Exclusion of other Terms and Conditions

The following terms and conditions shall apply to the sale of all products by UNIVERSAL RESTRAINT SYSTEMS. [“the Company”) to the exclusion of any and all terms and conditions in any documents submitted to the Company by the Customer whether prior to or following the Customer’s receipt of these terms and conditions.

The Company may vary the Conditions from time to time, and the Conditions as varied shall be published on the Company website. The purchaser agrees that the ordering of any goods or services after the publication of the variation of the Conditions on the website will be an acceptance by the purchaser of the varied Conditions.

No variation or cancellation of any of the Conditions shall be binding on the Company unless agreed by a responsible officer of the Company in writing. No agent or representative has the authority to waive or alter the Conditions.

The purchaser or anyone purporting to act on behalf of the purchaser may place orders for goods or services with the Company by, email, or by writing with the use of an official purchase order which must include a purchase order number, the name of the person placing the order, and that person’s signature and be dated.

Basis of Acceptance of Quotation

All quotations verbal or written are based on information provided by the Customer [or by third parties on its behalf]. Any extra cost or expense arising from incorrect information shall be paid by the Customer.

The company will use its best endeavours to meet specified delivery dates and must notify the Customer as soon as it becomes aware that it will be unable to meet a previously advised delivery date, but the Company will be under no liability of any kind [whether for breach of contract, negligence or otherwise) for any delay in delivery from any cause.

A quotation is not to be construed as an offer or obligation to sell and the Company reserves the right to decline any order for goods or services (either wholly or partially) at any time prior to the delivery of the goods or services, in which case the Company shall be under no obligation in respect of such order.

Precedence

In the event of a conflict between the Conditions and those which may be included in, or implied by, any document forming part of any enquiry, specification, order or contract then the Conditions shall prevail unless they are expressly varied by the Company in writing. If any Condition is contrary to or excluded by law, then the Conditions shall be modified but only to the extent of excluding that part of the Conditions so affected.

Prices

All transactions are processed in Australian Dollars (AUD). Any quotation submitted or any price set out in any price list is based upon the cost of labour and materials current at the date of the price list or quotation. The Company may at its discretion increase any price at any time to reflect changes in the cost of labour and materials and manufacturing overheads and will provide the Customer with a minimum of 30 days’ notice of the date such price increases are to become effective. Any orders placed by the Customer to the Company within this notice period will be honoured at the price applicable before the notification of the increased price.

A $20 surcharge may apply at the discretion of the Company if an order value is less than $100.

Variation

A variation or cancellation of any order by the purchaser is subject to acceptance by the Company of such variation or cancellation and in the event of such agreement the purchaser hereby indemnifies the Company against any loss or damage as a result of such variation or cancellation.

Risk

All goods sold shall be at the risk of the purchaser from the time of dispatch of the goods by the Company for delivery to the purchaser and the purchaser shall be solely responsible for ensuring the goods in transit.

Credit

The Company may at any time suspend or vary any credit extended to the purchaser or withhold the delivery of goods or services already ordered as the Company in its sole and absolute discretion determines.

Terms Of Payment

The purchaser agrees to comply with the Conditions and payment for goods and services shall be made by the purchaser to the Company thirty (30) days from the end of the month of purchase, unless otherwise agreed in writing by the Company, or where no credit is extended.

Opening a Trading Account

IT IS AGREED: The applicant certifies that the information supplied to the Company for the purpose of assessing the suitability for providing the applicant with a 30-Day Credit Facilities is correct at time of writing and is authorized on behalf of the applicant to make this application and contract on behalf of the applicant and give the warranties outlined in this application.

The Company reserves the right to withdraw credit facilities at any time without notice.

The Purchaser will be liable for any costs incurred in enforcing payment of the account.

Should the amount owing under the credit facility at any time exceed the limit mentioned on this application, the Company reserves the right to suspend credit facilities until such time as the amount outstanding is reduced below the limit established.

Terms are strictly 30 DAYS from Statement date, i.e. Purchases made for one month are due and payable by the 30th day of the following month. Failure to pay within these terms could result in suspension of Credit Facilities until ALL outstanding amounts are paid in FULL.

The Company reserves the right to charge interest on overdue amounts at the rate not exceeding the standard overdraft rate offered by the Commonwealth Bank on the day of calculation. Such interest if applied shall be charged directly to your account.

All goods shall be sold in accordance with the “STANDARD TERMS AND CONDITIONS” as outlined on the purchase invoice.

Should any changes take place affecting the legal entity, structure or management control of the applicant, then the Company will be notified immediately in writing.

That unless otherwise stated in this application, the applicant declares that is not structured on a trusteeship involving discretionary, unit or family trusts

Notice of disclosure of your credit information to a credit reporting agency Under Section 18E (8) (c) of the Privacy Act the Company is allowed to give a credit reporting agency personal information about the applicant’s credit application. The information which may be given to an agency is covered by Section 18E (1) of the Act and includes:

Identity particulars (as permitted by the Privacy Commissioner’s determination issued under s.18E(3));

• The fact that the applicant has applied for credit and the amount;
• The fact that the Company is a current credit provider to the applicant;
• Payments which become overdue more than 60 days, and for which collection action has commenced;
• Advice that payments are no longer overdue;
• Cheques drawn by the applicant which have been dishonoured more than once;
• In specified circumstances, that in the opinion of the Company the applicant has committed a serious credit infringement
• That credit provided to the applicant by the Company has been paid or otherwise discharged.
• Please refer to the Privacy Policy for further information

The jurisdiction for any legal claim arising from any default will always remain in the State of Queensland.

Costs associated with the collection of any overdue account will be the responsibility of the credit applicant.

If the Company considers it relevant to assessing any application for commercial credit, the Company may obtain from a credit reporting agency a credit report containing personal information about the applicant in relation to commercial credit provided by the Company.

Literature and Suitability of Products

The Customer shall be responsible for determining the fitness of the Company’s products for the purpose for which they are intended for use by the Customer and acknowledges that the Company is not aware of that purpose unless the Customer communicates the intended use to the Company in writing and in that situation the Customer can rely on the Company’s advice. It is specifically acknowledged that the Company provides installation information for some products and that the Customer can rely on that information and those guides.

Claims

All products sold will be deemed to be of required quality and type unless a claim specifying particulars of deficiencies or incorrect type is received by the Company within 7 days after receipt of products by the Customer and in every case the original invoice number and date must be quoted. Should the purchaser fail to provide such written notice within the stipulated time period then the Company shall be deemed to have complied with the purchaser’s order in all respects including delivery, quality and quantity.

Returns and Cancellations

Orders can only be cancelled, or products returned with the prior written agreement of the Company. Returns due to client error will incur a restocking charge of 20% of the invoice price if approved by the Company. Returns due to the Company error will not incur a restocking charge. Products accepted for return due to a Customer, error must be despatched at the Customer’s cost. Products accepted for return due to the Company error will be despatched at the Company’s cost. All goods returned should be in their original containers and should not be shop soiled, obsolete or shop damaged. All such goods may be rejected or credited at a reduced rate.

Delivery

Cost of delivery from our store to the Customer’s nominated point will be at the Customer’s cost, unless prior arrangement to the contrary. The Company will endeavour to comply with the time of delivery of goods and services requested by the purchaser, but delivery time is not guaranteed nor is time of the essence of the contract of sale of the goods and services. The Company will not be liable for any loss or damage of whatsoever nature arising out of a delay in delivery of goods or services. The delivery period quoted commences from the date the Company receives sufficient information to proceed with the supply or from the date the Company receives the purchaser’s written order, whichever is the later. Quoted delivery dates are subject to confirmation when placing the order.

Packing, Damage or Loss in Transit

The Company uses every care in packing but, unless otherwise agreed, shall not be liable for any loss or damage in transit, and any claim in relation to such loss or damage shall not be accepted by the Company and shall be a matter between the purchaser and the railway, shipping company or carrier. The purchaser shall inspect and check all goods received as soon as practicable upon unloading. No claim for shortage of goods shall be made to the Company after forty-eight (48) hours of such inspection, and while the Company will endeavour to rectify any shortage as soon as practicable after receipt of any claim, it shall not be liable in respect of such rectification.

Insurance

Products supplied will be insured by the Company up to the point of receipt at the Customer’s nominated delivery address.

Disputes

If the purchaser disputes any charge appearing on an invoice, then the purchaser shall give written notice of such dispute to the Company immediately upon receipt of invoice and shall pay all other charges not in dispute on the invoice pending an investigation of the dispute.

Default of Purchaser

The purchaser expressly agrees that if the purchaser fails to pay the Company the invoiced price of any goods and services by the due date for payment, then the Company:

• Shall have the immediate right to bring an action against the purchaser for payment of the invoice price of the said goods and services, notwithstanding that ownership and property in the said goods and services shall not have passed to the customer;
• May refuse to supply any other goods and services to the purchaser;
• May claim the return of any goods in the possession of the purchaser where title in such goods has not passed to the purchaser;
• May determine the contract and/or suspend manufacture or delivery, installation, commissioning or testing of any goods then outstanding;
• May retain any security given or money paid by the purchaser or available through enforcement of guarantee or security bonds lodged and may apply such security or money against the loss and damages incurred by the failure of the purchaser to pay;
• May withdraw or vary any credit extended to the purchaser without notice to the purchaser;
• May without notice make all moneys owing by the purchaser to the Company on any account immediately due and payable
• May take such steps as it deems necessary to mitigate any damage suffered including the putting to use, hiring out, sale or disposal of any goods in its possession supplied or to be supplied to the purchaser;
• And may charge interest on overdue accounts at the rate not exceeding the standard overdraft rate offered by the Commonwealth bank of Australia on the day of calculation.

Title of Goods

Full legal and equitable title in each product supplied will remain vested in the Company until the Company has received payment in full of all amounts owing by the Customer to the Company on an account whatsoever. The Customer shall have the right to sell products in which title remains vested in the Company in the ordinary course of trade. Until title in the products passes to the Customer or the products passes to the Customer or the products have been sold by the Customer in the ordinary course of trade, the Customer acknowledges that it is in possession of the product solely as fiduciary bailee for the Company, and in that capacity, will store the products separately from the Customer’s own goods and those of any other person, in a manner which renders the products purely identifiable as the property of the Company. The Purchaser hereby irrevocably gives the seller, its agents and servants, leave and licence without the necessity of giving any notice to enter on and into any premises occupied by the Purchaser to search for and remove any of the goods supplied to or in which the seller has ownership as aforesaid without in any way being liable to the Purchaser or any person or company claiming through the Purchaser, if:

(a) [if the Customer is a corporation] he Customer commences to be wound up, or is placed under official management, or a receiver is appointed in respect of, or any encumbrancer takes possession of, its undertaking or property or any part thereof, of the Customer is unable to pay its debts; or

(b) [if the Customer is a natural person] the Customer becomes insolvent or bankrupt, or commits an act of bankruptcy or makes an assignment for the benefit of a creditor or creditors; or

(c) the Customer fails to pay the whole of any part of the purchase price or transport or other charges for any products supplied by the Company when due and payable.

Test Certificates

Test Certificates will only be supplied if requested at the time of ordering. A test certificate issued by the Company in respect of a product will not constitute a warranty by the Company as to the quality, suitability or characteristics of the product or the fitness of that product for any purpose.

Dimensions

Lengths and weights are subject to usual commercial tolerances.

Suspension

If, at the Customer’s request, the Company suspends work the subject of an order for more than 30 days, the Customer shall pay the Company for the work performed prior to the suspension, and for usual materials procured of the order, within 30 days of receipt of an invoice for such work and for materials from the Company.

Liability

The Company warrants that its products will be free of defects caused by the default or neglect of the Company. If any product supplied by the Company is defective, the Company’s liability in respect of such product will be limited to, at the Company’s sole discretion:

(a) the replacement of the product or the supply of an equivalent product.

(b) the payment of the cost of replacing the product or obtaining an equivalent product.

(c) the repair of the product; or.

(d) the payment of the cost of repair of the product.

Except as provided above, the Company will not be liable in any way whatsoever [whether in contract, negligence or otherwise) for the injury, loss, damage, claim, action or proceeding suffered or incurred by or made or brought against the Customer and directly or indirectly cause or contributed to by a defective product, the Company’s negligence or any breach of contract.

Except as provided in this clause no warranty is given in respect of any product and the Customer acknowledges that no warranty has been given by on or behalf of the Company. All statutory warranties negatived to the maximum extent permitted by law.

Law

The law of Queensland shall apply to all contracts for the supply of products by the Company to the Customer. To the extent that any applicable law of any State or of the Commonwealth of Australia which cannot be excluded affects the applicability or validity of any of the foregoing conditions, the conditions shall be read and construed as being subject to such law.

Warranty

All the Company products are warranted to be free from defects in material or workmanship for the warranty period associated with each product. Please consult the warranty card applicable to your product or a Company representative for details. During the warranty period the Company will at its option repair or replace without charge any products or part thereof found to be defective in material or workmanship. This warranty does not extend to any product which has been subject to misuse, abuse, negligence, accident, alteration or unauthorised repair. Goods supplied by us but manufactured by others will be warranted only to the extent of the manufacturer’s warranty. Defective products must be returned to the Company ADDRESS TO BE CONFIRMED within the above period, transportation prepaid, the Company will bear the cost of return transportation.

THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT WILL the Company BE LIABLE FOR SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSS OF VEHICLE, CARGO OR PROFITS.

Your Credit Limit

To help manage your account, for future transactions, the Company reserves the right to reassess customer’s credit limit at any time for reasons such as outstanding balance exceeding the current limit currently in place or payments received outside our terms and conditions. It is agreed for the Company to assess the account at any time to change credit limit if needed without authorisation based on trading history.