In this document:
Goods means our drawer systems, false floors or any other goods supplied by us to you.
Quote means any quote we issue.
Terms means the terms and conditions contained in this document, as amended by us from time to time.
We, us or our means Bird Boxes Australia (ABN 19 080 656 800).
Quotes for the supply of our goods issued by us to you are subject to these Terms.
Unless otherwise stated, any Quote will remain open for acceptance for the time stated on the Quote and where no time is stated, for 30 days, unless withdrawn by us earlier in writing to you.
A Quote may be accepted by either of the following:
- signing and returning the Quote and paying the specified deposit;
- by communicating your acceptance of the Quote over the phone and paying the specified deposit; or
- by email and paying the specified deposit; or
- ordering direct on our website.
If you accept a Quote, you are also accepting all these Terms without amendment.
We may, in our absolute discretion, accept a purchase order from you in respect of the supply of Goods. These Terms apply to any such purchase order accepted to the exclusion of any terms stated on the purchase order.
We reserve the right to refuse any order placed by acceptance of a Quote within 7 days of receipt of the acceptance, including, but not limited to, circumstances where we do not have the Goods you ordered in stock.
If we refuse any order placed by you after your acceptance of a Quote and you have pre-paid for the Goods at the time you accepted the Quote, we will offer you alternative Goods (which you may refuse at your absolute discretion) or we will cancel all or part of your order and refund the amount paid. If you are entitled to a refund pursuant to this clause, we will endeavour to credit your bank account as soon as reasonably practicable but, in any event, no later than 30 days from the date of cancellation of your order.
If you are an individual, by signing and returning a Quote, or by communicating your acceptance of a Quote by any means (including in writing, by telephone, by email, on our website or by your conduct) or by issuing a purchase order, you warrant that you are authorised to accept these Terms on behalf of the relevant entity. If you communicate your acceptance of a Quote by any means (including in writing, by telephone, by email, on our website or by your conduct) or issue a purchase order as a director or trustee of a customer then in addition to that entity you agree to be personally liable to guarantee performance of this Agreement and the obligations of the contracting entity as if you are the contracting entity.
All drawings, specifications, descriptive matter or advertising issued by us and any descriptions, illustrations or particulars of goods such as colours, weights, dimensions, performance or other attributes provided by us are approximates only and do not form part of any contract between us. Any deviation or error in these matters do not void any contract between us or give rise to any claim in relation to those matters.
You must ensure that all information provided to us is true, accurate and not misleading.
You must act reasonably and take reasonable care to protect your own interests, including ensuring the quote suits your requirements, managing all risks associated with the operation of the Goods, properly reading and following any instructions, following any reasonable direction we may give and appropriately directing your own employees and agents in relation to these things as required.
DELIVERY AND STORAGE
If we arrange delivery of the Goods on behalf of you and you pay us a freight charge for delivering the Goods to you, the Goods will be delivered by post or carrier to your nominated address. We will notify you once the Goods have been dispatched. You must have someone on site to accept delivery of the Goods and unload the Goods if required.
Any dates specified by us for delivery of the Goods are approximate only. If no dates are so specified, delivery will be within a reasonable time. We may deliver the Goods in batches or in instalments.
You have no right of action for damages or otherwise against us and release us from any claim for loss or damage occurring by reason of any failure or delay in delivery.
If you fail to take delivery of any of goods or to provide any instructions to enable the Goods to be delivered, without prejudice to any other rights, we may store or arrange for the storage of the Goods pending delivery but as it relates to the timing of payment for the goods under these Terms, delivery shall be deemed to have taken place at the date we store or arrange storage of the Goods.
Any costs or expenses incurred in relation to storage, including related insurance, of Goods pending delivery are payable by you.
GOODS AND SERVICES TAX (GST)
Unless otherwise stated, all amounts and prices provided in a Quote or otherwise are inclusive of GST.
Amounts and prices stated on any Quote are those at the date of the Quote. If you require any changes to the Quote which affect the cost or rates for insurance, freight, or shipping expenses, costs of materials or any other amounts used to calculate the price or amounts stated on the Quote, or if those inputs increase in cost before acceptance or during the currency of our contract, any increase in those amounts are on your account and will increase the price accordingly. We will notify you of any price increase and seek your acceptance of any price increase before continuing with your order and dispatching any Goods.
All prices of our Goods are quoted in Australian dollars.
Payment for all online orders through our Website must be made at the time of placing an order.
For all other orders (excluding orders made on our Website), payment of a non refundable $500 deposit must be made at the time of acceptance of the order (or at our discretion), or if the order is under $500 full payment is required to be made. Unless otherwise stated in a Quote, any accounts must be paid in full prior to despatch or at completion of installation at our Adelaide Workshop.
If an account remains outstanding for more than 30 days, (unless prior approval has been given to you by us in writing) you authorise us to provide your particulars and the particulars of the unpaid debt to any credit reporting agency to have the default in payment listed.
All costs and disbursements incurred by us in recovering payment of any overdue account or in enforcing our rights under these Terms including, without limitation, legal costs on a solicitor and client basis are payable by you.
We may retain any Goods held on your behalf pending payment of any outstanding account.
If an order remains uncollected and unpaid for more than 30 days (unless prior approval has been given to you by us in writing) we will advise in writing to you that your order has been cancelled.
RETENTION OF TITLE
We reserve the following rights in relation to all Goods provided by us until all amounts owing by you to us in respect of those Goods are paid in full:
ownership of the Goods, and
to keep or resell any of the Goods so repossessed.
In respect of the resale of the Goods pursuant to this clause, we will apply the net proceeds of sale towards the payment of the unpaid invoice with respect to those Goods.
We are not under any obligation to accept the return of any Goods, however we may do so only on terms satisfactory to us. If we do agree to you returning all or part of your order the cost of shipping/posting will be at your expense.
We may terminate any order at any time without cause and in our absolute discretion. You will be notified in writing if this occurs.
You may only terminate any order with our consent and on terms which indemnify us from all costs and losses in respect of the order sought to be cancelled and pay such amounts within 14 days of the cancellation. Any termination of an order is required to be in writing by you.
Subject to these Terms, on termination, the part of the price paid (if paid in advance) will be refunded to you within 14 days of the cancellation of the relevant order, less the non refundable deposit and any costs and losses associated with that order.
RELEASE AND INDEMNITY
You hereby release and indemnify us and agree to forever keep us indemnified from any and all cost, damage, liability, expense or loss, including indirect, consequential and special losses, that we may incur in relation to you or any third party, where the cost, damage, liability, expense or loss is caused by or contributed to by the Goods, any defect of fault in workmanship or design or their use or for any other reason whatsoever. This indemnity applies to all Goods we have supplied.
RISK AND INSURANCE
If you engage or pay a third party to deliver the Goods to you, risk of damage to or loss of the Goods the subject of an order passes to you immediately upon dispatch from us, that is, whilst on transit for delivery to you or where we are storing the goods for you pursuant to clause 5 at the date we store or arrange storage of the goods for you.
If you pay us a freight charge for us to arrange for your Goods to be delivered to you, risk of damage to or loss of the Goods the subject of an order passes to you immediately upon dispatch from us, that is, whilst on transit for delivery to you or where we are storing the goods for you pursuant to clause 5 at the date we store or arrange storage of the goods for you.
Any property of yours (being property other than the Goods we are providing as part of an order) in our possession, custody or control for whatever purpose remain at your risk as regards loss and damage and you agree to effect appropriate insurances against such loss and damage.
At our discretion, we may provide a manufacturer’s warranty on certain terms in relation to our Goods.
CONTRACTUAL LIMITIATION OF LIABILITY
To the extent permitted by law, and notwithstanding Clause 13 entitled “Release and Indemnity”, our liability to you in respect of any cost, damage, liability, expense or loss (including those caused or contributed to by our negligence or breach of any condition or warranty) is limited to, at our absolute discretion:
- replacement of the Goods or the supply of equivalent Goods;
- repair of the Goods supplied;
- repay the purchase price to the extent payment has been received from you; or
- payment of the cost of replacing, repairing or acquiring equivalent Goods.
In this clause, “intellectual property” means all methodologies, processes, inventions, discoveries, works and novel designs whether or not registrable including any invention of or developments or improvements to equipment, methods or techniques, and any content on our Website.
All rights we may hold in any intellectual property associated with Goods sold or delivered or content on our Website remains our property, whether under licence from another or otherwise.
Each of us will be released from our respective obligations under these Terms and any accepted Quotes (except as to payment and indemnity) in the event of national emergency, war, prohibitive governmental regulations or where any other cause beyond the reasonable control of either you or us, including strike, riot, lockout or trade disputes for a period of 7 days or more renders provision of the goods the subject of an accepted Quote or order impossible.