Terms and Conditions

ROBINSONS CASTLEMAINE TERMS AND CONDITIONS OF SALE AND INSTALLATION

Terry Robinson Pty Ltd ACN 006 225 341 t/as Robinsons Castlemaine (“Robinsons”) is in the business of supplying and installing curtains and blinds, heating and cooling units/systems, security doors and screens and external awnings (“the Goods”).
1. Acknowledgement

1.1 By entering into an agreement for the installation and or supply of Goods, the Purchaser acknowledges that it has read and agrees with these terms and conditions. Robinsons is not bound by any terms and conditions contained in any document issued by the Purchaser unless expressly accepted in writing. In any event, these terms and conditions take precedence over any such document and in the event of any inconsistency these terms and conditions prevail.

2 Quotations

2.1 A written quotation issued by Robinsons is valid for a period of 30 days or sooner if revoked by Robinsons. A quotation will contain the complete details of the quantity, quality and description of the Goods and the services to be provided by Robinsons (“the Quotation”). Robinsons may withdraw, revoke or vary a Quotation at any time prior to the Purchaser submitting an order for the supply and/or installation of the Goods.

2.2 Quotations provided to the Purchaser for heating/cooling systems will also include a design layout plan. The preparation of the design layout plan may include taking measurements and sizing the heating/cooling system to suit the Purchasers needs. The Purchaser agrees that Robinsons will not be liable for any error or omission in the measurements, sizing or layout plan provided to the Purchaser, or if the Purchaser changes their mind about the Goods.

2.3 Once a Quotation has been accepted by the Purchaser it cannot be cancelled or altered without the written consent of Robinsons.

2.4 Where, in the period between acceptance of a Quotation by the Purchaser and delivery or installation of Goods, Robinsons incurs an increase in the cost of producing, delivering or supplying the Goods, it reserves the right to increase the quoted price at any time prior to delivery. If this occurs Robinsons will provide written notification to the Purchaser and the Purchaser agrees to accept such an increase in price.

3. Delivery

3.1 Availability

The supply of Goods or services by Robinsons is subject to availability. Robinsons reserves the right to suspend or discontinue the supply of Goods or services to the Purchaser depending on availability. If Robinsons is unable to supply any part of the Goods or services contained in the Quotation, these terms and conditions continue to apply to any part of the Goods or services supplied. The Purchaser must accept any errors or omissions in invoicing. Robinsons agree to provide an amended invoice or Quotation to the Purchaser or any other agreement negotiated between the parties.

3.2 Place of Delivery and Service

Unless otherwise agreed in writing, delivery of Goods and provision of services will be at the Purchaser’s premises.

3.3 Delivery Date

(a) If a delivery or proposed installation date is specified then that date is an estimate only and Robinsons is not liable for any delay in delivery or installation.
(b) Time is not of the essence in relation to delivery or installation and the Purchaser must accept delivery of and pay for the Goods and/or services delivered/provided even if the Goods are delivered after any deliver date or services are rendered after any installation date.
(c) Robinsons will not be liable for any loss incurred as a result of delay or failure to supply or install any Goods or services.
(d) Robinsons will not be liable for any delay or failure to supply or install due to circumstances beyond its control or any event of force majeure.
(e) If Robinsons cannot deliver or install any goods because the Purchaser does not make itself or the site readily available promptly after Robinsons advises the Purchaser that the Goods are ready for installation or delivery then Robinsons may treat the price for the relevant Goods and services as immediately due and payable even if Robinsons have not effected delivery or installation.

4. Returns Policy

(a) The Purchaser must inspect the Goods or services immediately following delivery or completion of the services (as the case may be).
(b) Goods may only be returned within 7 days of delivery and with the express written permission of Robinsons, and in a resalable, unsoiled and undamaged condition including any original packaging.
(c) Robinsons may, at its discretion, charge a reasonable handling fee in these circumstances including the cost of installation.
(d) Any claim that the Goods or services are not in accordance with the Quotation or that they are defective, damaged or otherwise not suitable then such a claim must be made within 48 hours of providing the Goods or completion of the services. If the Purchaser fails to make a claim within this period then, to the extent permitted by law, the Goods and/or services are deemed to have been accepted by the Purchaser and the Purchaser must pay for the Goods and/or services as per these terms and conditions.
(e) Where Robinsons enters the Purchaser’s premises (or other
premises nominated by the Purchaser) for the purpose of delivering Goods or providing services, or the premises of a nominated third party, the Purchaser releases Robinsons from any claim that the Purchaser or party nominated by the Purchaser (“nominated third party”) may at any time have had against Robinsons (but for this release) in respect of any damage suffered by the Purchaser or occasioned by Robinsons (including personal injury or damage to property). The Purchaser will ensure that appropriate access is granted in order for Robinsons to attend any premises for the purpose of delivery or installation. The Purchaser will, in the event of installation, ensure the appropriate policies and procedures are in place and followed to ensure the safety of staff and personnel of Robinsons at the premises of the Purchaser or any nominated third party.

5. Payment

5.1 Time of Payment

(a) Unless otherwise agreed in writing, the Purchaser must pay for Goods or services on supply of those Goods or completion of those services. Time is of the essence in respect of the Purchaser’s obligation to make payment for the Goods or services supplied by Robinsons.

5.2 Failure to make Payment

(a) If a Purchaser fails to fulfil these terms and conditions, including by failing to make any payment immediately on or before such a payment becomes due and payable or otherwise becomes bankrupt or insolvent (as the case may be), Robinsons may at its discretion (and without prejudice to any other rights or remedies to which Robinsons may be entitled) take action including
(i) withhold, cancel or suspend any unfulfilled orders;
(ii) immediately cease providing Goods or services to the Purchaser;
(iii) terminate any contracts with the Purchaser;
(iv) charge the Purchaser interest calculated on a daily basis on any funds overdue at an amount being 5% over and above the Penalty Interest Rate (provided from time to time by the Penalty Interest Rates Act 1983 (Vic)) calculated from the date the payment was due until the date the payment was made;
(v) enter (at any time) the premises of the Purchaser or any nominated third party where those Goods have been or are stored to enable Robinsons to inspect the Goods and to retake possession of the Goods without any liability in trespass, negligence or payment of any compensation;
(vi) take proceedings against or in relation to any property held by the Purchaser;
(vii) make a written demand from you for all costs, expenses and charges incurred on any account whatsoever as a result of the Purchaser’s failure to fulfill any of these terms and conditions which must be paid within 14 days of the date of such written demand; or
(viii) institute recovery proceedings for any amounts outstanding to the Robinsons in which case the Purchaser agrees that it will pay all and any such legal costs on an indemnity basis.

5.3 Deposit

(a) Robinsons may require payment of a security deposit (“Deposit”) by the Purchaser. The Deposit may be less than or equal to the price of the Goods or services. The Purchaser must pay us the amount of Deposit when required by Robinsons. Robinsons may retain control of the Deposit and apply it to compensate Robinsons in respect of any breach of these terms and conditions by the Purchaser or towards any overdue payment in respect of Goods or services provided by Robinsons.
(b) Robinsons may require full payment for heating products ordered prior to installation.

6. Retention of title

6.1 The Purchaser agrees that legal and equitable title to any Goods provided by Robinsons is retained by it until the Purchaser makes full payment for those goods and all other Goods supplied by Robinsons. Prior to the Goods and services being paid for in full, the Purchaser:
(a) holds the Goods as a bailee and fiduciary agent of Robinsons;
(b) must store the Goods separate from its own goods and other of other parties;
(c) must ensure the Goods are properly stored, protected, readily identified and insured.
6.2 Robinsons reserves the following rights in relation to the Goods (including such Goods that have been installed) until all amounts in respect of the Goods (and any other Goods or services purchased from Robinsons) are paid in full:
(a) the legal and equitable ownership;
(b) right to retake possession of the Goods;
(c) right to keep or resell any of the Goods.
6.3 In the event that the Purchaser breaches these terms and conditions by failing to pay for Goods or services by the date specified in these Terms and Conditions, the Purchaser must immediately return the goods provided under these terms and conditions on demand. If the Purchaser does not return the goods to Robinsons with 24 hours of such demand, Robinsons shall be entitled (without further notice) to enter upon the Purchaser’s premises at any time to do all things necessary to recover the Goods. The Purchaser hereby grants Robinsons an irrevocable licence to enter the Purchaser’s premises in these circumstances and to retrieve the goods. The Purchaser agrees that it shall be liable for all costs, losses, damages, expenses or any other sums incurred by Robinsons in these circumstances.
6.4 Any goods supplied by Robinsons are held at the Purchaser’s risk upon and after delivery to the Purchaser (or its servant, agent or carrier). It will be the Purchaser’s responsibility to insure the Goods after delivery to the Purchaser, its servant, agent or carrier.

7. Personal Property Securities Act 2009 (Cth)

7.1 The Purchaser acknowledges that these Terms will comprise a Security

Agreement for the purposes of the PPSA.
(a) The Purchaser acknowledges that until such a time that Robinsons receive full payment in cleared funds for all Goods supplied to the Purchaser, these Terms create a Purchase Moneys Security Interest in the Goods as security for the clients obligations to Robinsons under these Terms, registrable on the Personal Property Securities Register.
(b) Robinson’s interest in the Goods and all proceeds from the sale of the Goods by the Purchaser to a third party is a security interest.
(c) The Purchaser consents to Robinsons registering its security interest on the Personal Property Security Register and agrees to provide all assistance reasonably required by Robinsons to facilitate registration.
(d) Until title in the Goods has passed to the Purchaser, the Purchaser agrees not to in any way assign, charge, lease or otherwise deal with the Goods in such a manner as to create a security interest over the Goods in favour of the Purchaser or any third party. The parties agree this clause will not prohibit the Purchaser from selling the Goods in the ordinary course of business.
(e) The Purchaser waives its rights to any notice under the PPSA (including notice of verification statement) unless notice is required by that Act and cannot be excluded.
(f) Robinsons and the Purchaser agree that these Terms and all related information and documents are confidential (Confidential Information) and will not be disclosed to unauthorised representatives or third parties, except to the extent disclosure is permitted by these Terms or required by law. Robinsons and the Purchaser agree that Robinsons will not disclose the Confidential Information pursuant to a request under section 275(1) of the PPSA.
(g) Unless the Goods are used predominately for personal, domestic or household purposes, the Purchaser and Robinsons agree each of the following requirements or rights under the PPSA do not apply to the enforcement of Robinsons security interest in the Goods or of this agreement:
(i) Any requirement for Robinsons to give the Purchaser a notice of removal of accession;
(ii) Any requirement for Robinsons to give the Purchaser a notice of Robinsons proposed disposal of the Goods;
(iii) Any requirement for Robinsons to include a statement of account, after disposal of the Goods, the details of any amounts paid to other secured parties.
(iv) Any requirements for Robinsons to give the Purchaser a statement of account if the Purchaser does not dispose of the Goods.
(v) Any right the Purchaser has to redeem the Goods before Robinsons exercises a right of disposal; and
(vi) Any right the Purchaser has to reinstate these Terms before Robinson’s exercises a right of disposal of the Goods.
7.2 Expressions defined in the PPSA have the same meaning when used in this agreement.

8. Call Out Fees

8.1 Robinsons will charge a call out service fee to attend a Purchaser’s premises where the Goods or services are out of warranty.

9. Copyright

9.1 Robinsons retain copyright in all designs and patterns and these must not be reproduced without written consent.

10. Product Description and Stock

10.1 In the case of fabrics, colour may slightly vary depending on fabric batches and any minor or immaterial variation or change in colour or pattern between the samples shall not entitle you to reject the goods nor to claim any compensation for such variation or change.
10.2 Robinsons do not accept responsibility for any shrinkage and dropping of material that may occur.

11. Limited liability

11.1 Notwithstanding any other provision in these terms and conditions and subject to clause 7 and 17 of these terms and conditions, Robinsons is not liable for any (direct or indirect, special or consequential) loss or damage suffered as a result of or in connection with Robinsons providing Goods and/or services however caused (including, but not limited to, by the negligence, mistake or failure of Robinsons). The Purchaser expressly acknowledges that it will continuously monitor any of the Goods provided and/or installed by Robinsons to ensure continuous operation and good working order.
11.2 The Purchaser may request Robinsons to make changes to the Goods, the design prepared by Robinsons in respect of the Goods (“the Design”) or the location or manner in which the Goods are installed at the premises nominated by the Purchaser (“the Premises”). The Purchaser acknowledges that any changes made to the Premises, the Goods or the Design either by Robinsons or any other party before or after supply or installation of the Goods in the Premises may affect the performance of the Goods and the Purchaser agrees that Robinsons will not be liable for any decreased performance of the Goods or any loss or damage suffered by the Purchaser as a result of or in connection with any such changes to the Premises, the Goods or the Design.
11.3 If, and to the extent, that the Competition and Consumer Act 2010 (Cth) or the Fair Trading Act 1999(Vic), or any other legislation, implies a condition or warranty into these terms or conditions (or to the supply of Goods or services by Robinsons) in respect of Goods or services supplied by Robinsons, such liability (where it is not excluded by these terms and conditions or is not otherwise capable of being excluded by law) is limited to:
(a) in the supply of goods, Robinsons doing one of (at its election)
(i) repairing the goods;
(ii) replacing the Goods or supplying equivalent Goods;
(c) paying the cost of replacing the Goods, acquiring equivalent Goods or repairing the Goods;
(b) in the supply of services, Robinsons
(i) resupplying the services; or
(ii) paying the cost of resupplying the services.
11.4 Notwithstanding any clause in these terms and conditions, Robinsons is not liable to the Purchaser for any indirect, special or consequential loss or damage (including economic loss, loss of opportunity, loss of profit or revenue, loss or damage in connection with claims against the Purchaser by third parties, liquidated sums or liquidated damages) suffered or incurred by the Purchaser which in any way that: (a) arise out of a breach of contract by Robinsons; (b) a negligent act or omission of Robinsons; or (c) breach of a statutory duty or other obligation of Robinsons. The maximum liability for any direct loss suffered by the actions of Robinsons, if any, is limited to the price of the contract with Robinsons.

12. Privacy

12.1 The Purchaser consents to Robinsons collecting and holding any personal or company information about the Purchaser, including but not limited to the purposes of (a) determining whether Robinsons wishes to contract with the Purchaser or otherwise advance credit; (b) providing the goods and services to the Purchaser.
12.2 The Purchaser acknowledges that Robinsons may disclose personal and/or company information pertaining to the Purchaser (or any directors or related entities) to any legal or other professional advisors or collection agencies for the purpose of recovering monies due and payable by you.
12.3 The Purchaser acknowledges that Robinsons may, in order to determine whether or not to advance credit to the Purchaser or related entities, seek information about the Purchaser’s personal or commercial credit arrangements or otherwise obtain a credit report.

13. Disputes Procedure

13.1 Robinsons and its Purchasers agree to co-operate to investigate promptly and resolve any disputes that may arise.
13.2 Disputes between Robinsons and its Purchases are to be handled by Alternative Dispute Resolution methods.

14. Severance and Waiver

If any clause (or part thereof) of these terms and conditions is unenforceable, illegal or void, the parties agree that the part of the clause (which is so unenforceable, illegal or void) will be severed and the remaining provisions remain in force.

15. Consumer Guarantees

Nothing in these terms and conditions shall be deemed to override any rights or guarantees the Purchaser may have as a consumer under the Competition and Consumer Act 2010 (Cth).

16. Amendment

Robinsons may amend or vary these terms and conditions by providing the Purchaser with written notice including a copy of any amended terms and conditions.

17. Jurisdiction

The law of the State of Victoria applies to these terms and conditions. The parties agree that the contract between them (of which these terms forms part) has been formed within the State of Victoria in Australia. The parties irrevocably submit to the jurisdiction of the State of Victoria, Australia.

18. Notice

Service of any written notice by either party pursuant to these terms and conditions may only be affected by forwarding the notice by mail or facsimile to the last known address or facsimile number of the other party.

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