Terms & Conditions

Stealth Welding Industries Standard Terms & Conditions

Definitions
a) “Terms & Conditions” means the terms and conditions/terms of
trade set out in this document.
b) “Supplier” means Stealth Welding Industries (CKV Group Pty Ltd)
ABN: 50 630 389 418.
c) “Customer” means the customer specified in an application for
credit, or if no application or credit terms has been given, the
person placing the Order, or on whose behalf the Order is placed,
with Stealth Welding Industries.
d) “Quote” means any quotation, estimate or pricing given by Stealth
Welding Industries.
e) “Amount Payable” means all amounts payable by the Customer to
Stealth Welding Industries at any given time in connection with
the Goods or the Contract (including, but not limited to, any
invoiced amount, interest, fees, costs or expenses).
f) “Default” is defined in clause 5.
g) “Contract” means the Terms and Conditions entered into by the
Customer with Stealth Welding Industries for any type of order.
h) “Goods” means any goods, products, services or materials
supplied or to be supplied by Stealth Welding Industries.
i) “Order” is an order or offer to purchase, which is defined in clause
1.b)
j) “PPSA” means the Personal Property Securities Act 2009 (Cth)
k) “Accession” means any Goods which are installed in or affixed to
other goods.
l) “C.O.D” means Cash On Delivery.
m) Words indicating the singular include the plural and vice versa.
1) Quotations/Estimates & Orders
a) Quotations/Estimates:
i) A quotation or pricing given by Stealth Welding Industries
shall remain valid for 30 days from the date of submission to
the Customer.
ii) No contractual relationship will arise prior to the Customers
order being accepted by Stealth Welding Industries.
iii) All prices quoted exclude GST unless otherwise stated.
b) Orders:
i) an Order or an offer to purchase can be made in writing or
verbally.
ii) an Order will be accepted when the Customer submits a 50%
deposit of the quoted price or when a purchase order is
received. Stealth Welding Industries will state on the Quote
which option the Customer must provide.
iii) the Terms and Conditions apply to every Order and Invoice.
iv) acceptance of a Quote and/or Goods by the Customer is
conclusive evidence that the Terms and Conditions apply and
are binding on the Customer.
2) Delivery
a) Stealth Welding Industries will make all reasonable efforts to have
the Goods delivered to the Customer as agreed between both
parties (or if there is no specific agreement, then at the Suppliers
reasonable discretion).
b) Where a third party has been used for freight/delivery, Stealth
Welding Industries shall not be liable for:
i) any failure to deliver or delay in delivery for any reason;
ii) any damage or loss due to unloading or packaging;
c) Stealth Welding Industries shall not be liable for, except to the
extent that such damage was caused by the negligent act or
omission of Stealth Welding Industries, damage to property
caused upon to deliver the Goods.
d) Except as required by law, the Supplier will be under no obligation
to accept Goods returned for any reason.
3) Title & Related Matters
a) The legal and equitable title to the Goods will only be transferred
from the Supplier to the Customer when the Amount Payable has
been reduced to zero, that is payment has been received in full.
b) Until the Amount Payable has been reduced to zero, the
Customer holds the Goods as bailee for the Supplier and a
fiduciary relationship exists between the Customer and the
Supplier.
c) The Customer may only install or affix the Goods to other goods
(so that they become an Accession to those other goods) in the
ordinary course of its normal business.
d) If the Customer is in Default, in addition to Stealth Welding
Industries’ other rights under the Terms and Conditions, the
PPSA or any other applicable law, the Supplier may:
i) take possession of the Goods wherever they are located;
ii) remove any Goods which have become an Accession; and/or
iii) enter upon the Customer’s premises for that purpose; and/or
iv) appoint any person to be a receiver of all or any of the
Goods, Accessions or other assets the subject of the security
interests created by this document.
e) Despite clause 3.a), the Customer may sell the Goods or any
Accession to a third party in the normal course of the Customer’s
business, provided that the Customer holds the proceeds of sale
on trust for Stealth Welding Industries to the extent of the Amount
Payable. The Customer must keep those proceeds separate on
trust for the Supplier and not mix those proceeds with any other
monies.
4) Payment
a) All Orders require a 50% deposit to confirm acceptance of the
Quote (unless otherwise specified in writing by Stealth Welding
Industries at the time of quotation) and all balances are strictly
payable on completion (prior to dispatch/collection/installation).
b) In certain cases, orders over $20,000 may require 50% deposit,
25% progress payment and 25% on completion.
c) Clause 4.a) does not relate to Customers who have successfully
been granted credit terms by Stealth Welding Industries at its own
discretion.
d) Stealth Welding Industries may offer, at its own discretion, the
following credit terms to some customers:
i) 7 Day Account – Amount Payable due within 7 days from
date of invoice;
ii) 14 Day Account – Amount Payable due within 14 days from
date of invoice;
iii) 30 Day Account – Amount Payable due by last business day
of the month following the date of the invoice.
e) For as long as Stealth Welding Industries has agreed to provide
credit to the Customer under the Terms & Conditions and has not
exercised its powers to withdraw, refuse or suspend credit under
clause 5.b) or 6.c) or otherwise, payment for the Goods must be
made in full (without any set off) and received by the due dates as
per clause 4.c), unless otherwise specified by Stealth Welding
Industries on any statement of account or invoice or unless the
Contract specifies otherwise.
f) Payment is only received by Stealth Welding Industries when it
receives cash or when the proceeds of other methods of payment
are credited and cleared to Stealth Welding Industries’ bank
account.
g) Stealth Welding Industries may set off any amount due and
payable by Stealth Welding Industries to the Customer against
any amount due and payable by the Customer to Stealth Welding
Industries.
5) Default
a) A Customer will be in Default if:
i) Payment for the Goods has not been received by Stealth
Welding Industries in full by the due date for payment;
ii) Being a body corporate it becomes an externally administered
body corporate or has an application for
winding up filed against it;
iii) In the case of the Customer being an individual, it commits
an act of bankruptcy or becomes an insolvent under
administration;
b) If the Customer is in Default;
i) The Supplier may refuse to supply and Goods to the
Customer on credit or at all; and /or
ii) The Supplier may claim the return of any Goods in the
Customer’s possession where title has not passed to the
Customer or exercise any other right or remedy available to it
under the Contract, the PPSA or any other applicable law,
including to enforce the security interests created by the
Contract; and/or
iii) The Supplier may, by notice to the Customer, declare all
monies owing by the Customer to Stealth Welding Industries,
on any account immediately due and payable (including the
Amount Payable).
c) Costs incurred by the Supplier to recover any Amounts Payable
owed by the Customer, may be invoiced to the Customer.
d) Default interest may be charged or invoiced to the Customer by
Stealth Welding Industries on any overdue amount at a rate
equivalent to 2.5% p.a, compounding monthly. Such interest will
be payable on demand by Stealth Welding Industries and for so
long as if remains unpaid.
e) The customer notes that any job left more than 14 days after
notification of completion will attract a storage charge of $400.00
per m2 of space taken up. This charge will last for only a period
of 30 days, after the due date upon the expiration of the 30-days,
the goods will be destroyed or sold.
6) Credit
a) Any agreement by Stealth Welding Industries to grant the
Customer credit upon the Terms and Conditions has been or will
be made on the basis of a credit application and such other
documents and information as may be required by Stealth
Welding Industries.
b) Until Stealth Welding Industries grants the Customer credit by
notice in writing, or if having granted credit, Stealth Welding
Industries exercises its powers to withdraw, refuse or suspend
credit under clause 5.b) or 6.c) otherwise under the Terms and
Conditions, Stealth Welding Industries will only supply Goods to
the Customer on the basis of cash in advanced.
c) The granting of credit does not oblige Stealth Welding Industries
to extend any particular amount of credit to the Customer and the
Supplier may withdraw, refuse, suspend or limit credit to the
Customer at any time, in its absolute discretion, without notice or
providing any reason.
d) The Customer must notify the Supplier in writing if there is any
change in the shareholding or ownership of the Customer or any
material change in the Customer’s financial position.
7) Intellectual Property
a) The Customer warrants to Stealth Welding Industries that all
documents provided by the Customer are accurate and that the
Supplier is entitled to use all such documents for the purposes of
the Contract and that such use does not infringe any third party’s
intellectual property rights.
b) The Customer indemnifies the Supplier against all claims and all
losses and damages incurred by the Supplier as a result of
documents provided by the Customer to the Supplier or the
purposes of or in the course of the supply of the Goods breaching
a third party’s intellectual property rights.
c) If the Customer receives any confidential information from the
Supplier, the Customer may not use or disclose such information
unless it receives the prior written consent of the Supplier, such
information enters the public domain (other than as a result of a
breach of the clause) or the use or disclosure is require by law.
8) Force Majeure
a) Stealth Welding Industries is not liable for failure to perform its
obligations under the Contract to the extent and for so long as its
performance is prevented or delayed without substantial fault or
negligence by Stealth Welding Industries because of
circumstances outside of Stealth Welding Industries’ control,
failure of Stealth Welding Industries’ machinery, or failure of a
supplier to Stealth Welding Industries, provided that Stealth
Welding Industries gives notice to the Customer of the delay and
uses reasonable efforts to remedy the cause of the delay quickly.
9) Variation and Notices
a) Stealth Welding Industries may at any time vary the Terms and
Conditions applicable to future Orders and may notify the
Customer of these changes or provide any other notice under or
in connection with the Terms and Conditions by email, facsimile,
post or, in the case of a variation of the Terms and Conditions, by
publishing the revised Terms and Conditions or notice on its
website. If Stealth Welding Industries publishes the revised
Terms and Conditions on its website, it may (but is not obliged to)
notify the Customer that it has done so on any invoice or quote.
b) Notices given by Stealth Welding Industries will be deemed to be
received:
i) If given by email, on being sent, provided the notice is sent to
the email address of an officer or employee of the Customer
responsible for placing or administering orders for Goods and
no “out of office” or other automated reply is received
indicating that the message has not been or will not be
received or read by the intended recipient;
ii) If given by facsimile transmission to a facsimile number
shown in the application for credit (or any other number
provided by the Customer) by production by Stealth Welding
Industries of a copy of the facsimile transmission bearing the
time and date of dispatch, on that date and at the time; and
iii) If given by post, on the third day after posting.
c) The Customer agrees to regularly check Stealth Welding
Industries’ website for any notices of changes to the Terms and
Conditions and to accept any notices.
10) Applicable Law
a) The Contract is governed by, and the Customer submits to the
law of the Sate of Queensland (or any other State or Territory
nominated by Stealth Welding Industries).
b) The courts of that State or Territory have non-exclusive
jurisdiction in connection with the Contract.
11) Acceptance of the Terms and Conditions
a) These Terms and Conditions will be deemed to be received if:
i) If given by email, on being sent, provided they are sent to the
email address of an officer or employee of the Customer
responsible for placing or administering orders for Goods and
no “out of office” or other automated reply is received
indicating that the message has not been or will not be
received or read by the intended recipient;
ii) If given by facsimile transmission to a facsimile number
shown in the application for credit (or any other number
provided by the Customer) by production by Stealth Welding
Industries of a copy of the facsimile transmission bearing the
time and date of dispatch, on that date and at the time; and
iii) If given by post, on the third day after posting.