TERMS AND CONDITIONS OF TRADING AGREEMENT
ALL OUR SALE OF GOODS CONTRACTS. ANY ORDER PLACED WITH US CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS. ANY ADDITIONAL OR DIFFERENT TERMS YOU STIPULATE OR STATE IN ANY COMMUNICATION WITH US (INCLUDING AN ORDER) ARE HEREBY OBJECTED TO AND WILL NOT BIND US UNLESS WE AGREE IN WRITING. NO SALESMAN, REPRESENTATIVE OR AGENT IS AUTHORISED BY US TO GIVE ANY GUARANTEE, WARRANTY OR REPRESENTATION IN ADDITION TO, OR CONTRARY TO THESE CONDITIONS. IN ANY EVENT, RECEIPT OF GOODS BY YOU (OR ANOTHER AS YOU DIRECT) UPON DELIVERY CONSTITUTES YOUR AGREEMENT TO BE BOUND BY THESE TERMS.
1.1 The prices quoted in our price lists and advertising literature are for
guidance only. Unless otherwise agreed in writing, the contract price of the
Goods will be as stated in our price list(s) current on the day of delivery of
the Goods. Prices do not include any delivery or administrative surcharges.
1.2 Boost Signs shall be entitled to adjust any price quoted from time to
time and the Customer agrees to pay any such adjusted price to take
account or variations in the cost to Boost Signs of carrying out the whole or
any part of the contract arising from any of the following:
(a) delays in delivery or installation of the Goods or any of them as a
result of instructions or lack of instructions from the Customer, the
Customer’s failure or inability to fulfil the obligations under the
Contract or any action or inaction by the Customer or other
circumstances beyond Boost Signs control;
b) variation in the cost of Boost Signs acquiring the
Goods, directly or indirectly, on account of changes in rates of
freight and transport costs, insurance, customs, duties taxes,
existing tariff classifications or any variation in currency exchange rates;
(c) variations in the costs of rates of all statutory, government or local
government or governmental authority charges and obligations; or
(d) any correction of errors or omissions on the part of OfficeMax
Australia Ltd or any of its representatives.
1.3 Boost Signs has the right to impose administrative fees for
orders under certain dollar values.
2. GOODS AND SERVICES TAX
2.1 All goods are sold subject to goods & services tax (GST) unless the
goods are classified as GST exempt.
3. PAYMENT
3.1 The Purchase Price shall be paid to Boost Signs at its address
and at the time or times stipulated.
3.2 We reserve the right to suspend the delivery of further goods if the
terms of payment are not strictly adhered to by you.
3.3 Any expenses, costs or disbursements incurred by us in recovering
any outstanding monies including debt collection agency fees or solicitor’s
costs shall be paid by the Customer. Providing that those fees do not
exceed the scale charges by that debt collection agency/solicitor.
4. DELIVERY & INSTALLATION
4.1 We shall deliver or install the Goods to the address stated in the Order
or as agreed by us in writing. Boost Signs reserves the right to
charge for delivery or installation of the goods at any time, notwithstanding
that it may not have previously done so.
4.2 We shall deliver the Goods by such carrier and such form of transport
we consider to be appropriate. Where you specify the carrier and the
means of carriage, we shall deliver the Goods in the way specified, the cost
of such carriage, being an additional charge to the invoiced price of the
Goods.
4.3 We will not be responsible for any part delivery or delay in delivery of
the Goods as a result of events occurring beyond our control. We shall not
be in any way responsible for any consequences (direct or indirect) arising
from such delay or non-delivery.
4.4 We shall be entitled to charge for and recover from you on all demand
costs or loss occasioned by:
(a) failure by you to collect or take delivery of the Goods (as the case
maybe) as and when agreed to;
(b) delay or interruption in the installation of goods caused or contributed
to by any act or omission on your behalf. Any such costs or loss shall
include (but not be limited to) the cost of storage,labour, transportation
and administration costs at our prevailing commercial rates.
5. RETURN OF GOODS
5.1 We will not accept the return of goods for credit or any other purpose
unless we agree by means of a Boost Signs Credit Request
Authority form to accept the return of the goods. Return of Goods will
only be accepted for credit within 14 days of delivery, unless due to our
error. Return freight will be at our cost only when error on our part.
5.2 No returned Goods shall be accepted by us (even if we agree to do so)
if they have been tampered with by you or any other person and are not as
new, if they are Goods expressly sold on a non-return basis, or if they are
not accompanied by the credit Request form referred to in Condition 5.1
Where goods are returned to us above, they shall be returned to you at
Goods returned other than in accordance with Conditions 5.1 and 5.2
shall not constitute nor be deemed to constitute our acceptance of the
return of the Goods for credit or any other purpose.
6. TITLE AND RISK
6.1 Risk in the goods shall pass to you at the time when our obligations
under the contract are deemed under Condition 4 to be completed.
6.2 Irrespective of the time when risk in the goods shall pass, passing of
property and title in the Goods shall be determined as follows:
(a) The customer hereby acknowledges that the property and title in the
Goods shall remain with Boost Signs until the customer
has made payment in full of the Purchase Price and any other
monies owing hereunder.
(b) Pending payment in full of the Purchase Price and any other monies
owing hereunder:
(i) in the case of the Goods being of the kind classified by us
as ‘on site signage’, ‘vehicle graphics’ or display hardware,
the relationship between Boost Signs and the
Customer shall be fiduciary, and the Customer shall hold the
Goods as bailee for and on behalf of Boost Signs.
(ii) the customer shall in all cases retain the Goods upon its
premise (within the State of Australia that supply is made) in a
manner such that they are readily identifiable as our property,
and
(iii) the Customer shall not in any way deal with, part with
possession or dispose or attempt to deal with, part with
possession or dispose of the Goods.
(c) In the event that the Customer defaults in payment of the purchase
Price or any other monies owing hereunder or upon the occurrence
of any of the events specified in Condition 7, Boost Signs
and its employees or agents shall have the right to enter upon the
Customer’s premises or any other premises where the Goods are
known to be stored to repossess the goods, and for this purpose
the Customer shall grant all reasonable access rights and OfficeMax
Australia Ltd shall be entitled to do all things required to secure
possession. Upon repossession of any of the goods OfficeMax
Australia Ltd shall thereafter be entitled, in its discretion, to resell the
Goods to any third party in which case the Customer shall not have
any action whatsoever against Boost Signs for the
breach of contract or otherwise.
(d) If the Customer sells or otherwise disposes of the Goods to a third
party prior to making payment of the Purchase Price or any other
monies owing hereunder, Boost Signs shall be entitled to
so much of the proceeds of such sale equivalent to the amount of
monies owing to Boost Signs by the Customer.
6.3 In addition to pay other monies payable by the customer to OfficeMax
Australia Ltd under this agreement, we shall be entitled to charge for
and recover from the Customer on demand all costs, loss or damage
incurred by us in exercising any of its rights under Condition 6.2 above,
including, but not limited to, the cost of storage, transportation and
administration costs at our prevailing commercial rates.
7. CUSTOMER’S LIABILITY AND DEFAULT
If the Customer shall:
7.1 fail to make any payment due under the contract or commit any other
breach of any of the Customer’s obligations under the contract; or
7.2 suffer execution under any judgement; or
7.3 commit an act of bankruptcy; or
7.4 make any composition or arrangement with any creditor; or
7.5 being a company, pass a resolution for winding up or have a receiver
appointed over any of its property or have a winding up petition
presented against it. Boost Signs (in addition to any other
remedies hereby or statute conferred) may treat the contract as
terminated and any part of the Purchase Price then unpaid, together
with any other monies owing here under, whether or not due under the
terms of the contract shall forthwith become due and payable. Any
such termination shall be without prejudice to any claim or right we
may otherwise possess.
8. GOVERNING LAW
The contract shall be governed by the law of the State of South Australia
and the Commonwealth of Australia.
9. Boost Signs reserves the right to change these Terms and
Conditions at any time.