Terms and Conditions
Comdate Pty Ltd (“the supplier”) supplies hardware/ software (“the goods”) to the Customer on the basis of the following terms and conditions and the Customer’s acceptance of this is evidenced by their purchase and/or use of the goods.
1. The payment falls due and payable as stated in the payment terms on the invoice.
2. The Customer agrees to pay interest on any overdue accounts from the day the amount became overdue at the rate of 1% per month or part thereof.
3. The Customer agrees to pay in addition to interest a monthly administration fee of $25 + GST on overdue accounts in excess of $10.
4. Interest on overdue accounts and administration fee is without prejudice to any other rights of the Supplier under this Agreement.
5. Pending payment for the goods, in full, the Customer:
(ii) must not allow any person to have or acquire any security interest in the goods;
(iii) must insure the goods for their full insurable or replacement value (whichever is the higher) with an insurer licensed or authorised to conduct the business of insurance in the place where the Customer carries on business;
(iv) must not remove, deface or obliterate any identifying plate, mark or number on the goods.
6. The Customer will comply with the terms of any licence agreement(s) applicable to any part of the goods and the Customer shall not copy the goods in whole or in part except to make copies as are necessary for the purpose of a bona fide system backup and security.
7. Ownership of the Products in each delivery passes to the customer only when all of the products in that delivery are paid for in full; and until then
(ii) the Customer holds the Products as Bailee for Comdate; and
(iii) the Customer must store the Products separately from its own goods
(ii) the Supplier may enter the premises at which those products are stored and retake possession of them; and
(iii) the Supplier may resell those products
8. Risk in the goods shall pass to the Customer on delivery to the Customer.
9. Delivery shall occur upon physical delivery to the customer or if installation is required upon loading at the Customer’s premises. The Supplier is authorised to deliver and install goods at the address given to the Supplier by the Customer for that purpose and it is expressly agreed that the Supplier shall be taken to have delivered and/or installed the goods in accordance with its Contract if the Supplier or its agent obtains from any person a receipt or signed delivery docket for the goods.
10. the Customer supplies any of the goods to any person before all monies payable by the Customer have been paid to the Supplier, the Customer agrees that:
(ii) the Supplier may follow the goods sold into any manufacturing process
(iii) it holds the proceeds of re-supply of the goods on trust for and as agent for the Supplier immediately when they are receivable or are received;
(iv) it must either pay the amount of the proceeds of re-supply to the Supplier immediately when they are received, or pay those proceeds into an on-call separate account with no overdraft facility, with a bank or financial institution or deposit-taking institution as trustee for the Supplier;
(v) in the event that the Customer uses the goods in some manufacturing or construction process of its own or any third party, then the Customer shall hold such part of the proceeds of such manufacturing or construction process as relates to the goods, in trust for the Supplier. Such parts shall be deemed to be equal in dollar terms to the amount owing by the Customer to the Supplier at the time of the receipt of such proceeds. Such parts of the proceeds of such manufacturing or construction process as relates to the goods shall be paid into an on-call separate account with no overdraft facility, with a bank or financial institution or deposit taking institution as trustee for the Supplier;
11. The Supplier does not warrant that the goods will be fit for purpose, error free, or the use of the goods shall be uninterrupted. Any liability of the Supplier shall be in the case of goods limited to the replacement of the goods or the supply of equivalent goods, and in the case of services, to the supply of the services again.
In no event will The Supplier, its subcontractors or suppliers be liable for special, incidental, indirect or consequential damages (including downtime costs, loss of data, restoration costs, lost profits, or cost of cover) regardless of whether such claims are based on contract, tort, warranty or any other legal theory, even if advised of the possibility of such damages.
12. The Customer must notify the Supplier in writing of products they wish to return and await the Suppliers acknowledgement of the same. The value of Goods will only be credited to the Customer’s account if the goods are returned in the same condition as delivered to the Customer initially and received by the Supplier within 14 days from the initial delivery. The Supplier reserves the right to apply a minimum restocking fee of 20% of the invoiced value of the product plus any delivery costs incurred by the Supplier.
13. Nothing in this Agreement shall exclude, restrict or modify any condition, warranty or liability which may at any time be implied by the Trade Practices Act 1974 (Commonwealth) or the Fair Trading Act 1987 (NSW) or any other law where to do so would render the above provision of this Agreement void provided that liability is limited as far as possible as provided in Clause 5 hereof.
14. Unless otherwise indicated on this quotation, prices include international shipping charges. Local freight or courier charges may be in addition to the price quoted.
15. Each product purchased will include a warranty. Product warranty information is available with Products, or upon request. The warranty period begins on delivery, or the date of installation if installed by the Supplier. Warranties do not apply to defects resulting from improper or inadequate maintenance, installation, repair or calibration by Customer; Customer or third party supplied hardware or software, interfacing or supplies, unauthorised modification; improper use or operation outside of the specifications for the Product; abuse; negligence, accident, loss or damage.
16. The Supplier has the right at any time by giving notice in writing to the Customer to terminate this Agreement forthwith in any of the following events:
(ii) If the customer enters into liquidation whether compulsorily or voluntarily otherwise than for the purposes of amalgamation or reconstruction or compound with their creditors or have a receiver and/or manager and/or administrator appointed of all or any part of their assets or take or suffer any similar action in consequence of debt;
(iii) If, in the case of natural persons or a partnership, the customer or any member of its partnership becomes bankrupt or insolvent or enters into any arrangement with his creditors or takes or suffers any similar action in consequence of debt; and/or
(iv) The customer threatens to or ceases to operate the business of distributing the Products in accordance with this agreement.
17. If the Supplier fails to enforce any terms or conditions at any time, the Supplier has not waived these rights.
18. These Terms constitute the entire agreement between the Supplier and the Customer, and supersede any previous communications, representations or agreements between the parties, whether oral or written, regarding transactions hereunder. Customer's additional or different terms and conditions will not apply. Customer's purchase or license or Products and Support will constitute Customer's acceptance of these Terms, which may not be changed except by an amendment signed by an authorised representative of each party.
19. The Parties agree that this Agreement and the provisions hereof shall be construed in accordance with the Laws of Australia