Terms & Conditions

1. Definitions

1. "AS" means Australian Scaffolds Pty Ltd, It’s successors and assigns or any person acting on behalf of and with the authority of Australian Scaffolds Pty Ltd
2. “Client” means the person/s hiring the Goods (and/or purchasing the Goods) AS specified in any invoice, document or order, and if there is more than one Client is a reference to each Client jointly and severally.
3. “Goods” means all Goods supplied either by sale or by hire to the Client by AS at the Client’s request from time to time, and:
   • Includes any erection and/or dismantle of the Goods (“Services”), any par AS, accessories and/or consumables supplied by AS to the Client, either separately or deposited incidentally by AS in the course of it conducting, or supplying to the Client, the Goods; and
   • Where the context so permIt’s the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other.
4. “Minimum Hire Period” means the Goods shall be hired for a term of not less than one (1) week (or unless specified otherwise on the invoices, quotation, authority to hire, or any other forms AS provided by AS to the Client).
5. “Price” means the Price payable for the hire or purchase of the Goods AS agreed between AS and the Client in accordance with clause 4 below.

2. Acceptance

1. The Client is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms and conditions if the Client places an order for Goods, or accept AS Delivery.
2. The obligations of AS to supply Goods to the Client under this agreement shall be limited to those defined within these terms and conditions. All other conditions, warranties, stipulations and undertakings, whether expressed or implied by statute or common law, are excluded. Furthermore, these terms and conditions, unless amended with AS’ consent in writing, shall prevail to the extent of any inconsistency with any other document or agreement between the Client and AS,
3. Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 9 of the Electronic Transactions Act 2000 or any other applicable provisions of that Act or any Regulations referred to in that Act.

3. Change In Control

1. The Client shall give AS not less than fourteen (14) days prior written notice of any proposed change of ownership of the Client and/or any other change in the Client’s details (including but not limited to, changes in the Client’s name, address, contact phone or fax number/s, or business practice). The Client shall be liable for any loss incurred by AS AS a result of the Client’s failure to comply with this clause.

4. Price And Payment

1. The Client shall give AS not less than fourteen (14) days prior written notice of any proposed change of ownership of the Client and/or any other change in the Client’s details (including but not limited to, changes in the Client’s name, address, contact phone or fax number/s, or business practice). The Client shall be liable for any loss incurred by AS AS a result of the Client’s failure to comply with this clause.
2. At AS’ sole discretion the Price shall be either;
   • AS indicated on invoices provided by AS to the Client in respect of Goods supplied; or
   • The Price AS at the date of Delivery, according to AS’ current price list; or
3. AS’ quoted Price (subject to clause 4.2) which shall be binding upon AS provided that the Client shall accept AS’ quotation in writing
4. AS reserves the right to change the Price if a variation to AS’ quotation is requested. Any variation from the plan of scheduled Services and/or specifications of the Goods, any variation AS a result of unforeseen circumstances, such AS poor weather conditions, limitations to accessing the site and safety considerations (e.g. overhead hazards, etc.), prerequisite work by any third party not being completed, any relocation and/or alteration to working platforms and/or hop up bracket AS (or the Goods entirely), or AS a result of any increase to AS in the cost of materials and labour, fluctuations in currency exchange rates, or any Government or regulatory body imposing or increasing fees, etc.) will be charged for on the basis of AS’ quotation and will be shown AS variations on the invoice. Payment for all variations must be made in full at their time of completion.
5. At AS’ sole discretion, a non-refundable deposit may be required.
6. Time for payment for the Goods being of the essence, the Price will be payable by the Client on the date/s determined by AS, which may be:
   • On, or before, Delivery;
   • By way of installment AS/progress payment AS in accordance with AS’ payment schedule;
   • Seven (7) days following the end of the month in which any invoice/s and/or statement is furnished to the Client by AS;
   • The date specified on any invoice or other form AS being the date for payment; or
   • Failing any notice to the contrary, the date which is thirty (30) days following the date of any invoice/s furnished to the Client by AS
7. Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, credit card, or by any other method AS agreed to between the Client and AS.
8. Unless otherwise stated the Price does not include GST. In addition to the Price the Client must pay to AS an amount equal to any GST AS must pay for any supply of Goods by AS under this or any other agreement. The Client must pay GST, without deduction or set off of any other amount AS, at the same time and on the same basis AS the Client pays the Price. In addition the Client must pay any other taxes and duties that may be applicable in addition to the Price, except where they are expressly included in the Price.
9. Receipt by AS of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised, and until then AS’ right AS and ownership in relation to the Goods, and this agreement, shall continue.

5. Delivery

1. Delivery of the Goods (“Delivery”) is taken to occur at the time that:
   • The Services are provided by AS at AS’ premises; or
   • AS (or AS’ nominated carrier) delivers the Goods (or provides Services) to the Client’s nominated address, even if the Client is not present at the address.
2. At AS’ sole discretion, the cost of Delivery is in addition to the Price.
3. The Client must take Delivery, by receipt or collection of the Goods, whenever they are tendered for Delivery. In the event that the Client is unable to take Delivery AS arranged then AS shall be entitled to charge a reasonable fee for redelivery and/or storage.
4. Any time specified by AS for Delivery is an estimate only and AS will not be liable for any loss or damage incurred by the Client AS a result of Delivery being late. However both parties agree that they shall make every endeavour to enable the Goods to be supplied at the time and place AS w AS arranged between both parties. In the event that AS is unable to supply the Goods (including any installation and/or removal thereof) AS agreed solely due to any action or inaction of the Client then AS shall be entitled to charge a reasonable fee (to cover mileage and lost time hours) for re-supplying the Goods at a later time and date.
5. The Client shall ensure that AS h AS clear and free access to the nominated address at all times to enable them to make Delivery. AS shall not be liable for any loss or damage to the property (including, without limitation, damage to pathways, driveways and concreted or paved or grassed areas), unless due to the negligence of AS.
6. The Client shall ensure that AS h AS clear and free access to the nominated address at all times to enable them to make Delivery. AS shall not be liable for any loss or damage to the property (including, without limitation, damage to pathways, driveways and concrete or paved or grassed areas), unless due to the negligence of AS.

6. Title

1. Where this is a hire agreement:
   • The Goods are, and will at all times remain, the absolute property of AS, however the Client accept AS full responsibility for:
   • The safekeeping of the Goods and indemnifies AS for all loss, theft, or damage to the Goods howsoever caused and without limiting the generality of the foregoing whether or not such loss, theft, or damage is attributable to any negligence, failure, or omission of the Client; and
   • Shall keep AS indemnified against all liability in respect of all actions, proceedings, claims, damages, cos AS and expenses in respect of any injury to persons, damage to property, or otherwise arising out of the use of the Goods during the hire period and whether or not arising from any negligence, failure or omission of the Client or any other persons. accident, fire, theft and burglary and all other usual risks and will effect adequate Public Liability Insurance covering any loss, damage or injury to property arising out of the Goods. Further the Client will not use the Goods nor permit them to be used in such a manner AS would permit an insurer to decline any claim;
   • The Client will insure, or self-insure, AS’ interest in the Goods against physical loss or damage including, but not limited to, the perils of accident, fire, theft and burglary and all other usual risks and will effect adequate Public Liability Insurance covering any loss, damage or injury to property arising out of the Goods. Further the Client will not use the Goods nor permit them to be used in such a manner AS would permit an insurer to decline any claim;
2. Where is this an agreement for the purchase of the Goods:
   • AS and the Client agree that ownership of the Goods shall not pass until:
   • The Client has paid AS all amount AS owing to AS; and
   • The Client has met all of its other obligations to AS.
   • it is further agreed that, until ownership of the Goods passes to the Client in accordance with sub-clause (a):
   • The Client is only a bailee of the Goods and must return the Goods to AS on request.
   • The Client holds the benefit of the Client’s insurance of the Goods on trust for AS and must pay to AS the proceeds of any insurance in the event of the Goods being lost, damaged or destroyed.
   • The Client must not sell, dispose, or otherwise part with possession of the Goods other than in the ordinary course of business and for market value. If the Client sells, disposes or par AS with possession of the Goods then the Client must hold the proceeds of any such act on trust for AS and must pay or deliver the proceeds to AS on demand.
   • The Client should not convert or process the Goods or intermix them with other goods but if the Client does so then the Client holds the resulting product on trust for the benefit of AS and must sell, dispose of or return the resulting product to AS AS it so direct AS. (v) AS may recover possession of any Goods in transit whether or not delivery has occurred.
   • AS may recover possession of any Goods in transit whether or not delivery has occurred.
   • The Client shall not charge or grant an encumbrance over the Goods nor grant nor otherwise give away any interest in the Goods while they remain the property of AS.
   • AS may commence proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods has not passed to the Client.
3. If the Client fails to return the Goods to AS, then AS or AS’ agent may ( AS the invitee of the Client) enter upon and into land and premises owned, occupied or used by the Client, or any premises where the Goods is situated and take possession of the Goods, without being responsible for any damage thereby caused.

7. Personal Property Securities Act 2009 (“PPSA”)

1. In this clause financing statement, financing change statement, security agreement, and security interest h AS the meaning given to it by the PPSA.
2. Upon assenting to these terms and conditions in writing the Client acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all Goods that have previously been supplied and that will be supplied in the future by AS to the Client.
3. The Client undertakes to:
   • Promptly sign any further document AS and/or provide any further information (such information to be complete, accurate and up-to-date in all respect AS) which AS may reasonably require to;
   • Register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
   • Register any other document required to be registered by the PPSA; or
   • Correct a defect in a statement referred to in clause 7.3(a)(i) or 7.3(a)(ii);
   • Indemnify, and upon demand reimburse, AS for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods charged thereby;
   • Not register a financing change statement in respect of a security interest without the prior written consent of AS;
   • Not register, or permit to be registered, a financing statement or a financing change statement in relation to the Goods and/or collateral (account) in favour of a third party without the prior written consent of AS;
   • Immediately advise AS of any material change in It’s business practices of selling the Goods which would result in a change in the nature of proceeds derived from such sales.
4. AS and the Client agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
5. 7.5 The Client waives their right AS to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
6. The Client waives their right AS AS a grantor and/or a debtor under sections 142 and 143 of the PPSA.
7. Unless otherwise agreed to in writing by AS, the Client waives their right to receive a verification statement in accordance with section 157 of the PPSA.
8. 7.8 The Client must unconditionally ratify any actions taken by AS under clauses 7.3 to 7.5.
9. Subject to any express provisions to the contrary nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA.

8. Security And Charge

1. In consideration of AS agreeing to supply Goods, the Client charges all of It’s right AS, title and interest (whether joint or several) in any land, realty or other asset AS capable of being charged, owned by the Client either now or in the future, to secure the performance by the Client of It’s obligations under these terms and conditions (including, but not limited to, the payment of any money).
2. The Client indemnifies AS from and against all AS’ cos AS and disbursement AS including legal cos AS on a solicitor and own client basis incurred in exercising AS’ right AS under this clause.
3. The Client irrevocably appoint AS AS and each director of AS AS the Client’s true and lawful attorney/s to perform all necessary ac AS to give effect to the provisions of this clause 8 including, but not limited to, signing any document on the Client’s behalf.

9. Defect AS, Warranties And Returns, Competition And Consumer Act 2010 (CCA)

1. The Client must inspect the Goods on Delivery and must within seven (7) days of such time notify AS in writing of any evident defect/damage, error or omission, shortage in quantity, or failure to comply with the description or quote. The Client must notify any other alleged defect in the Goods AS soon AS reasonably possible after any such defect becomes evident. Upon such notification the Client must allow AS to inspect/review the Goods.
2. Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be implied into these terms and conditions (“Non- Excluded Guarantees”).
3. AS acknowledges that nothing in these terms and conditions purport AS to modify or exclude the Non-Excluded Guarantees.
4. Except AS expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, AS makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Goods. AS’ liability in respect these warranties is limited to the fullest extent permitted by law.
5. If the Client is a consumer within the meaning of the CCA, AS’ liability is limited to the extent permitted by section 64A of Schedule 2.
6. If AS is required to replace the Goods under this clause or the CCA, but is unable to do so, AS may refund any money the Client has paid for the Goods.
7. If the Client is not a consumer within the meaning of the CCA, AS’ liability for any defect or damage in the Goods is:
   • Limited to the value of any express warranty or warranty card provided to the Client by AS at AS’ sole discretion;
   • Limited to any warranty to which AS is entitled, if AS did not manufacture the Goods;
   • Otherwise negated absolutely.
8. Subject to this clause 9, returns will only be accepted provided that:
   • The Client has complied with the provisions of clause 9.1; and
   • AS has agreed that the Goods are defective; and
   • The Goods are returned within a reasonable time at the Client’s cost (if that cost is not significant); and
   • The Goods are returned in AS close a condition to that in which they were delivered AS is possible.
9. Notwithstanding clauses 9.1 to 9.8 but subject to the CCA, AS shall not be liable for any defect or damage which may be caused or partly caused by or arise AS a result of:
   • The Client failing to properly maintain or store the Goods;
   • The Client using the Goods for any purpose other than that for which they were designed;
   • The Client continuing the use of the Goods after any defect became apparent or should have become apparent to a reasonably prudent operator or user;
   • The Client failing to follow any instructions or guidelines provided by AS;
   • Fair wear and tear, any accident, or act of God.
10. Notwithstanding anything contained in this clause if AS is required by a law to accept a return then AS will only accept a return on the conditions imposed by that law.

10. Intellectual Property

1. Where AS h AS designed, drawn or developed Goods for the Client, then the copyright in any designs and drawings and document AS shall remain the property of AS.
2. The Client warrant AS that all designs, specifications or instructions given to AS will not cause AS to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify AS against any action taken by a third party against AS in respect of any such infringement.
3. The Client agrees that AS may (at no cost) use for the purposes of marketing or entry into any competition, any document AS, designs, drawings or Goods which AS h AS created for the Client.

11. Compliance With Laws

1. The Client and AS shall comply with the provisions of all statutes, regulations and bylaws of government, local and other public authorities that may be applicable to the Goods, including any occupational health and safety laws relating to building/construction sites and any other relevant safety standards or legislation.
2. The Client shall obtain (at the expense of the Client) all licenses and approvals that may be required for the Goods.

12. Default And Consequences Of Default

1. Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at AS’ sole discretion such interest shall compound monthly at such a rate) after AS well AS before any judgment.
2. If the Client owes AS any money the Client shall indemnify AS from and against all cos AS and disbursement AS incurred by AS in recovering the debt (including but not limited to internal administration fees, legal cos AS on a solicitor and own client basis, AS’ contract default fee, and bank dishonour fees).
3. Further to any other right AS or remedies AS may have under this agreement, if the Client has made payment to AS by credit card, and the transaction is subsequently reversed, the Client shall be liable for the amount of the reversed transaction, in addition to any further cos AS incurred by AS under this clause 12 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations under this agreement.
4. Without prejudice to any other remedies AS may have, if at any time the Client is in breach of any obligation (including those relating to payment) under these terms and conditions AS may suspend or terminate the supply of Goods to the Client (including repossessing the Goods AS per clause 6.3). AS will not be liable to the Client for any loss or damage the Client suffers because AS has exercised Its right AS under this clause.
5. Without prejudice to AS’ other remedies at law AS shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amount AS owing to AS shall, whether or not due for payment, become immediately payable if:
   • Any money payable to AS becomes overdue, or in AS’ opinion the Client will be unable to make a payment when it falls due;
   • The Client becomes insolvent, convenes a meeting with It’s creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or