Terms and Conditions of Sale
TERMS AND CONDITION OF SALE
PLEASE READ THE FOLLOWING CAREFULLY
These terms and conditions (Terms) govern the supply of parts, goods or products (goods) and provision of services (services) to you as customer (you) by DTN Equipment Pty Ltd (DTN).DTN may, in its discretion, may accept an order for the purchase of goods or the provision of services. On acceptance of the order by DTN, the parties shall be contractually bound and these terms shall be incorporated into (and shall take precedence over any term and conditions on which you may trade ( and will form part of the contract between us.
- If you are granted a line of credit with DTN you will pay for all goods supplied to you within the terms stated on the Invoice.
- Where goods are not paid for within the set trading terms, DTN reserve the right to charge interest at the rate of 1.25% per Month until such amounts are paid.
- You must pay to DTN any additional costs (including debt collector’s and legal costs) DTN incur to recover, (or attempt to recover) any overdue payment, even though title may not have passed to You.
- Delivery of goods shall be at DTN’s place of business. You will be responsible to arrange and pay for freight from DTN’s place of business unless otherwise agreed.
- Risk in the goods shall pass to you on collection by, or delivery to You, whichever is the first to occur.
- Names, symbols and numbers are used to describe goods are for reference only. It is not implied that the goods or parts are the products of the manufacturer whose part numbers may be quoted.
- Unless otherwise stated on or annexed to the Invoice, all goods are sold “as is, where is”
- No dealing between DTN and You shall be deemed to be a sale by sample.
- Subject to terms implied by law and not capable of exclusion DTN does not warrant the fitness of any goods for your purpose. You will rely on your knowledge and expertise in ensuring any goods and to the suitability and fitness for any required purpose.
- You will acknowledge that DTN and its agents have not made any warranty, guarantee or representation in relation to the goods on which you have relied, apart from those which You have expressly received in writing from DTN.
- The descriptions, illustrations and statements as to the performance of the goods contained in catalogues, price lists and other advertising matter do not form part of these terms.
- Any working drawings, specifications and samples which are produced by DTN are merely representative of the goods as are any forms, dimensions samples and descriptions.
- Any goods to be supplied by DTN to you are described in DTN’s offer or Invoice and that description prevails over all other descriptions including any specification or enquiry.
- Title in the goods will not pass until you make payment in full of the purchase price and all other amounts payable including costs of transit delivery and service labour materials.
- You acknowledge that until ownership in the goods passes to you, You are in possession of the goods as balee for DTN.
- If you dispose or sell the goods supplied to you, You do so as DTN’s agent and Bailee. Any right to bind DTN to any liability to any third party is expressly negated.
- The proceeds to any sale (including in any commingled Goods) are held by you, in trust for DTN and You keep them so they are clearly identifiable as DTN’s property.
- If you have not received the proceeds of sale, You will immediately upon request assign to DTN all your rights arising out of the sale.
- DTN reserves the right to: with your full authority, which is hereby inevitably given, enter Your premises (or the premises of any associated company or agent where the goods are located) and if necessary, with the assistance of a security agent who is similarly authorised by you to enter your premises (including where necessary the picking or breaking the locks) without liability for trespass or any resulting damage and retake possession of the goods and to keep or resell any repossessed goods. Not withstanding any other provision of these terms, DTN shall be entitled to maintain an action against you for payment of the price.
- The parties agree that for the purpose of PPSA 2009 these terms and any agreement for the supply of goods shall constitute a security agreement to secure payment of the purchase price and all of your outstanding debts and obligations to DTN from time to time and the security interest shall continue until all of your debt and obligations are discharged.
- DTN will have a Purchase Money Security (PMSI) in all goods supplied in accordance with these terms and DTN Security interest shall extend to the proceeds ( including any accounts) of sale of the goods and accessions.
- You agree to do things necessary, including providing all relevant information necessary to register a Financing Change Statement as a security interest in your personal property, ( and if applicable a money security interest) on the Personal Property Security Register (PPSR).
22.1 You will take all steps necessary to better secure any collateral which secures or is intended to secure the supply of goods pursuant to these terms immediately and at your own cost.
22.2 You must pay DTN cost of any discharge or amendment of any Financing Change Statement.
22.3 You agree that DTN may take whatever action is appropriate to ensure that DTN has first ranking priority in the Collateral and will indemnify DTN for any costs.
22.4 You agree that where DTN has any rights in addition to those conferred by CH.4 of the PPSA 2009, those rights continue to apply.
22.5 Within two (2) business days of DTN’s written request you will provide to DTN copies of all documents granting Security Interests registered over its personal property and any security interests perfected by possession or control within the meaning of PPSA 2009.
22.6 You authorise DTN (as your agent) to request any information under s275 of PPSA from any Secured Party relating to any Security Interest.
22.7 You give DTN not less than seven (7) days prior written notice of any proposed change in your name, address, facsimile number, ACN or ABN, company registration or any other details required for requisition on the PPSR.
22.8 If you commingle the goods with other property DTN will have a Security Interest in any Processed and Commingled goods.
22.9 You acknowledge that the goods are not intended, and shall not be used, for personal household or domestic use.
22.10 You agree that to the maximum extent permitted by law, section 130, 142 and 143 of PPSA 2009 will not apply to any security interest.
22.11 You agree, to the maximum extent permitted by law, to waive the right to do any of the following and to contract out of the sections of the PPSA 2009.
a) Request a statement of account under s132(4) if there is no disposal of the goods;
b) Give notice objecting to DTN’s proposal to retain or dispose of any of the goods under s137;
c) Receive notice of removal of an Accession refuse permission to remove an Accession, or seek damages Relating to the removal of an Accession;
d) Receive a verification statement or notice in relation to any Financing Statement or Financing Change Statement in respect to the security interest created pursuant to these terms;
e) Receive a notice from DTN under s118, 121, 129 or 130;
f) Receive a notice from DTN of seizure of goods under s123;
g) Receive a statement of account showing the amounts paid to the other secured parties after disposal of the goods under s132;
h) Receive notice of retention of the goods under s134 and s 135;
23. Unless otherwise stated the price state by DTN in the offer is exclusive of Goods and Services Tax (GST).
24. The price or any part of the price and all other amounts payable to DTN shall be paid in full and without deduction by you by way of set-off or counter claim, unless you have received the prior written authority of DTN.
25. Save as provided in these terms and conditions, you hereby release DTN from all liability and indemnifies DTN in respect of any claim, action or suit for loss or damage (including consequential loss or damage) by reason of delay, faulty or defective materials or workmanship or any act of negligence or omission by DTN, its servants or agents.
26. To the extent permitted by law, DTN’s liability for breach of these terms, including for a breach of a condition or warranty implied by pt 3-2 Div 1 of the Australian Consumer Law or pursuant to section274 of the Australian Consumer Law, is limited to:
26.1 In the case of goods, any one or more of the following;
a) The replacement of the goods or supply of equivalent goods;
b) The repair of the goods;
c) The payment of the costs of acquiring equivalent goods;
d) The payment of the cost of having the goods repaired; or , whichever is the lesser amount.
26.2 In the case of services;
a) The supplying of the services again, or;
b) The payment of the cost of having the services supplied again at DTN’s sole discretion.
27. DTN is not liable for any prospective profits, or special indirect or consequential damages, or any general loss or damage, or for any expense from the use by you or others of defective goods.
28. DTN’s liability is limited to the amount identified in the preceding paragraph. You must first obtain DTN’s prior written authority to return the goods to DTN. You must pay the return delivery costs unless the costs of returning the goods is significant as defined in the Act in which case DTN will collect the goods at its own expense within a reasonable time of acceptance and the notification and acceptance of liability for return of the goods.
29. These terms outline how DTN warrants our products for all goods purchased after 1st January 2011.
30. Australian Consumer Law (ACL) protects consumers by giving them certain rights relating to the purchase of goods and services.
30.1 If you are a ‘consumer’ as the term is defined in the ACL;
a) Goods and services come with guarantees that cannot be excluded under the ACL;
b) You are entitled to a replacement or refund for major failure and for other reasonably foreseeable loss or damage;
c) You are entitled to have the goods repaired or replaced if they fail to be of acceptable quality and the failure does not amount to a major failure.
31. If you commit (or DTN considers, on reasonable grounds, that you are likely to commit) an act of Bankruptcy, enter into a scheme of arrangement or composition with creditors, suffer a sequestration order or, being a company, take or have taken against you any action or proceedings which may result in your winding up, or are placed under official management or receivership, then DTN may;
31.1 Terminate the contract on the giving of twenty four (24) hours notice in accordance with clause 37;
31.2 Exercise its rights pursuant to clause 19;
32. If for any reason beyond DTN’s control, DTN’s performance is delayed or impeded, DTN may cease or suspend work ( at its absolute discretion) provided always that you shall pay any part invoice and shall pay all charges and expenses incurred and moneys paid by DTN in respect thereof.
33. DTN may vary or withdraw any credit facility at its discretion without liability to you or any other party.
34. Goods obtained at the purchaser’s request are non refundable and;
34.1 DTN is not under any duty to accept any goods returned by you and will do so only on terms to be agreed in writing in each individual case.
34.2 If DTN agrees to accept returned goods from you, you must return the goods to DTN at its place of business referred to in these terms and you shall bear the cost of transit (if any) for the return of goods and a restocking fee.
35. No order may be cancelled except with DTN’s consent in writing and on terms which will indemnify DTN against any losses resulting from such cancellation.
36. If you shall default in any obligation, DTN shall have the right to determine this contract where the default shall remain un – remedied for a period of 28 days following the provision of notice in writing.
37. No relaxation by DTN of your obligations under this contract shall be regarded as a waiver of DTN’s right to enforce those obligations on a subsequent occasion.
38. The terms shall be construed according to the laws of the state of Queensland and the parties submit to the jurisdiction of the courts of the state of Queensland.
39. To the extent possible, any part of this contract may be severed without affecting any other parts.
40. To comply with the Privacy Act 1988, you agree that DTN may;
40.1 Check personal information about you with any credit provider pursuant to the Privacy Act 1988; and
40.2 Give information about you to a credit reporting agency (Section 18E(8)(C) Privacy Act 1988, but only limited kinds of information described in that Act.