CASSETTE PTY LTD
Terms and Conditions
ACN 131 958 211
“Company” means Cassette Pty Ltd.
“Customer” means a company/partnership/sole trader.
“Goods” means Goods supplied by the Company (and where the context so permits shall include any supply of Services as hereinafter defined) and are as described on the invoices, quotations, work authorisations or any other forms as provided by the Company to the Customer.
“Intellectual Property” means all intellectual and industrial property rights (including underlying rights in any media now in existence or developed in the future) including without limitation, rights in the nature of any patent, trade mark or service mark, inventions, goodwill, copyright, visual image right, performance right, design moral rights, business names or trade secrets whether or not registered or registrable and subsisting anywhere in the world and includes the right to sue for passing off rights in respect of the Intellectual Property.
“Services” means all Services supplied by the Company to the Customer and include any advice or recommendations (and where the context so permits shall include any supply of Goods as defined above).
2. TRADING TERMS
2.1 Any order received by the Company from the Customer for the supply of Goods and/or Services and/or the Customer’s acceptance of the Goods and/or Services shall constitute acceptance by the Customer of the terms and conditions contained herein. However, any instructions so received will not bind the Company until the Company confirms its acceptance in writing to the Customer or delivers the Good(s) and/or provides the Service(s).
2.2 Quotations are based on the cost of production prevailing at the date of the quotation, and are subject to variation on or after acceptance of any order placed in reliance upon such quotation to meet any rise or fall in such costs incurred including a request from the Customer to vary the order. The Company may vary the prices of any order in accordance with the rise and fall of costs incurred.
2.3 While every effort is made to ensure the accuracy of the descriptions, illustrations and material contained in any catalogue, price lists, brochures, leaflets, specification sheets or other descriptive materials provided by the Company to the Customer they represent the general nature of the items described therein and they do not form part of any order or agreement and do not constitute a representation or warranty made by the Company.
2.4 Where more than one Customer has entered into this agreement the Customers shall be jointly and severally liable for all obligations.
2.5 These terms and conditions can only be amended with the written consent of the Company.
3. PAYMENT TERMS
3.1 Upon acceptance of an order, the Customer must pre-pay in full the purchase price of the order. Other payment options may be offered at the discretion of the Company.
3.2 In the event of nonpayment of all or part of an invoice by the due date the Company may charge Interest on any overdue amounts at the rate of 2.5% per month or part thereof following the date of the invoice.
4. PRODUCT COMPLETION
4.1 Reasonable endeavors will be made by the Company to complete orders by the delivery date without incurring any obligation or liability to do so. The Company is not liable if it fails to deliver an order within the times requested or at all.
4.2 The Company reserves the right to modify the design, drawings or specifications supplied by the Customer.
4.3 Following the acceptance of an order and where the Customer requires that the order be modified then the Company may charge an additional fee to undertake the modification.
5. OWNERSHIP & RISKS
5.1 The Customer shall assume the risk of breakage, wastage, loss or damage upon delivery of the Goods to the Customer’s nominated delivery point.
5.2 The Customer hereby acknowledges that ownership of the Goods will remain with the Company and is only transferred when all sums owing by the Customer on any account whatsoever has been fully paid. Until such time the Company reserves the right to recover the goods at its own option. For this purpose the Company’s Employees or Agents may enter the Customer’s premises and the Customer is obliged to deliver up the Goods if so directed by the Company. The Customer hereby irrevocably empowers and gives to the Company a license in addition to and without limitation of any other right the Company may have to enter without notice, upon any premises and to take possession of the same and to thereafter deal with the goods as its own. This license endures so long as monies whatsoever are owed by the Customer to the Company.
5.3 Property in goods delivered to the Customers shall not pass to the Customer until such time as the Company has received payment in full of all monies owing to the Company. If the Goods are delivered prior to payment being made by the Customer to the Company, the Customer will have possession of the Goods by bailee only and such bailment shall be terminable by the Company at any time. The Company may terminate such bailment either by oral or written notice being given to the Customer. Until the date of payment of all monies owing to the Company, the Customer must store the goods in such a way to show that they are clearly the property of the Company. If the Customer sells the goods to any third party, the consideration received, shall be held in a separate account on trust for the Company.
5.4 The Customer must whenever requested by the Company sign all documents and do all acts and things requested by the Company to register the interest of the Company on the Personal Property Securities Register and such other register as the Company requires under the Personal Property Securities Act (“PPSA”).
5.5 To the extent permitted by the PPSA the Customer:
(a) contracts out of the provisions of the PPSA which, under Section 115(1) and Section 157 of the PPSA, it is permitted to contract out of;
(b) waives its right to receive from the Company each notice or document which it is permitted to waive under Section 144 of the PPSA; and
(c) waives its right to receive anything from the Company under Section 175 of the PPSA and agrees not to make any request of another company under that section.
5.6 Nothing in this clause affects the right of the Company to receive a notice, document or amount which it is entitled to receive under another provision of this agreement or any other agreement to which it is a party.
6.1 The Customer must inspect the Goods on delivery and shall within twenty four (24) hours of delivery (time being of the essence) notify the Company of any alleged defect, shortage in quantity, damage or failure to comply with the order. The Customer shall afford the Company an opportunity to inspect the Goods within a reasonable time following delivery if the Customer believes the Goods are defective in any way. If the Customer fails to comply with these provisions the Goods shall be presumed to be free from any defect or damage. For defective Goods, the Company’s liability is limited to (at the Company’s discretion) replacing the Goods except where the Customer has acquired Goods as a consumer within the meaning of the Competition and Consumer Act 2010 or the Australian Consumer Laws.
6.2 The Customer will not hold the Company liable for any minor variations of color, texture, and trimming that may occur to the Goods during the printing process or where the Goods vary in minor respects from the artwork supplied by the Customer. The Customer acknowledges that trimming may vary by up to 1 millimeter from the proof, specification or print job to print job and that such variation will not constitute a fault in the print job.
6.3 Where the incorrect quantity of Goods is delivered the Company is only liable if the shortfall is greater than 10% of the quantity ordered. The Company is not liable otherwise and the Company’s liability is limited to adjusting the price on a pro-rata basis or reprinting the shortfall.
6.4 Returns of defective Goods will only be accepted if:
(a) The Customer has complied with the provisions of Clause 6; and
(b) The Goods are returned in the condition in which they were delivered and with all packaging material in as new condition as is reasonably possible in the circumstances; and
(c) The Company will not be liable for Goods which have not been stored or used in a proper manner.
(d) The Customer must pay all fees associated with the returning Goods.
6.5 The Company will not be liable for any defect in the Goods which are based in whole or in part upon any designs drawings or specifications supplied by the Customer.
6.6 The Customer acknowledges and accepts that there are acceptable levels of colour variation from print run to print run, from stock to stock, from back to front and between different printing processes.
To the extent these terms and conditions breach the provisions of the Australian Consumer Laws, they will be read down and the offending provisions severed.
8.1 The following applies to any express, implied or statutory warranty that may relate to the Goods:
(a) The warranty shall not cover any defect or damage which may be caused by or arise through:
(i) Failure on the part of the Customer to properly maintain, transit or store any Goods; or
(ii) Failure on the part of the Customer to follow any instructions or guidelines provided by the Company; or
(iii) Any use of any Goods otherwise than for any applicable use specified on a quote or order form; or
(iv) The continued use of any Goods after any defect becomes apparent or would have become apparent to a reasonably prudent operator or user; or
(v) Fair wear and tear, any accident or act of God.
8.2 The warranty shall cease and the Company shall thereafter in no circumstances be liable under the terms of the warranty if the Goods are treated, repacked or altered without the Company’s prior written consent.
8.3 In respect of all claims the Company shall not be liable to compensate the Customer for any delay in either replacing or remedying the Goods or in properly assessing the Customer’s claim.
9. CANCELLATION POLICY
9.1 Cancellations must be approved by the Company. The Company is not obliged to agree to any cancellation request and any such request will only be considered when requested in writing and a minimum of 30 days prior to the requested shipment date.
9.2 The Company may cancel any order to which these terms and conditions apply or cancel delivery of Goods at any time before the Goods are delivered by giving written notice to the Customer. On giving such notice the Company shall repay to the Customer any sums paid in respect of the price. The Company shall not be liable for any loss or damage whatever arising from such cancellation.
9.3 In the event that the Customer cancels delivery of Goods, the Customer shall be liable for any loss incurred by the Company (including, but not limited to, any loss of profits) up to the time of cancellation.
10. FORCE MAJEURE
If by reason directly or indirectly of industrial disturbances, strikes, labour disputes, shortage of suitable constituents material, labour, transportation, accidents government restrictions, weather events, or any other cause of whatsoever nature beyond the control of the Company, the Company is unable to perform in whole or in part its obligations set forth herein, then the Company shall be relieved of these obligations, to the extent that it is unable to perform and such inability to perform so caused shall not make the Company liable to the Customer or any other person in any way whatsoever.
11. INTELLECTUAL PROPERTY
11.1 Any Intellectual Property provided to the Customer remains the Company’s exclusive property.
11.2 The Company’s Intellectual Property must be returned on demand and the Customer must not:
(a) Copy or disclose any of the Company’s Intellectual Property to any third party; and
(b) Create, sell, manufacture or process any Goods or Services that use or take advantage of the Company’s Intellectual Property
11.3 Where the Customer provides its own Intellectual Property to the Company the Customer warrants that:
(a) The Customer owns or is licensed to use the Intellectual Property; and
(b) The use of the Intellectual Property by the Company will not infringe the rights of any third party and the Customer provides a license to the Company to use any Intellectual Property so supplied.
11.4 The Customer indemnifies and agrees to keep the Company indemnified against all liability, losses or expenses that the Company may incur by their use of the Intellectual Property so supplied.
11.5 All ‘works’ (as that term is defined in the Copyright Act 1968) and any other subject matter in which copyright can subsist, and all data, information, materials and processes developed or created pursuant to an order and any Intellectual. Property therein:
(a) Are hereby vested in the Company as and when such rights are brought into existence; and
(b) Are agreed to be absolute and exclusive property of the Company; and
(c) to the extent necessary are hereby assigned absolutely to the Company.
11.6 The Company may use the Customers art work or material to indicate that the Customer is one of the Company’s clients and to depict the quality and range of the Company’s goods and services.
The Customer must pay and indemnify the Company for all monies the Company is liable to pay and all expenses the Company incurs if any claim is made against the Company in relation to the content of any printed material howsoever that claim arises.
The Customer must pay the GST which apply to the supply of any goods by the Company to the Customer.
14. SIGNATORY LIABLE
The signatory warrants it has authority to enter into this agreement and further agrees that it is personally liable and guarantees all obligations of the Customer under these terms and conditions. The guarantee is in addition to and does not derogate from any other guarantee provided.
The parties shall be bound by the laws of the state of Victoria in relation to all matters arising from all Contract between the parties and the parties agree to submit to the non-exclusive jurisdiction of the court of Victoria and the federal courts of Australia and that any legal proceedings may be heard in these Courts.
16. DISCLOSURE OF INFORMATION
The Company may disclose the information in this application and any default in payment in excess of 50 days to a credit reporting agency in accordance with the Privacy Act and may obtain a report regarding the Applicant’s credit worthiness from a credit reporting agency or any credit provider named on this Application or disclosed by a credit reporting agency.
17. EXCHANGING INFORMATION WITH OTHER CREDIT PROVIDERS (SECTION 18N PRIVACY ACT, 1988)
The Customer agrees to the Company obtaining personal information about the Customer from other credit providers, whose names the Customer may have provided to the Company or that may be named in a credit report, for the purposes of assessing the Customers application.