Privacy

This Privacy Policy applies to all personal information collected by ELITE TORQUE MECHNICAL PTY LTD (we, us or our) via the website located at https://www.elitetorque.com.au (Website).

1. What information do we collect?

The kind of Personal Information that we collect from you will depend on how you use the website. The Personal Information which we collect and hold about you may include:

Your name
Address
Signature
Phone number
Date of birth
Health information

2. Types of information

The Privacy Act 1998 (Cth) (Privacy Act) defines types of information, including Personal Information and Sensitive Information.

Personal Information means information or an opinion about an identified individual or an individual who is reasonably identifiable:

whether the information or opinion is true or not; and
whether the information or opinion is recorded in a material form or not.

If the information does not disclose your identity or enable your identity to be ascertained, it will in most cases not be classified as “Personal Information” and will not be subject to this privacy policy.

Sensitive Information is defined in the Privacy Act as including information or opinion about such things as an individual's racial or ethnic origin, political opinions, membership of a political association, religious or philosophicalbeliefs, membership of a trade union or other professional body, criminal record or health information.

Sensitive Information will be used by us only:

for the primary purpose for which it was obtained;
for a secondary purpose that is directly related to the primary purpose; and
with your consent or where required or authorised by law.

3. How we collect your Personal Information

We may collect Personal Information from you whenever you input such information into the Website, related app or provide it to Us in any other way.
1. We may also collect cookies from your computer which enable us to tell when you use the Website and also tohelp customise your Website experience. As a general rule, however,

it is not possible to identify you personally from our use of cookies.

We generally don’t collect Sensitive Information, but when we do, we will comply with the preceding paragraph.
1. Where reasonable and practicable we collect your Personal Information from you only. However, sometimes wemay be given information from a third party, in cases like this we will take steps to make you aware of the information that was provided by a third party.

4. Purpose of collection

We collect Personal Information to provide you with the best service experience possible on the Website and keep in touch with you about developments in our business.
1. We customarily only disclose Personal Information to our service providers who assist us in operating the Website.Your Personal Information may also be exposed from time to time to maintenance and support personnel acting in the normal course of their duties.
By using our Website, you consent to the receipt of direct marketing material. We will only use your PersonalInformation for this purpose if we have collected such information direct from you, and if it is material of a type which you would reasonably expect to receive from use. We do not use sensitive Personal Information in direct marketing activity. Our direct marketing material will include a simple means by which you can request not to receive further communications of this nature, such as an unsubscribe button link.

5. Security, Access and correction

We store your Personal Information in a way that reasonably protects it from unauthorised access, misuse, modification or disclosure. When we no longer require your Personal Information for the purpose for which we obtained in, we will take reasonable steps to destroy and anonymise or de-identify it. Most of the Personal Information that is stored in our client files and records will be kept for a maximum of years to fulfill our recordkeeping obligations.
1. The Australian Privacy Principles:
  1. permit you to obtain access to the Personal Information we hold about you in certain circumstances (Australian Privacy Principle 12); and
  2. allow you to correct inaccurate Personal Information subject to certain exceptions (Australian Privacy Principle 13).
Where you would like to obtain such access, please contact us in writing on the contact details set out at the bottom of this privacy policy.

6. Complaint procedure

If you have a complaint concerning the manner in which we maintain the privacy of your Personal Information, please contact us as on the contact details set out at the bottom of this policy. All complaints will be considered by and we may seek further information from you to clarify your

concerns. If we agree that your complaint is well founded, we will, in consultation with you, take appropriate steps to rectify the problem. If you remain dissatisfied with the outcome, you may refer the matter to the Office of the Australian Information Commissioner.

7. Overseas transfer

Your Personal Information will not be disclosed to recipients outside Australia unless you expressly request us to do so.If you request us to transfer your Personal Information to an overseas recipient, the overseas recipient will not be required to comply with the Australian Privacy Principles and we will not be liable for any mishandling of your information in such circumstances.

8. How to contact us about privacy

If you have any queries, or if you seek access to your Personal Information, or if you have a complaint about our privacy practices, you can contact us through: .

Terms & Conditions

Terms and Conditions of Trade – Elite Torque Mechanical Pty Ltd

Background

Elite Torque Mechanical (the Provider) is a vehicle mechanic service business providing automotive servicing and repairs.
The Provider agrees to provide services to customers who engage the Provider under the following terms and conditions of trade.
The Provider and Customer agrees to be bound to the following terms and conditions of trade (Terms).

Terms and Conditions of Trade

Definitions & Interpretation

In these Terms, the following terms have the following meanings:

Australian Consumer Law means the Australian Consumer Law provided in Schedule 2 of the Competition and Consumer Act 2010 (Cth).

Booking Date means the date the Customer and the Provider agree for the Customer’s Order to commence.

Contract means the contract between the parties for the sale and purchase of the Goods and/or Services which consists of each Order placed by the Customer, these Terms and, if applicable, any Warranty and/or the Application.

Customer means the person or entity placing the Order or any person or entity who purchases the Goods and/or Service from the Provider.

Customer Supplied Parts means any parts or products sourced and supplied by a Customer which the Supplier uses in providing the Services to that Customer, including but not limited to engines, powertrains, transmissions and any of their component parts.

Customer’s Terms means any terms and conditions provided by the Customer to the Provider at any time or in any manner, including any printed terms and conditions on the Customer’s Order, or terms and conditions other than this Contract purported by the Customer to apply to the Order.

Goods means the vehicle products and/or components and/or accessories supplied or to be supplied by the Provider.

Invoice means any invoice for or relating to the Goods and/or Services.

Order means any request by the Customer to purchase Goods and/or Services from the Provider whether written or verbal (includes telephone and online orders).

Provider means Elite Torque Mechanical Pty Ltd ACN 642 787 102

Provider’s Workshop means 7 Sullivan Dr, Stanthorpe QLD 4380.

Purchase Price means the amount listed on the Invoice for Goods and/or Services, as varied in accordance with clause 5.e., and, for the purpose of a security interest or purchase money security interest, includes any credit charges and/or interest payable.

Services means the services relating to vehicles supplied or to be supplied by the Provider.

Special Buy-In Order means Goods which are not stocked by the Provider and require the Provider to purchase these Goods from a third party.

Trading Account means the trading credit account granted to the Customer by the Provider pursuant to the Application and the Terms.

Quote means any written or verbal quote estimating the Services, labour costs, Goods and/or materials anticipated in the Customer’s Order.

Warranty

Commencement
1. These Terms commence on the earlier of the Customer receiving an Estimate, or placing an Order with the Provider, both occurrences constitute acceptance of these Terms by the Customer.
2. The Customer agrees that these Terms prevail over the Customer’s Terms.
3. The Customer agrees that these Terms apply to all transactions between the Customer and the Provider relating to the provision of Services.
Quotes
1. The Customer agrees that labour costs, material and other costs, and any time frame provided in the Quote is an estimate only and is subject to change at the sole discretion of the Provider.
2. The Provider will issue a Quote for the Customer’s Order no less than 7 calendar days in advance of the Customer’s estimated Booking Date.
3. The Provider may amend the details of the Quote verbally or in writing and such amended details supersede any prior details in the Quote or in any dealings with the Customer the Provider may have had.
4. The Customer acknowledges and agrees that they will not dispute any change to the Quote where the Quote price and/or timeframe increases at the Provider’s discretion, acting reasonably.
5. All Quotes are valid for 30 days from its original issue, and is subject to the availability of, and changes to the cost of, Goods and/or materials.
6. The Customer acknowledges and agrees that the final invoice provided by the Provider is the final authority on the cost for Goods and Services rendered by the Provider, and any reference to a Quote that may differ to the final invoice will not be honoured.
Order
1. The Provider may accept or reject any Order in its absolute discretion.
2. An Order will be deemed as accepted by the Provider at the point of either written or verbal confirmation being provided by the Provider to the Customer.
3. An Order will be deemed as accepted by the Customer when the Customer books with the Provider for their Booking Date for Goods and/or Services outlined in the Quote issued to the Customer in advance.

Payment
1. The Customer must pay to the Provider the Purchase Price listed on the Invoice on delivery of the Goods and/or Services.
2. If the Customer has a Trading Account, payment terms for Invoices are strictly due thirty (30) days from the date of the Invoice.
3. Despite clause 5a., the Provider may require a 25% deposit from the Customer on accepting an Order for Services that is;
  1. estimated to require 5 or more hours of labour; or
  2. for Goods and Services with an estimated Purchase Price of $2,000.00 or more; or
  3. as otherwise required by the Provider.
4. The Provider may issue the Customer with an interim Invoice;
  1. For the payment of a Special Buy-In Order at any time after the Order is placed by the Customer which will require payment in full of the cost of the Special Buy-In Order; and
  2. For Customers who do not hold a Trading Account, if the estimated total cost for Goods and/or Services exceeds $1,000.00, the Provider may issue an interim Invoice to the Customer at any time after the Order is placed by the Customer for payment of up to half the estimated Purchase Price for immediate payment.
5. The Provider reserves the right to vary the Purchase Price and make any additional charge in the event of a variation to the Order of Goods and/or Services (including to any Special Buy-In Order), including where the Provider incurs additional costs in the following circumstances:
  1. The Customer providing inadequate, delayed, or incorrect information or materials in relation to the vehicle and/or Customer Supplied Parts;
  2. The Provider agreeing to provide additional Good not included in the Order or Estimate, including alterations to the Goods to be supplied or additional Goods due to the Customer's request for additional Services;
  3. the Provider agreeing to provide additional Services not included or specifically excluded in the Order or Estimate, including additional or altered Services or visits to or by the Customer with the Provider; and
  4. if the Customer cancels a Service or Good (with or without the Provider’s agreement), any Loss resulting from the cancellation that is incurred by the Provider,
  5. and notice will be provided verbally or in writing by the Provider within a reasonable time.
6. The Customer agrees that a discount on the Purchase Price is not available (for example, senior discount or defence discount), if the Customer makes payment of the Purchase Price using a payment plan, including for example Afterpay.
7. Unless the Provider otherwise notifies the Customer in writing, the price charged for the Goods and/or Services is exclusive of any goods and services tax, sales tax, excise, duty and/or any identified or new taxes that come into existence after the effective date of the Contract.
8. Where any goods and services tax, sales tax, excise, duty and/or any identified or new taxes apply to any supply made under the Contract, the Provider may recover from the Customer an additional amount on account of those taxes and the Provider will deliver to the Customer a compliant Invoice.
9. The Provider does not accept cheques as payment for the Purchase Price unless otherwise agreed in writing.
10. Unless agreed in writing by the Provider, the Customer must not withhold payment of the Purchase Price due to a dispute or any other query arising in respect of the Order, the Purchase Price or any other matter connected with the Contract.
11. The Provider may, in its complete discretion, apply any payment received from the Customer to any amount owing by the Customer to the Provider.
FAILURE TO PAY, STORAGE AND LIEN
1. If an amount owing by the Customer remains unpaid for a period of 48 hours (excluding days the Provider is not open) after the Provider provides the final Invoice and advises the Customer the vehicle is ready for collection, the Provider may charge the Customer $30.00 excluding GST per day (or part thereof) to store the Customer’s vehicle until the amount has been paid in full and the vehicle is collected.
2. If a vehicle is onsite at the Provider’s workshop or premises and the Provider provides an Estimate to the Customer, then within 7 days of the Provider providing the Estimate to the Customer, the Customer must either approve the supply of Goods and/or Services in the Estimate or collect the vehicle and, if the Customer fails to do so, the Provider may charge the Customer $30.00 excluding GST per day (or part thereof) to store the Customer’s vehicle from the end of the 7 day period until the amount has been paid in full and the vehicle is collected.
3. If the Customer is in default for the failure to pay debts to the Provider as and when they are due, the Customer must also pay on demand to the Provider, interest on all overdue amounts owed by it to the Provider at the rate equal to the interest rate set out in these Terms.
4. All costs and expenses associated with collecting overdue amounts (for example, where the collection of the debt is referred to a debt collector or a law firm, or in respect of legal proceedings), including (but not limited to) legal fees, interest, storage charges and internal costs and expenses of the Provider, are to be paid by the Customer as a debt due and payable under these Terms.
5. In addition to any lien existing at common law, the Customer agrees the Provider can exercise a lien on the Customer’s vehicle until the Customer has paid all amounts owing by the Customer to the Provider.

UNCOLLECTED GOODS
1. The Customer acknowledges that it has read and understood the Provider‘s sign in store which states: The Disposal of Uncollected Goods Act 1967 covers inspection, custody, storage, repair and other treatment of goods. Under this Act, uncollected goods may be sold six months after the date on which they were ready for collection.
CREDIT
1. This clause applies to Customers holding a Trading Account.
2. The Provider may grant the Customer credit under a Trading Account in its sole discretion upon the terms of the Contract and on basis of information provided in the Application and such other documents and information as may be required by the Provider.
3. The Customer acknowledges and agrees that the Contract applies to the Trading Account.
4. Until the Provider grants the Customer credit under a Trading Account by notice in writing and, if applicable, the Provider receives a Trading Account Guarantee, the Provider will only supply Goods and/or Services to the Customer on the basis of cash in advance or on delivery of the Goods and/or Services.
5. The Customer acknowledges and agrees that the credit to be provided by the Provider is to be applied wholly and predominantly for business purposes, or investment purposes other than investment in residential property (Credit Purpose) and the Customer agrees not to use the credit for a purpose other than the Credit Purpose.
6. The granting of credit does not oblige the Provider to extend any particular amount of credit to the Customer.
7. Any credit granted may be revised by the Provider if it is in the Provider’s legitimate business interests to revise the credit granted on providing seven (7) days written notice to the Customer of the change in credit limit taking effect. The Provider reserves the right to suspend and/or terminate the Trading Account in writing upon any breach by the Customer of the Contract or upon the Customer ceasing to trade and/or being subject to any legal proceedings and/or the Customer committing an act of insolvency as determined by the Provider in its sole discretion.
8. If one or more Guarantor is deceased, becomes bankrupt or otherwise withdraws from being a Guarantor in accordance with the Trading Account Guarantee, then the Customer must promptly notify the Provider and the Provider in its absolute discretion may suspend and/or terminate the Trading Account in writing.
9. The Customer agrees that upon the termination of the Trading Account, any and all monies owing on the Trading Account shall become immediately due and payable.
10. The Customer must notify the Provider in writing if there is any material change in the Customer’s financial position and/or if the Customer is subject to any legal proceeding.
11. No later than 14 days before any change in ownership, change in the registered particulars, change in shareholding or directorship (including resignation), of the Customer (Change), the Customer must notify the Provider in writing of the proposed change (Change Notice).
12. On receiving the Change Notice, the Provider may do any one or more of the following:

i. accept the Change in writing, which may include conditions the Provider reasonably considers to be in its legitimate business interests;

ii. temporarily suspend the Trading Account to afford the Provider an opportunity to consider if it is in its legitimate business interests to continue to provide the Trading Account in light of the Change; and/or

iii. if the Provider considers in its reasonable opinion that it is not in its legitimate business interests to continue to provide the credit under the Trading Account, and/or to provide Goods and/or Services under the Contract, the Provider may terminate the Trading Account and/or the Contract in writing signed by the Provider.

The Customer and the Guarantor(s) are liable for any Goods and/or Services supplied by the Provider after a Change, regardless of whether a Change Notice has been provided to the Provider, unless the Provider has accepted the Change in writing in accordance with these Terms, and the Customer has complied with all of the Provider’s conditions.
SUPPLY OF GOODS AND CUSTOMER SUPPLIED PARTS
1. The Provider supplies Goods in connection with the supply of the Services.
2. Unless specified by the Provider to the contrary in the Order, the Provider does not warrant that it will be capable of providing the Goods at specific times requested by the Customer during the term of the Contract.
3. The Provider may agree to provide additional Goods not included or specifically excluded in an Order or Estimate, in this event, the Purchase Price may be varied in accordance with these Terms.
4. The Customer acknowledges and agrees that the Provider may, in its absolute discretion, refuse to fit any goods supplied by the Customer including parts or products sourced and/or supplied by the Customer and used by the Provider in providing Services.
5. If the Provider agrees to fit the Customer Supplied Parts, the Customer warrants that any Customer Supplied Parts are free from any pre-existing defects or faults and are suitable for the supply of Services and the Customer acknowledges and agrees:

i. the Provider is not the Provider of the Customer Supplied Part for the purpose of the Australian Consumer Law and if the Provider offers a Warranty, then the Warranty does not apply to the Customer Supplied Parts;

ii. fitment of the Customer Supplied Parts is conditional on the Customer entering into a separate deed regarding supply and fitment of Customer Supply Parts, unless the Provider waives such condition in the Provider’s absolute discretion;

iii. if the Customer Supplied Part is being delivered to the Provider’s premises, or needs to be returned to the Provider of the Customer Supplied Part, the Customer must arrange such delivery and is liable for all transport charges, insurance, damage to the Customer Supplied Part and damage to the Provider’s property in connection with such delivery; and

iv. to the extent permitted by law the Customer indemnifies the Provider from and against all existing and future Claims of whatsoever nature, wherever and however arising, known or unknown and by any third party which arises out of or in connection with the Customer Supplied Parts.

Except as required by law, the Provider will be under no obligation to accept Goods returned for any reason.
Without limiting any rights that may be available under the Australian Consumer Law that are not lawfully excluded under these Terms, if the Customer is seeking to make a claim pursuant to a third party manufacturer warranty, the Good may be sent back to the manufacturer for inspection and the remedy in relation to that claim will depend on the decision of the third party manufacturer.
PROVISION OF SERVICES
1. Obligations and rights in relation to the cancellation of Services, are provided in clause 16.
2. Unless specified by the Provider to the contrary in the Order, the Provider does not warrant that it will be capable of providing the Services at specific times requested by the Customer during the term of the Contract.
3. Subject to otherwise complying with its obligations under the Contract, the Provider shall exercise its independent discretion as to the most appropriate and effective manner of providing the Services and of satisfying the Customer’s expectations of those Services.
4. The Customer agrees that the Provider may, at any time, appoint or engage an agent to perform an obligation or right of the Provider arising out of or pursuant to these Terms, an Estimate or Order.
5. The Provider may agree to provide additional Services not included or specifically excluded in the Order or the Estimate, in this event, the Purchase Price may be varied in accordance with these Terms.
DEFAULT
1. The Customer will be in default if:

i. the Customer breaches the Contract;

ii. payment for the Goods and/or Services has not been received by the Provider in full by the due date for payment;

iii. the Customer becomes insolvent or unable to pay the Customer’s debts as and when they are due and payable;

iv. the Customer, being an individual, commits an act of bankruptcy or becomes an insolvent under administration;

v. the Customer, being a body corporate, becomes an externally-administered body corporate or any proceedings are filed or steps taken that may result in the Customer becoming an externally-administered body corporate;

vi. the Provider forms the reasonable opinion that the Customer’s credit worthiness or credit standing alters from that indicated in its Application.

Without prejudice to any other rights of the Provider, if the Customer defaults, the Provider may do one or more of the following:

i. without notice to the Customer, make all money owing by the Customer to the Provider, on the Trading Account or on any account whatsoever, immediately due and payable (including any costs incurred as a result of trying to recover the outstanding amount);

ii. treat the whole of the Contract, any part of the Contract and/or any other contract with the Customer as repudiated and sue for breach of contract;

iii. refuse to supply any further Goods and/or Services to the Customer;

iv. without notice to Customer, commence taking steps to collect the overdue amount, including, but not limited to, debt collection action and any associated legal proceedings;

v. cancel all or any part of any Order that remains unfilled (and make all amounts owing, whether or not due for payment, immediately payable);

vi. without notice to the Customer, vary any credit the Provider has provided to the Customer under the Trading Account;

vii. suspend or terminate the Trading Account by providing notice in writing; and/or

viii. if the Customer is in default for the failure to pay debts as and when they are due and payable, charge interest on any money owing until payment at the rate of 10% per annum calculated daily.

RISK AND TITLE
1. Legal and equitable title to the Goods will remain with the Provider and will not pass to the Customer until such time as full payment in cleared funds is made to the Provider for the Goods and for any and all monies owed by the Customer to the Provider in respect of the Goods and related Services. Until title to such Goods passes, the Customer holds the Goods as bailee for the Provider and that a fiduciary relationship exists between the Customer and the Provider in respect of those Goods.
2. Risk in the Goods passes to the Customer on the Customer making payment in accordance with these Terms or on the Customer collecting the Goods, whichever is the earlier.
LIMITATION OF LIABILITY
1. Any limitation of liability in this clause and/or in this Contract does not apply if it would restrict, modify or exclude the Customer’s rights in a way that is not permitted under Australian Consumer Law or any other applicable law.
2. To the extent permitted by law and except as otherwise expressly provided in the Contract, all express and implied warranties, guarantees and conditions under statute or general law as to merchantable quality, description, quality, suitability or fitness of the Goods, Services or Customer Supplied Parts for any purpose or as to design, assembly, installation, materials or workmanship or otherwise is expressly excluded.
3. The Customer will ensure when placing Orders that there is sufficient information to enable the Provider to execute the Order. To the extent permitted by law, the Provider takes no responsibility if the Customer places an Order for incorrect Services, product type or quantity is ordered and/or if the specifications are wrong or inaccurate and the Customer will be liable for the expenses incurred by the Provider for any work required to rectify and/or resupply the Order.
4. The Customer agrees that if it is aware (or should be aware) that the Goods and/or Services the subject of an Order are for a particular purpose, or are required to possess special characteristics, the Customer will clearly specify that purpose or those characteristics in any such Order. However, to the extent permitted by law:

i. the Customer is responsible for ensuring the Goods, Services or Customer Supplied Parts are fit for the Customer’s intended purpose; and

ii. the Customer acknowledges it is not relying on any representation by the Provider or its representatives as to the suitability of the Goods, Services or Customer Supplied Parts for the purpose intended by the Customer and that the Customer is responsible for undertaking its own due diligence in respect of the Goods, Services or Customer Supplied Parts and their respective fitness for a particular purpose.

To the extent permitted by law, the Customer indemnifies the Provider against any damages arising out of fitment of the Goods or Customer Supplied Parts which occurs due to the Customer’s failure to undertake proper due diligence with respect to the suitability of the Goods or Customer Supplied Parts for the intended purpose.
To the extent permitted by law, for Goods and/or Services that are not of a kind ordinarily acquired for personal, domestic or household use or consumption, the Provider’s liability in relation to the sale of Goods and/or Services to the Customer is limited as follows:

i. the Providers liability for any Claim is limited at the Provider’s option to:

1. for Goods replacing the Goods with equivalent goods, repairing the Goods (or payment for the repair of goods) or providing a refund for the Goods;

2. for the Services providing a remedy to the Customer, which may include, re-supplying the Services or providing a refund for the Services;

ii. the Provider is not liable for any Loss to a person or property arising from or caused in any way by the Goods, Services or Customer Supplied Parts; and

iii. the Provider will not be liable for any Consequential Loss.

WARRANTY
1. The Provider’s Goods and Services come with guarantees that cannot be excluded under the Australian Consumer Law. For major failures with the service, you are entitled:

i. to cancel your service contract with us; and

ii. to a refund for the unused portion, or to compensation for its reduced value.

You are also entitled to choose a refund or replacement for major failures with goods.
If a failure with the goods or a service does not amount to a major failure, you are entitled to have the failure rectified in a reasonable time. If this is not done you are entitled to a refund for the goods and to cancel the contract for the service and obtain a refund of any unused portion.
You are also entitled to be compensated for any other reasonably foreseeable loss or damage from a failure in the goods or service.
The Provider warrants that they will follow manufacturer specifications for all parts used in the Order, and the parts used will be fit-for-purpose.
The Provider’s labour warranty covers the workmanship of the Provider’s labour for a period of 6 months/10,000km, which is limited to rectification of any installation errors conducted by the Provider as part of the Customer’s Order, and does not cover any part failure that may occur in this time that is not due to the Provider’s direct actions or negligence in conducting the Customer’s Order.
All parts supplied by the Provider are under the manufacturer or suppliers’ warranty unless otherwise advised by the Provider.
Should the Customer wish to make any warranty claims, the Provider must be informed and is to give authorisation before any work is to be conducted and the vehicle must be returned to the Provider’s Workshop.
The Customer acknowledges that any warranty may be voided if there have been modifications to the vehicle, or if any components have been tampered with or modified in any way.
PERSONAL PROPERTY SECURITIES
1. Terms defined in the Personal Property Securities Act 2009 (Cth) (PPSA) have the same meaning when used in this clause.
2. The Customer acknowledges and agrees that under the PPSA:

i. the Contract constitutes a security agreement and each Order is incorporated into the Contract, which includes these Terms;

1. as security for payment of the Purchase Price of the Goods, the Customer grants the Provider a security interest being a purchase money security interest in favour of the Provider:

a. in all Goods supplied or to be supplied as specified in an Order or any Order; and

b. in any present or after acquired property representing the proceeds of sale of the Goods, including where the Customer uses the Goods, or allows the Goods to be used to manufacture or produce another product or in accession to other goods;

2. as security for the performance by the Customer of the obligations set out in the Contract the Customer grants the Provider a security interest:

a. in all Goods supplied by the Provider to the Customer from time to time as specified in an Order or any Order; and

b. in any present or after acquired property representing the proceeds of sale of the Goods,

including where the Customer uses the Goods, or allows the Goods to be used to manufacture or produce another product or in accession to other goods;

the Provider may register a financing statement on the Personal Property Securities Register, including, a financing statement that describes the Goods as ‘other goods’ (or a description the Provider otherwise considers appropriate for the Goods), specifies the security interest as a purchase money security interest and specifies that the security interest is taken in all Goods and in any present or after acquired property representing the proceeds of sale of the Goods.
1. The Customer must provide information and do anything the Provider reasonably requires to register, maintain and enforce the Provider’s security interest.
2. The Customer indemnifies the Provider and agrees to reimburse the Provider on demand for costs incurred in respect of registering, maintaining and enforcing the Provider’s security interest.
3. The Customer waives the requirement to be provided information under various provisions of the PPSA and agrees that as provided for in:
  1. PPSA section 157 – the Customer waives its right to receive a verification statement from the Provider; and
  2. PPSA section 115 – the Customer waives its right to receive information, or has contracted out of receiving information, under the various provisions set out in clause 15.7 of these Terms.
To the extent permitted by PPSA section 275, for the purpose of confidentiality, the Provider and the Customer agree that the Provider and the Customer must not disclose the information referred to in section 275(1) unless otherwise agreed in writing between the Provider and the Customer.
To the extent permitted under PPSA section 115, the Provider and the Customer agree the following PPSA sections are contracted out of, section 95, section 96(b), section 118 (to the extent of providing notice), section 121(4), section 125, section 129(2), section 130 (to the extent that it requires the secured party to give a notice to the grantor), section 132(3)(d), section 132(4), section 135, 142 and 143;
The Customer irrevocably grants the Provider, or an agent of the Provider or person authorised by the Provider, the right to enter upon the Customer’s property or premises, without notice or liability, to enforce its rights under the PPSA.
The Customer agrees that any rights of the Provider under the Contract are in addition to the rights of the Provider under the PPSA.
The Customer agrees not to allow a third party to obtain a security interest in the Goods or charge the Goods in anyway while title in the Goods remains with the Provider without the Providers prior written consent.
CANCELLATION
1. The Provider may in its absolute discretion cancel or postpone appointments in relation to Services (and any Goods in respect of the Services), if it is reasonable for the Provider to do so or it is in the Provider’s legitimate business interests to cancel or postpone the appointment (for example, due to non-delivery of a required part, unavailability of a part or labour shortage) and, to the extent permitted by law, the Provider will not be liable for Loss or Consequential Loss.
2. Unless expressly agreed to in writing by the Provider
  1. an Order for Goods, including Goods that are Special Buy-In Orders in connection with Services, cannot be cancelled by the Customer; and
  2. an Order for Services cannot be cancelled by the Customer unless 24 hours’ notice is provided to the Provider.
3. If the Customer fails to comply with clause 16.b.ii:
  1. the Provider may retain the Deposit and the Deposit will not be refunded, but, at the discretion of the Provider, may be applied as a credit to any future Order; and/or
  2. the Customer may, at the discretion of the Provider, be liable for any reasonable administrative costs incurred by the Provider and the Provider will provide to the Customer a compliant Invoice itemising the reasonable administrative costs.
4. If the Customer cancels an Order that is a Special Buy-In Order, then if the Provider is unable to cancel the Order with the third party, the Customer will be liable for the Purchase Price for the Special Buy-In Order or if the Provider cancels the Order with the third party and suffers Loss in doing so, the Customer will be liable for that Loss.
TERMINATION AND SURVIVAL
1. Either party may terminate the Contract on giving the other party a minimum of forty (40) days written notice.
2. The Provider may, in its absolute discretion, no earlier than forty (40) days before the termination takes effect, suspend the Trading Account by giving the Customer notice in writing. Despite clause 8.i., such suspension will not affect the payment terms of Orders placed by the Customer more than forty (40) days prior to the termination taking effect. To avoid doubt, the Customer may continue to purchase Goods and Services within forty (40) days of the termination taking effect by making payment for the Goods or Service in advance or on delivery.
3. If a notice to terminate the Contract is expressed only in terms of terminating these Terms, then the effect of that termination notice is that the Application and Trading Account terminate on the same date as these Terms except for:
  1. the Trading Account Guarantee, which terminates only according to its terms; and
  2. the obligations of the Customer under the Application survive the termination of the Application.
4. If the Contract is terminated for whatever reason, any rights or liabilities of the parties that accrued prior to the termination are not affected or prejudiced, the Customer’s obligations under this Contract survive termination of this Contract and clauses 5, 6, 8, 11, 12, 13, 15, 16 and 17 together with any other clauses that by their nature survive termination, survive termination.
FORCE MAJEURE
1. With the exception of the payment of the Purchase Price for Services and/or Goods by the Customer in accordance with this Contract, neither party has any liability under this Contract or may be deemed to be in breach of this Contract for any delays or failures in performance of this Contract which result from circumstances beyond the reasonable control of that party (including without limitation as a result of any strike, war, cyber-attack, terrorist attack, trade dispute, fire, flood, tempest, theft, epidemic, pandemic or breakdown in machinery of any kind, disruption to electricity (or any other utility), or breakdown or disruption of any electronic communication support system).
2. The party affected by these circumstances must promptly notify the other party in writing when such circumstances cause a delay or failure in performance and when they cease to do so.
3. If such circumstances continue for a continuous period of more than 6 months, either party may terminate this Contract by written notice to the other party.
4. If the Provider is unable to fulfil or complete an Order placed by the Customer within the time frame required by the Customer due to a circumstance in clause 18.a. or 18.b., then the Provider may cancel the Order without the Customer having a Claim against the Provider for Loss arising from such a cancellation.
GENERAL
1. Where more than one Customer completes the Contract, each will be liable jointly and severally.
2. The Contract is binding on the Customer, their heirs, assignees, executors, trustees and where applicable, any liquidator, receiver or administrator.
3. Delivery of an executed counterpart of this Contract by email in PDF or other image format, will be equally effective as delivery of an original signed hard copy of this Contract.
4. The Provider’s rights under the Contract, may only be waived by notice in writing. A waiver is limited to the specific instance to which it relates and to the specific purpose for which it is given.
5. The failure by the Provider to enforce any provision of this Contract will not be treated as a waiver of that provision or affect the Provider’s right to subsequently enforce that provision.
6. If the Customer is a trustee of a trust;
  1. the Customer warrants that the Customer as trustee has the power under the trust deed to enter into this Contract and to comply with its obligations under this Contract, including using the trust assets to meet the Customer’s obligations under this Contract;
  2. the Customer agrees that the Contract binds the Customer in their capacity as trustee and in the Customer’s own capacity; and
  3. the Customer agrees that the Customer is liable for the failure to meet an obligation under this Contract in its capacity as trustee and in the Customer’s own capacity.
7. The Provider may assign, license or sub-contract all or any part of its rights and obligations under the Contract, to another person without notice to the Customer. The Customer may not assign or otherwise transfer any or all of its rights and obligations under this Contract without the prior written agreement of the Provider.
8. The Provider may vary these Terms at any time by providing notice to the Customer, and such variation will apply to all Orders made after notice is given. For Customers without a Trading Account, the Customer acknowledges that the Provider may use these Terms on its website, in which event, the Terms on the Provider’s website will apply to any future dealings as between the parties commencing on or after the variation, including future Orders placed by the Customer, and the Customer is deemed to have notice of any such Terms and/or variations.
9. If a provision of the Contract would, but for this clause, be unenforceable, then the provision must be read down to the extent necessary to avoid that result and, if the provision cannot be read down to that extent, it must be severed without altering the validity and enforceability of the remainder of the Contract.
10. The Customer must pay all of the Provider’s costs and expenses in connection with the Contract, including legal expenses (on an indemnity basis), stamp duty and costs incurred in the recovery of monies owing by the Customer to Provider, or in otherwise enforcing the Provider’s rights against the Customer, under the Contract.
11. The Customer has no right of set-off in any suit, Claim or proceeding brought by the Provider against the Customer for default in payment or brought by the Customer against the Provider. The Customer acknowledges that the Provider can produce this clause in bar of any proceeding for set-off.
12. The Contract constitutes the entire agreement between the Provider and the Customer with respect to the Goods and/or Services supplied under the Contract. All prior negotiations, proposals and correspondence are superseded by the Contract and the Contract will in all circumstances prevail over the Customer’s Terms. No subsequent correspondence or document or discussion will modify or otherwise vary the Contract unless such variation is in writing and signed by the Provider.
13. The Contract is governed by the laws of Queensland. The parties submit to the exclusive jurisdiction of the courts of Queensland.
14. Nothing in this Contract is intended to have the effect of contravening Australian Consumer Law or any other applicable legislation.