CONDITIONS OF SALE
1. TIME FOR ACCEPTANCE
If an order is not accepted by RIC Electrics within 30 days from the date hereof, RIC Electrics reserves the right to revise or withdraw this quotation. The Customer may only accept this quotation in writing.
After acceptance by the customer, these conditions may only be varied by written agreement of the parties hereto.
3. TERMS OF PAYMENT
3.1 Subject to clause 3.3, RIC Electrics shall invoice on the 10th business day of each month and the last business day of each month in respect of identifiable parts of the Works completed by the Contractor, whether or not such parts have been delivered to or installed at the site of installation. All payment claims are made under the NSW Building and Construction Industry Security of Payment Act – 1999, and the Customer shall pay the amount of any invoice within 10 business days of its date or as otherwise agreed.
3.2 In the event that the Customer fails to pay within 10 business days, as required by clause 3.1, then interest calculated at the rate of 1.5% per calendar month on the amount overdue for payment shall be added to the Net Sum.
3.3 If, upon acceptance of this quotation, RIC Electrics notifies the Customer that it is not satisfied as to the Customer’s credit standing, the terms of payment shall be Cash with Order or security provided by way of a Bank Guarantee.
3.4 If a debt is submitted to an external debt collector, any fees or charges incurred will be added to the accumulated debt of the Customer.
4. POSSESSION AND COMPLETION
The Customer shall give the Contractor possession of the site to enable the Works to commence on the date specified in the Contractor’s quotation/tender to which these conditions apply.
4.2 Subject to the terms hereof, the Contractor shall complete the Works, within the Completion Period or by the Agreed Completion Date (if any) specified in the Contractor’s quotation/tender to which these conditions apply, whichever is the later.
5. COST ADJUSTMENT
If the Works are not completed within 30 days after acceptance of this quotation, or the period nominated in the Quotation, the Net Sum shall be subject to adjustment for rise and fall in the cost of labour and materials, calculated in accordance with the National Electrical Contractors Association NSW Chapter Alternate Price Variation Formula.
6. EXTENSION OF TIME
If RIC Electrics is unable to commence, continue or complete the Works due to any cause beyond its control, its obligations shall be suspended while such cause exists. The Contractor shall be entitled to a reasonable extension of time to complete the Works on the basis of such cause.
7. MATERIALS, DETAILS AND DIMENSIONS
The Customer acknowledges that it has ensured before accepting this quotation that the materials specified on the face hereof are the correct type, size, quantity, colour, finish etc, and conform in every detail with its requirements.
If the Customer requests any variation in the Works after acceptance of this quotation, including but not limited to any variation in materials or dimensions, RIC Electrics shall, if it accepts the variation, be entitled to increase or decrease the Net Sum (as the case requires) to take account of the cost of such variation (including a reasonable allowance for materials already manufactured or procured, or work already done, but not required) and shall be entitled to a reasonable extension of time to complete the Works, as varied.
RIC Electrics shall hand over sections of the Works as and when installed to the Customer or its nominated representative on site. The Customer shall accept such sections and the same shall thereafter be at the Customer’s risk. Warranties on such sections shall commence to run from respective dates of hand over.
If the Customer has paid for the Works or a section thereof, prior to hand over of the same, property in the Works or that section shall pass to the Customer upon its acceptance by the Customer. In all other circumstances title to property in the Works or any part thereof shall remain with RIC Electrics until payment in full for the Works, or goods, or that section of the Works remaining, has been received by the Contractor.
11. RETENTION OF TITLE
Until payment in full for the Works, or Equipment, or a section thereof is received by RIC Electrics, the Customer shall hold the works or the unpaid section thereof and any other works manufactured therefrom or incorporated therewith as bailee for RIC Electrics, provided however that the Customer may sell any of the works in the ordinary course of its business on condition that should RIC Electrics so require, the Customer will assign to RIC Electrics its rights in respect of the sale price therefor.
12. CARE OF MATERIALS
If RIC Electrics notifies the Customer that it intends to store on the site of the Works, materials and articles for use in the Works, the Customer shall designate an area for storage and shall take all reasonable precautions to protect any such materials, and articles stored on site from destruction, damage or theft.
13. CLEANING AND RUBBISH REMOVAL
13.1 RIC Electrics shall leave the Works cleaned by removing any dirt and marks attributable to its activities.
13.2 Unless otherwise stated on the face thereof, rubbish generated by RIC Electrics shall be removed by the Customer at no cost to RIC Electrics.
14. ON-SITE SERVICES
The Customer shall, at no expense to RIC Electrics provide adequate power and lighting for use by RIC Electrics at the site of the Works. Power and lighting outlets shall be in convenient locations not exceeding 20 metres from installation positions.
15.1 The benefits conferred by this warranty are in addition to all other rights and remedies in respect of the Works, which the Customer has under the Trade Practices Act and similar State and Territories Laws. If inconsistent, the Trade Practices Act and similar State and Territory laws shall prevail over this warranty.
15.2 RIC Electrics warrants that all materials and workmanship comprising the Works, shall conform with the current edition of the Australian Standard Rules covering electrical installations issued by the Standards Association of Australia (known as Australian Standard 3000 – SAA Wiring Rules) and the requirements of any authority regulating the supply and use of electricity or electrical installations in force on the date of the performance of the Works.
15.3 RIC Electrics will rectify any defects in materials supplied by, or faults in workmanship of, RIC Electrics appearing in the Works within six months of the date of delivery.
15.4 Save as provided in Clause 17 hereto, RIC Electrics will make good, or bear the cost of making good, damage done by RIC Electrics to the property of the Customer during the execution of the Works.
15.5 RIC Electrics shall not be liable for any damage to materials or the Works caused by the Customer or third parties.
15.6 RIC Electrics will not accept the return of, or give credit for, any materials supplied in accordance with this quotation.
16. LIMIT OF LIABILITY
The liability of RIC Electrics, in contract or in tort or otherwise, shall be limited to:
(a) in the case of goods, any one or more of the following:
(i) the replacement of the goods or the supply of equivalent goods.
(ii) the repair of the goods.
(iii) the payment of the cost of replacing the goods or of acquiring equivalent goods.
(iv) the payment of the cost of having the goods repaired.
or (b) in the case of services:
(i) in the supplying of the services again.
or (ii) the payment of the cost of having the services supplied again.
But before RIC Electrics shall become liable for any payment arising under sub-clauses a(iii), a(iv), or b(ii) of this Clause 16, RIC Electrics shall first have failed to respond adequately, within a reasonable amount of time, to the Customer’s written request to replace or repair the goods or to supply the services again.
17. EXISTING UNDERGROUND SERVICES
17.1 This quotation is based on RIC Electrics being permitted to excavate by machine (unless noted otherwise) for the installation of such underground electrical services as are included in the Works. If the Customer requires RIC Electrics to excavate by hand, it shall pay RIC Electrics a reasonable extra price therefore.
17.2 If within a reasonable time before the Works are commenced on the site the Customer informs RIC Electrics of the presence, nature and location of underground services on the site, RIC Electrics shall, at no cost to the Customer, make good any damage which it may cause to such services.
17.3 If the Customer does not inform RIC Electrics (as required by Clause 17.2), the Customer shall indemnify RIC Electrics against any loss, damage or expense of whatsoever nature incurred by RIC Electrics in making good any loss or damage it may cause to the underground services as mentioned in Clause 17.2
Worker’s Compensation and Public Risk Insurance shall be effected by RIC Electrics in relation to and during the currency of the Works.
RIC Electrics may suspend the Works, or terminate the Contract and repossess any unfixed portions of the Works, if the Customer either fails to perform or observe any term of the contract arising from this quotation (including terms of payment), or enters into an agreement or arrangement with its creditors or, being an individual, commits an act of bankruptcy or is made bankrupt, or, being a company, resolves or is ordered to be wound up or has a liquidator, receiver, receiver and manager or official manager appointed. Such suspension or termination shall not affect any rights of RIC Electrics accrued against the Customer prior thereto. RIC Electrics shall be entitled to be reimbursed for any loss or damage it may sustain as a result of the default of the Customer hereunder, including any loss sustained through the suspension and subsequent resumption of the works.
Neither party shall assign the Contract in whole or in part without the prior written approval of the other party, but RIC Electrics shall be entitled to sub-let the contract wholly or in part.
21. NOTICES AND PERMITS
The Customer shall give all necessary notices, obtain all necessary permits, pay all necessary fees and comply with all provisions and requirements statutory or otherwise, relevant to the Works.
In these conditions, “the Contractor” and “the Customer” mean respectively the parties named on the face of this form. “the works” and the “Net Sum” mean respectively the Works and the Net Sum specified in the Contractor’s quotation/tender to which these conditions apply.
23. IMPLIED TERMS
No warranty condition or representation other than those contained herein shall be included in this Contract by implication, Statute or otherwise, but nothing contained herein shall be deemed to attempt to exclude, restrict or modify any implied warranty or condition in relation to the goods and services to be supplied by RIC Electrics, the exclusion, restriction, or modification of which would pursuant to any Statute, including the Trade Practices Act 1974, render this Clause or anything contained herein void or illegal.
23.1 Terms and conditions on purchase order forms will not be accepted, unless agreed to in writing.
24. EXISTING TAXES
The Quotation has been calculated on the basis that the existing taxes and rates of tax shall remain unchanged over the duration of the contract. In the event that a goods and services tax or any other tax, or change in tax, is introduced during the currency of the contract, which affects the adequacy of the contract sum, then the contract sum shall be adjusted to take into account the effect of the additional tax upon the cost of executing the work or the contract sum as the case may be.
No allowance has been made for the following, unless detailed previously in our offer:-site allowance, top-up workers compensation insurance, long service leave levy, security deposit, and cash retention.
26. SUPPLY OF EQUIPMENT OR MATERIALS.
26.1 The General Conditions of Contract to apply are AS2987-1987 for the Supply of Equipment with or without Installation, varied only by these Conditions of Sale.
26.2 Hand over for equipment or materials shall be at the time of loading on transport at our premises. The goods shall thereafter be at the Customers risk.
26.3 Where delivery to site is included, insurance during transit will not be taken out unless nominated in our quote. Where marine insurance is covered by RIC Electrics, cover ceases on delivery once the goods have been lifted from the vehicle or conveyance and placed on the ground or loading dock immediately adjacent thereto. Off-loading or site handling is not included.
27. INSTALLATION CONTRACTS
27.1 The General Conditions of Contract to apply are the latest AS4000 series for head contract and subcontract situations, varied only by these Conditions of Sale.
28. PERSONAL PROPERTY AND SECURITIES REGISTER
28.1 The Client acknowledges that pursuant to these terms and conditions they grant to the Contractor a Security Interest in the Secured Property and, for avoidance of doubt, the proceeds of sale of the Secured Property for the purposes of the PPSA:
(a) The Client consents to the Contractor effecting a registration on the PPSR in relation to the Security Interest arising out of or in connection with these terms and conditions and the Client agrees to provide all assistance required by the Contractor to facilitate this.
(b) The Client acknowledges and agrees that in relation to the part of the Secured Property that is inventory, the Client will not allow any Security Interest to arise in respect of that Secured Property unless the Contractor has perfected its Security Interest in the Secured Property prior to the Client’s possession of the Secured Property.
(c) If the Client makes payment to the Contractor at any time whether in connection with these terms and conditions or otherwise, the Contractor may, at its absolute discretion, apply that payment in any manner it sees fit.
(d) The Client agrees to immediately notify the Contractor of any changes to its name or address.
(e) The Client agrees to do anything the Contractor requests the Client to do: to provide more effective security over the Secured Property; to register in respect of a Security Interest constituted by these terms and conditions at any time; to enable the Contractor to exercise its rights in connection with the Secured Property; and to show the Contractor whether the Client has complied with these terms and conditions.
(f) The Client shall pay on demand any losses arising from, and any costs and expenses incurred in connection with, any action taken by the Contractor under or in relation to the PPSA, including any registration, or any response to an amendment, demand or a request under section 275 of the PPSA.
(g) Any notices or documents which are required or permitted to be given to the Contractor for the purposes of the PPSA must be given in accordance with the PPSA.
(f) The Client waives the right to receive any notice under the PPSA (including notice of a verification statement (unless the notice is required by the PPSA and cannot be excluded.