1 GENERAL1.1 These are the terms and conditions referred to in the quotation and are taken as accepted by the Purchaser upon issuance of a purchase order.
1.2 You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.
When terms and conditions apply
1.4 These standard terms and conditions (standard conditions) apply to any contract entered into between AMTG (Supplier) and the Purchaser, on the issuing of a purchase order from the Purchaser to the Supplier, in accordance with the terms of this document.
2.1 Unless otherwise inconsistent with the context the word “person” shall also mean corporation;
In these standard conditions unless otherwise inconsistent with the context:
Goods means any material, plant, item or equipment specified in the order.
Manufacture includes grow, extract, produce, process and assemble.
Property includes every type of right, interest or thing which is legally capable of being owned and includes, but is not restricted to, physical goods, equipment and real property, as well as intangibles such as intellectual property, contract options and goodwill.
Supplies means property and/or services as the context requires.
2.2 Headings are not part of these standard conditions.
Conditions to prevail
2.3 Subject to clause 6, these standard conditions will prevail in any conflict between them and the terms of any offer or acceptance by the supplier.
3 YOUR INFORMATION
3.1 If You wish to place an Order for Goods available on the Service, You may be asked to supply certain information relevant to Your Order including, without limitation, Your name, Your email, Your phone number, Your credit card number, the expiration date of Your credit card, Your billing address, and Your shipping information.
3.2 You represent and warrant that: (i) You have the legal right to use any credit or debit card(s) or other payment method(s) in connection with any Order; and that (ii) the information You supply to us is true, correct and complete.
3.3 By submitting such information, You grant us the right to provide the information to payment processing third parties for purposes of facilitating the completion of Your Order.
4 OFFERS AND ACCEPTANCE
4.1 Any quotation made by AMTG is not an offer to sell or to provide goods. AMTG shall not be bound by any order given in pursuance of any quotation until it is accepted in writing by AMTG or by the commencement of supply or the provision of goods. Unless otherwise agreed in writing, all orders are subject to acceptance by AMTG within 14 days of receipt by AMTG of the order. These terms and conditions shall be deemed to be incorporated into any agreement between AMTG and the purchaser. Any terms and conditions contained in any order, offer, acceptance or other document of the purchaser and all representations, statements, terms and conditions and warranties (whether implied by statute or otherwise) not embodied herein are expressly excluded to the fullest extent permitted by law.
4.2 Prices quoted are for the supply of goods only and not for technical data, proprietary rights of any kind, or patent rights. All prices quoted or agreed upon maybe subject to a price variation where the exchange rate variation exceeds the base rate indicated on the quotation by +/- 3%.
4.3 Insofar as goods or services supplied by AMTG are not of a kind ordinarily acquired for personal domestic or household consumption, and unless the purchaser establishes that reliance on this provision would not be fair and reasonable, the liability for breach of a condition or warranty; implied into this contract by the Trade Practices Act 1974 (other than a condition implied by Section 69) is limited: (a) in the case of goods to any one of the following as determined by: (i) the replacement of the goods or the supply of equivalent goods; or (ii) the repair of the goods; or (iii) the payment of the cost of replacing the goods or of acquiring equivalent goods; or (iv) the payment of the costs of having the goods repaired: (b) in the case of services to any one of the following as determined by: (i) the supplying of the services again, or (ii) the payment of the cost of having the services supplied again.
5.1 Any date quoted for delivery is an estimate only unless a guarantee shall have been given by AMTG in writing. The purchaser shall accept and pay for goods if and when tendered notwithstanding any failure by AMTG to deliver by the quoted date. Written advice to the purchaser that goods are ready for delivery whether in whole or in part shall constitute tendering and the terms of payment shall apply.
5.2 AMTG shall not be liable to any purchaser or any other party for any loss or damage including direct or indirect or consequential injury loss or damage whatsoever by reason of any delay in delivery whether the same is due to the negligence of AMTG or any other party, actions constituting fundamental breach of contract, strike or any other industrial action, or any other cause whatsoever.
5.3 AMTG reserves the right to deliver by instalments and if delivery is made by instalments the purchaser shall not be entitled to terminate or cancel the contract.
5.4 Any quotation containing a provision to supply goods “ex stock” is subject to fulfillment of prior orders at the date of receipt of the purchaser’s order.
5.5 Unless otherwise agreed in writing, risk in relation to the goods shall pass to the purchaser at the time when the goods have been placed in transit which is to effect delivery from AMTG store or warehouse or delivery to the purchaser whichever is the sooner. The goods shall remain at the purchaser’s risk at all times.
6.1 Unless otherwise agreed in writing payment terms are balance upfront days from the date of invoice of the products to the purchaser.
6.2 Delivery actions by the Supplier that are delayed as a result of payment receipt delays by the Purchaser will be considered an excusable delay in relation to any delivery time quoted by the Purchaser.
6.3 An invoice has been correctly rendered if it is addressed in accordance with the purchase order, identifies the purchase order number, is a tax invoice for GST purposes and is, where explanation is necessary, accompanied by documentation substantiating the amount claimed.
6.4 This term as to the payment shall be of the essence of the contract.
6.5 Once payment is received in full; goods will be ordered to fulfil the contract.
7.1 Notwithstanding the delivery of the goods or part thereof the goods remain the sole and absolute property of AMTG as full legal and equitable owner until such time as the purchaser shall have paid AMTG the full purchase price together with the full price of any other goods the subject of any other contract with AMTG.
7.2 The purchaser acknowledges that he receives possession of and holds goods delivered by AMTG solely as bailee for AMTG until such time as the full price thereof is paid to AMTG together with the full price of any other goods then the subject of any other contract with AMTG.
7.3 Until such time as the purchaser becomes the owner of the goods, he will: (a) store them on the premises separately; (b) ensure that the goods are kept in good and serviceable condition; (c) secure the goods from risk, damage and theft; and (d) keep the goods fully insured against such risks that are
usual or common to insure against in a business of a similar nature to that of the purchaser.
7.4 The purchaser grants AMTG, its employees and agents an irrevocable license to enter premises occupied by the purchaser or any related body corporate or agent of the purchaser, for the purpose of exercising AMTG rights specified in Clause 5.1. AMTG may use reasonable force to take possession of the Goods without liability for trespass, negligence or payment of compensation to the purchaser or any related body corporate or agent of the purchaser.
8.1 Subject to clause 5.2 herein, AMTG shall not be liable for any loss or damage whatsoever and howsoever arising whether direct indirect or consequential or in respect of any claim whenever and however made for any loss or damage deterioration deficiency or other fault or harm in the goods manufactured, work executed or services provided by or on behalf of or in any arrangement with AMTG or occasioned to the purchaser or any third or other party or to his or their property or interest and whether or not due to the negligence of AMTG its servants or agents.
8.2 As soon as any of the facts or matters which form any part of any claim or complaint whatsoever become known to the purchaser, the purchaser shall within fourteen days notify AMTG in writing of the same.
8.3 AMTG shall not be liable in any circumstances for any: (i) defects or damages caused in whole or in part by misuse, abuse, neglect, electrical or other overload, no suitable lubricant, improper installation repair or alteration (other than by) or accident. (ii) any transport freight charges installation removal labour or other costs; (iii) defects in goods not manufactured by AMTG but will endeavour to pass on to the purchaser the benefit of any claim made by AMTG and accepted by the manufacturer of such goods under a warranty given by the manufacturer of such goods provided that nothing contained in this subparagraph shall limit the rights of the purchaser to proceed against AMTG pursuant to the Trade Practices Act 1974(iv) technical advice or assistance given or rendered by it to the purchaser or not in connection with the manufacture construction or supply of goods for or to the purchaser provided always that AMTG has rendered such services with due care and skill and that any material supplied in connection with those services are reasonably fit for the purpose for which they are supplied.
8.5 The exemptions, limitations, terms and conditions in these terms and conditions shall apply whether or not the loss or damage is caused by negligence or actions constituting fundamental breach of contract.
9.1 The Company reserves the right to revise its prices at any time prior to accepting an Order.
9.2 The prices quoted may be revised by the Company subsequent to accepting an Order in the event of any occurrence affecting delivery caused by government action, variation in customs duties, increased shipping charges, higher foreign exchange costs and any other matter beyond the control of the Company. In that event, You will have the right to cancel Your Order.
10 USER ACCOUNTS
10.1 When You create an account with Us, You must provide Us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your account on Our Service.
10.2 You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password, whether Your password is with Our Service or a Third-Party Social Media Service.
10.3 You agree not to disclose Your password to any third party. You must notify Us immediately upon becoming aware of any breach of security or unauthorized use of Your account.
10.4 You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.
11 YOUR FEEDBACK TO US
11.1 You assign all rights, title and interest in any Feedback You provide the Company. If for any reason such assignment is ineffective, You agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty free, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify and exploit such Feedback without restriction.
12 LINKS TO OTHER WEBSITES
12.1 Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company.
12.2 The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services.
12.3 You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.
12.4 We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.
13.1 No goods may be returned to AMTG without prior written authorisation via a return material authorisation (RMA). A restocking fee of up to 20% of the price shall be payable by the purchaser for all returns which relate to incorrectly ordered goods.
13.2 Order cancellations will be accepted solely at
the discretion of AMTG and any cancellation penalties applied by the manufacturer will be paid by the purchaser.
14 FORCE MAJEURE
14.1 AMTG shall not be responsible for any failure to perform or delay, attributable in whole or in part to any cause beyond its reasonable control (other than any payment obligations), including but not limited to Acts of God, fire, flood, tornado, earthquake, hurricane, lightning, government actions, actual or threatened acts of war, terrorism, civil disturbance or insurrection, sabotage, labour shortages or disputes, failure or delay in delivery by AMTG suppliers or subcontractors, transportation difficulties, shortage of energy, raw materials or equipment, or Distributor’s fault or negligence. In the event of any such delay, the date of shipment of Products or provision of Services shall, at the request of AMTG, be deferred for a period equal to the time lost by reason of the delay.
Upon the occurrence of default by the purchaser in compliance with these terms or any other agreement with AMTG;
15.1 AMTG may at its discretion withhold further supplies of goods or cancel this agreement, or vary the terms of this agreement without prejudice to its rights hereunder PROVIDED HOWEVER that AMTG may at any time and from time to time upon such terms as it may determine waive any of its rights under this Clause, but without prejudice to its rights thereafter of any of the events hereinbefore referred to or upon the continuation after any such waiver of any state of affairs the subject of such waiver.
15.2 Without prejudice to any other right or remedy the purchaser shall indemnify AMTG against any costs’ fees charges and disbursements charged by any solicitor engaged for the purpose of the collection or recovery of moneys due and payable by the purchaser to AMTG on an indemnity basis and any fees, charges, disbursements or commissions charged by any mercantile agency or debt collecting firm.
16.1 The Purchaser hereby charges with payment of any indebtedness to AMTG all beneficial interest (freehold and leasehold) in land and personal property held now or in the future by the Purchaser. The Purchaser agrees that if demand is made by AMTG, the Purchaser receiving such a demand will immediately execute a mortgage or other instrument of security, or consent to a caveat, as required, and against the event that the Purchaser fails to do so within a reasonable time of being so requested, the Purchaser hereby irrevocably and by way of security, appoints any credit manager or solicitor engaged by AMTG to be its true and lawful attorney to execute and register such instruments. Notwithstanding any other provision in this clause and in addition thereto AMTG may lodge a caveat noting the interest given by this charge on the title of any property of the Purchaser whenever it so wishes.
17.1 The Purchaser must pay to AMTG any amount which is payable by AMTG in respect of any supply to the Purchaser on account of GST. Each charge or fee for a supply rendered by AMTG does not include an amount to cover the liability of AMTG for GST on any supplies made under this agreement which are taxable supplies within the meaning of the GST Act. In relation to taxable supplies made under this agreement
AMTG agrees to issue the Purchaser with a tax invoice in accordance with the GST Act or a document satisfying the
minimum information requirement set out in GSTR 2000/2003 to entitle a recipient of a taxable supply to claim an input tax credit without holding a tax invoice.
“GST” means GST as defined in a New Tax System (Good and Services Tax Act 1999). “Supply” means supply as defined in a New Tax System (Goods and Services Tax Act 1999).
This clause applies if the Purchaser is a trustee and whether or not AMTG has notice of the Trust.
18.1 Where the Purchaser comprises two or more persons and any of those persons is a Trustee this clause applies to such Trustee.
18.2 The Purchaser agrees that even though the Purchaser enters into this Agreement as Trustee of the Trust, the Purchaser also shall be liable personally for the performance and observance of every covenant to be observed and performed by the Purchaser expressed or implied in this Agreement.
18.3 The Purchaser warrants its complete, valid and unfettered power to enter into this Agreement pursuant to the provisions of the Trust including power to obtain the credit facility from AMTG and to enter into the covenants to be observed and performed by them expressed or implied in this Agreement and warrants that its entry into this Agreement is in the due administration of the Trust.
18.4 The Purchaser covenants that the rights of indemnity which it may have against the property of the Trust have not been, and in the future will not be, excluded, modified, released, lost or diminished (whether by agreement, breach of trust or otherwise).
18.5 The Purchaser shall not, without AMTG prior written consent: (i) resign or be removed as Trustee of the Trust or appoint or allow the appointment of a new or additional Trustee of the Trust; (ii) amend or revoke any of the terms of the Trust; (iii) vest or distribute the property of the Trust or advance or distribute any capital of the Trust to a beneficiary or resettle any of the property of the Trust; (iv) permit a beneficiary to have the use, occupation, employment or possession of the property of the Trust; (v) do or permit or omit to do an act or thing in breach of the Trust or which would permit the Trustee to be removed as Trustee of the Trust; (vi) exercise or permit or allow to be exercised a power to change the vesting date of the Trust or provide for an early determination of the Trust; (vii) lend any money, give any
guarantee or incur any debt other than in the ordinary course of business of the Trust; or
(viii) pay any of the income of the Trust to any beneficiary of the Trust if such payment will prejudice or affect the Purchaser’s ability to pay all monies due to.
19.1 We may terminate or suspend Your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.
19.2 Upon termination, Your right to use the Service will cease immediately. If You wish to terminate Your Account, You may simply discontinue using the Service.
20.1 The parties agree that service of any notices, demands, and proceedings summons suits or actions (process) upon the Purchaser may be effected by AMTG or its solicitors sending such process by prepaid post to the address given in the Credit Application or Purchase Order as the address of the Purchaser. Service shall be deemed to have been effected two business days after the posting of the process.
21.1 The parties agree that the terms and conditions applying to any credit account opened in the name of the applicant and any other contract between AMTG and the purchaser shall be governed by the laws of the State of Western Australia in force for the time being and from time to time, and the parties irrevocably submit generally and unconditionally to the jurisdiction of the Courts of Western Australia in respect of claims, proceedings and matters arising out of or in respect of the said credit account or any said contract.
22 DISPUTE RESOLUTION
22.1 If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.
23 NEGATION OF EMPLOYMENT, PARTNERSHIP AND AGENCY
23.1 Acceptance of these terms and conditions, expressly or implied, does not create a relationship of employment, partnership or agency between the Purchaser and the Supplier.
24 INTERNATIONAL LAW COMPLIANCE
24.1 You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.
24.2 You further represent that you are not located in a country that is subject to an Australian Government embargo.
24.3 You represent that you comply with international standards in relation to business practices, including compliance with the Criminal Code (Australia), Foreign Corrupt Practices Act (USA) and the Bribery Act (UK).
25 SEVERABILITY AND WAIVER
25.1 If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
25.2 Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Terms shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.
26 TRANSLATION INTERPRETATION
26.1 These Terms and Conditions may have been translated if We have made them available to You on our Service. You agree that the original English text shall prevail in the case of a dispute.
27 CHANGES TO THESE TERMS AND CONDITIONS
27.1 We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect.
27.2 What constitutes a material change will be determined at Our sole discretion.
27.3 By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.
28 CONTACT US
If you have any questions about these Terms and Conditions, You can contact us:
By email: email@example.com
Document # ATMG-TC
Date Created: 2nd December 2021