The following terms and conditions apply to the supply of the Productsby the Supplier to the Client.
1 Definitions
Acceptance means the Supplier’s written or oral acceptance of an Order from the Client by an authorized representative of the Supplier and/or the dispatch of Products by the Supplier to the Client pursuant to an Order.
Client means the party purchasing the Products.
Delivery Costs means the costs of delivering the Products to the Client including freight and transport costs, insurance, customs duty and charges and other incidental costs.
Ordermeans the Client’s orderfor the supply of Productsprovided to the Supplier and includes any order placed using the Supplier’s online ordering system or any other means by which the Client places an order with the Supplier.
Productsmeans the wheelie bin closing device known as “BinSpring” and any other product which the Supplier may offer for sale at any time.
Suppliermeans Sherrard Pty Ltd (ACN 137 774 997).
Warranty Period (Premium Steel BinSpring only)means the period of 10 (ten) yearsfrom dispatch of the Products by the Supplier to the Client.
2 Formation of contract
An agreement is formed between the Supplier and the Client on Acceptance of an Orderby the Supplier.The Client may not cancel or withdraw an Order after Acceptance. Any variations or changes requested by the Client are not binding until accepted in writing by an authorized representative of the Supplier. Where the Client provides a purchase order or similar document, any terms and conditions contained in or referred to such purchase order or similar document do not apply (except to the extent agreed in writing by an authorized representative of the Supplier). These terms take precedence and prevail over any terms and conditionsin any purchase order or similar document provided by the Client.
3 Supply of the Products
The Supplier agrees to deliver the Products to the Client at the location agreed between them. Risk in the Products passes on delivery.The Supplier will endeavour to deliver the Products within the time agreed between the Supplier and the Client but is not in default of this agreement if the Products are not delivered on time. The Client must inspect any Products delivered within 5 working days of delivery and the Products will be deemed to have been accepted by the Client unless written notice is given by the Client to the Supplier specifying any defect or non-conformance of the Products (subject to the Client’s warranty rights et out below).The Supplier may withhold the supply of Products where the Client is in default of its payment obligations or where there is reasonable cause to believe that the Client will not be able to pay for the Products if delivered.
4 Payment
The Client will pay for the Productson placing an Order or within such other time as may be agreed by the Supplier in the Acceptance. Where the Client has agreed credit terms with the Client, the Client will pay for the Products pursuant to such credit terms. If applicable, GST or similar taxes and Delivery Costs are payable by the Client in addition to the amounts payable to the Supplieras specified in the Order or Acceptance. The Supplier will provide the Client with a tax invoice for all payments made by the Client. Interest is payable on amounts due from the Client to the Supplier at a rate equal to the lesser of 1.5% per month or the maximum allowed by law. Interest runs from the date on which the payment is due until paid in full. All amounts must be paid in full and the Client may not set off claims against the Supplier except with the written agreement of the Supplier.
5 Retention of title
The Supplier retains ownership of all Products until paid for in full. The Client acknowledges that it is in possession of the Products as bailee for the Supplier until payment in full is made. If the Clientfails to pay for the Products or is subject to any form of insolvency event (including, without limitation, appointment of an administrator, receiver or other person to manage the affairs of the Client, or winding up or bankruptcy of the Client, or deemed insolvency of the Client, or the Client’s inability to pay its debts as and when due) the Client will immediately deliver up the Products to the Supplier and the Supplier may enter on the premises of the Client for the purpose of taking possession of the Products. Until the Products are paid for in full, the Client must keep and store them separately from other goods (identifying the Supplier as the owner of the Products) and not use them or incorporate them into other goods.The rights given to the Supplier may be registered as a security interest on the Personal Properties Securities Register at any time. The Customer will provide such information as is necessary for the purpose of such registration. The Customer will notify the Supplier if there are any changes which may affect the Supplier’s security interest.
6 Intellectual property
The Supplier retains ownership of all intellectual property rights in relation to the Products including (without limitation) any patent, design right, copyright, confidential or proprietary information, know how, trade mark, or other right.
7 Warranties
The Supplier warrants that the Products to be supplied by the Supplier to the Client:
a. Will be free from defects in design, manufacture and workmanship for the Warranty Period.
b. Will be reasonably fit for their intended purpose for the Warranty Period.
Where a sale is made to a “consumer” within the meaning of the Australian Consumer Law,the attached Consumer Warranty document applies.
Warranty claims will be dealt with pursuant to the Supplier’s warranty claims procedure which can be found at [link].
The Supplier is not in breach of the above warranties where any defect or damage is caused by: excessive wear and tear caused by use in unusual circumstances; accident; abuse; mishandling; improper installation; improper usage; exposure to liquids or chemicals; faulty service or modifications to the original product other than by the Supplier or its authorised service agents; inappropriate shipment or transit by persons other than the Supplier;corrosion or surface deterioration due to puncturing or damage of original surface finishes; problems induced by or as a consequence of the inappropriate application of electrical power; or any deliberate physical damage, abuse or alteration to the Product.
8 No other warranties
Except as set out in clause 7 above or where imposed by law, the Supplier gives no other guarantee or warranty and makes no representation or undertaking in relation to the Products, or their performance or availability or suitability for any purpose. Except to the extent that any law or statute prohibits the exclusion of any guarantee, condition,warranty or remedy all other guarantees, conditions, warranties or remedies are excluded.