Terms & Conditions of Sales

TERMS AND CONDITIONS OF SUPPLY

 

1. Definitions

In these terms and conditions of trade: -

“the Supplier” means Racer Australia Pty Ltd;

“the Customer” means the person described as such in the invoice or any party to whom the Supplier

supplies goods and/or services. In the event of the Customer being a company, the directors of the

Customer acknowledge that they will be personally liable for any breach by the Customer of contract or

for non-payment of invoices by the Customer;

“the Price” means the Price specified in the invoice;

“Terms and Conditions” means these terms and conditions of supply.

2. Application of these Terms and Conditions

2.1. These Terms and Conditions shall be deemed to be incorporated in all contracts for the sale of

goods by the Supplier to the Customer.

2.2. These Terms and Conditions shall not be varied without the express written consent of the Supplier.

3. Extension of Credit

Upon completion by the Customer of a Credit Application and Guarantee, the Supplier may, at its sole

discretion, approve the extension of credit to the Customer. The Customer is not entitled to any

extension of credit until it receives written notice from the Supplier stating that credit facilities have been

4. Terms of Payments

4.1. Payment for goods shall be due prior to supply if Customer does not hold a credit account or

make payments against documents through a commercial bank or within 30 days of the end of

the month appearing on the invoice if the Customer has a account.

4.2. If any amount is outstanding after 30 days, the Supplier may charge of the Customer interest on

such amount at the rate of 10% per month from the due date until the date of payment in full.

4.3. All payments made by the Customer to the Supplier will be applied as follows:-

4.3.1. First in or towards payment of any costs(including legal costs on a solicitor-own client

basis), charges, expenses or outgoings incurred or paid by the Supplier in relation to

any dishonoured cheque fees, collection costs or any action taken by the Supplier for

the recovery of any amounts owing by the Customer to the Supplier;

4.3.2. Secondly in or towards payment of any interests due or payable hereunder, and

4.3.3. Thirdly, in or towards payment of the Customer’s oldest debt owing to the Supplier.

4.4. If the Customer defaults in payment of any account on the due date all moneys which would

become owing by the Customer to the Supplier at a later date for supply of goods shall be

immediately due and payable without the requirement of any notice to the Customer.

4.5. The Supplier reserves the right to require the Customer to provide further security as a condition

precedent to the continuation of supply and further reserves the right to alter the terms of

payment at any time without notice and substitute cash with order or cash on delivery or any

other terms.

4.6. The Supplier may, at its option, cease to supply any further goods if the Customer fails to make

any payment by any due date.

5. Delivery

5.1. Any period or date for delivery stated by the Supplier is intended as an estimate only and is not a

contractual commitment. The Supplier will use its best endeavours to meet any estimated

delivery dates but in no circumstances whatsoever will the Supplier be liable for any loss or

damage suffered by the Customer or any other person for failure to meet an estimated delivery

5.2. The Supplier is not liable for any loss or damage to the goods after delivery to the Customer.

5.3. Notwithstanding the provisions of clause 10 hereof, the risk in the goods and all insurance

responsibility for theft, damage or otherwise in respect of the goods shall pass to the Customer

immediately upon dispatch of the goods to the Customer from the Supplier’s warehouse or

delivery to a freight company unless goods are sold on CIF terms. This includes delivery on site

to a property nominated by the Customer or as otherwise arranged with the Customer.

6. Placing Orders

All orders for goods are to be in writing (this requirement being able to be waived by the Supplier in the

exercise of its discretion) and should include the order number and the name and signature of the person

placing the order on behalf of the Customer. The Customer agrees that, in the event that it places an

order with the Supplier’s representative, then that representative is authorised to act as the agent of the

Customer in completing an order form. In the absence of an order form, acceptance by the Customer of

possession and/or delivery of the goods shall constitute acceptance or confirmation of previous

acceptance of these Terms and Conditions to the exclusion of all other terms of provisions.

7. Warranty

The Customer acknowledges that the Supplier is supplying goods which have been manufactured by

third parties. The Customer shall be entitled to the benefit of any Manufacturer’s Warranty in respect of

such goods. The Customer acknowledges that the Supplier accepts no responsibility whatsoever for any

Manufacturer’s Warranty or any claim howsoever arising from the use of these goods, whether singularly

or in combination with other products. The Customer agrees that the Supplier’s liability for a failure to

comply with a consumer guarantee in relation to those Ordered Parts is limited, at the option of the

Supplier to one or more of the following:

7.1 the replacement of the Ordered Parts or the supply of

equivalent goods;

7.2 the repair of the Ordered Parts;

7.3 the payment of the cost of replacing the Parts or of the

acquiring equivalent goods or;

7.4 the payment of the cost of having the Ordered Parts repaired.

If the Customer is not a consumer the Supplier will not be liable in any circumstances for any;

7.5 Loss to any property or person whatsoever resulting from the

provision of the Ordered Parts;

7.6 Loss arising from delay in delivery; or

7.7 Consequential Loss.

 

IMPORTANT: All parts and products supplied by the Supplier is designed and manufactured to the Supplier’s

specifications and the Customer must check that this specification meets his requirement as the Supplier will not

be responsible for the performance or operation malfunction of these parts or products in any way.

8. Indemnity

The Supplier will have no liability for, and the Customer will indemnify the Supplier from any Loss arising

out of or connected with the installation of Ordered Parts by the Customer for a third party or the correct

use of Ordered Parts by the Customer or a third party

9. Returns and Claims

9.1. The Customer shall inspect the goods immediately upon receipt and shall within 7 days of

receipt, give notice to the Supplier in writing of any matter or thing by reason whereof the

Customer alleges that the goods are not in accordance with the order failing, which the

Customer shall be bound to accept the goods.

9.2. All goods returned must be in original packaging and condition.

9.3. The Supplier will not be responsible for the quality or fitness of goods once they have been

processed or on-sold by the Customer.

9.4. The Customer acknowledges that the Customer has not made known to the Supplier the

purpose for which the Customer proposes that the goods sold under this invoice are intended to

be used.

9.5. Goods specially procured by the Supplier for the Customer are not returnable.

9.6. The Supplier’s liability will be limited on any claim to the Price of the goods in concern.

9.7. The Supplier may charge a restocking fee of at least 15% if the Customers has a change of mind

and wishes to return goods that have been supplied correctly. This restocking fee may vary

according to product.

10. Passing of property

10.1. All goods are to remain the property of the Supplier as legal and equitable owner and no property

in or title to any goods supplied will pass to the Customer until payment has been made in full for

all goods supplied by the Supplier.

10.2. Failure to make payment by the due date will, without prejudice to any other available remedies,

entitle the Supplier or their appointed agent to repossess the goods from any premises where

they may be. For the purpose of repossessing the goods, the Customer hereby grants an

irrevocable licence to the Supplier, its employees or agents, to enter upon such premises as the

Supplier reasonably suspects the goods may be located, using such reasonable force as is

necessary, and the Customer will indemnify the Supplier from and against any liability to any

third party in respect of any damage caused, and from and against all actions, proceedings,

claims, demand, costs, damages and expenses, howsoever arising.

10.3. The Customer may in the ordinary course of its business sell and deliver the goods in which the

property remains with the Supplier to any third party as the Supplier’s agent in a fiduciary

capacity and for the account of the Supplier. Any money received by the Customer with respect

thereto shall be held by the Customer upon trust for the Supplier notwithstanding the fact that it is

not deposited into a separate bank account. The Customer will upon request assign to the

Supplier the legal title of any right against any third party arising out of such sale. The Customer

will be entitled to receive from the Supplier by way of commission the excess of the proceeds of

sale over the amounts due to the Supplier from the Customer.

10.4. Notwithstanding the foregoing, the Supplier will be entitled to bring action against the Customer

for the price of the goods in the event of non-payment by the Customer by the due date as if the

property in the goods had already passed to the Customer and will also have the right by notice

in writing to the Customer at any time after the agreed delivery date to pass the property in the

goods to the Customer as from the date of such notice.

11. Insolvency and default

11.1 The Supplier may by notice in writing to the Customer terminate any contract with the Customer

so far as unperformed by the Supplier forthwith if:

11.1.1 The Customer commits any breach of any of these conditions or any other contract with the Supplier;

11.1.2 The Customer or any guarantor of the Customer compounds with or negotiates for any

composition with its creditors generally;

11.1.3 Being an individual the Customer dies, becomes permanently incapacitated, or has trustee

appointed or a receiving order made against him or commits any act of insolvency;

11.1.4 Being a body corporate or legal person, the Customer or any guarantor of the Customer calls

any meeting of its creditors or has a liquidator, provisional liquidator, official manager,

mortgagee, mortgagee’s agent, receiver or administrator or all or any of its assets appointed or

enters into any liquidation (other than solely for reconstruction or amalgamation while solvent) or

commits any other act of insolvency; or

11.1.5 The financial position of the Customer, or some other fact or circumstance, leads the Supplier to

believe on reasonable grounds that the Customer is likely to materially fail to complete its

obligations under any contract with the Supplier.

11.2 In the event of such termination:-

11.2.1 The Customer will forthwith on demand deliver to the Supplier any goods which are in the

possession or control of the Customer but in which the property remain with the Supplier and, in

default thereof, the Supplier will be entitled to repossess the same in accordance with clause

10.2 of these terms and conditions and the Customer shall indemnify the Supplier from and

against liability to any third party in respect of any such damage and from and against all actions,

proceedings, claims, demands, costs, damages, and expenses howsoever arising; and

11.2.2 The Supplier will be entitled by notice in writing to the Customer to declare immediately due and

payable any amounts outstanding from the Customer to the Supplier under this or any other

agreement (such sums thereby becoming forthwith due and payable); and

11.2.3 The Supplier may claim damages from the Customer for breach of contract and claim legal costs

on a solicitor-own client basis.

11.3 Any termination will be without liability on the part of the Supplier any and all direct or indirect

loss or damage thereby caused to the Customer, or to any other person.

12. Applicable Law

The parties agree that these Terms and Conditions and every contract connected therewith

shall be governed by the law of the state of Victoria and the parties hereby submit to the

jurisdiction of the Victorian courts.