TERMS AND CONDITIONS
1. Definitions and Interpretation
Stone Style means Stone Style PTY LTD ABN 29 164 576 149.
Goods means the goods identified in the Purchase order and/or Quote as finalised and confirmed in the Order Confirmation issued by Stone Style.
GST has the meaning set out in a new tax system (Goods and Services tax) Act 1999 (Cth).
Order confirmation means the order confirmation issued by Stone Style to the purchaser usually following the placing of a purchase order.
PPSA means the Personal Property Securities Act 2009 (Cth) and a term used in this document with reference to the PPSA has the same meaning as set out in the PPSA.
PPSR means the Personal Property Securities Register established under the PPSA.
Purchaser means the entity that placed the Purchase Order and, if placed for and on behalf of a corporation, any director of that corporation as personal guarantor.
Purchase Order means the order for the goods placed with Stone Style by or on behalf of the Purchaser, usually following the receipt of the Quote and acceptance in any of the other ways set out in clause 2 is also deemed to constitute the Placing of a Purchase Order.
Quote means the written or electronic quote for goods provided to the Purchaser by Stone Style.
2. Offer and Acceptance
The Purchaser accepts the quote and/or the order confirmation (As Applicable) by returning to Stone Style a signed Copy of the quote, or a copy of the Purchase order following receipt of the Quote, or a signed copy of the order confirmation, or by other acceptance in writing or electronically, or by paying the required deposit following receipt from Stone Style of the order confirmation.
3. Incorporation of Terms and Conditions
By Accepting the Quote and/or the Order Confirmation in the manner set out in clause 2 above, the Purchaser agrees to these terms and conditions, a copy of which is annexed to one or more of those documents. Apply to, and form part of the contract for the sale and purchase of the goods.
a. All prices contained in any quote, Purchase order or Order confirmation are Exclusive of GST and any Delivery charges, unless specified by Stone Style in writing.
b. All Quotations may be subject to withdrawal or change at any time prior to acceptance by the Purchaser in the Manner set out in Clause 2 above
c. All quotation will remain valid for a period of thirty (30) days from the date of the original quotation unless state to the contrary by Stone Style in writing. All quotation shall lapse after the period of ninety (90) days unless otherwise stated by Stone Style in writing.
d. Notwithstanding clause 4c above, Stone Style reserves the right to alter prices without prior notice to the Purchaser at any time prior to acceptance of Quote.
a. Subject to clauses 5b, 5c and 5d, the Purchaser shall pay Stone Style a 30% Deposit for goods upon placing the Purchase Order and the balance immediately prior to delivery, unless the order is for less than $1,500, in which case payment for the goods shall be made in full upon Placing the Purchase order. Stone Style has no obligation to place an order until deposit has been made but may elect in its discretion to do so.
b. If goods need to be ordered from overseas, payment of the balance owing is due upon arrival of the goods to the Stone Style premise.
c. If delivery of the goods is affected by part deliveries, Stone Style shall be entitled to part payment in respect to each delivery.
d. In the event that Stone Style provides a credit to the Purchaser, payment terms are strictly 30 days from the earlier of the date of delivery, the date of installation, or the date of any progress claim submitted by Stone Style.
e. If delivery, installation or any other payment is delayed by the purchaser, Stone Style shall have the right to charge the purchaser, in addition to interest, any costs thereby incurred including storage and associated costs on a full indemnity basis.
f. If goods are not collected by the Purchaser thirty (30) days after arrival into the Stone Style Premises if order in from Overseas, or thirty (30) days after the date of placing the purchase order in all other cases, then the purchaser agrees to pay a storage fee of $50.00 per calendar week per pallet, case, box , stack or bundle, unless otherwise agreed in writing by Stone Style prior to or on issue of the Order Confirmation.
6. Delivery and Risk
a. Stone Style shall take responsibility reasonable care to provide accurate delivery times to the purchaser but shall not be liable to the Purchaser or any third party of any loss arising from any delay in deliveries. The Purchaser hereby expressly releases Stone Style from any Claim, action or liability whatsoever arising from any delay in the delivery of goods including or not limited to delay in manufacture, shipping delays, strikes and machinery breakdown.
b. Any quotation for provision of goods “ex-stock” is subject to Stone Style fulfilling orders held by Stone Style from other purchasers predating the purchaser predating the Purchaser placing the Purchase order.
c. Delivery shall be deemed to occur at the time goods leave Stone Style premises from which time the goods shall be at the purchaser’s risk and the Purchaser hereby releases Stone Style from any Liability relating to loss, deteriorating or damage to transit.
d. The purchaser shall be liable for all cartage costs unless otherwise agreed by Stone Style in writing.
7. Retention of title
a. Ownership in any Goods delivered shall not pass to the Purchaser until paid for in full including the discharge of all indebtedness to Stone Style on any account whatsoever.
b. Receipt by Stone Style of any bill of exchange, promissory note or cheque shall not be deemed to be payment until the same has been honoured and/or cleared.
c. In the event that Goods delivered by Stone Style have not been paid for in full then the Purchaser agrees to keep the Goods as trustee for Stone Style and to store or otherwise hold the Goods in a safe place and in a manner that clearly shows ownership by Stone Style until payment in full is received by Stone Style. If the Purchaser has not paid for the Goods in full but sells or otherwise disposes of them, or any part of them, the monies received in respect of the disposal of the Goods will be held on trust by the Purchaser for Stone Style and will be payable immediately by the Purchaser to Stone Style. The delivery of Goods by Stone Style which have not been paid for by the Purchaser shall not constitute a waiver or any rights of Stone Style contained in these terms and conditions.
d. The Purchaser hereby grants to Stone Style its servants and agents an unfettered and irrevocable right and license to enter premises where the Goods are located and remove any Goods that are the property of Stone Style and have not been paid for, without prior notice and also without incurring any liability to the Purchaser. Stone Style shall have the right to sell or dispose of any such Goods removed and shall not be responsible for any loss occasioned thereby.
e. To the extent permitted by law, the parties agree that:
i. These terms and conditions create a Security Interest in favour of Stone Style for the purpose of the PPSA; and
ii. Stone Style may in its absolute discretion register its Security Interest in the Goods as a Purchase Money Security Interest or
on an “indefinite basis” on the PPSR.
f. The Purchaser agrees at its own cost, and within 48 hours of being requested by Stone Style, to execute all documents required by Stone Style to protect its Security Interest and ensure that it has the priority required by it including but not limited to Stone Style: i registering, maintaining or updating its Security Interest on the PPSR;
ii. giving written notification in connection with its Security Interest; and/or
iii. exercising its rights in connection with its Security Interest.
g. In the event that the Purchaser fails to comply with clause 7f, the Purchaser appoints Stone Style its irrevocable attorney to execute all such documents as contemplated herein to give full effect to this clause.
h. The Purchaser and Stone Style agree that the following provisions of the PPSA are expressly negated: Sections 95, 96, 117, 118, 121 (4), 125, 130, 132(3)(d), 132(4), 135, 142 and 143, and in this regard the Purchaser expressly waives its rights with respect to those provisions of the PPSA.
i. Where Stone Style has rights in addition to or existing separately from those contained in Chapter 4 of the PPSA. those rights will continue to apply and are not limited or excluded (or otherwise adversely affected) by any right provided by this clause or by law.
j. The Purchaser agrees to indemnify and keep Stone Style indemnified in relation to all costs, expenses (including legal costs and expenses on a full indemnity basis), damages, losses, claims and actions that Stone Style may incur or sustain as a result of the Purchaser’s direct or indirect breach of this clause 7.
8. Damage, Claims or Shortfall
The Purchaser shall examine the Goods upon delivery and give notice in writing to Stone Style of any short deliveries, damage, errors or any other matter of concern which may entitle the Purchaser to reject the Goods within three (3) business days of delivery, which the parties agree to be a reasonable period given the nature of the Goods. To the extent permitted by law, in the event that the Purchaser fails to give such notice to Stone Style the Goods delivered shall be deemed to have been accepted by the Purchaser in good order and condition. Nothing in this clause 8 entitles the Purchaser for any reason to reject Goods comprising natural stone or ceramic slabs and such Goods are sold and purchased strictly on a no return basis.
9. Return of Goods
Stone Style will not accept the return of Goods unless:
a. Clause 8 applies; or
b. It has agreed to do so in writing,
and provided that
i. the Goods are returned in their original packing and in the same condition as at the date of delivery;
ii any freight for Goods returned is pre-paid by the Purchaser; and iii unless clause 8 applies, pre-payment by the Purchaser is made of a restocking fee of 25% of the purchase price of any Goods returned.
a. Any advice, recommendation, information, assistance or service provided by Stone Style in relation to Goods sold or their use or application is provided in good faith but Stone Style does not warrant the accuracy or veracity of such advice. The Purchaser acknowledges that it has not relied on any representation, advice, recommendation or information provided by Stone Style in relation to the Goods and has satisfied itself with respect to all matters of and incidental to the Goods and, subject to clause 11a below, shall not hold Stone Style liable for any representation made with respect to the Goods supplied.
b. The Purchaser acknowledges that prior to accepting the Quote and/or the Order Confirmation (as applicable) in the manner set out in clause 2 above, it has had the opportunity to obtain independent legal advice with respect to these terms and conditions and otherwise fully understands these terms and conditions.
c. Stone Style Recommends sealing and cleaning of all Stone Products. Dry treat products such as Stainproof should be implemented wherever possible. Sealing of the Stone allows for further longevity of your Stone.
d. Please refer to the installation guides on our website www.stonestyle.net.au for more information.
11. Limitation and Exclusion of Liability/Warranty
a. Except as prescribed by legislation or separately warranted in writing by Stone Style in respect of any particular product and for the purpose of reliance by the Purchaser, Stone Style shall not be liable to the Purchaser for any loss of any nature in relation to the supply by Stone Style of any goods or services.
b. In any event, any liability by Stone Style is limited to a refund of the purchase price.
c. All implied conditions and warranties are expressly excluded to the extent that they may be lawfully excluded.
d. Stone Style shall not be liable for variations in quality in the Goods such as texture or tonality due to the natural quality of stone and/or manufacturing processes.
e. Stone Style shall not be liable for changes in the stone over time including colour due to its natural quality.
f. Any warranty applying to the Goods shall only apply within the Commonwealth of Australia and to the original Purchaser to whom the Goods were first sold and excludes second hand and used goods