Manufactured by
The Victor Smorgon Group
Vicfam Plastics Division
 

Vicfam Plastics Pty Ltd - Terms and Conditions of Sale

By placing an Order with the Seller, a Customer agrees to accept, and be bound by, each of the Terms. Subject to the law, any terms and conditions not contained below or which are inconsistent with the Terms (other than those implied by statute) will not be binding upon the Seller.

  1. Definitions and Interpretation
    In these Terms and Conditions of Sale and Credit, unless the context otherwise requires:
    1. Customer means any person or company who enters into a contract with the Seller for the sale and purchase of Products and includes the customer's assigns, successors, employees, servants and agents;
    2. Loss means any damage, loss, liability, expense or cost, whether direct or indirect, consequential or incidental;
    3. Order means any order or request for Products made to the Seller irrespective of whether or not the order is in writing;
    4. Products means all pallets and other products supplied or to be supplied by the Seller from time to time;
    5. Seller means Vicfam Plastics Pty Ltd ACN 068 331 395; and
    6. Terms means these terms and conditions of sale.

  2. Delivery/Provision of Goods
    2.1 The Customer may Order Products and such Orders shall be binding on these Terms.
    2.2 Subject to these Terms, the Seller agrees to supply Products to the Customer in accordance with any proper Order.
    2.3 An Order may be by delivery of all or part of the Products ordered.
    2.4 Risk of Loss to Products will pass to the Customer on the earlier of:
    1. collection of Products by the Customer; or
    2. delivery of Products to the Customer; or
    3. delivery of Products by the Seller to a carrier for the purpose of delivering Products to the Customer.
    2.5 The Seller will not be responsible or liable for any delay in delivery of the Products.
    2.6 The Customer agrees that a certificate purporting to be signed by an officer of the Seller, confirming collection or delivery, shall be conclusive evidence of collection or delivery of Products as shall any signed delivery docket, whether signed by an employee or agent of the Customer or any other person with the Customer's ostensible or actual authority.

  3. Defects
    3.1 The Customer will have no claim for any shortage or defect in respect of any Product that is or would be on the making of reasonable enquiries by that Customer, apparent on inspection, unless a written complaint is delivered to the Seller within 3 working days of receipt of the Products, specifying the shortage or defect. The Seller may, at its option, accept the return of, or give a credit for Products. The Seller is only obliged to accept a return of or give a credit for Products where:
    1. the Customer has complied with this clause 3.1;
    2. the Seller is satisfied as to the claim by the Customer; and
    3. if the Seller elects to have the Products returned, the Products are returned to the Seller in the same condition as when first delivered to the Customer, with the relevant invoice number and date.
    3.2 The Seller will replace any Product that is deemed defective due to faulty material or workmanship, for a period of three (3) years from date of purchase. The Seller will accept no responsibility for normal wear and tear, accidental damage or forklift damage to any Products.

  4. Price and Payment
    4.1 Unless otherwise stated by the Seller, prices for Products are as quoted in the Seller's price list which is subject to change without notice. The price payable is the price quoted as at the date of invoice.
    4.2 Unless otherwise specified, all prices quoted do not include transport and handling costs payable in respect of the supply of Products.
    4.3 Where the Customer has been granted credit facilities by the Seller, the price for Products is due and payable in accordance with the terms and conditions of the credit facility. If credit facilities have not been granted to the Customer, the price of Products must be paid on delivery.

  5. Title to Goods 5.1 Property in Products shall not pass to the Customer until payment in full in cleared funds of:
    1. all monies owed to the Seller for those Products; and
    2. all other monies owed to the Seller by the Customer.
    5.2 The Customer acknowledges that until the property in Products passes to the Customer in accordance with Clause 5.1, the Customer is in possession of the Products for and on behalf of the Seller as a bailee and agent and is only authorised to sell those Products (in the Customer's own name) in the ordinary course of the Customer's business.
    5.3 Upon taking delivery of Products, or upon collecting Products, the Customer must keep the Products identifiably separate from other goods on the Customer's premises not supplied by the Seller.
    5.4 The Customer must insure the Products for loss/damage/fire/theft or any other event from the date of delivery to the date the title in the Products passes to the Customer on terms, and with an insurer to the Seller's satisfaction.
    5.5 Until payment in full of the price of the Products and all other amounts owing by the Customer to the Seller, in the event of sale of Products by the Customer, the Seller will be entitled to trace all proceeds of sale of Products received by the Customer through any account maintained by the Customer.
    5.6 The Customer grants to the Seller an irrevocable licence to enter the Customers premises, exercisable upon any event of termination specified in clause 8.1 occurring, which licence shall entitle the Seller at its sole and unfettered discretion, to enter the Customer's premises and repossess and remove all Products on the premises. The Customer consents to such actions and agrees that the Seller will not be liable for any Loss or damage suffered by the Customer as a result of the Seller taking such action.
    5.7 This clause 5 is not intended to create a charge over Products or any book debts.

  6. Goods - Warranty
    6.1 Subject only to the rights that the Customer has in respect of the supply of Products under the Trade Practices Act or any other applicable laws and which cannot be lawfully excluded, restricted or modified, the Customer agrees that:
    1. all conditions and warranties whether statutory or otherwise are excluded in relation to the Products; and
    2. other than pursuant to clause 3.1, the Seller will not be liable for any Loss which the Customer suffers, incurs or is liable for in connection with supply of the Products under these Terms or the promotion, sale or use of the Products by the Customer.
    6.2 Where the Seller is not permitted under the Trade Practices Act or other applicable law to exclude, restrict or modify its liability for the breach of a condition or warranty that is implied by the Trade Practices Act or the other applicable law, but is permitted to limit its liability for the breach of such condition or warranty, the Seller's liability is limited to any one of the following as determined by the Seller at its sole and unfettered discretion:
    1. the replacement or repair of the Products or supply of equivalent Products; or
    2. the payment of the cost of replacing or repairing the Products or of acquiring equivalent Products.

  7. Representations
    7.1 The Customer acknowledges that it has not relied upon any representation made by the Seller which has not been stated expressly in these Terms.
    7.2 The Customer indemnifies the Seller against all Loss incurred by the Seller in connection with any act or omission of the Customer including, but not limited to, negligence of the Customer or any unauthorised representation made or warranty given by the Customer in connection with the Products.

  8. Termination
    8.1 It is an event of termination if:
    1. the Customer breaches or fails to observe any of these Terms;
    2. the Customer trades outside the Terms, or is in breach of, any credit facility provided to the Customer;
    3. the Customer becomes insolvent, the Customer enters into bankruptcy or the Seller notifies in writing the Customer of it's view that the Customer is in financial difficulties; or
    4. an administrator or receiver is appointed over all or any of the business undertaking of the Customer or the Customer is served with a statutory demand pursuant to the Corporations Act; or any guarantor of the Customer's indebtedness to the Seller revokes its guarantee.
    8.2 If an event of termination as specified in clause 8.1 occurs, the Seller will have an immediate right to possession of Products held by the Customer and all amounts owing by the Customer in respect of the Products together with all other debts owing by the Customer to the Seller will become due and payable and must be paid by the Customer on demand by the Seller. Further, the Seller will be entitled (without prejudice to any other right or remedy provided under these Terms) to do any one or more of the following:
    1. suspend indefinitely all further deliveries of Products in respect of any Order and cancel any Order or refuse to accept any further Orders;
    2. cancel any credit facility provided to the Customer;
    3. require the return of all Products the property in, and ownership of, which has not passed in accordance with clause 5; and
    4. terminate these Terms by written notice to the Customer.
    8.3 The Seller will not be liable for any Loss (including Loss arising from negligence) suffered by the Customer as a result of the Seller taking any action under this clause.
    8.4 Where the Customer trades outside these Terms or the terms and conditions of any credit facility provided to the Customer, the Seller may at its sole and unfettered discretion, and without limitation of the Seller's other rights, refuse to supply Products to the Customer, irrespective of whether an Order has been accepted. The Seller will not be liable for any Loss resulting directly or indirectly from such action.

  9. Force Majeure
    The Seller will not be liable for any Loss incurred as a result of delay or failure to observe these Terms due to an event of force majeure, being any cause or circumstance beyond the Seller's control, including but not limited to any failure or delay in performance caused by lack of production capacity, manufacturing machinery breakdown, failure of supply by suppliers of the Seller or shortage of raw materials or components. During the continuance of an event of force majeure, the Seller's obligations under these Terms will be suspended and will resume as soon as the cause or circumstance has ceased to have effect.

  10. Governing Law
    The Terms are governed by and must be construed in accordance with the laws of Victoria.