In these conditions of sale:
1. (a) Vendor means Integrated Packaging Australia P/L (ABN 50 095 393 776) of 34-36 Lakeside Avenue, Reservoir, Victoria 3073.
(b) Purchaser means the person, firm or company placing an order with the Vendor for the supply of Goods.
(c) Purchaser's Debt means all monies owing by the Purchaser to the Vendor on any account.
(d) Goods means all goods (including services) supplied to the Purchaser by the Vendor whether or not such Goods are the subject of this invoice/delivery receipt.
2. Nothing on this web site constitutes an offer to sell by the Vendor. If a Purchaser places an order via this web site, the Vendor may chose not to accept that order and if the Vendor so chooses, the Purchaser shall not acquire any right against the Vendor, its servants or agents by reason of that choice or by reason of the Purchaser's order.
3. (a) The Purchaser agrees to pay the Vendor the purchase price of the Goods within 30 days from the date of any invoice in respect of the Goods.
(b) The Vendor reserves the right to impose interest at the rate of 12% per annum on such part of the Purchaser's Debt as is due and payable but unpaid.
(c) On the happening of any one or more of the following events, namely:
(i) the Purchaser fails to pay to the Vendor as and when due and payable, monies comprised in the Purchase's debt (such money being due and payable at the time expressly agreed between the Purchaser and the Vendor and in default of such agreement according to the normal terms of trade of the vendor or, in respect of amounts not covered by the Vendor's ordinary terms of trade on demand by the Vendor);
(ii) a receiver, receiver and manager, liquidator, provisional liquidator, official manager, or administrator is appointed over all or any of the assets of the Purchaser or a scheme of arrangements is proposed or approved with respect to the Purchaser:
(iii) a petition is presented for the winding-up of the Purchaser.
the Vendor may at its option exercise all or any of the following rights (notwithstanding any prior failure to exercise such rights):
(i) demand payment of the whole of the Purchaser's Debt then outstanding, and the Purchaser agrees to pay the same accordingly;
(ii) take possession of all Goods title to which has not passed to the Purchaser and for that purpose the Purchaser authorises the Vendor by its servants or agents to enter any premises where the Goods may be situated and to take possession thereof;
(iii) with or without taking possession of the Goods sell the same by public auction or by private treaty by retail or wholesale for cash or on terms and generally as the Vendor thinks fit and apply the proceeds actually received by the Vendor after defraying expenses of sale and enforcement in or towards reduction of the Purchaser's Debt.
(d) The Purchaser shall pay to the Vendor the costs and expenses incurred by the Vendor of solicitors, legal advisers, mercantile agents and other agents acting on the Vendor's behalf in respect of any recovery or attempted recovery of either the Purchase's debt or possession of the Goods (whether in whole or in part) and the amount payable shall form part of the Purchaser's Debt.
4. (a) Property in the Goods does not pass to the Purchasers until:
(i) the Purchaser has paid the purchase price in full and there is no Purchaser's Debt outstanding to the Vendor; or
(ii) the Goods are supplied and delivered to a sub-purchaser.
(b) By the act of selling, supplying and/or delivery Goods to a sub-purchaser, the Purchaser assigns the proceeds with respect to the Goods to the Vendor absolutely and not by way of security.
(c) the Purchaser shall, as bailee of the Goods:
(i) to the extent required by the Vendor, keep the Goods separate from other goods in the possession of the Purchaser;
(ii) account to the Vendor in specie in respect of any proceeds received by the Purchaser; and
(iii) concur in directing any sub-purchaser to pay proceeds to the Vendor.
(d) As security for the performance of the Purchaser's obligations, the Purchaser by its signature to any order for the supply of Goods or delivery receipt irrevocably appoints the Vendor as the Purchaser's true and lawful attorney to recover any proceeds from any sub-purchaser and/or to exercise the Purchaser's rights under any contract between the Purchaser and any sub-purchaser including rights of repossession and resale of the Goods.
5. (a) The Vendor will make all reasonable efforts to have the Goods delivered to the Purchaser on the date agreed as the delivery date, but the vendor shall not be under any liability whatsoever for the consequences of any delay should delivery not be made on this date.
(b) The Purchaser agrees that the Goods shall be at the sole risk of the Purchaser from the time of delivery to the Purchaser or to a carrier commissioned by the Purchaser.
6. The Purchaser agrees that:
(a) To the fullest extent permitted by law:
(i) the Vendor will not be liable to the Purchaser (whether in contract, in tort, under statute or in any other way and whether due to negligence, deliberate conduct or any other cause (and whether in respect of direct or indirect loss) or for any act, omission or event arising out of or in any way connected with the Goods or any order or any contract with the Purchaser; and
(ii) all implied conditions and warranties on the part of the Vendor in relation to any Goods to be supplied by the Vendor hereunder are excluded to the maximum extent permitted by law to the intent that so far as legally possible these conditions of sale shall comprise the entirety of the rights and obligations of the Vendor and the Purchaser; and
(b) subject to this clause 5 acceptance of delivery of goods returned for credit does not signify agreement of the Vendor to issue a credit note as a credit note may be issued only after the Goods have been inspected and is at the discretion of the Vendor.
7. These conditions of sale shall be governed by the law of the state of Victoria, and the parties hereby submit to the jurisdiction of the courts of Victoria for the resolution of any dispute in relation to these conditions of sale.
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