Karoch Pty Ltd Terms of Trade
1. Definitions
1.1 “Karoch Pty Ltd” shall mean Karoch Pty Ltd, and its successors and assigns or any person acting on behalf of and with the authority of Karoch Pty Ltd.
1.2 “ADP Electrical & Data” is the Business/Trading Name under “Karoch PTY Ltd”
1.3 “Client” shall mean the Client (or any person acting on behalf of and with the authority of the Client) as described on any quotation, work authorisation or other form as provided by Karoch Pty Ltd to the Client.
1.4 “Services” shall mean all Services &/or Items supplied by Karoch Pty Ltd to the Client and includes any advice or recommendations.
1.5 “Price” shall mean the price payable for the Services &/or Items as agreed between Karoch Pty Ltd and the Client in accordance with clause 3 of this contract.
2. Acceptance
2.1 Any instructions received by Karoch Pty Ltd from the Client for the supply of Services &/or Items and/or the Client’s acceptance of Services &/or Items supplied by Karoch Pty Ltd shall constitute acceptance of the terms and conditions contained herein.
2.2 Where more than one Client has entered into this agreement, the Clients shall be jointly and severally liable for all payments of the Price.
2.3 Upon acceptance of these terms and conditions by the Client the terms and conditions are binding and can only be amended with the written consent of Karoch Pty Ltd.
2.4 The Client shall give Karoch Pty Ltd not less than fourteen (13) days prior written notice of any proposed change of ownership of the Client or any change in the Client’s name and/or any other change in the Client’s details (including but not limited to, changes in the Client’s address, phone number, email or business practice). The Client shall be liable for any loss incurred by Karoch Pty Ltd as a result of the Client’s failure to comply with this clause.
3. Price and Payment
3.1 At Karoch Pty Ltd’s sole discretion the Price shall be either: (a) as indicated on invoices provided by Karoch Pty Ltd to the Client in respect of Services &/or Items supplied; or (b) Karoch Pty Ltd’s quoted Price (subject to clause 3.2 which shall be binding upon Karoch Pty Ltd provided that the Client shall accept Karoch Pty Ltd’s quotation in writing within seven (7) days.
3.2 Karoch Pty Ltd reserves the right to change the Price in the event of a variation to Karoch Ltd’s quotation.
3.3 At Karoch Pty Ltd’s sole discretion a deposit of 10% may be required.
3.4 At Karoch Pty Ltd’s sole discretion: (a) payment shall be due on or before delivery of the Services; or (b) payment for approved Clients shall be made by instalments in accordance with Karoch Pty Ltd’s payment schedule.
3.5 Time for payment for the Services &/or Items shall be of the essence and will be stated on the invoice or any other forms. If no time is stated, then payment shall be due seven (7) days following the date of the invoice.
3.6 The Seller will use its reasonable endeavours to source all Goods ordered by the Customer and/or quoted by the Seller. The Customer acknowledges that by placing an order with the Seller and The Seller’s acceptance of the Customer’s order, does not guarantee the Seller’s ability to supply the Products. If the Seller cannot provide the agreed quantity of Goods for any reason outside the seller’s reasonable control, the Seller will communicate such to the Customer, and not be liable for that shortfall.
3.7 Agreement to pay is between Karoch Pty Ltd and the Customer only. (eg, not between Karoch Pty Ltd and customer’s Insurer)
3.8 Payment cannot be restricted in any way whatsoever by not allow Karoch Pty Ltd into property. See Clause 4.6.
4. Delivery of Services
4.1 At Karoch Pty Ltd’s sole discretion delivery of the Services &/or Items shall take place when: (a) the Client takes possession of the Services &/or Items at Karoch Pty Ltd’s address; or (b) the Client takes possession of the Services &/or Items at the Client’s nominated address (if the Services &/or Items are delivered by Karoch Pty Ltd or Karoch Pty Ltd’s nominated carrier).
4.2 The costs of Delivery are included in the Price.
4.3 The Client shall make all arrangements necessary to take delivery of the Services &/or Items whenever they are tendered for delivery. In the event that the Client is unable to take delivery of the Services &/or Items as arranged then Karoch Pty Ltd shall be entitled to charge a reasonable fee for redelivery.
4.4 Delivery of the Services &/or Items to a third party nominated by the Client is deemed to be delivery to the Client for the purposes of this agreement.
4.5 The failure of Karoch Pty Ltd to deliver shall not entitle either party to treat this contract as repudiated.
4.6 Karoch Pty Ltd shall not be liable for any loss or damage whatever due to failure by Karoch Pty Ltd to deliver the Services &/or Items (or any of them) promptly or at all.
4.7 Client must allow Karoch Pty Ltd into property at reasonable times, with unrestricted access to the property in order to provide Delivery of Service any day between 7:00am – 5:30pm
5. Risk
5.1 If Karoch Pty Ltd retains ownership of the Services &/or Items nonetheless, all risk for the Services &/or Items passes to the Client on delivery.
5.2 The Client shall be liable for the cost of any damaged equipment if that equipment is damaged at an event organised by Karoch Pty Ltd for the Client.
6. Title
6.1 Karoch Pty Ltd and the Client agree that ownership of the Services &/or Items shall not pass until: (a) the Client has paid Karoch Pty Ltd all amounts owing for the particular Services; and (b) the Client has met all other obligations due by the Client to Karoch Pty Ltd in respect of all contracts between Karoch Pty Ltd and the Client.
6.2 Receipt by Karoch Pty Ltd of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then Karoch Pty Ltd’s ownership or rights in respect of the Services &/or Items shall continue.
6.3 It is further agreed that: (a) until such time as ownership of the Services &/or Items shall pass from Karoch Pty Ltd to the Client Karoch Pty Ltd may give notice in writing to the Client to return the Services &/or Items or any of them to Karoch Pty Ltd. Upon such notice the rights of the Client to obtain ownership or any other interest in the Services &/or Items shall cease. (b) if the Client fails to return the Services &/or Items to Karoch Pty Ltd then Karoch Pty Ltd or Karoch Electrical Pty Ltd’s agent may enter upon and into land and premises owned, occupied or used by the Client, or any premises as the invitee of the Client, where the Services &/or Items are situated and take possession of the Services.
7. Client’s Disclaimer
7.1 The Client hereby disclaims any right to rescind or cancel the contract with Karoch Pty Ltd or to sue for damages or to claim restitution arising out of any misrepresentation made to the Client by Karoch Pty Ltd and the Client acknowledges that the Services &/or Items are bought relying solely upon the Client’s skill and judgment.
8. The Commonwealth Trade Practices Act 19134 (“TPA”) and Fair Trading Acts (“FTA”) 7.1 Nothing in this agreement is intended to have the effect of contracting out of any applicable provisions of the TPA or the FTA in each of the States and Territories of Australia, except to the extent permitted by those Acts where applicable.
9. Default & Consequences of Default
9.1 In the event of the Customer being in default of his obligation to pay and the overdue account is then referred to a debt collection agency, and/or law firm for collection the Customer shall be liable for the recovery costs incurred and if the agency charges commission on a contingency basis the Customer shall be liable to pay as a liquidated debt, the commission payable by the Supplier to the agency, fixed at the rate charged by the agency from time to time.
9.2 In the event where the Supplier or the Supplier’s agency refers the overdue account to a lawyer the Customer shall also pay as a liquidated debt the charges reasonably made or claimed by the lawyer on the indemnity basis. 9.2.1 If the Client defaults in payment of any invoice when due, the Client shall indemnify Karoch Pty Ltd from and against all costs and disbursements incurred by Karoch Pty Ltd in pursuing the debt including legal costs on a solicitor and own client basis and Karoch Pty Ltd’s collection agency costs.
9.3 Without prejudice to any other remedies Karoch Pty Ltd may have, if at any time the Client is in breach of any obligation (including those relating to payment), Karoch Pty Ltd may suspend or terminate the supply of Services &/or Items to the Client and any of its other obligations under the terms and conditions. Karoch Pty Ltd will not be liable to the Client for any loss or damage the Client suffers because Karoch Pty Ltd has exercised its rights under this clause.
9.4 If any account remains overdue after thirty (14) days then an amount of the greater of twenty dollars ($20.00) or ten percent (10.00%) of the amount overdue (up to a maximum of two hundred dollars ($200.00)) shall be levied for administration fees which sum shall become immediately due and payable.
9.5 Without prejudice to Karoch Pty Ltd’s other remedies at law Karoch Pty Ltd shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to Karoch Pty Ltd shall, whether or not due for payment, become immediately payable in the event that: (a) any money payable to Karoch Pty Ltd becomes overdue, or in Karoch Pty Ltd’s opinion the Client will be unable to meet its payments as they fall due; or (b) the Client 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 (c) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.
10. Defects, Warranties and Returns, Competition and Consumer Act 2010 (CCA)
10.1 The Customer must inspect the Goods on delivery and must within seven (7) days of delivery notify the Seller in writing of any evident damage, shortage in quantity, or failure to comply with the description or quote. The Customer must notify any other alleged defect in the Goods as soon as reasonably possible after any such defect becomes evident. Upon such notification the Customer must allow the Seller to inspect the defect.
10.2 Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation