1. Contract of Sale of Products
1.1 These Terms and Conditions supersede all previous Terms and Conditions imposed by the Seller and may only be varied if authorized in writing by the Seller. Each order will constitute an offer by the Customer to acquire Products from the Seller upon and subject to the Terms and Conditions and to the exclusion of all other Terms and Conditions and notwithstanding any qualifications of the Terms and Conditions (including any terms and Conditions) contained in any purchase order or other document of the Customer) unless expressly agreed by the Seller in writing.
1.2 A contract will be made between the Seller and the Customer for the sale and purchase of products only if an order has been made and the Order has been accepted by the Seller. Acceptance may be oral, in writing or by delivery of all or part of the Products ordered.
2. Risk and Delivery
2.1 Risk of Loss of Product will pass to the Customer on delivery of Products to the Customer.
2.2 The Seller will use its reasonable endeavours to deliver products in accordance with the terms of an Order but will not be liable for any failure to deliver Products in accordance with ant particular requirements of Customers. Failure to deliver part or all of the Products is subject of an Order at any agreed delivery time will not entitle the customer to terminate the Contract or to claim compensation of any nature. The Customer is not entitled to reject products on the basis of late delivery.
3. Inspection and Acceptance of Products
3.1 The Customer must inspect Products supplied within 7 days of receipt of Products by the Customer. If no such inspection is made by the Customer, the Customer will be deemed to have accepted the Products.
3.2 The Customer will have no claim for shortages or defects in respect of any Products apparent on inspection unless:
3.3 If a complaint is not made to the seller in accordance with this clause the products delivered will be deemed to be in accordance with the relevant order and the Customer will be bound to pay for them.
3.4 The Seller will only, at its option, accept the return of, give a credit for Products where:
4. Prices and Payment
4.1 Prices for Products are set in accordance with the Seller's price list which is subject to change from time to time and the price payable for Products is the price quoted as at the date of placement of an Order. Where the Customer has been granted credit facilities by the Seller, the price of Products is due and payable in accordance with the Terms and Condition of the credit facilities. If credit facilities have not been granted to the Customer, the price of products must be paid on delivery.
5. Liability of the Seller
5.1 Except only for such rights and remedies which the Customer has in respect of the supply of Products under the trade Practices Act and other applicable laws and which cannot be lawfully excluded, restricted or modified, the Customer agrees that:
5.2 Where the Seller is permitted under the trade Practices Act other applicable laws to limit its liability for the breach of a conditions or warranty that is implied by the Trade Practices Act or any other applicable laws the Seller's liability is limited to any one of the following as determined by the Seller:
5.3 The Customer acknowledges that it has not relied upon any representation made by the Seller which has not been stated expressly in these terms and Conditions or contained in any installation and operations instructions provided with a Product.
5.4 The Customer indemnifies the Seller against all Loss incurred by the Seller in connection with any of the following: