airdiffusion.com.au

TERMS AND CONDITIONS OF SALE 10.3. The Supplier warrants that if any defect in any Service provided by the Supplier becomes apparent and is reported to the Supplier preferably within (14) days of the provision of the Services then the Supplier will (at the Supplier’s sole discretion) remedy the defective Service. 10.4. To the extent permitted by law, the Supplier’s liability in respect of defective services will be limited to: 10.4.1. The re-supply of the Service; or 10.4.2. The payment of the cost of having the Services supplied again; or 10.4.3. The refund of the Price paid by the Customer in respect of the Service. 10.5. In respect of all claims the Supplier shall not be liable to compensate the Customer for any reasonable delay in remedying the defective Services or in assessing the Customer’s claim. The Customer warrants that it will use its best endeavors to assist the Supplier with identifying the nature of the defective Service claim. Warranty for Goods 10.6. 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. 10.7. The Customer continues 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. 10.8. For Goods manufactured by the Supplier, the Supplier warrants: Our goods come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the Goods repaired or replace if the Goods fail to be of acceptable quality and the failure does not amount to a major failure. 10.9. If the Goods and Services are not of a kind ordinarily acquired for personal, domestic or household use or consumption, the Supplier’s liability for a consumer guarantee under the Australian Consumer Law in relation to those Goods and Services is limited to, at the discretion of the Supplier: 10.9.1. The resupply of the Goods and Services; 10.9.2. The payment of the cost of providing the Goods and Services again. Claims made under Warranty 10.10. Subject to clause 12.2 of this Agreement claims for warranty should be made in one of the following ways: 10.10.1. The Customer must send the claim in writing together with proof of purchase to the Supplier’s business address stated in clause 2.1 of this Agreement; 10.10.2. The Customer must email the claim together with the proof of purchase to the Supplier on warranty@airdiffusion.com.au 10.10.3. The Customer must contact the Supplier on the Supplier’s business number 08 8307 2352. 10.11. Goods where a claim is made are to be returned to the Supplier or are to be left in the state and conditions in which they were delivered until such time as the Supplier or its Agent has inspected the Goods. Such inspection is to be carried out within a reasonable time after notification. 11. RETENTION OF TITLE 11.1. While the risk in Goods shall pass on delivery and/or supply (including all risks associated with unloading), legal and equitable title in the Goods shall remain with the Supplier until full payment of all Goods supplied by the Supplier to the Customer is made. Pending such payment the Customer: 11.1.1. Shall hold the Goods as Bailee for the Supplier and shall return the Goods to the Supplier if so requested. 11.1.2. Agrees to hold the Goods at the Customer’s own risk and is liable to compensate the Supplier for all loss or damage sustained to the Goods whilst they are in the Customer’s possession. 11.1.3. The Customer should store the Goods separately and in such a manner that it is clearly identified as the property of the Supplier and keep the Goods insured to full replacement value. 11.1.4. The Customer must not allow any person to have or acquire security interest in the Goods whilst the Goods are in the Customer’s possession. 11.1.5. The Customer may sell and/or use the Goods in the ordinary course of business. 11.1.6. If the Goods are resold before all monies are paid to the Supplier, the Customer shall hold the proceeds of sale in a separate identifiable account on trust for the Supplier and promptly account the Supplier for those proceeds in payment of the Price for the Goods. 11.2. The Supplier is authorised to enter the Premises or the premises where the Customer stores the Goods without liability for trespass or any resulting damage in retaking possession of the Goods until the accounts owed to the Supplier by the Customer are fully paid. 11.3. Notwithstanding the provisions above, the Supplier shall be entitled to issue legal proceedings to recover the Price of the Goods. 12. PERSONAL PROPERTY SECURITIES ACT 2009 (CTH) (“PPSA”) 12.1. The Customer acknowledges that these Terms and Conditions will constitute a Security Agreement which creates a security interest in favour of the Supplier over all present and after acquired Goods and/or Services supplied by the Supplier to the Customer to secure the payment of the Price or any other amount owing under this agreement from time to time including future advances. 12.2. The Customer acknowledges that by accepting these Terms and Conditions and by virtue of the retention of title clause as provided for in Clause 13, the security interest is a purchase money security interest (“PMSI”) as defined under Section 14 of the PPSA for all present, after acquired Goods and/or Services including any Commingled Goods. 12.3. The security interest will continue to apply as an interest in the Collateral for the purposes of PPSA with priority over registered or unregistered security interest. 12.4. The Supplier may register the security interest as PMSI on the Personal Property Securities Register (“PPSR”) under the PPSA without providing further notice to the Customer. 12.5. The Customer agrees the Supplier is not required to disclose information pertaining to the Supplier’s security interest to an interest party unless required to do pursuant to PPSA or under the general law. 12.6. The Customer agrees and undertakes: 12.6.1. To sign any documents and/or provide further information reasonably required by the Supplier to register Financing Statement or Financing Change Statement on the PPSR; 12.6.2. To indemnify the Supplier for all expenses and/or costs incurred by the Supplier in registering a Financing Statement or Financing Change Statement on PPSR including the costs of amending, maintaining, releasing and enforcing any security interests in the Goods; 12.6.3. Not to register and/or make a demand to alter a Financing Statement in the Collateral without prior written consent of the Supplier; 12.6.4. To provide the Supplier with 7 days written notice of any change or proposed change to the Customer’s business name, address, contact details or other changes in the Customer’s details registered on the PPSR; 12.6.5. To waive any rights of enforcement under Section 115 of the PPSA for Collateral not used predominantly for personal, domestic or household purposes; 12.6.6. To waive any rights to receive Verification Statement in respect of any Financial Statement or Financing Charge Statement under Section 157 of the PPSA. 13. RETURN OF GOODS 13.1. Goods may be returned for credit if they are: 13.1.1. Wrongly supplied or oversupplied or which are defective, faulty or not in accordance with Order or Quote. 13.1.2. These goods must be returned within fourteen (14) days from the date of delivery of the Goods and must be in their original condition. 13.1.3. Items manufactured to specific requirements are not returnable under any circumstances. 14. TERMINATION AND CANCELLATION Cancellation by Supplier 14.1. The Supplier may cancel any Order to which these Terms and Conditions apply or cancel delivery of Goods at any time before payment is made by the Customer by giving written notice to the Customer. The Supplier shall not be liable for any loss or damage or consequential loss or damage whatever arising from such cancellation. 14.2. 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 in the event that: 14.2.1. Any money payable to the Supplier becomes overdue; or 14.2.2. 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 14.2.3. A receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer. Cancellation by Customer 14.3. Any Order cannot be cancelled by the Customer unless expressly agreed to by the Supplier in writing. 14.4. 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. 14.5. 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. 14.6. The Supplier acknowledges that in the event the Supplier contravenes any of the terms of this Agreement, then clauses 15.3, 15.4 and 15.5 will not apply. 15. SET-OFF 15.1 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. 15.2 The Customer acknowledges that the Supplier can produce this clause in bar of any proceeding for set-off. 16. INSURANCE 16.1 The Supplier is not liable to provide any insurance cover in relation to the provision of the Goods and Services. The Customer is responsible to effect whatever insurance cover he requires at his own expense. 17. AGREED USE 17.1. The Customer acknowledges that the Customer may forfeit any rights if any, he may have against the Supplier if: 17.1.1. The Goods are applied for any other use to which the Goods are not intended for and/or not in accordance with any applicable manual; 17.1.2. Any alteration to the Goods is carried out other than in accordance with intended alterations and/or the Goods are not repaired by an authorised repairer. 17.2. The Customer further acknowledges sole responsibility for any damage or injury to property or person caused by using the Goods in any way and shall indemnify in full the Supplier, its servant and its agents in relation to all such claims. 18. JURISDICTION 18.1. This Agreement is deemed to be made in the State of South Australia and all disputes hereunder shall be determined by the appropriate courts of South Australia. 19. PRIVACY ACT 1988 19.1. The Customer and/or the Guarantor/s agrees; 19.1.1. For the Supplier to obtain from a credit reporting agency a credit report containing personal credit information about the Customer and Guarantor/s in relation to credit provided by the Supplier. 19.1.2. That the Supplier may exchange information about the Customer and the Guarantor/s with those credit providers either named as trade referees by the Customer or named in a consumer credit report issued by a credit reporting agency. 19.1.3. The Customer consent to the Supplier being given a consumer credit report to collect overdue payment on commercial credit (Section 18K (1) (h) Privacy Act 1988 ). 20. AGREEMENT 20.1. This Agreement can only be amended in writing signed by each of the parties. 20.2. All prior discussions and negotiations are merged within this document and the Supplier expressly waives all prior representations made by him or on his behalf that are in conflict with any clauses in this document in any way. 20.3. 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 Acts in each of the States and Territories of Australia. Terms and Conditions of Sale

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