Euro ITS CONDITIONS OF SALE
Unless otherwise agreed in writing by Euro ITS, these Conditions override any terms and conditions appearing in Euro ITS catalogue or elsewhere or referred to by the Buyer whether in the order or in any negotiations. These Conditions apply to all agreements for the supply of goods by Euro ITS and shall be varied only where such variation is in writing and signed by a Director of Euro ITS.
2.1 All orders for goods placed by the Buyer with Euro ITS are subject to acceptance by Euro ITS, which may be withheld by Euro ITS in its absolute discretion. Any acceptance of an order by a representative of Euro ITS shall only be a conditional acceptance of the order and shall be subject to Euro ITS considering the Buyer's credit status. Buyers may request Euro ITS to confirm that particular orders have been accepted unconditionally but, unless Euro ITS does so, the unconditional acceptance of the Buyer's offer will only be deemed to occur upon delivery of the goods to the Buyer.
2.2 Any price list or other document published by Euro ITS does not constitute a representation by Euro ITS that the goods detailed in such publication are available to the Buyer and Euro ITS shall not be bound by any order for goods based upon or which refers to any such material. The Buyer acknowledges the manufacturer may at any time and without notice to Euro ITS vary the composition of or packaging for the goods (or components for the goods) and that Euro ITS does not undertake that any goods supplied to the Buyer will be identical to those previously purchased or advertised.
2.3 Orders can be placed with Euro ITS via fax or email. Faxed/Emailed orders should be an official company purchase order and include the following information:
To correct or Cancel an order, it must be in writing and faxed to Euro ITS. You must resubmit your original order and specifies clearly:
(Note: Corrected or Cancelled orders that have already been shipped are subjected to Euro ITS Cancellation of order & Returns Policy below)
2A Cancellation of order
2A .1C.O.D. orders are constituted as following:
2A .2 Refund – of cancelled C.O.D. order.
Buyers are entitled to a store credit for the amount of the purchased product/s on the relevant invoice. Condition of sale are subject to clauses set out in 2A.1.(a). Buyer’s whom request refund as alternative to store credit are responsible and agree to the following conditions, which will apply without exception & without prejudice:
2A.3 Refund or Cancellation – Invoiced & dispatched order/s
2A.3.1 Once order/s have been dispatched by Euroits or any parties authorised by Euroits, if the said Buyer fails to take receipt of delivery of the goods invoiced, under any circumstances. Such as no authoring signature obtained at said delivery address which was given & confirmed as per the original order being accepted with Euroits. If the delivery fails due to inadequate delivery instructions as per the original order, without prejudice to any other rights available to Euro ITS, Euro ITS may:
2A.3.2 Buyers are deemed responsible for the following:
The price of the goods shall be as set out in the price list current at the date of placement of the order. Euro ITS reserves the right by written notice to the Buyer at any time prior to delivery, to increase the price of the goods to reflect any increased cost to Euro ITS (such as, without limitation, any foreign exchange fluctuation, alteration of duties, increase in costs from the manufacturer).
Goods and Services Tax (GST) will be charged at the appropriate rate ruling at the time of invoice.
Prices are inclusive of all imposts charges and duties currently applicable. In the event that the Buyer shall be required to pay Euro ITS any such further amount as may be invoiced to the Buyer.
4.1Unless otherwise agreed by Euro ITS in writing, payment must be made on or before the last day of the payment date as showing on the invoices. Supply is automatically withheld if payment of your account is in excess of our stated terms of payment as showing on the invoices. Should payment not be received within 7 days of supply withheld then any credit facilities may be withdrawn without notice.
4.2Should the Buyer fail to pay any amount to Euro ITS in the period of 60 days after payment date as showing on the invoices, Euro ITS reserves the right to require the Buyer to pay, and the Buyer shall be liable to pay on demand, interest on that amount at the daily rate of 3% above the indicator lending rate charged by Australia and New Zealand Banking Group Limited (or such other bank as Euro ITS may nominate) from time to time.
4.3Notwithstanding anything else appearing in these Conditions, payment for all charges shall immediately become due and payable if the Buyer:
4.4 The Buyer shall be liable without demand to reimburse Euro ITS for all bank fees incurred by Euro ITS in relation to cheques provided by the Buyer which are not accepted by the Buyer's bank when presented to it.
4.5 Legal and equitable title in all goods and all materials supplied by Euro ITS does not pass to the Buyer until all moneys owing by the Buyer have been paid.
5.1 Any time or date named by Euro ITS for delivery is given as an estimate only, and Euro ITS shall not be liable to make good any damage or loss whether arising directly or indirectly out of delay in delivery. The Buyer shall supply such details as may be necessary (or required by Euro ITS) to complete delivery.
5.2 If the Buyer fails to take delivery of the goods or fails to give Euro ITS adequate delivery instructions then, without prejudice to other rights available to Euro ITS, Euro ITS may:
It is the Buyer’s responsibility to ensure that the Goods ordered correct to its requirements.
5.4 Delivery times advised to Buyer are estimates only and Euro ITS will not be liable for any loss, damage or delay suffered or incurred by Buyer or any third parties arising from late or non-delivery of the Products.
5.5 Part Deliveries – Euro ITS may make part deliveries of any order, and each part delivery will constitute a separate supply of the Products upon these terms.
5.6 The Buyer accepts full risk of loss or damage to the Goods from the time that they removed from distribution warehouse or store for delivery to the Buyer.
5.7 Euro ITS shall have the right to accept any order for the supply of Goods in whole or in part or to decline any order. Where delivery is made by Euro ITS in respect of part only of any order then these terms and conditions shall apply to the Goods actually delivered.
6.1 The Buyer shall inspect the goods upon delivery and shall within 5 days of delivery give notice in writing to Euro ITS indicating why the goods are not in accordance with the order placed by the Buyer. Time is of the essence in relation to this notice. If the Buyer shall fail to give such notice the goods shall be deemed in all respects in accordance with the order and the Buyer shall be deemed to have accepted the goods.
6.2 In the case of software Products, test or inspect such software Products upon those Products being authorized by Euro ITS for downloading by Buyer, and must, within 7days of delivery or downloading (as the case may be), give written notice to Euro ITS of any matter or thing by which Buyer alleges that the Products do not accord with Buyer’s order. Failing such notice and to the extend permitted by law, the Products will be deemed to have been accepted by Customer.
7.1 Save as provided in this clause 7, Euro ITS shall not be liable to the Buyer or any person claiming under it in contract or in tort for, or in respect of, any direct, indirect or consequential loss, damage, expense or injury suffered by the Buyer or any other person, arising out of or relating to this Agreement, its performance or non-performance (including due to the negligence or wilful default of Euro ITS. ), the goods or any error (whether negligent or not) in information supplied to the Buyer in connection with its subject matter.
7.2 Euro ITS warrants to the Buyer that goods delivered shall be free from defects in materials and workmanship on delivery. Further warranty may be applicable to the specific products.
7.3 The warranty contained in clause 7.2 is subject to the following conditions:
7.4 Upon receipt of this material, Euro ITS shall review the complaint and if, in its reasonable opinion, a breach of warranty has occurred, Euro ITS shall deliver a replacement good. Save as provided in clause 7.4, Euro ITS' liability for breach of the warranty set out in clause 7.2 shall be limited in the manner set out in this clause 7.3.
7.5 Where conditions or warranties are implied or other rights are given in respect of the Agreement under the Trade Practices Act or other laws they are, to the extent permitted by such laws and subject to clause 7.2, excluded from this Agreement. Where those implied conditions or warranties are not able to be excluded, Euro ITS ' liability for any breach of a condition or warranty shall, if and to the extent permitted by such laws, and subject to any qualifications appearing in such laws, be limited to, at Euro ITS' option, the replacement of the goods or the supply of equivalent goods or the payment of the costs of replacing the goods or of acquiring equivalent goods.
7.6 The Buyer shall keep Euro ITS indemnified in respect of all claims and demands against Euro ITS for any loss, injury, expense or damage arising howsoever (and including any claim or demand by a subsequent purchaser or consumer whether or not arising from the default, negligence or conduct of Euro ITS or its representatives), in relation to goods sold by Euro ITS to the Buyer.
7.7 Save as provided in clause 7, no liability is accepted by Euro ITS for any loss or damage caused directly or indirectly by any inaccuracy in any description of the goods sold to the Buyer.
and the goods are returned unopened, undamaged and in original packaging and as such must not have additional price, warranty, freight and or any other stickers & tags attached;
and the returned goods are received by Euro ITS within 7 days of receipt of goods.
If returned goods are deemed by Euro ITS NOT to be in a re-saleable condition, credit will be denied and it will be the sender’s responsibility to arrange collection of goods.
10.1 Risk of damage to or loss of the goods shall pass to the Buyer on delivery or, if the Buyer fails to take delivery, when Euro ITS tenders delivery. At such time, the Buyer shall assume all risk and liability for the goods, and for their use and storage.
10.2 No legal or equitable title to the goods shall pass to the Buyer until Euro ITS has received cleared funds from the Buyer in full payment for the goods as well as payment of all charges for goods previously supplied to the Buyer and due to Euro ITS.
10.3 Until the legal and equitable title to the goods passes to the Buyer, the Buyer shall:
10.4 The rights contained in Clause 8 are without prejudice to the seller’s other rights and remedies. Any period of credit may be terminated by the seller by notice in writing and thereupon any amounts unpaid shall be immediately due and payable to the seller. Notwithstanding Clause 8 where any part of the invoice price of the goods is due and payable the seller may at its option elect to take any action to recover the unpaid invoice price as a liquidated sum. Any failure of the seller to so elect shall not be construed as a waiver of its right to make a later election to recover any unpaid invoice price.
The Buyer shall, if required by Euro ITS, arrange for its liability to Euro ITS to be guaranteed by third persons. This request may be imposed by Euro ITS at any time.
12.1 Notwithstanding that the Buyer has no right to require Euro ITS to sell goods to it, Euro ITS may upon the occurrence of any of the events set out in clause 4.3 decline to consider any further orders made by the Buyer and Euro ITS shall have the right forthwith to withhold delivery of goods subject to a pending order, and terminate this Agreement without prejudice to any claim or right Euro ITS. may otherwise make or exercise. This Agreement shall terminate automatically upon the occurrence of any of the events set out in clause 4.3(c)(ii).
12.2 In particular and without prejudice to the generality of the foregoing Euro ITS shall (in addition to all other rights vested in it) be entitled to retake possession of all and any goods supplied in respect of which payment in full has not been made by the Buyer and the Buyer authorises Euro ITS to enter upon the premises where the goods are stored for the purpose of taking possession thereof.
13.1 Any indulgence, latitude or extension of time which either party may show towards to the other party in relation to any of the provisions of the Agreement or any matter or thing relating to it or arising from it shall not in any way prejudice or interfere with the first party's rights under the Agreement and shall not be claimed to constitute a waiver of it.
13.2 The Agreement shall be governed by the laws of New South Wales and the parties agree to submit to the jurisdiction of the courts of that State.
13.3 The relationship between the Euro ITS and the Buyer shall not be that of principal and agent, or that of partners, nor fiduciary, but that of seller and buyer and neither party shall, nor has power or authority to, conclude any contract or agreement or make any commitment, representation or warranty which binds the other or otherwise act in the name of or on behalf of the other. Subject to the provision of this Agreement, the Buyer shall distribute and otherwise make available the goods on its own account.
13.4 If any provision of this Agreement is held by any court or other competent authority to be void or unenforceable in whole or in part, the validity and enforceability of the remaining provisions shall not be affected.