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1.1 ACL means the Australian Consumer Law as set out in schedule 2 of the Competition and Consumer Act 2010 (Cth).
1.2 Agreement has the meaning given by clause 2.1
1.3 Consumer means:
1.3.1 an individual acquiring Goods for personal, domestic or household use or consumption; or
1.3.2 a person acquiring Goods at a price not exceeding $100,000; or
1.3.3 a Person acquiring Goods, or a kind ordinarily acquired for personal, domestic or household use or consumption, but excludes a Person acquiring Goods, or holding himself or herself out as acquiring the Goods for commercial purpose including for the purpose of:
(a) resupply;
(b) using them up or transforming them, in trade or commerce in the course of repairing or treating other goods or fixtures on land;
1.4 Consumer Guarantees means any consumer or statutory guarantees applicable to the Consumers under the ACL;
1.5 Credit Application Form is the Supplier’s standard credit application form completed by the Customer and submitted to the Supplier.
1.6 Customer is the party or any person acting on behalf of and with the authority of that party that issues an Order to the Supplier.
1.7 Force Majeure Event means an act of God, government order or restriction, or any other event which could not be predicted at the time of the conclusion of an Order and cannot be controlled, avoided or overcome by the parties.
1.8 Goods are the products and/or components provided by the Supplier.
1.9 Indirect, Special or Consequential Loss or Damage includes:
(a) any loss of income profit or business;
(b) any loss of good will or reputation; and
(c) any loss of value of intellectual property.
1.10 Invoices include invoices for Goods supplied or for Services provided or both.
1.11 Online Sales Facility means the online store operated by the Supplier accessible at www.hlshealthcare.com.au;
1.12 Online Order means an order for Goods or Services processed through the Online Sales Facility;
1.13 Order means any request for the provision of Goods and/or Services by the Customer to the Supplier which has been accepted by the Supplier including an Online Order placed via the Supplier’s Online Sales Facility.
1.14 Supplier is HLS HEALTHCARE PTY LTD (ACN 090 689 062).
1.15 Price is the amount invoiced for Goods supplied or Services provided.
1.16 Quote is the indicative cost of an Order provided by the Supplier to the Customer prior to the delivery of the relevant Goods and/or Services either in writing or verbally.
1.17 Services are all the delivery and/or supply of Goods, installation and repairs done by the Supplier, including any advice or recommendations.
1.18 Terms and Conditions means these terms and conditions.
2.1 These Terms and Conditions together with any Online Order, any Quote and any Credit Application Form (as applicable), form the agreement (Agreement) between the Supplier and the Customer in relation to the supply of the Goods and the provision of the Services.
2.2 If the Services set out in a Quote or Online Order are subject to another written contract issued by the Supplier (for example the “Smart Care Support Contract) (Collateral Contract), then the terms and conditions set out in that Collateral Contract are supplemental to these Terms and Conditions and to the extent of any inconsistency the terms of the Collateral Contract prevail.
2.3 Any Order requested by the Customer is deemed to be an Order incorporating these Terms and Conditions notwithstanding any inconsistencies which may be introduced in the Customer’s Order or acceptance unless expressly agreed to by the Supplier in writing. In the event that an inconsistency exists and/or arises, these Terms and Conditions will prevail.
2.4 No subsequent correspondence or document or discussion shall modify or otherwise vary these Terms and Conditions unless such variation is in writing and signed by the Supplier.
2.5 These Terms and Conditions are binding on the Customer, his heirs, assignees, executors, trustees and where applicable any liquidator receiver or administrator.
2.6 In these Terms and Conditions, the singular shall include the plural the masculine shall include feminine and neuter and words importing persons shall apply to corporations.
2.7 Where more than one Customer completes this Agreement, each shall be liable jointly and severally.
2.8 If any provision of these Terms and Conditions shall be invalid, void, illegal or unenforceable, the validity existence, legality and enforceability of the remaining provisions shall not be affected prejudiced or impaired and the offending provision shall be deemed to be severed from these Terms and Conditions.
2.9 The Supplier may license or sub-contract all or any part of its rights and obligations without the Customer’s consent but the Supplier acknowledges that it remains at all times liable to the Customer.
2.10 The failure by the Supplier to enforce any provision of these Terms and Conditions shall not be treated as a waiver of that provision, nor shall it affect the Supplier’s right to subsequently enforce that provision.
2.11 The Customer acknowledges that the Supplier may post these Terms and Conditions on its website and posting of any amendments on its website from time to time will be effective in amending the Agreement to the extent of the amendments so posted at that time.
2.12 By using the Supplier’s website, whether placing an Online Order for Goods or Services or not, the Customer agrees to be bound by these Terms and Conditions.
3.1 Orders placed by the Customer with the Supplier will be considered valid when placing the Order by telephone or through the Supplier’s Online Sales Facility and the Customer receives an order confirmation from the Supplier.
3.2 Customers must provide the Supplier with a Purchase Order before any Goods or Services are provided.
3.3 Any written Quote given by the Supplier shall only be valid as specified on the quotation. Quotes may also be provided to the Customer by verbal communication over the telephone and/or by email.
3.4 All prices are based on taxes and statutory charges current at the time of the Quote. Any variation of taxes or statutory charges between the date of the Quote and the date of the Invoice are the responsibility of the Customer and the Customer will be Invoiced for the additional costs incurred as a result of or in connection with the variation by the Supplier.
3.5 To place an Online Order through the Online Sales Portal, the Customer, if an individual, must be at least 18 years of age and possess a valid credit card or debit card issued by a bank acceptable to the Supplier.
4.1 At the Supplier’s sole discretion, the Price shall be either:
4.1.1 as detailed on Invoices provided by the Supplier to the Customer in respect of Goods supplied or;
4.1.2 the Supplier’s quoted Price as per the Order (subject to clause 4.2).
4.2 The Supplier reserves the right to change the Price in the event of a variation to the Order and notice of the relevant change will be provided in writing by the Supplier within a reasonable time.
5.1 The Supplier reserves their right to:
5.1.1 decline requests for any Goods requested by the Customer; or
5.1.2 cancel or postpone the delivery of Goods at their discretion.
5.2 If the Customer fails to make all arrangements necessary to take delivery of the Goods the Customer shall at the discretion of the Supplier be liable for a $33.00 non-delivery fee and the Supplier shall be entitled also at its discretion to charge a reasonable fee for re-delivery and storage.
5.3 Unless specified by the Supplier to the contrary in the Order the Supplier does not represent or warrant that it is capable of providing the Goods at specific times requested by the Customer during the term of this Agreement.
5.4 Subject to otherwise complying with its obligations under this Agreement the Supplier shall exercise its independent discretion as to its most appropriate and effective manner of providing the Goods and of satisfying the Customer’s expectations of those Goods.
5.5 In the discharge of its duties, the Supplier shall comply with all reasonable resolutions, regulations and directions of the Customer that may lawfully be given from time to time as to the nature and scope of the Goods to be provided.
5.6 Nothing in clause 5.5 shall effect the Supplier’s right to exercise its own judgment and to utilise its skills as it considers most appropriate in order to achieve compliance with the said resolutions, regulations and directions or otherwise with its obligations under this Agreement.
5.7 The Supplier may agree to provide, on request from the Customer, additional Goods not included or specifically excluded in the relevant Quote or Order. In this event the Supplier shall be entitled to make an additional charge. Additional Goods includes but is not limited to alterations amendments and any additional visits by the Supplier after provision of the Goods at the request of the Customer.
6.1 Notwithstanding delivery of any Goods to the Customer, until the Customer pays for those Goods in full and any other Goods previously supplied to it by the Supplier, legal title to those Goods will remain with the Supplier.
6.2 Notwithstanding clause 6.1, risk in the Goods will pass to the Customer on delivery to the Customer or the carrier nominated by either party, and the Customer must insure the relevant Goods.
6.3 If the Customer defaults under this Agreement, the Supplier may, without demand, retake possession of the Goods and may without notice sell those Goods on such terms and in such manner as the Supplier determines and will be entitled to deduct all expenses incurred. For the purposes of recovering possession and without limiting the generality of the foregoing, the Customer irrevocably authorises and licenses the Supplier and its servants and agents to enter any premises where any Goods may be stored and to take possession of the Goods.
7.1 Unless otherwise defined in this Agreement, capitalised terms and expressions used in this clause have the meanings given to them in the Personal Properties Securities Act 2009 (Cth) (“PPSA”).
7.2 The Customer acknowledges and agrees that it grants to the Supplier a Security Interest in the Goods and their Proceeds, including any Accounts, and Accessions and Commingled Goods, by virtue of clause 6 of this Agreement.
7.3 For the avoidance of any doubt, the Customer acknowledges that any purchase of any Products by it on credit terms from the Supplier, or any reservation of title supply pursuant to this Agreement, constitutes a Purchase Money Security Interest for the purposes of the PPSA.
7.4 The Customer agrees that:
7.4.1 these Terms and Conditions apply to the supply of all and any Goods by the Supplier to the Customer to the exclusion of all other terms and conditions of sale or purchase to the extent permitted by law and constitute a Security Agreement for the purposes of the PPSA;
7.4.2 the Goods supplied by the Supplier secure the payment of the purchase price of those Goods and of any other Goods supplied with priority to the fullest extent permitted by law over all other registered or unregistered Security Interests;
7.4.3 it will immediately on request by the Supplier, do all things necessary in the Supplier’s reasonable opinion, including signing any documents and provide any necessary information and do anything else required by the Supplier, to enable the Supplier to register a Financing Statement or any Financing Change Statement on the Register as a Security Interest and/or a Purchase Money Security Interest;
7.4.4 it will not permit the creation or registration, or enter into any agreement which permits the creation or registration, of a Security Interest in the Goods or any Proceeds of the Goods which would rank in priority to the Security Interests granted under the Agreement;
7.4.5 it will not change its name or ABN or other details required in respect of registration, or maintenance of registration, of each Security Interest on the Register without first notifying the Supplier in writing;
7.4.6 it waives its right to receive a copy of a Verification Statement confirming registration of a Financing Statement, or any Financing Change Statement, relating to any Security Interest created under the Agreement; and
7.4.7 it will pay the Supplier’s costs of any discharge or necessary amendment of any Registration.
7.5 If the provisions of Chapter 4 of the PPSA would otherwise apply, to the maximum extent permitted by law, The Customer agrees that PPSA sections 129(3), 132(1), 132(3)(d), 132(4), 135, 142 and 143 will not apply.
7.6 To the maximum extent permitted by law, the Customer contracts out of and waives any rights it may have pursuant to sections 95 and 96, and if the provisions of Chapter 4 of the PPSA would otherwise apply, sections, 121(4), 123, 129(2) and 130 of the PPSA.
7.7 The Customer appoints and authorises the Supplier as its attorney to sign in the Customer’s name all documents which the Supplier reasonably considers necessary to enforce or protect its rights and powers under the Agreement to protect, preserve and enforce its rights under the PPSA.
8.1 The Supplier reserves their right to:
8.1.1 decline requests for any Services requested by the Customer.
8.1.2 cancel or postpone appointments at their discretion.
8.2 If the Customer fails to attend any appointment without prior notice the Customer shall at the discretion of the Supplier be liable for a $33.00 “no show fee”.
8.3 Unless specified by the Supplier to the contrary in the Order, the Supplier does not warrant that it will be capable of providing the Services at specific times requested by the Customer during the term of this Agreement.
8.4 Subject to otherwise complying with its obligations under this Agreement the Supplier shall exercise its independent discretion as to its most appropriate and effective manner of providing the Services and of satisfying the Customer’s expectations of those Services.
8.5 In the discharge of its duties the Supplier shall comply with all reasonable resolutions, regulations and directions of the Customer that may lawfully be given from time to time as to the nature and scope of the Services provided.
8.6 Nothing in the above clause 8.5 shall effect the Supplier’s right to exercise its own judgment and to utilise its skills as it considers most appropriate in order to achieve compliance with the said resolutions regulations and directions or otherwise with its obligations under this Agreement.
8.7 The Supplier may agree to provide on request from the Customer additional Services not included or specifically excluded in the Quote or Order. In this event, the Supplier shall be entitled to make an additional charge. Additional Services includes but is not limited to alterations, amendments and any additional visits by the Supplier after provision of the Goods and/or or Services at the request of the Customer.
9.1 Any reference to Customer shall include all Customers unless it refers to a specific group of Customers.
9.2 The Customer must make full payment to the Supplier within thirty (30) days from the end of the month in which the relevant Invoice(s) is issued for the Goods or Services or such earlier date as stipulated on the Invoice.
9.3 The Supplier will not accept further Orders from the Customer if any invoices are not paid within the time referred to in paragraph 9.2.
9.4 Credit will only be granted at the sole discretion of the Supplier and upon submission of a completed Credit Application Form.
9.5 Any credit granted may be revised by the Supplier at any time and at its discretion:
9.5.1 The Supplier reserves the right to withdraw any credit facility upon any breach by the Customer of the Agreement between them or upon the Customer ceasing to trade and/or being subject to any legal proceedings and/or the Customer committing an act of insolvency (within the meaning of the Corporations Act 2001 (Cth)); or
9.5.2 The Customer agrees that upon such withdrawal any and all monies owing on the Customer’s account are immediately due and payable.
10.1 GST refers to Goods and Services tax under the A New Stax System (Goods and Services Tax) Act 1999 (“GST Act”) and terms used herein have the meanings contained within the GST Act.
10.2 It is agreed between the Customer and the Supplier that the consideration for the Supplier expressed in this Agreement is exclusive of the Supplier’s liability of GST.
10.3 The Customer will pay to the Supplier in addition to the total purchase Price the amount payable by the Supplier of GST on the taxable supply made by the Supplier under this Agreement.
10.4 The Supplier shall deliver to the Customer a tax invoice for each supply in a form which complies with the GST Act and any regulations made under the GST Act from time to time.
10.5 The Customer:
10.5.1 must pay, on demand by the Supplier, all costs and expenses of the Supplier in relation to compliance with the provisions of the GST Act in relation to any supply under the Agreement, including but not limited to any and all administrative costs associated with any refund of payment or overpayment of GST to the Customer in circumstances where the whole or any part of the supply is GST exempt; and
10.5.2 indemnifies the Supplier against any and all costs incurred by the Supplier in relation to the matters contemplated by clause 10.5.1.
11.1 If any cheque issued by the Customer or by any third party in payment of the Price is dishonoured the Supplier may refuse to supply any further Goods until satisfactory payment is received in full, including bank fees and charges.
11.2 The Supplier is entitled to treat the dishonour of the Customer’s cheque as a repudiation of this Agreement and to elect between terminating this Agreement or affirming this Agreement and in each case claiming and recovering compensation for loss or damage suffered from the Customer.
11.3 The Customer may be liable for a dishonoured cheque fee of $40.00.
12.1 Invoices showing the outstanding balance on an account at a given time (“Outstanding Balance”) issued by the Supplier are due and payable within thirty (30) days from the end of month in which the relevant Invoice(s) issued for the Goods or Services (“Default Date“). Without prejudice to any other rights of the Supplier the Customer may be charged account keeping fees of $25.00 monthly on any payment in arrears.
12.2 If the Supplier does not receive the Outstanding Balance shown on an Invoice on or before the Default Date, the Supplier may, without prejudice to any other remedy it may have, forward the Customer’s outstanding account to a debt collection agency for further action. The Customer acknowledges and agrees that:
12.2.1 after the Default Date, the Outstanding Balance shall include but is not limited to all applicable fees and charges under this Agreement; and
12.2.2 in the event of the Customer being in default of the obligation to pay and the overdue account is then referred to a debt collection agency or law firm for collection the commission payable and legal costs incurred on an indemnity basis shall be added to the amount outstanding and form part of the debt and in the event where the collection agency charges commission on a contingency basis the commission which would be charged if it achieved 100% recovery shall be added to the debt and the total shall be treated as a liquidated sum.
13.1 The content on the Suppliers website, which includes but is not limited to all text, graphics, logos, images, audio clips, video clips, data compilations, and software, is the property of the Supplier or its content suppliers and is protected by Australian and international copyright, trademark and other intellectual property laws.
13.2 The trade marks, logos, and service marks displayed on the Supplier’s website are the registered and unregistered trade marks of HLS Healthcare Pty Ltd and its affiliates. Nothing in these Terms and Conditions grants the Customer or any third party, any right to licence to use any trade mark, logo, or service mark displayed on the website without the prior written consent of the Supplier.
13.3 The Supplier grants the Customer a limited licence to access and make personal use of the Supplier’s website but not to download or modify it, or any portion of it, except with express written consent of the Supplier. This licence does not include any resale or commercial use of the website or its contents, any collection and use of any product listings, descriptions, or prices, any derivative use of the website or its contents, any downloading or copying of account information for the benefit of another merchant, or any use of data mining, robots, or similar data gathering and extraction tools.
14.1 The Customer will ensure when placing Orders that there is sufficient information to enable the Supplier to execute the Order.
14.2 The Supplier takes no responsibility if the specifications are wrong or inaccurate and the Customer will be liable for the expenses incurred by the Supplier for any work required to rectify the Order.
14.3 The Customer is responsible for ensuring that the Supplier is made aware of any special requirements pertaining to the Order and that the Supplier relies upon the integrity of the information supplied to it.
14.4 The Supplier takes no responsibility and wiII not be liable for any damages or costs resulting in the Goods being faulty as a consequence of insufficient information provided by the Customer
14.5 The Supplier takes no responsibility for representations made in relation to the Goods or any delay in the delivery of the Goods made by a third party or third-party manufacturer.
14.6 The Customer acknowledges that the Supplier shall not be liable for and the Customer releases the Supplier from:
14.6.1 any claims in respect of faulty or defective design of any Goods supplied; and
14.6.2 physical or financial injury, loss or damage, or for Indirect Special or Consequential Loss or Damage of any kind, arising out of the supply, layout, assembly, installation or operation of the Goods.
14.7 Except as provided in these Terms and Conditions all express and implied warranties guarantees and conditions under statute or general law as to merchantable quality description quality suitability or fitness of the Goods for any purpose or as to design assembly installation materials or workmanship or otherwise is expressly excluded.
14.8 The Supplier does not represent that it will provide and/or deliver any Goods unless it is included in the Quote.
15.1 The Supplier’s goods and services come with guarantees that cannot be excluded under the ACL.
15.2 Clauses 15.3 and 15.4 shall apply in respect of any Consumer Guarantee claims made by the Consumer where the Goods acquired by a Consumer at a price not exceeding $100,000 or the Goods are of a kind ordinarily acquired for personal, domestic or household use or consumption.
15.3 To the extent permitted by law, the Supplier’s liability for any non-compliance with a Consumer Guarantee or loss or damage arising out of or in connection with the supply of the Goods under these Terms and Conditions is limited to:
15.3.1 in the case of a major defect in the Goods where Goods are incapable of repair, the Customer is entitled to reject the Goods and choose a refund or a replacement, or ask for compensation for any drop in value of the Goods; or
15.3.2 in the case of a defect that is not a major defect, the Supplier may choose (at its sole discretion) to provide a refund, replace the Goods or repair the Goods.
15.4 To the extent permitted by law, some replacement parts may be subject to availability and may differ from those originally supplied. In this instance, replacement parts will be of a comparable nature, with functionality equivalent to the original part. Repaired or replaced Goods or parts carry only the unexpired portion of the original warranty period.
16.1 The Supplier warrants solely to the Customer that if any defect in any Service provided by the Supplier becomes apparent and is reported to the Supplier within three hundred and sixty five (365) days of the provision of the Services (time being of the essence) then the Supplier may (at the Supplier’s sole discretion) remedy the defective Service.
16.2 If any Services provided by the Supplier are repaired, altered or overhauled by the Customer or caused to be repaired, altered or overhauled by the Customer without the Supplier’s consent, the warranty shall cease and the Supplier shall thereafter in no circumstances be liable under the terms of the warranty.
16.3 In respect of all claims the Supplier shall not be liable to compensate the Customer for any delay in replacing the defective Goods or remedying the defective Services or in properly assessing the Customer’s claim the Supplier will use its best endeavours to assist the Customer with its claim.
16.4 For defective Services where the Customer has complied with the conditions of warranty, the Supplier’s liability is limited to replacing the defective Goods.
16.5 The warranty for Goods supplied shall be the current warranty provided by the manufacturer of the Goods. The Supplier shall not be bound by nor be responsible for any term, condition, representation or warranty other than that which is given by the manufacturer of the Goods. The Supplier will use its best endeavours to assist the Customer with any claim with respect of the Goods.
16.6 The Customer agrees to be responsible for all amounts owing to the Supplier in the event that any Goods are supplied on the basis that a manufacturer’s warranty is in place and it subsequently becomes known to the parties that the warranty is void or inapplicable.
16.7 Warranty for Goods shall only cover the cost of Goods. The Customer acknowledges that additional costs incurred such as labour and/or freight must be borne by the Customer.
16.8 If the Customer is in default of any payment to the Supplier after a written request has been made the warranty shall cease and the Supplier shall thereafter in no circumstances be liable under the terms of the warranty.
16.9 Each warranty made by the Supplier under these Terms and Conditions is made solely to the Customer in its own right. For the avoidance of doubt, to the furthest extent permitted by law, each warranty explicitly excludes any Supplier liability to any third party, including but not limited to:
16.9.1 any person to whom the Customer on-sells Goods;
16.9.2 any person for whom:
(a) the Customer installs (or has installed, as the case may be) Goods; or
(b) on behalf of the Customer, the Supplier performs Services; and
(c) any purchaser, occupant or licensee of a premises at which Goods are installed or located or at which the Supplier has rendered Services.
16.10 Nothing in these Terms and Conditions is intended to have the effect of contravening any applicable provisions of the Competition and Consumer Act 2010 or the Fair Trading Act in each of the States and Territories of Australia. For the avoidance of doubt, the Supplier acknowledges that certain provisions of the Competition and Consumer Act 2010 (Cth) (as amended) and other statutes from time to time in force cannot be excluded, restricted or modified or can only be restricted or modified to a limited extent. These Terms and Conditions must be read and construed subject to any such statutory provisions. If any such statutory provisions apply, then to the extent to which the owner is entitled to do so, its liability under those statutory provisions will be limited at its option to:
16.10.1 in respect of Goods:
(a) the replacement of the Goods or the supply of equivalent Goods; or
(b) the repair of the Goods; or
(c) the payment of the cost of replacing the Goods or of acquiring equivalent Goods; or
(d) the payment of the cost of having the Goods repaired; and
16.10.2 in respect of Services:
(a) the supply of the Services again; or
(b) the payment of the cost of having the Services supplied again.
The Supplier will not be held responsible for any failure to delay to perform an obligation under these Terms and Conditions for any reason beyond its control, such as a Force Majeure Event. If a party is affected by a Force Majeure Event, the party must inform the other party in writing of any anticipated delay or failure as soon as possible.
18.1 The Supplier may cancel any Order to which these Terms and Conditions apply or cancel delivery of Goods at any time before the Goods are delivered by giving written notice to the Customer. On giving such notice the Supplier shall repay to the Customer any sums paid in respect of the Price. The Supplier shall not be liable for any loss or damage or consequential loss or damage whatever arising from such cancellation.
18.2 Without prejudice to the Supplier’s other remedies at law the Supplier shall be entitled to cancel all or any part of any Order of the Customer which remains unfulfilled and all amounts owing to the Supplier shall, whether or not due for payment, become immediately payable to the Supplier in the event that:
18.2.1 any money payable to the Supplier becomes overdue; or
18.2.2 the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors or makes an assignment for the benefit of its creditors; or
18.2.3 a receiver, manager, liquidator (provisional or otherwise) or, similar person is appointed in respect of the Customer or any asset of the Customer.
18.3 Any Order cannot be cancelled by the Customer unless expressly agreed to by the Supplier in writing.
18.4 In the event that the Customer cancels delivery of Goods, the Customer shall be liable for any loss incurred by the Supplier (including but not limited to any loss of profits) up to the time of cancellation.
18.5 If the Customer places an Order with the Supplier and the Supplier places an Order with a third-party supplier to meet the Customer’s request, the Customer shall be liable for the Price of the Goods ordered if the Customer cancels the Order and the Goods have already been dispatched.
18.6 The Customer acknowledges that in the event of any breach of this Agreement/Order by the Supplier including Indirect Special or Consequential Loss, the remedies of the Customer shall be limited to damages which under no circumstances shall exceed the Price.
19.1 The Customer shall have no right of set-off in any suit, claim or proceeding brought by the Supplier against the Customer for default in payment.
19.2 Subject to the ACL, the Supplier will not accept the cancellation of an Order or return of Goods, unless the Supplier chooses to do so in its sole discretion.
19.3 If the Supplier does accept a cancellation of the Order prior to delivery, the Customer will forfeit any amounts paid to the Supplier up to the date of cancellation, and the Customer must pay to the Supplier any additional amount which in the Supplier’s reasonable view reflects the loss that the Supplier will suffer as a consequence of the cancellation (including but not limited to storage fees and any mark down). For any cancellation charges over and above that which has already been paid to the Supplier, the Customer must pay such amounts to the Supplier within 7 days after the Supplier’s request to pay.
19.4 The Customer acknowledges that the Supplier can produce this clause in bar of any proceeding for set-off.
The Customer is responsible to effect whatever insurance cover he requires at his own expense.
21.1 The Customer acknowledges that the Customer may forfeit any rights if any he may have against the Supplier if the Goods are applied for any other use to which the Goods are not intended for and/or not in accordance with any applicable instructions.
21.2 The Customer further acknowledges sole responsibility for any damage or injury to property or person caused by using the Goods in any way which the Customer may forfeit their rights against the Supplier.
21.3 The Customer acknowledges that it has not relied on any representation or warranty from the Supplier with respect to the merchantable quality description, quality suitability or fitness of the Goods.
This Agreement is deemed to be made under the laws of the State of Victoria and all disputes hereunder shall be determined by the appropriate courts of Victoria.
23.1 The Agreement together with any Collateral Contract constitute the whole agreement made between the Customer and the Supplier.
23.2 Subject to clause 2.10 of these Terms and Conditions, the Agreement can only be amended in writing signed by each of the parties.
23.3 All prior discussions and negotiations are merged within this document and all prior representations made by the Supplier or on its behalf that are in conflict with any clauses in these Terms and Condition in any way are expressly excluded.
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