These Terms, together with: (a) any Credit Application; (b) any Guarantee(s) You completed and submitted to Us; (c) each Quotation provided to You by Us, whether signed or not; (d) any general terms and conditions provided to you and (e) any special terms specific to the Quotation You have received from Us and any other work authorisation or other forms from Us make up the agreement (the “Agreement”) between You and Us.
It is important that You read and understand all of the terms and conditions of the Agreement. If You have any questions please ask us.
“Booking” means a booking for accommodation.
“Consequential Loss” means any indirect or consequential loss or damage however caused including, (a) loss of (or anticipated loss of) use, production, revenue, income, profits, business and savings or business interruption whether or not the indirect or consequential loss or damage was foreseeable or foreseen; and (b) any liability of a person or any other person, or any claim brought against the person by any other person, and any other costs or expenses in connection with the liability or claim.
“Customer” means You.
“Credit Application” means any Credit Application You completed, submitted to Us and accepted by Us
“Goods” means any of [ ]’s goods or other accessories supplied or used by You under this Agreement.
“Guarantee” means any guarantee and indemnity completed by you in our favour in support of the provision of credit by Us to You.
“GST” means goods and services tax as defined in A New Tax System (Goods and Services Tax) Act 1999 (Cth).
“Invoice” means the invoice for the Goods and/or Services provided to you.
“Price” means price payable by You under this Agreement as specified in the Quotation, invoices or as otherwise determined by Us and communicated to you in writing.
“Quotation” means the document provided by Us to You which defines the Quotation and offer or confirmation, for the provision Goods and/or Services to You including a Check In slip.
“Regulatory Authority” means any public authority or government agency responsible for regulating the performance of the works that are the subject of the Quotation.
“Services” means all services including accommodation services that We provide to You under this Agreement.
“Trade Account” means You have properly completed and submitted a Credit Application to Us and We have approved You for an account with Us.
“Us” means [ ].
“We” means Us.
“[ ]” means [ ] a Company registered in Australia of [ ] WA, Australia.
“You/Your” refers to the person, firm, organisation, partnership, corporation, trust or other entity engaging Us to provide Goods and Services, as named in the Trade Application or the Quotation (where You do not hold a Trade Account). The reference to “You” includes any employees, agents and contractors, your customers, clients and guests.
We agree to provide the Goods and/or Services to You according to the Quotation.
4.1 Nothing in this Agreement is intended to have the effect of seeking to contract out of any applicable provisions ofCompetition and Consumer Act2010 (Cth) and Fair Trading Acts in each of the States and Territories of Australia, except to the extent permitted by those Acts where applicable.
5.1 Any instructions received by Us from You whether written or verbal for the supply of the Goods and/or Services shall constitute the acceptance of the terms of this Agreement.
5.2 Your liability to us under this Agreement shall be joint and several if You constitutes more than one contracting party to this Agreement.
5.3 The terms of this Agreement override and take priority over all earlier dealings between You and Us and the terms of any purchase order placed by You and any other conditions that You seek to incorporate into any agreement between You and Us.
5.4 You agree that the Terms of this Agreement cannot be excluded or overridden except by the signed and written authority of one of our Directors that is clearly marked to be a variation to this Agreement.
6.1 You agree to pay the Price to Us.
6.2 In addition to Price, You agree that You will be required to pay any stamp duty or GST arising out of this Agreement;
6.3 We reserve the right to change the Price of a Quotation in the event of any unforseen circumstances including (without limitation) any additional taxation, duty, levy, charge or other impost that is imposed on Us by a Regulatory Authority or any other person.
7.1 At our sole discretion, a deposit may be required prior to any supply.
7.2 You must pay all fees, charges and costs that become due and payable under this Agreement:
– in the case where a Trade Account applies to the provision of the Goods and/or Services, within 14 days of the date of the invoice unless otherwise agreed;
– in the case where a Trade Account does not apply for the provision of the Goods and/or Services, on the date of the invoice.
7.3 In the event of a dispute, the complete undisputed portion of the account must be paid in accordance with clause 7.2.
7.3 Should it be considered necessary by Us to incur legal and/or any other expenses, including any such expenses to any debt collection agency, in obtaining, or attempting to obtain, payment for any amount due by You, You shall be liable for all such expenses.
7.4 Amounts received by Us may be applied first against interest, charges and expenses.
7.5 Any payment made by or on behalf of You which is later avoided by the application of any law shall be deemed not to discharge Your indebtedness and, in such an event, the parties are to be restored to rights which each respectively would have had if the payment had not been made.
7.6 You shall be liable for, and expressly undertakes to pay, all fees (including an administration fee in an amount to be set from time to time by Us) for all costs incurred as a result of any cheque or electronic banking transaction being dishonoured for whatever reason.
7.7 Payment of the Price that is due and payable shall occur when the entire amount of the Price that is due has been paid by You to Us and We have received cleared funds in our bank account.
7.8if you are settling your account with any credit card a credit card transaction fee will apply.
7.9 The value of Goods provided and/or Services performed shall include the reasonable value of authorised variations.
7.4 If You do not pay the invoice in full by the payment due date, We reserve the right to charge, in addition to any other costs recoverable under this Agreement: (a) interest, calculated monthly, on the total outstanding balance. The interest rate used to calculate the interest payable for the month is 1.5%; and (b) any costs and expenses (including any commission payable at a percentage rate of up to 25% of the amount due and expressly agrees to pay those expenses irrespective of the amount of work actually performed by the agency) incurred by Us in recovering any unpaid amounts under this Agreement before and after the commencement of proceedings on a full indemnity basis.
8.1 When We are providing Good and/or Services, You and Your employees, agents and contractors your customers, clients and guestsmust:
(a) operate in strict accordance with all laws;
(b) ensure persons are suitably trained; and
(c) co-operate with all reasonable directions of Us, our employees, agents and contractors.
9.1 You will indemnify Us on an actual indemnity basis absolutely against all losses (including but not limited to Consequential Loss), damages, claims, demands, suits, actions, proceedings, orders or judgments whatsoever arising out of or in respect of the provision of the Goods and/or Services by Us to You. These losses many include, but are not limited to, the cost of damage to and extra cleaning of the accommodation and Our premises.
9.2 The existence of any alternative means available to Us to obtain the payment of the moneys due or to enforce the due and punctual observance and performance of this Agreement shall not operate to vary, affect or modify all or any one or more of Your obligations or covenants expressed herein. Any extension of time, or other indulgence granted to You, any person or company by Us does not vary, affect or modify any of Your obligations so expressed herein.
9.3 Any written account stated by Us is prima facie evidence of the balance of the amount then appearing due to Us by You under this indemnity.
10.1 Notwithstanding anything to contrary in the Agreement
(a) We will not be liable to You, or any third party, for any loss or damage (including but not limited to Consequential Loss) howsoever caused in the provision of the Goods and/or Services; and
(b) Our liability under or in connection with the Agreement is limited an amount equal to the cost of Goods and/or Services actually provided.
10.2 If any event arises which is likely to lead to any dispute or claim, You must notify Us in writing of the same within fourteen (14) days of the event. If You shall fail to comply with this provision then all Goods and/or Services provided by Us shall be deemed to have been provided in accordance with this Agreement and free from any disputes or claims.
10.3 This Agreement does not seek to exclude liability for matters for which liability cannot be excluded under Australian legislation.
10.4 Any items, monies or other valuables, goods or vehicles that belong to You, brought in or on our premises accommodation, room, grounds or car park remain your responsibility and We are not responsible for their safekeeping, loss or damage.
We will not be responsible for any delays in delivery, Goods and/or the provision of Services due to causes beyond our control including but not limited to acts of God, war, terrorism, mobilisation, civil commotion, riots, embargoes, orders or regulations of governments of any relevant jurisdiction, fires, floods, strikes, lockouts or other labour difficulties, shortages of or inability to obtain shipping space or land transportation.
Time is of the essence for all provisions of this Agreement including the payment of the Price.
13.1 Resolution of disputes: Unless otherwise expressly stipulated in this Agreement, a party must not commence court proceedings (except proceedings seeking urgent interlocutory relief) in respect of any dispute under the Agreement unless it has complied with the remainder of this clause 13.
13.2 Notice of dispute: If a party considers that a dispute exists in connection with the Agreement, that party may give the other party written notice detailing the nature of the dispute (Notice of Dispute).
13.3 Mediation: If 15 business days after a Notice of Dispute is issued, the parties have not resolved the dispute or agreed an alternative means of resolving the dispute, then either party may commence mediation by giving notice to the other party but either party may end the process of mediation at any time by written notice.
14.1 Assignment: The rights and obligations of each party under this Agreement may only be assigned with the prior written permission of the other party.
14.2 No Partnership or Agency: Nothing in this Agreement is intended to create a partnership between the parties. We shall act as an independent supplier and contractor to You and not as an agent or representative of You in performing our obligations under this Agreement. You acknowledge that neither You nor any of Your staff has any authority to bind Us.
14.3 Non-waiver: A waiver of any provision of or right under the Agreement must be in writing signed by the party entitled to the benefit of that provision or right and is effective only to the extent set out in the written waiver.
14.4 Notices: Any notice, demand, consent or other communication given or made under this Contract must bein writing, clearly readable, signed by the party giving or making it (or signed on behalf of that party by its authorised representative).
14.5 Amendment: The Agreement may be altered only in writing signed by both parties.
14.6 Severability: If any provision contained in the Agreement is void, illegal or unenforceable, that provision is severable from the Agreement and the remainder of the Agreement has full force and effect.
The Agreement as defined, comprises the entire agreement between the parties. No additional terms and conditions (including any terms contained in any purchase order) apply to the provision of the Goods and/or Services unless they are specifically agreed in writing by the parties and they are stated to be a written variation to this Agreement.
The Agreement is governed by the laws of the State of Western Australia and each party submits to the non-exclusive jurisdiction of the courts of that Western Australia.