In these Terms and Conditions of Trading ”the Company” means Richdale Plastics Pty Ltd.
The Customer agrees to be bound by these Richdale Plastics Terms and Conditions for any order placed with Richdale Plastics for Goods, or any credit facility provided by Richdale Plastics to the Customer. In the event of an inconsistency between the terms of an executed agreement between Richdale Plastics and the Customer and these Richdale Plastics Terms and Conditions, the terms of the executed agreement shall prevail to the extent of the inconsistency. The Customer’s terms and conditions of purchase (including any conditions on the Customer’s purchase order) are excluded. These Richdale Plastics Terms and Conditions shall apply on an individual order basis (or collective order in the event of numerous purchase orders) and shall not be construed as conferring an ongoing relationship or term contract between the Customer and Richdale Plastics. Richdale Plastics has no obligation to accept any order from the Customer and (unless expressly agreed to the contrary) the Customer has no obligation to place orders with Richdale Plastics.
‘Application’ means the application form executed by or on behalf of the Customer and provided to Richdale Plastics in respect of the supply of Goods.
‘Business Day’ means any day other than a Saturday, Sunday or public holiday in Melbourne, Victoria.
‘Customer’ means the entity set out in the Application to whom Richdale Plastics is supplying Goods. ‘Goods’ means any goods or services which Richdale Plastics has agreed to supply to the Customer.
‘GST’ means Goods and Service Tax as defined in s 195-1 of the A New Tax System (Goods and Services Tax) Act 1999 (Cth), as amended (‘GST Act’).
‘Richdale Plastics’ means Richdale Plastics Pty Ltd (ABN 27 606 002 564).
Subject to these Richdale Plastics Terms and Conditions, Richdale Plastics will sell and the Customer will purchase, quantities of Goods pursuant to orders which are submitted by the Customer and accepted by Richdale Plastics from time to time. Without limitation, the Customer acknowledges that Richdale Plastics will not accept orders for Goods in quantities or volume less than the minimum order quantity (or any other reasonable condition) as notified by Richdale Plastics from time to time.
- The price payable by the Customer will be calculated based on the time and place of delivery, the time and place of loading onto the relevant delivery vehicle, or the date that Richdale Plastics processes the Customer’s order as set out in a confirmation of Purchase Order. The prices listed on delivery notes may be indicative only. Any price indications or price lists issued by Richdale Plastics are subject to alteration upon prior written notice to the Customer prior to implementation.
- The Customer must pay all taxes, duties and other levies imposed or assessed at any time on or in respect of the Goods which are not included in the price.
- Goods and Services Tax
All amounts payable under these Richdale Plastics Terms and Conditions are exclusive of GST. If any party makes a taxable supply under or in connection with these Richdale Plastics Terms and Conditions, that party may in addition to the amount payable under these Richdale Plastics Terms and Conditions, recover from the other party an additional amount on account of GST, calculated by multiplying the amount payable under these Richdale Plastics Terms and Conditions by the GST rate (within the meaning of the GST law, being 10% currently). Where a taxable supply is made under or in connection with these Richdale Plastics Terms and Conditions, the party which makes the supply must issue to the other party a valid tax invoice or an adjustment note, as applicable, in accordance with the GST Law.
- Unless otherwise agreed, payment for the Goods shall be made by the Customer is Nett 30 days EOM (End of Month). If the Due Date falls on a day that is not a Business Day, then the Due Date is deemed to be the prior Business Day.
- Payment is to be made, by cash, cheque, bank cheque or Electronic Funds Transfer without deduction.
- If the Customer fails to make any payment to Richdale Plastics when due, Richdale Plastics may charge the Customer simple interest on the overdue amount from the Due Date until payment, accruing daily and calculated at 5% above the AFMA 90 Days Bank Bill Swap Reference Rate: Average Mid quoted on the first Business Day of the month in which the interest accrues.
- The Customer shall pay any costs or expenses incurred by Richdale Plastics in enforcing its rights under these Richdale Plastics Terms and Conditions, including (without limitation) debt collection fees and legal costs.
- In addition to our entitlements under clause 14, and without prejudice to our rights under clause 10, Richdale Plastics may at any time vary the manner and/or terms of payment by providing reasonable prior written notice to the Customer.
- Richdale Plastics may make deliveries of Goods by such means of delivery and in such packaging or other containers as Richdale Plastics may select. The Customer must take delivery in accordance with
- Richdale Plastic’s delivery schedule from time to time and allow reasonable time for Richdale Plastics to deliver.
- Deliveries of Goods shall be made at such place as Richdale Plastics and the Customer agree.
- Where the Customer gives Richdale Plastics adequate notice of the Customer’s specific requirements of Goods (which notice must not be less than the relevant Richdale Plastics lead time for the particular goods applicable from time to time), Richdale Plastics will use reasonable endeavours to manufacture and deliver (or make available for pick up if applicable) pursuant to the Customer’s order, subject to Richdale Plastics’s manufacture and delivery schedule applicable from time to time.
- The quantity of Goods actually supplied may vary from the quantity ordered by the Customer by up to +/-10%. Richdale Plastics will charge the price for the quantity supplied.
- The Customer must comply with all relevant local and national laws and regulations relating to health, safety and environmental conservation when receiving, storing and handling the Goods. Nothing in this clause places any responsibility on Richdale Plastics for the Customer’s compliance with such laws and regulations and Richdale Plastics may withhold supply of the Goods to the Customer at any time Richdale Plastics becomes aware of or believes any supply would cause any risk or danger to health, safety or the environment.
- If Richdale Plastics permits the Customer to pick up Goods at a Richdale Plastics site, the Customer must comply with the applicable site access conditions, as notified (and amended) by Richdale Plastics from time to time.
Subject to law, Richdale Plastics need not consider any claim by the Customer in relation to:
a. the quality of any Goods unless:
- the Customer gives notice to Richdale Plastics of any claim, specifying the facts on which the claim is based, within 30 Business Days of delivery;
- the Customer uses its best endeavours to minimise loss and damage arising from the alleged defect; and
- Richdale Plastics is given reasonable opportunity to take samples, inspect and test the Goods in respect of which the claim is made.
b. the quantity of Goods stated on any delivery docket or invoice compared with the amount delivered to the Customer, unless the Customer has notified Richdale Plastics of such discrepancies within 30 Business Days of delivery.
Richdale Plastics will not be responsible for any failure to comply or any delay in complying with any of these Richdale Plastics Terms and Conditions if compliance has been delayed, hindered, interfered with or prevented by any cause beyond Richdale Plastics’ reasonable control, a strike, lock-out or other industrial action (whether or not Richdale Plastics is a party to it or would be able to influence or procure its settlement), compliance with a government request, or any curtailment or failure of the supplies of Goods from any of Richdale Plastics’ or Richdale Plastics’ supplier’s sources of supply or of the normal means of transport of Goods. During a supply shortage, Richdale Plastics may, in its absolute discretion, withhold, suspend or reduce supply of Goods to the Customer, and will not be required to purchase or otherwise make good any resulting shortages of supply to the Customer. Nothing in these Richdale Plastics Terms and Conditions requires Richdale Plastics to settle any strike, lock-out or other industrial action on terms unacceptable to it.
Richdale Plastics may suspend, withdraw or terminate the supply arrangements set out in these Richdale Plastics, Terms and Conditions including any credit facility granted to the Customer, upon reasonable prior notice and explanation to the Customer (for the avoidance of doubt no less than 48hours). Richdale Plastics disclaims all liability to the Customer for any loss, damage or injury resulting from such withdrawal or termination. Any order for Goods accepted by Richdale Plastics which remains to be fulfilled may be cancelled at Richdale Plastics’ option without liability on Richdale Plastics’ part.
It is acknowledged by the Customer that the Customer has made its own investigations and its own assessment of the suitability of the Goods (including any services) for the use to which they will be put. To the extent permitted by law, all terms, guarantees, conditions, warranties or undertakings whether express or implied, statutory or otherwise, oral or written relating in any way to the supply of the Goods (including any services) or to these Richdale Plastics Terms and Conditions are excluded including, without limitation, any guarantees or warranties of acceptable quality, merchantability or fitness for purpose.
To the extent permitted by law, the liability of Richdale Plastics under or in connection with these Richdale Plastics Terms and Conditions (whether on the basis of breach of contract, breach of an express, implied or statutory guarantee or warranty, pursuant to any indemnity, negligence or otherwise) for loss or damage suffered by the Customer or any third party is limited to:
- in the case of goods: (A) replacement of the goods or the supply of equivalent goods; or (B) payment of the cost of replacing the goods or of acquiring equivalent goods,
- in the case of services: (A) the supplying of the services again; or (B) the payment of the cost of having the services supplied again.
In addition, to the extent permitted by law Richdale Plastics shall not have any liability under or in connection with these Richdale Plastics Terms and Conditions, whether for breach of these Richdale Plastics Terms and Conditions, pursuant to any indemnity, negligence or any other tort, breach of statutory duty or otherwise, for any:
- loss of profits, income, revenue, contracts or production;
- business interruption or increased costs in operations;
- damage to goodwill or reputation;
- damage to plant, equipment or machinery as a result of any late delivery of Goods;
- indirect losses or expenses or consequential damage whatsoever, even if such loss, expense or damage may reasonably be supposed to have been in the contemplation of both parties as a probable result of the relevant default, whether suffered by the Customer or any third party.
In addition, to the extent permitted by law Richdale Plastics disclaims all liability to the Customer for loss, damage or injury (including death) resulting from the provision of goods and services by Richdale Plastics, except to the extent of any negligence or breach of this contract on the part of Richdale Plastics.
Subject to clause 11(b), nothing in these Richdale Plastics Terms and Conditions limits any right, power or remedy the Customer may have under the Australian Consumer Law.
Change in Customer Details
The Customer must immediately notify Richdale Plastics in writing of any change to the Customer’s name, address and other account details provided in the Application, including any change of director, other office-holder or GST status.
Neither party may, assign any of its rights, or transfer by novation any of its rights and obligations under these Richdale Plastics Terms and Conditions to any person or persons, without the prior written consent of the other party which may be withheld by the other party acting reasonably.
Richdale Plastics reserves the right to vary these Richdale Plastics Terms and Conditions at any time, in its absolute discretion, by giving the Customer not less than 14 days’ notice in writing.
If the Customer commits or is involved in any act of insolvency, it agrees that this should be deemed in default under these Richdale Plastics Terms and Conditions. An act of insolvency is deemed to include bankruptcy, liquidation, receivership, administration or the like.
- Intellectual Property
The Customer warrants and agrees that at all material times it will have all necessary industrial and intellectual property rights in any product or services it requests of Richdale Plastics.
- Artwork and Experimental Orders/Trials
The Customer agrees (unless otherwise expressly agreed) to pay for any artwork, designs, stereos, blocks engravings etc. or modifications thereto involved in any order, in addition to the agreed prices for any experimental or preliminary work or product requested by or on behalf of the Customer.
- These Richdale Plastics Terms and Conditions are governed by the laws in force in the State of Victoria, and any proceedings arising out of these Richdale Plastics Terms and Conditions shall be determined by a court of competent jurisdiction in that State.
- If these Richdale Plastics Terms and Conditions are entered into by an agent acting for or on behalf of the Customer, whether such agency is disclosed or undisclosed, then such agent shall be liable (as well as the Customer) not only as agent but also as principal for the performance of all the obligations of the Customer.
- If the Customer carries on business as a trustee, the Customer is bound by the terms and conditions of these Richdale Plastics Terms and Conditions both as trustee and in its own capacity.