Standard Trading Terms and Conditions
1. We, and similar expressions, refer to TouchScreen Solutions Pty Ltd (also trading as TouchScreen Research & GLB Australia). You, and similar expressions, refer to you, our proposed customer. The details specified on the front of this form apply.
2. Our conditions always apply. In return for us agreeing to consider your order you agree that these conditions apply if we do accept your order or if we do supply you with goods or services (whether for cash, or on credit).
3. Not obliged to accept orders. We are not obliged to accept any orders from you, but if you do place an order with us then it becomes binding from the moment that we accept it even if we do not tell you that it has been accepted. Any quotation is merely an invitation to you to place an order with us. If you offer to purchase goods based on a quotation from us, then your offer is subject to these conditions. Accepted orders cannot be cancelled without our consent and then only on the basis that we are compensated for any loss we may suffer as a result.
4. Our conditions overrule any other form. These conditions prevail even if they are inconsistent with anything in any earlier or later order form or similar document.
PAYMENTS AND CREDITS
5. Time for payment. Unless we agree in writing to give you credit, you must pay for all orders on delivery.
6. Withdrawal of future credit. At our discretion, we may decline to give you further credit at any time. If we do decline to give you further credit then that decision does not affect the credit terms which apply to any amounts you then owe to us.
7. Overdue payments. If any amount you owe to us is not paid within 7 days of the due date then all of the monies that you owe us on any account becomes immediately due and payable; and without limiting our other rights we may suspend the supply of service and defer or cancel any outstanding orders.
8. Prices and price variations. We may increase any agreed sale price after we accept an order, to cover the full amount of any increases in indirect taxes and duties such as sales taxes, consumption taxes and stamp duty which we incur in connection with a transaction after the date of your order.
WARRANTIES AND LIMITATIONS
9. Our warranty. We must repair or replace any new item sold by us if there is any manufacturing defect in material or workmanship within 1 year of delivery. We must repair or replace any second hand or demonstration item sold by us if there is any manufacturing defect in material or workmanship within 3 months of delivery. We must use our reasonable endeavours to assist you to obtain the benefit of any guarantee or warranty offered by the original supplier or manufacturer of any goods that we supply to you. You are responsible for inbound and outbound freight and freight charges.
10. Exclusions. Our warranty is subject to:
- it does not cover any damage caused by the use of other than genuine original manufacturer’s parts and consumables;
- we make no warranty, either expressed or implied, including but not limited to any implied warranties of merchantability and fitness for a particular purpose, regarding the software and services or the use thereof, and the software and services are made available solely on an “AS IS” basis.;
- we are not liable for any costs, expenses, damages, losses, claims, proceeding’s liabilities, including liability as to negligence, arising out of or in connection with the Software, services or the use thereof or any consequential losses; and
- we do not warrant that the operation of the software will be error free or uninterrupted. In no event will our liability (whether based on an action or claim in contract, tort or otherwise) to any party exceed the total cost stated above
- we are not liable for any damage for breach or negligence or otherwise, except as stated. Damage includes lost profits, lost savings, lost time, loss of or damage to goodwill, loss of or damage to data or records, and claims made against you by others.
To the extent permissible by law, all warranties and conditions, whether express or implied by law, other than those set out above are excluded. Our liability for breach of any warranty set out above or which cannot be excluded by law is limited, to the extent permissible by law, to, at our option:
In the case of goods
- the replacement of the Goods or the supply of equivalent goods;
- the repair of the Goods;
- the payment of the cost of replacing the Goods or of acquiring equivalent Goods;
- the payment of the cost of having the Goods repaired; and in the case of services
- the supplying of the services again; or
- the payment of the cost of having the services supplied again.
11. Force Majeure. This clause applies if something happens which is beyond our reasonable control which makes it impossible, more difficult or more expensive for us to perform our obligations in our usual way. In those cases we may wait until it is again possible for us to perform our obligations in our usual way without additional difficulty or expense and we are not liable for any delay which results. Without limiting those general words, that applies where we have problems due to accidents, strikes, transport difficulties or stock shortages.
12. Estimated delivery times. Delivery times are estimates only and we are not liable for any delays in delivery.
17. Ownership passes to you on payment. We remain the owner of all of the goods covered by an order until you have paid the full price for those goods plus any associated charges. Payments by cheque do not count until we receive payment on the cheque. Until you become the owner of particular goods, we may enter into any premises or vehicle if we have reasonable grounds to expect that we may find any part of the goods there. If you default in paying any part of the price or associated charges in connection with an order we may re-take possession of the goods supplied under the order. That applies even if we hold some negotiable instrument or security for the amount unpaid. If you resell any of the goods (even if mixed with other goods) before becoming the owner, you are acting as our selling agent although only to the absolute minimum extent necessary to protect our ownership.
18. Trade-ins. If we agree to purchase any item from you as a trade-in then you promise that we will become the absolute owner at the time the item is delivered to us and that you will properly maintain and service the item up to the time of delivery.
19 Software licences. We supply any firmware or software which comes with goods, under licence only. That licence is non-exclusive but perpetual and only allows use of the particular firmware and software with the goods with which it is supplied.
20. Variations in specifications. We reserve the right to vary the specifications or performance criteria of any product from time to time and to obtain products from different sources, at our absolute discretion. We may do that without telling you provided we have reasonable grounds for believing that the alternative product offered is substantially similar to that previously offered or represents an improvement.
21. Certificate of debt. You are bound by any certificate signed by any of our directors or solicitors which shows any amount or calculation relevant to what you owe us. The only exception is where you can prove the certificate is wrong.
22. Finance company arrangements (if any). If you wish to lease or finance the purchase of goods from us through a financier then our trading conditions still apply (with only the minimum changes necessary) between you and us. Our trading conditions still regulate our rights, obligations and liabilities both to you and to the financier and you must indemnify (protect) us against any claim in connection with this order or those goods by the financier.
23. Availability of spare parts. We make every reasonable effort to ensure the reasonable availability of spare parts for any particular product type for at least 3 years from the first time it is or was supplied to a customer when it was new. We are not liable if, having used reasonable efforts, we are unable to do so for a temporary or permanent period. We may not be able to arrange for the availability of spare parts after the end of that 3 year period.
24. Variation. These conditions can only varied by one of our authorised officers signing a document which states the variation, and the transaction to which the variation applies.
25. Blanks. We may complete any blanks on the front of this form, on your behalf.
26. Applicable law. Our transactions are governed by the law of New South Wales. We may refer any disputes between us to an arbitrator who shall be a person appointed by the President of the New South Wales Chamber of Commerce.
27. We are not a market research organisation. We are not a market research organisation and do not advise on question design, sample validity or the interpretation of results.
28. Competition registrations. If you are planing on running a game of chance draw (competition) you may by law be required to apply for a permit. You are responsible for the registration of any such competitions with the relevant authorities.
29. Insurance and Risk. We are not responsible for any loss or damage that is incurred to Goods in transit. When we arrange freight, this is a service performed for you, and risk and insurance costs and liability pass to you at the place of dispatch. When our services include the use of our Equipment, you must indemnify us for all damage caused to persons and property in relation to the Equipment and its operation, and any damage or loss of our Equipment, and have insurance to cover any legal liabilities incurred as a result of the use of the Equipment