Evolve Workspace Solutions

Evolve Workspace Solutions Pty Ltd
Terms & Conditions of Trade

1. Interpretation

In these conditions:

"Seller" means Evolve Workspace Solutions Pty Ltd (ACN 126147224) which is the seller of the goods an services.
"Buyer" means the purchaser of the goods specified overleaf.
"Goods" means the products and, if any, services specified
overleaf. Nothing in these conditions shall be read or applied so as to exclude, restrict or modify or have the effect of excluding, restricting or modifying any condition, warranty, guarantee, right or remedy implied by law (including the Trade Practices Act 1974) and which by law cannot be excluded, restricted or modified.

2. General

  1. These conditions (which shall only be waived in writing signed by the seller) shall prevail over all conditions of the buyer's order to the extent of any inconsistency.

3. Terms of sale

  1. The goods and all other products sold by seller are sold on these terms and conditions.

4. Seller's quotations

  1. Unless previously withdrawn, seller's quotations are open for acceptance within the period stated in them or, when no period is so stated, within 60 days only after its date. The seller reserves the right to refuse any order based on this quotation within 7 days after the receipt of the order.

5. Packing

  1. The cost of any special packing and packing materials used in relation to the goods are at the buyer's expense notwithstanding that such cost may have been omitted from any quotation.

6. Drawings

  1. All specifications, drawings, and particulars of weights and dimensions submitted to the seller are approximate only and any deviation from any of these things does not vitiate any contract with the seller or form grounds for any claim against the seller.
  2. The descriptions, illustrations and performances contained in catalogues, price lists and other advertising matter do not form part of the contract of sale of the goods or of the description applied to the goods.
  3. Where specifications, drawings or other particulars are supplied by the buyer, the seller's price is made on estimates of quantities required. If there are any adjustments in quantities above or below the quantities estimated by seller and set out in a quotation, then any such increase or decrease are to be adjusted on a unit rate basis according to unit prices set out in this document or in the quotation.

7. Delivery

  1. The delivery times made known to the buyer are estimates only and the seller is not liable for late delivery or non-delivery.
  2. The seller is not liable for any loss, damage or delay occasioned to the buyer or its customers arising from late or non-delivery or late installation of the goods.
  3. The seller may at its option deliver the goods to the buyer in any number of instalments unless there is an endorsement overleaf to the effect that the buyer will not take delivery by instalments.
  4. If the seller delivers any of the goods by instalments, and any one of those instalments is defective for any reason:
    1. it is not a repudiation of the contract of sale formed by these conditions; and
    2. the defective instalment is a severable breach that gives rise only to a claim for compensation.

8. Limitation of Liability

  1. The seller's liability for goods supplied by it is limited to the manufacturer's warranty. The guarantee of the manufacturer of the goods is accepted by the buyer and is the only guarantee given to the buyer in respect of the goods. The seller agrees to assign to the buyer on request made by the buyer the benefit of any warranty or entitlement to the goods that the manufacturer has granted to the seller under any contract or by implication or operation of law to the extent that the benefit of any warranty or entitlement is assignable.
  2. Except as provided in these conditions, all express and implied warranties, guarantees and conditions under statute or general law as to merchantability, description, quality, suitability or fitness of the goods for any purpose or as to design, assembly, installation, materials or workmanship or otherwise are expressly excluded. The seller is not liable for physical or financial injury, loss or damage or for consequential loss or damage of any kind arising out of the supply, layout, assembly, installation or operation of the goods or arising out of the seller's negligence or in any way whatsoever.
  3. The seller's liability for a breach of a condition or warranty implied by Div 2 of Pt V of the Trade Practices Act 1974 (other than s 69) is, in the case of services, limited to the supplying of the services again or the payment of the cost of having the services supplied again.

9. Prices

Unless otherwise stated all prices quoted by the seller are net, exclusive of Goods and Services Tax (GST).

10. Payment

  1. The purchase price in relation to goods is payable:
    1. in the case of goods, or before the delivery date; and
    2. in the case of services, within five (5) business days of the date of practical completion.
  2. A 50% deposit is payable at the time of order for all goods.
  3. A 50% deposit is payable at the time of order for all fit-out services.
  4. The buyer will pay to the seller interest on all outstanding sums at the rate of 12% p.a. accruing on daily rests from the due date for payment to the payment date, both inclusive.

11. Rights in relation to goods

The seller reserves the following rights in relation to the goods until all accounts owed by the buyer to the seller are fully paid:

  1. ownership of the goods;
  2. to enter the buyer's premises (or the premises of any associated company or agent where the goods are located) without liability for trespass or any resulting damage and retake possession of the goods; and
  3. to keep or resell any goods repossessed pursuant to (b) above.

12. Buyer's property

Any property of the buyer under the seller's possession, custody or control is completely at the buyer's risk as regards loss or damage caused to the property or by it.

13. Storage

The seller reserves the right to make a reasonable charge for storage if delivery instructions are not provided by the buyer within five (5) business days of a request by the seller for such instructions. The parties agree that the seller may charge for storage from the first day after the seller requests the buyer to provide delivery instructions.

14. Returned goods

  1. The seller is not under any duty to accept goods returned by the buyer and will do so only on terms to be agreed in writing in each individual case.
  2. If the seller agrees to accept returned goods from the buyer under para (a) of this clause, the buyer must return the goods to the seller at the seller's place of business referred to at the head of these conditions.

15. Goods sold

All goods to be supplied by the seller to the buyer are as described on the purchase order agreed by the seller and the buyer and the description on such purchase order modified as so agreed prevails over all other descriptions including any specification or enquiry of the buyer.

16. Cancellation

No order may be cancelled except with consent in writing and on terms which will indemnify the seller against all losses.

17. Place of contract

The contract for sale of the goods is made in the state of NSW. The parties submit all disputes arising between them to the courts of NSW and any court competent to hear appeals from those courts of first instance.

18. Passing of risk

The goods are at the seller's risk until delivered. The goods are at the buyer's risk immediately upon delivery.

19. Warranty & guarantee

If the buyer is a company, the person(s) signing the purchase order warrant that he/she/they is/are duly authorised to order the goods and/or service on behalf of the company and (jointly and severally) personally guarantee due performance of the company's obligations to the seller arising under this contract, including the company's obligation to pay money.

20. Copyright

The seller reserves its right to copyright in any drawings, sketches, plans and other documentation supplied to the buyer as part of any quotation. The buyer is specifically prohibited from any use of or benefit from such drawings, sketches, plans or other documentation unless the buyer accepts the seller's quote and proceeds with a purchase order. The seller reserves its right of action against the buyer for any breach by the buyer of the seller's copyright, including a right to charge a fee for the seller's work in preparing such drawings, sketches, plans or other documentation.