TERMS AND CONDITIONS
In these Terms of Trade, the following definitions apply:
‘Customer’ means the purchaser of Goods.
‘Deposit’ means an amount equal to fifty percent (50%) of the total Fee payable by the Customer. However, in the event that the Goods ordered are bespoke pieces the Customer agrees to pay a Deposit of seventy percent (70%), or as otherwise agreed between the Parties.
‘Fee’ means the total amount payable by the Customer to Stop Thief Security for Goods purchased pursuant to the Order Form.
‘Goods’ means any of the products supplied to the Customer by or on behalf of Stop Thief Security.
‘Invoice’ means the invoice issued by Stop Thief Security in relation to the purchase of Goods by the Customer.
‘Order’ means any offer made by the Customer to Stop Thief Security to purchase Goods from Stop Thief Security.
‘Order Form’ means the Order Form signed by the Customer requesting the purchase of Goods from Stop Thief Security.
‘Stop Thief Security’ means Stop Thief Security (ABN 22 693 258 415).
‘Terms of Trade’ means the terms as set out in these Terms and Conditions.
“Website” means the Stop Thief Security website found at www.stopthiefsecurity.com.au
2. Terms of Trade
2.1 Each Order Form entered into between the Customer and Stop Thief Security shall be governed by these Terms of Service.
2.2 By paying the Deposit and signing the Order Form, the Customer agrees to be bound by these Terms of Trade.
2.3 Stop Thief Security reserves the right to amend, vary, modify and/or replace these Terms of Trade at any time, and from time to time.
2.4 The Customer agrees that any variations made to these Terms of Trade shall take effect fourteen (14) days after publication on the Website of both the varied Terms of Trade and a notification that the Terms of Trade have been varied.
2.5 The varied Terms of Trade shall not apply to any Order Form executed prior to notification of the varied Terms of Trade.
2.6 The Parties agree that where there is an inconsistency between these Terms of Trade and an Invoice, then the terms of the Invoice shall prevail.
3.1 In consideration of payment of the Fee, Stop Thief agrees to provide the Goods ordered on the Order Form.
3.2 All Orders accepted by Stop Thief Security will be executed at the Customer’s sole risk.
3.3 The Customer shall not be entitled to revoke or cancel any Order except with the written consent of Stop Thief Security (and subject to Clause 7 herein) and on terms which shall indemnify Stop Thief Security against any loss or damage caused by such cancellation of the Order made by the Customer.
4. Fees and Pricing
4.1 All pricing as appearing on the Order Form and Invoices shall be (unless otherwise expressly stated) in Australian dollars and shall be payable in Australian dollars upon completion of the Goods and prior to delivery (“Due Date”).
4.2 Stop Thief Security shall be entitled to charge the following to the Customer:
(a) In the event that the Fees are not paid in full by the Due Date, interest of ten percent (10%) per month on any amount owed;
(b) If Stop Thief security is liable for GST in relation to the sale of the Goods, the Fee payable shall be increased by the total GST applicable to that amount;
(c) Should it become necessary for Stop Thief Security to enforce any term of this Agreement either through legal representation, collection agency, or directly through a small claims Court, then the Customer agrees that it shall pay all reasonable legal fees, agency fees, court costs, and other reasonable collection costs; and
(d) An administration fee of Twenty-Five dollars ($25.00) in the event that any cheque presented by the Customer to Stop Thief Security is not honoured.
5. Delivery of Goods
5.1 The Parties agree that delivery of any Goods purchased by the Customer shall be delivered to the Customer’s premises and that the Customer shall pay all reasonable transportation costs in respect to the delivery of those goods (including but not limited to freight charges).
5.2 The Customer acknowledges and agrees that any delivery date quoted by Stop Thief Security is an approximate indication only, and that Stop Thief Security shall not be held liable should any delivery be made after that date.
5.3 The Customer may not hold Stop Thief Security liable for any Goods lost or damaged in transit whilst being delivered, through whatever cause including negligence, and any carrier of those Goods shall be deemed as agent of the Customer even where said carrier has been engaged by Stop Thief Security.
5.4 The Customer understands and agrees that Stop Thief Security shall not be held liable for any late delivery or failure to deliver caused by a force majeure event, including not limited to strikes, explosions, floods, riots, lockouts, injunction, interruption or transport accidents, inability to obtain equipment, government action, mechanical breakdown, interruption to internet service, any interruption, suspension, war, or an act of God. Stop Thief Security may with the consent of the Customer cancel the Order, after which the Customer shall have no further claim on the Goods.
6. Refunds and Returns
6.1 To the extent permissible by law, Stop Thief Security will not refund, exchange or redeem for cash any Fee or Deposit made to it for Goods (“Payment”).
6.2 Stop Thief Security will only exchange a Payment where Stop Thief Security has made a fundamental error or mistake, in which case the exchange shall be limited to a replacement or reparation of the Goods.
6.3 Goods returned by the Customer without the consent of Stop Thief Security shall not be accepted for credit and Stop Thief Security shall be entitled to:
(a) Return the Goods to the Customer at the Customer’s sole expense; or
(b) Hold the Goods as a security against any Fees owed by the Customer, and may sell the Goods and apply those proceeds to any debt owing by the Customer to Stop Thief Security.
6.4 If Stop Thief Security consents in writing to the return of the Goods, Stop Thief Security shall charge an additional handling fee of ten percent (10%) of the original Fee for the Goods returned (in addition to the forfeited Deposit). In addition, all transportation costs shall also be payable by the Customer.
7.1 In the event the Customer cancels the Order after the Order Form has been executed and returned to Stop Thief Security and the Deposit paid, then Stop Thief Security shall be entitled to retain the Deposit.
7.2 In the event the Customer cancels the Order after the both the Order Form and Deposit have been given to Stop Thief Security and the Goods have been manufactured, then the Customer shall forfeit the Deposit plus an additional ten percent (10%) of the Fee.
7.3 In the event the Customer cancels the Order after the Goods have been delivered, Clause 6 shall apply, and the Customer shall be required to pay the full Fee.
7.4 In the event that Stop Thief Security cancels the Order after the Goods, or part thereof, have been delivered, then Stop Thief Security shall only be permitted to invoice for that part of the Goods actually completed and delivered.
8.1 In the event that the Customer decides to amend or change any specifications in respect to the Goods ordered after the Order Form has been provided to Stop Thief Security, the Customer agrees that such request for amendments to the specifications shall be made in writing to Stop Thief Security, and that the Customer shall cover any additional costs incurred by Stop Thief Security in respect to those variations.
8.2 The Customer agrees that the colour of the Goods shall be matched to the existing colours of the area the Goods shall be placed, unless the Customer specifies an alternate colour in writing, in which case Stop Thief Security shall take all practicable steps to match the colour as closely as possible to the colour specified by the Customer. The Customer agrees that there may be additional costs involved and that Stop Thief Security shall advice the Customer of any additional costs.
9.1 Title to the Goods delivered to the Customer will not pass to the Customer until such time as the Fee in respect to those Goods has been paid by the Customer to Stop Thief Security in full.
9.2 Notwithstanding Clause 9.1 above, all risk of loss, damage or injury to the Goods will pass to the Customer from Stop Thief Security on delivery pursuant to Clause 5.1 above.
9.3 The Customer shall indemnify and keep indemnified Stop Thief Security against any and all loss, damage or injury to the Goods from the date of delivery of the Goods to the Customer until full payment of the Fee as set out in Clause 9.1 has been received by Stop Thief Security.
9.4 Until full payment of the Fee for the Goods is received by Stop Thief Security, the Customer shall hold the Goods as bailee for Stop Thief Security. The Customer shall be entitled to sell the Goods in the ordinary course of business, however the consideration of any such sale shall belong to Stop Thief Security.
9.5 The Customer shall not at any time represent to any third party that it is in any way acting for or acting as agent for Stop Thief Security, and Stop Thief Security shall not be bound by any contract in relation to the Goods which the Customer may enter into with any third party.
10.1 In the event that:
(a) the Customer fails to pay the Fee by the Due Date;
(b) any cheque, promissory note, or other bill of exchange given to Stop Thief Security is not honoured on its first presentation;
(c) an application or order is made for the winding up or sequestration of the Customer or an application or order is made to place the Customer under external management or administration;
(d) any of the assets of the Customer or any of the Goods in the possession of the Customer which have not been paid in full, are seizes pursuant to a legal process issued against it;
(e) a receiver, manager, controller, administrator, external manager or trustee is appointed over any of the assets of the Customer; or
(f) the Customer ceases to carry on business,
then Stop Thief Security shall be entitled to without prejudice and in addition to all rights granted pursuant to these Terms of Trade or at law or equity to:
(a) continue to enforce its rights and recover any amounts owing by the Customer;
(b) claim immediate payment of all monies due by the Customer, notwithstanding the Due Date; and/or
(c) cancel all or any additional Orders placed by the Customer, upon which the Customer shall immediately return any Goods already delivered to it, and the Customer shall be liable to Stop Thief Security for any loss or damage Stop Thief Security may have suffered or may suffer as a consequence of such cancellation.
11.1 Stop Thief Security is a licensee of those suppliers which supply the Goods, in whole or in part, to Stop Thief Security.
11.2 Those suppliers are Alu-Gard (Aluminium Specialties Group Pty Ltd), Invisi-Gard (Aluminium Specialties Group Pty Ltd), Vision-Gard (Aluminium Specialties Group Pty Ltd), Decoview, and DuluxAustralia Pty Ltd, and each supplier carries its own warranties as set out in Clause 12 below.
12.1 To the extent permissible by law, Stop Thief Security makes no representations, whether express or implied, as the merchantability, condition, durability or fitness for purpose for which the Goods are used. Further any implied warranty as to latent defects is expressly excluded. Without limiting the foregoing, it is further noted that:
(a) The specifications in respect to the mesh and any other part of the Goods are target specifications only; and
(b) The actual specifications in respect to the mesh and any other part of the Goods may differ slightly taking into account reasonable manufacturing differences and tolerances.
12.2 At no stage and in no event shall Stop Thief Security be responsible for any loss, damage, cost, or expense suffered, incurred or sustained by the Customer arising out of or through the negligence of Stop Thief Security, its agents, or employees.
12.3 Stop Thief Security shall provide a twelve (12) month workmanship warranty. Such workmanship warranty shall be strictly limited to faulty materials or workmanship, and in this event Stop Thief Security agrees to replace or repair the faulty Goods as its sole discretion. This workmanship warranty shall expressly exclude loss or damage caused by gross negligence or wilful misconduct.
12.4 Otherwise the Goods are covered by the warranties of Stop Thief Security’s suppliers as set out in Clause 11.2, and it shall be the sole responsibility of the Customer to contact and seek the redemption of said warranties directly with those suppliers.
12.5 Stop Thief Security warrants that all Goods provided are in accordance with industry and manufacturing standards.
12.6 The warranties contained herein shall not be read or applied so as to purport to exclude, restrict or modify the application in respect to the supply of Goods or services pursuant to these Terms of Trade of any or all of the provisions of the Competition and Consumer Act 2010 (Cth) (“CCA”) or any other statute of any state or territory of Australia which by law cannot be excluded or modified.
13. Limitation of Liability
13.1 Except as provided for in these Terms of Trade, Stop Thief Security makes no representation of any kind, express or implied with respect to the provision of the Goods.
13.2 To the extent any warranty is made, the sole and exclusive remedy for a breach of any warranty is at Stop Thief Security’s option to either replace or repair the Goods in question.
13.3 To the extent permitted by law, all conditions, warranties, and terms implied by law and any liability for consequential or indirect damages are excluded from these Terms of Trade.
14. This Agreement
14.1 This Agreement shall be subject to the laws of the Queensland, and the parties irrevocably submit to the non-exclusive jurisdiction of the Courts of Queensland.
14.2 Any provision of, or the application of any provision of, this Agreement which is prohibited in any jurisdiction is, in that jurisdiction, ineffective only to the extent of that prohibition.
14.3 Any provision of, or the application of any provision of, this Agreement which is void, illegal or unenforceable in any jurisdiction does not affect the validity, legality or enforceability of that provision in any other jurisdiction or of the remaining provisions in that or any other jurisdiction.
14.4 If a clause is void, illegal or unenforceable, it may be severed without affecting the enforceability of the other provisions in this Agreement.
14.5 The failure of either party at any time to require performance by the other party of any provision of this Agreement does not affect the party’s right to require the performance at any time.
14.6 The waiver by either party of a breach of any provision must not be held to be a waiver of any succeeding breach of the provision or a waiver of the provision itself.
14.7 This Agreement supersedes all previous agreements, arrangements, understandings, representations or any other communication in respect of the subject matter of this Agreement and embodies the entire agreement between the parties.
14.8 This Agreement may not be changed or modified in any way subsequent to its execution except in writing signed by the parties.
14.9 In this Agreement, headings are for convenience only and do not affect the interpretation of this Agreement and, unless the context otherwise requires:
(a) words importing the singular include the plural and vice versa;
(b) words with a capital letter where defined in this Agreement have that meaning;
(c) words importing a gender include any gender;
(d) other parts of speech and grammatical forms of a word or phrase defined in this Agreement have a corresponding meaning;
(e) an expression importing a natural person includes any company, partnership, joint venture, association, corporation or other body corporate and vice versa;
(f) a reference to anything (including, but not limited to, any right) includes a part of that thing;
(g) a reference to a party in a document includes that party’s successors and permitted assigns;
(h) a reference to a statute, regulation, proclamation, ordinance or by-law includes all statutes, regulations, proclamations, ordinances or by-laws varying, consolidating or replacing it, and a reference to a statute includes all regulations, proclamations, ordinances and by-laws issued under that statute;
(i) a reference to a document or agreement includes all amendments or supplements to, or replacements or novations of, that document or agreement.
14.10 The Customer indemnifies Stop Thief Security against any or all taxation liability arising from this Agreement or Services provided to the Customer.
14.11 The foregoing provisions of this Agreement apply except as otherwise agreed in writing between the Customer on the one hand and Stop Thief Security on the other.