These Terms and Conditions apply to K2 Marine & Fire Safety Pty Ltd and govern the supply of all Goods and Services that the company (we, us, our) agrees to supply to you.

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Definitions

(a) Company is K2 Marine & Fire Safety Pty Ltd.

(b) Customer and you is the person we state as “Customer” on any Purchase Order or Quotation.

(c) Goods are the products we supply you under a Purchase Order.

(d) Services are the services we provide you as stated in the Purchase Order or Quotation.

(e) Purchase Order is any purchase order, work order, work authorisation or any other form of request for us to supply either both Goods and Services to you, whether made orally or in written form.

(f) Quotation is any quotation we provide you to supply either or both Goods and Services.

(g) Price is the amount payable for the Goods and Services in accordance with clause 4.

(h) Terms is the terms and conditions of supply and service as outlined in this document.

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Application

(a)  These Terms and Conditions apply to all contracts for the supply of all Goods and Services by us to you.

(b)  All Purchase Orders are subject to our acceptance, which we may accept or decline at our discretion.

(c)   No amendments, alteration, waiver or cancellation of any of these Terms and Conditions is binding on the Company unless confirmed by the Company in writing.

(d)  If we provide you with a Quotation, we provide it subject to these Terms and Conditions.  If we accept a Purchase Order, a separate contract of sale will arise that is also subject to these Terms and Conditions.

(e)  Any additional or other terms and conditions you provide to us, whether forming part of a Purchase Order of otherwise, will not be effective or binding on us unless agreed to in writing.

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Delivery

(a)  We will supply the Goods and Services to you in a timely manner and in accordance with this agreement.

(b)  Timeframes stated by us in a Quotation for the delivery of Goods and Services are estimated only.

(c)   We will not be liable for any loss suffered by you as a result of any delay or failure by us to deliver the Goods and Services (or any part of them).

(d)  We may refuse to deliver Goods to you if you owe us any money.

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Price and Payment

(a)  Prices are determined at the time of order and set out in the Quotation.

(b)  We may require you to pay a deposit on account of the Price.

(c)   Payments are to be made to the Company without any deduction, discount or withholding amount, other than those stated in this agreement or in the relevant invoice or statement.

(d)  Payment terms are strictly 14 days from date of invoice for Australian based customers and 30 days for international based customers, unless otherwise stated.

(e)  Cash on delivery of Goods and Services is required from a new account to settle a first order of Goods and Services unless otherwise authorised by the Company.

(f)    We may charge you for additional costs and fees we incur in connection with any delay caused as a result of us following your instructions or you not fulfilling your obligations under this agreement.

(g)  Payment is to be made via EFT direct to our nominated account or by cash or bank cheque only.

(h)  Any Customer accounts that breach payment terms may have the supply of their Goods and Services suspended until payment has been made in full.

(i)    Customer accounts that remain outstanding after 31 days from the date of invoice (whole or partial) may be forwarded to a collection agency for perusal.  All costs associated with the collection of this debt shall be added to the invoice and will become part of the outstanding debt of the Customer.

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Force Majeure

(a)  The Company will not be liable for any breach of contract due to any matter or thing beyond the Company’s control (including but not limited to) transport stoppages, transport breakdown, fire, flood, acts of God, strikes, work stoppages, wars, riots or civil commotion, intervention or public authority, explosion or accident.

(b)  If any party is prevented from performing any of its obligations under this agreement as a result of a Force Majeure event for a period of one month, either party may terminate this agreement by giving 30 days’ notice to the other party, without prejudice to any of the rights of either party that accrued prior to the date of termination.

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Insurance

(a)  We will effect and maintain for the duration of this agreement insurances which the law requires us to hold and public and product liability insurance for an amount of at least $20,000,000 combined.

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Property and Risk

(a)  Risk of loss and damage to, and liability for, Goods passes to you on delivery of the Goods to the delivery address stated in a Quotation.

(b)  Legal and beneficial ownership in the Goods will not pass to you until you have paid us the Price in full for the Goods. Until you have paid for the Goods in full, we will remain the sole and absolute owner of the Goods.

(c)   Subject to the provisions of the Personal Properties Securities Act 2009 (Cth), until we have received payment of the Price in full for the Goods:
- you hold the Goods as bailee for us and must separately store the Goods in such a way that makes it clear they are our property
- you grant us an irrevocable licence to enter your premises and retrieve the Goods, and
- you must not sell or dispose of any of the Goods or any interest in the Goods without our prior written consent.

(d)  Subject to the provisions of the Personal Properties Securities Act 2009 (Cth), we may, in addition to any other rights we may have, retake possession of all Goods in your possession to clear any outstanding indebtedness you owe us.

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Warranty

(a)  All good supplied by the Company are covered by such warranties as are specified by the manufacturer and supplied subject to the product standards detailed by the manufacturer for a period of 12 months or as stated by the manufacturer.

(b)  On discovery of any defect in the Goods, the Customer must immediately notify the Company in writing of such defect.  The Customer must not carry out any remedial work to alleged defective Goods without first obtaining written consent of the Company to do so.

(c)   The provisions of ant act or law (including but not limited to the Trade Practices Act 1974) implying terms, conditions and warranties, or any other terms, conditions and warranties which might otherwise apply to or arise out of the Contract are hereby expressly negated and excluded to the full extent permitted by law.

(d)  The customer expressly acknowledges and agrees that it has not relied upon, and the Company is not liable for any advice given by the Company, its employees, agents or representatives in relation to the suitability for any purpose of the Goods.

(e)  In the event a warranty claim is permitted, a warranty replacement authorisation number must be logged and the Company warranty replacement paperwork accompanying the warranty items open return to the company.

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Privacy

(a)  You consent to us (subject to our obligations under the Privacy Act 1988 (Cth)) collecting, using and disclosing information about you:
- which relates to but is not limited to identity, credit history and/or solvency
- for the purposes of assessing your creditworthiness, risk and solvency and enforcing any of our rights, and
- by arrangement with any authorised agents, credit providers and reporting services.

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Cancellation of a Purchase Order

(a)  You may only cancel a Purchase Order prior to supply of the Goods and Services under the Purchase Order by written notice to us.  If you cancel a Purchase Order, you must pay us all reasonable costs we incur in relation to such cancellation, together with any reasonable cancellation charges we notify you of from time to time.

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Termination

(a)  Either party may terminate this agreement by giving 30 days’ written notice to the other party

(b)  Either you or we may terminate this agreement with immediate effect by giving written notice to the other if the other:
- fails to pay any amount due under this agreement or a Purchase Order on the due date for payment and remains in default not less than five business days after being notified in writing to make such payment
- commits a material breach of any term of this agreement or any Purchase Order or Quotation which breach is irremediable or, if the breach is remediable, fails to remedy that breach within a period of 21 days of receipt of written notice to remedy the breach, or
- is insolvent

(c)   Upon termination of this agreement for any reason:
- all existing Purchase Orders and Quotations will terminate automatically
- we will not accept any further Purchase Orders from you
- you must immediately pay in full all amounts due and payable by you to us and on a pro-rata basis, any amounts in respect of Goods and Services provided in the period up to the date of termination that have not been invoiced by us.

Termination of this agreement will not affect any accrued rights or liabilities of either of us.

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Governing Law

(a)  These Terms and Conditions shall be governed by the law of Queensland Australia and the parties submit to the courts of Queensland Australia in respect of any dispute arising.

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