in accordance with these Terms and Conditions.
2. By placing an order for Goods and Services, signing these Terms and Conditions and/or agreeing to the quotes provided by Austec, the Customer will be deemed to agree that these Terms and Conditions apply to the exclusion of all others.
3. Austec may, at any time and upon written notice to the Customer (which may be by way of publication of the new Terms and Conditions on their website) vary these Terms and Conditions and the Customer agrees to be bound by same.
4. Austec may terminate these Terms and Conditions of Sale at any time.
5. The following definitions are incorporated into these Terms and Conditions of Sale:
   • “Austec” means Austec Pty Ltd (ACN 603 449 243) or any related body corporate as defined by the Corporations Act 2001;
   • “Customer” means the person, entity or any agent or representative of that person or entity that places an Order and its successors and assigns or any person acting on behalf of and with the authority of the Customer;
   • “Force Majeure Events” means any act, event or circumstance outside the reasonable control of Austec, including but not limited to, war, strikes, lockouts, industrial disputes or unrest, government restrictions or intervention, transport delays, fire, act of God, breakdown of plant, shortage of supplies or labour, storm or tempest, theft, vandalism, riots, civil commotions or accidents of any kinds;
   • “GST” has the meaning given in A New Tax System (Goods and Services Tax) Act of 1999;
   • “Intellectual Property” means all present and future intellectual and industrial property rights in the Goods conferred by law and wherever existing, including:
     • patents, designs, plans, copyright, rights in circuit layouts, know how, domain names, inventions, trade secrets and any other rights subsisting in the results of intellectual effort in any field, whether or not registered or capable of registration;
     • any application or right to apply for registration of any of these rights; and
     • all renewals and extensions of these rights.

1. “Order” means any order placed by the Customer requesting the supply of Goods;
2. “Warranty Period” means 12 months from the date of supply of Goods

Ordering Procedure, Price and Payment Term

Ordering Procedure

6. Quotes shall remain valid for a period of thirty (30) days from the date of quotation, unless otherwise specified in writing. Austec, in its sole discretion, reserves the right to withdraw, vary or extend any quotation at any time prior to the formation of a contract.
7. It is the responsibility of the Customer to confirm and outline specific requests in relation to works prior to signing and/or accepting the Quotes. Once materials, labour, Goods and Services are purchased, the Customer will be held liable for costs incurred, even if these purchased materials, labour, Goods and Services are no longer be required.
8. The Customer must check all invoices and advise Austec of any errors or omissions within seven (7) days of receipt. Failing advice from the Customer that the invoice contains any errors or omissions, the invoice may be deemed accepted by the Customer and Austec.

Price

9. Austec’s prices are subject to alteration without notice to the Customer and the price payable by the Customer for the Goods ordered shall be the price quoted at the date the Goods are Ordered.
10. Unless agreed otherwise between the parties, commissioning and installation are not included in the price.
11. The Customer shall be liable for all costs associated with delivery, including freight, insurance, handling, packaging and other charges, unless otherwise agreed in writing. For the avoidance of doubt, Austec shall not be responsible for any additional forwarding charges arising from delivery.
12. Austec’s prices are exclusive of taxes, duties and other imports which are payable by the Customer whether they are imposed or incurred before or after acceptance of the Customer’s Order.
13. All payments due to Austec shall be paid in Australian dollars in Australia, unless otherwise agreed by Austec in writing.
14. The Customer must also pay for all stamp duty, GST and other taxes payable on the Goods

Payment Term

15. The terms of payment are strictly Cash on Delivery, unless otherwise agreed in writing.
16. At Austec’s sole discretion, the Customer may be required to pay a deposit for the Goods and Services prior to supplying Goods and Services to the Customer.
17. Should the Customer make payment for the Goods and services by credit card, Austec is entitled to charge a surcharge for those transactions of 3% of the invoiced amount or transaction fees charged by the merchant (whatever is higher).
18. If Austec incurs processing fees as a result of any payments made by the Customer which are subsequently dishonoured, then Austec may charge the Customer the amount of such processing fees and the Customer must pay that amount to Austec immediately on request.
19. If the Customer fails to make a payment by the due date identified on a tax invoice or any form supplied requesting payment, or in accordance with these Terms and Conditions or any other agreement between Austec and the Customer, after demand for payment by Austec, or if Austec believes that the Customer cannot fulfill their obligations under these Terms and Conditions, then Austec may do some or all of the following:
    • suspend performance of its obligations under these Terms and Conditions between Austec and Customer until all amounts owing by the Customer to Austec are paid in full;
    • refuse to supply further Goods and Services to the Customer;
    • cancel any existing or upcoming orders;
    • cancel any discounts provided to the Customer for Goods and Services;
    • charge interest on the amount outstanding at 18% per annum, accruing daily from and including the due date for payment until the date of payment in full;
    • charge the Customer for all costs and expenses incurred or considered against the Customer whether for debt, re-possession of the Goods or otherwise, for the recovery of the outstanding amounts;
    • charge the Customer an Administration Fee in the sum of $500.00 as the reasonable costs of recovering any outstanding amount and the
    • Customer acknowledges that this is a fair and reasonable amount incurred by Austec;
    • claim from the Customer all costs relating to any action taken by Austec to recover money or Goods, including but not limited to, any legal costs and disbursements on an indemnity basis.

20. All payments required to be made by the Customer under these Terms and Conditions will be made free of any set-off, or counterclaim and without deduction or withholding, unless agreed to otherwise by Austec and the Customer in writing or as required by law.
21. Any amount due to Austec from time to time may be deducted from any monies which may be or may become payable to the Customer by Austec.

Warranty and Liability of Austec

17. The Customer shall inspect the Goods and/or Services on delivery and shall within seven (7) days of delivery (time being of the essence) notify Austec of any alleged defect, shortage in quantity, damage or failure to comply with the description or Quote.
18. The Customer shall afford Austec an opportunity to inspect the Goods and/or Services within a reasonable time following delivery if the Customer believes the Goods and/or Services are defective in any way. If the Customer fails to comply with these provisions, the Goods and/or Services shall be presumed to be free from any defect or damage with the invoice balance to be paid in full.
19. If a dispute arises, or the Customer is not satisfied with the product or services provided by Austec the Customer hereby warrants and agrees to contact Austec to advise of any dispute and/or negative feedback. The Customer further warrants and agrees not to denigrate or bring into disrepute the reputation of Austec by posting negative feedback or comments on any forum, including but not limited to social media, unless the Customer has adhered to this clause.
20. Where Austec has sold the Customer any Goods which are manufactured from a third party and has provided the Customer with the relevant warranty documents and contact details for the third party, the Customer accepts that Austec is not liable for the suitability of purpose, quality and any faults inherent in the Goods. The Customer accepts that they must contact the manufacturer regarding any issues with the Goods.
21. The benefit of any warranty provided by Austec in relation to the Goods is provided in addition to any other rights that the Customer may have under a law in relation to the Goods to which the warranty relates. Nothing in these Terms and Conditions excludes, restricts or modifies any consumer guarantee, condition, warranty, right or remedy conferred on the Customer by the Australian Consumer Law or any other applicable Law that cannot be excluded, restricted or modified by an agreement.
22. Except as otherwise required by law, the liability of Austec in respect of the Goods shall be limited, at the election of Austec to:
    • the repair or replacement of Goods, or
    • the supply of equivalent Goods, or
    • the payment of the cost of replacing the Goods where payment in full has been made by the Customer, within the Warranty Period.
23. The liability of Austec is limited in value to the purchase price of the Goods supplied by Austec.
24. The Customer acknowledges that Austec is not liable for and indemnifies Austec against any loss, claim, demand, liability, damage or expense incurred by the Customer or any third party arising out of or in connection with:
    • our supply of Goods;
    • the Customer’s or any third party’s misuse of the Goods;
    • handling, storage, delivery or transport of the Goods;
    • any act, omission or negligence of the Customer;
    • installation or storage of the Goods;
    • breach by the Customer of any agreement between the Customer and Austec;
    • representation by the Customer as to how the Goods will be used;
    • Force Majeure Event;
    • combination of the Goods with any other Goods (whether those goods are supplied by Austec or otherwise); and/or
    • arising out of work done by another party to the Goods;
25. The Customer agrees that it is liable for all losses and liabilities resulting from the use of the Goods (either alone or in conjunction with other Goods or materials) even if Austec had, or should have had, prior knowledge of the use to which the Goods would be put.

Delivery

26. Goods will be delivered by Austec “free on transport” (FOT) from the point of dispatch convenient to Austec at a point of delivery notified in writing by the Customer to Austec.
27. The Customer must provide Austec with an address for delivery that is accurate, accessible and safe for carriers to deliver the Goods. Should the Customer fail to provide same, Austec may deliver Goods with their own carrier and Austec will not be liable for any costs consequent of exercising its right under this clause.
28. If the Customer requests that Goods are delivered either to an unattended location, left outside, or are left outside Austec’s premises for collection the Customer acknowledges that Austec will deliver the Goods as requested at the Customer’s risk.
29. The Customer acknowledges and accepts that any estimated delivery or supply of Goods provided by Austec is an estimate only and Austec will not be liable for any loss suffered by the Customer as a result of any delay in the delivery of Goods or non-delivery of Goods.
30. The Customer will not be relieved of any obligation to accept or pay for products by reason of any delay in delivery caused by a Force Majeure Event and any other cause beyond the control of Austec.
31. Delivery will be made within normal business hours between Monday to Friday 8:00am to 5:00pm only.
32. Delivery is deemed to occur at the earlier of:
    • the collection of Goods from Austec by the Customer or any third party on behalf of the Customer;
    • the time of loading of Goods at Austec’s premises for the purpose of delivery to the Customer.
33. Austec is entitled to charge a reasonable fee for storage and/or redelivery charges in the event that the Customer does not or is not able to accept the delivery of Goods.
34. The Customer accepts that Austec may deliver Goods by installment and require payment for each separate installment in accordance with these Terms and Conditions of Sale.

Claims and Returns

35. The Customer must inspect the Goods immediately upon delivery and must within seven (7) days after the date of inspection give written notice to Austec with particulars of any claim that the Goods are not in accordance with these Terms and Conditions. Further, the Customer must, upon request from Austec, allow Austec to enter upon any premises occupied by the Customer to inspect the Goods that are the subject of the claim. Is the Customer fails to give notice or refuses to allow Austec to inspect the Goods, then to the extend permitted by law, the Goods must be treated as having been accepted by the Customer and the Customer must pay for the Goods in accordance with these Terms and Conditions of Sale.
36. The Customer cannot return Goods to Austec without Austec’s written consent, which may be withheld at Austec’s sole and absolute discretion. If Austec approves Goods for return, the Customer must return the Goods to Austec’s nominated address within thirty (30) days after the date Austec issues a return authorisation.
37. If the Customer returns Goods without Austec’s consent and/or as a result of anything other than Austec’s fault, Austec reserves the right to charge any of the following to the customer:
    • restocking fee of 15% of the invoiced amount against any approved returns;
    • handling and administration charge of 10% of the invoiced amount;
    • all costs associated with the return of the goods including freight, insurance, handling, and other charges.
38. Goods to be returned to Austec must be packed and wrapped appropriately and must include all original packaging and documentation.
39. Austec accepts no liability for any damage that occurs to any Goods in return transit.
40. Upon receipt of a warranty claim from the Customer, Austec shall investigate the claim, and if the claim satisfied the terms of the warranty, then Austec will fulfill its obligations under the warranty. The Customer acknowledges that Goods accepted by Austec under a warranty claim may be replaced by refurbished Goods of the same type rather than be repaired. Refurbished parts may be used in the repair of the Goods.

Title and Risk

41. Risk of damage to or loss of the Goods passes to the Customer on delivery.
42. Until such time as the Customer has made payment in full for the Goods and until such time as the Customer has made payment in full of all other money owing by the Customer to Austec whether in respect of money payable under a specific contract or any other account whatsoever: a. title in the Goods does not pass to Customer;
    • the Customer will hold the Goods in a fiduciary capacity for Austec and agrees to store the Goods in such a manner that they can be identified as the property of Austec and will not mix the Goods with other similar Goods; and
    • the Customer will be entitled to sell the Goods in the ordinary course of its business but will sell as agent and bailee for Austec and the proceeds of sale of the Goods will be held by the Customer on trust for Austec absolutely.
43. The Customer must insure the Goods on or before delivery.
44. If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Customer, Austec is entitled to receive all insurance proceeds payable for the Goods to the extent of the indebtedness of the Customer to Austec. The production of these Terms and Conditions of Sale by Austec is sufficient evidence of Austec’s rights to receive the insurance proceeds without the need for any person dealing with Austec to make further inquiries.
45. If the Customer requests that Goods are delivered either to an unattended location, left outside, or are left outside Austec’s premises for collection the Customer acknowledges that Austec will deliver the Goods as requested at the Customer’s risk.

Intellectual Property

46. The Customer acknowledges and agrees that the Intellectual Property Right in the Goods are owned by Austec or the product manufacturer.
47. The Customer’s supply of the Goods does not confer on the Customer any licence or assignment of any patent, design, trademark, or any other Intellectual Property Rights that exist in the Goods.
48. The Customer must:
    • only use the Intellectual Property Rights in accordance with the reasonable written directions of Austec,
    • not license any of the Intellectual Property Rights to or allow the use of any of the Intellectual Property Rights by any other person in any circumstances;
    • immediately notify Austec of, and comply with Austec’s directions in relation to, any issue, claim, demand, threat, notice of proceedings, or cause of action (whether contingent, accrued or otherwise) against or involving the Customer relating to any Intellectual Property Rights; and
    • do all other acts and things that may be reasonably required by Austec to ensure the protection of the Intellectual Property Rights.

Disclaimer of Products

49. The Customer acknowledges that Austec is not (and does not hold its self out to be) the designer of pipe systems or a consultant in relation to the usage of pipe systems.
50. The Customer acknowledges that all advice, information, descriptive specifications, illustrations, drawings, data, dimensions and weights provided by Austec or otherwise contained in any catalogue, price lists or other advertising material are approximate only, and only a general description of the goods, compiled from the best information available to Austec.
51. The Customer acknowledges that any reliance by the Customer upon any of the kinds of information listed in clause 50 is done so at the Customers own risk, and Austec will not be liable for any losses, damages or expenses of the Customer incurs as a result of the use of that information.

Miscellaneous

53. A waiver of any provision or breach of these Terms and Conditions by Austec must be made by an authorised officer of Austec in writing.
54. The Customer acknowledges that Austec reserves the right to assign or subcontract any of their rights and obligations under these Terms and Conditions.
55. The Customer may not assign their rights and obligations under these Terms and Conditions without the prior written consent of Austec, which may be withheld at their sole discretion.
56. The Customer warrants to Austec that it holds all necessary licenses and permits pursuant to all relevant statutes, ordinances, rules and regulations.
57. The Customer acknowledges and agrees that these Terms and Conditions will be governed by the laws of New South Wales.
58. If any clause of these Terms and Conditions is unenforceable, invalid or illegal, that part or whole clause will be severed and the other provisions and continue to be enforceable in accordance with their terms.

Personal Property Securities Act (“PPSA”)

58. The Customer acknowledges and agrees:
    1. These Terms and Conditions constitutes a security agreement for the purposes of the PPSA and creates a registerable security interest under the PPSA in all Goods supplied or will be supplied by Austec to the Customer;
    2. Austec has the right to register a financing statement under the PPSA with respect to the security interest created by these Terms and

Conditions;

1. If Austec registers a security interest under the PPSA, Austec may exercise any or all remedies afforded to it as a secured party, without prejudice to any other rights or remedies arising out of a breach by the Customer of any agreement with Austec and the materials supplied or will be supplied by Austec to the Customer are collateral for the purposes of the PPSA.
2. The Customer and Austec agree that neither party will disclose information of the kind specified under section 275(1) of the PPSA.
3. Austec may elect, at its absolute discretion and at any time, that any section of the PPSA specified in section 115 will not apply to the extent permitted by section 115.

59. Until ownership of the Goods passes, the Customer waives its rights it would otherwise have under the PPSA unless otherwise agreed to in writing by Austec and the Customer:
    • under the PPSA to receive notices of registration events;
    • under section 95 to receive notice of intention to remove an accession;
    • under section 118 to receive notice that Austec intends to enforce its security interest in accordance with land law;
    • under section 121(4) to receive a notice of enforcement action against liquid assets;
    • under section 129 to receive a notice of disposal of Goods by Austec purchasing the Goods;
    • under section 130 to receive a notice to dispose of Goods;
    • under section 132(1) to receive a statement of account following disposal of Goods;
    • under section 132(4) to receive a statement of account if no disposal of Goods for each six (6) month period;
    • under section 135 to receive notice of any proposal of Austec to retain Goods;
    • under section 137(2) to object to any proposal of Austec to retain or dispose of Goods;
    • under section 142 to redeem the Goods;
    • under section 143 to reinstate the security agreement; and
    • under section 157(1) and 157(3) to receive a notice of any verification statement.
60. The Customer will, at the request of Austec, execute documents and do such further acts as may be required for Austec to register pursuant to the PPSA the security interest granted by the Customer under the PPSA.
61. The Customer agrees to accept service of any document required to be served, including any notice under these Terms and Conditions or the PPSA or any originating process, by prepaid post at any address nominated to Austec by the Customer or the Customer’s authorised representative.
62. The Customer further agrees that where Austec has rights in addition to those under part 4 of the PPSA, those rights will continue to apply.
63. The Customer irrevocably grants to Austec the right to enter upon the Customer’s property or premises, with notice, and without being in any way liable to the Customer or to any third party, if Austec has cause to exercise any of its rights under sections 123 and/or 128 of the PPSA, and the Customer shall reasonably indemnify Austec from any claims made by any third party as a result of such exercise.
64. This clause shall survive the termination of these Terms and Conditions.

Privacy Act

65. The Customer hereby acknowledges that:
    1. Austec collects personal information such as contact details, bank account details, insurance details and credit card details and holds such information for seven years. The purpose of the collection of personal information is only for internal use.
    2. They have been informed by Austec that personal information about them may be disclosed to or acquired from or to a credit reporting agency.
    3. If they require further information regarding Austec’s Privacy Policy, they may obtain same by providing notice to Austec.
66. The Customer agrees to Austec collecting, using and disclosing personal information of the Customer for various purposes including to: a. assess creditworthiness;
    1. third parties in response to request for information regarding credit worthiness of the Customer;
    2. supply the Goods to the Customer and the management of the Customer’s account;
    3. communicate to the Customer about the Goods which Austec or its partners or a feeling it may provide to the Customer;
    4. implement these Terms and Conditions of Sale to any other agreement; and
    5. to comply with the law.

Should you not understand anything contained in these terms and conditions, or wish to request an amendment, please contact Austec Pty Ltd on 02 9604 2774. If you give us instructions/place an order after receipt of these terms, it is taken as acceptance of the terms contained herein.