Temple Healthcare Pty Ltd Standard Sales Terms and Conditions – August 2016 Version
DEFINITIONS: In these terms and conditions: “We”, “Our” or “Us” means: Temple Healthcare Pty Ltd (ACN 142 790 270).“You” or “Your” means: The recipient of the goods or equipment/the recipient of the credit terms provided herein/the guarantor where applicable. “Goods” means: the Goods the subject of the Quotation. “PPSR” means: the Personal Property Security Register established under the Personal Property Securities Act 2009. “GST” means: Goods and Services Tax under the A New Tax System (Goods and Services Tax) Act 1999.
GENERAL: These conditions shall come into force on our acceptance of your order. If there is any conflict between these conditions and the terms of your order these conditions shall prevail except to the extent that we have agreed in writing that they are to be excluded.
QUOTATIONS: Quotations are binding only until the acceptance date stipulated therein. Quotations which do not stipulate an acceptance date shall not be binding.
PRICES & FLUCTUATIONS IN EXCHANGE RATES: The prices stated are firm for delivery unless during the period from the date of the Quotation execution or Purchase order generation to the date of delivery there are fluctuations in the relevant exchange rate between AUD and the currency of Our suppliers exceeding 10% leading to an increased cost in Goods to Us, in which event We may issue you with an amended Quotation and You are required to pay that amended Quotation upon invoicing with such amended Quotation to cover only the fluctuation in relevant exchange rates.. All prices are in Australian Dollars. GST is payable where indicated on Our Quotation.
PAYMENT & INTEREST FOR LATE PAYMENT: You must pay to Us the full amount of the invoice including GST where applicable (the “Credit Amount”) within the time specified in the ‘Payment Terms’ section of our Quotation. (the “Credit Period”)]. We shall be entitled to make part shipments of the equipment ordered and in this event We may submit invoices to You for payment upon delivery of those part shipments and time will commence for the Credit Period from the date of delivery in respect of those part shipments only. Risk in the goods will pass to You from dispatch from our custody. If you do not make payment within the time stated, we shall be entitled to charge interest on the amount owed at 1% per month calculated monthly.
DEFAULT: If You fail to make full payment of the money due and owing to Us within the Credit Period then you are in default under this arrangement & we may then immediately seek recovery of all monies owing to Us by You.
RECOVERY COSTS: If You fail to make full payment to Us of the money due to Us within the Credit Period, You agree to pay all costs incurred by Us in collecting the money due and owing to Us. These costs may include but are not limited to any legal costs, filing fees, services fees and agency fees.
TITLE TO & CHARGE OVER GOODS: You acknowledge that title to the Goods will remain with Us until we receive full payment of the contract price. You grant to Us a charge over the Goods pending payment in full of the contract price and agree and acknowledge that We may ‘perfect’ our interest in those Goods by registering our interest in the Goods on the PPSR.
GUARANTEE: The guarantor or guarantors, as evidenced by their execution below, hereby guarantee the performance of the Company/You for the due and punctual performance of all obligations contained herein and any monies owing to Us by the Company/You.
GENERAL CHARGE: In addition to any other rights We may have set out herein, You and any guarantor hereby charge in favour of Us all property whether real or personal, whether presently held or not and whether held in Your own right or as a trustee, all payments due and owing to Us including interest and for any recovery costs reasonably incurred by Us.
DELIVERY TIME: You accept that the delivery period is variable and is dependent on the size of the order, availability of stock from our suppliers and other factors outside of our control and in no circumstances shall we be liable for any delay in delivery nor shall you have a right to terminate the contract due to any delay beyond our control. If we do not have the shipping instructions at the delivery dates, we shall have the right to place the goods in a safe, sound store pending receipt of your instructions. In this event delivery will be regarded complete for the purpose of the contract and we shall have the right to receive payment in full for the goods and to recover from you all reasonable costs of storage.
LIMITATION OF LIABILITY: You agree to hold us harmless and agree that We shall not be liable to You for any damage to property or personal injury arising out of our negligence, defective Goods supplied or otherwise. You agree that We shall not be liable to You for any loss of profits, production or contracts arising out of Our breach of this contract.
SPECIFICATIONS: Specifications for all functions and operation will be according to the manufacturers stated technical specification documentation and or sales brochures or other documentation. We do not provide any warranties or assurances in relation to the accuracy of that information from the manufacturers.
WARRANTY: You acknowledge that We do not provide a warranty in respect of the Goods provided. You acknowledge that the warranty you receive will be the manufacturer’s warranty, however We will assist you in pursuing your rights under the manufacturer’s warranty for the warranty period.
SEVERABILITY: Any provision of these terms and conditions which is illegal, void or unenforceable is ineffective to the extent only of that illegality, voidness or unenforceability without invalidating the remaining provisions of these terms and conditions and those remaining provisions shall continue to have full force and effect.
LAWS: These conditions shall be governed any constructed in accordance with the laws of NSW, Australia.