Terms and Conditions
Rampant Technology Pty Ltd – Terms and Conditions of Trade
Updated February 3, 2020
Rampant Technology Pty Ltd – Terms and Conditions of Trade
Updated February 3, 2020
1.1 “Contract” means the terms and conditions contained herein, together with any Quotation, order, invoice or other document or amendments expressed to be supplemental to this Contract.
1.2 “RT” means Rampant Technology Pty Ltd, its successors and assigns or any person acting on behalf of and with the authority of Rampant Technology Pty Ltd.
1.3 “Client” means the person/s, entities or any person acting on behalf of and with the authority of the Client requesting RT to provide the Services as specified in any proposal, quotation, order, invoice or other documentation, and:
(a) if there is more than one Client, is a reference to each Client jointly and severally; and
(b) if the Client is a partnership, it shall bind each partner jointly and severally; and
(c) if the Client is a part of a Trust, shall be bound in their capacity as a trustee; and
(d) includes the Client’s executors, administrators, successors and permitted assigns.
1.4 “Goods” means all Goods or Services supplied by RT to the Client at the Client’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).
1.5 “Confidential Information” means information of a confidential nature whether oral, written or in electronic form including, but not limited to, this Contract, either party’s intellectual property, operational information, know-how, trade secrets, financial and commercial affairs, contracts, client information (including but not limited to, “Personal Information” such as: name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) and pricing details.
1.6 “Cookies” means small files which are stored on a user’s computer. They are designed to hold a modest amount of data (including Personal Information) specific to a particular client and website, and can be accessed either by the web server or the client’s computer. If the Client does not wish to allow Cookies to operate in the background when ordering from the website, then the Client shall have the right to enable / disable the Cookies first by selecting the option to enable / disable provided on the website, prior to ordering Goods via the website.
1.7 “Price” means the Price payable (plus any GST where applicable) for the Goods as agreed between RT and the Client in accordance with clause 5 below.
1.8 “GST” means Goods and Services Tax as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).
2.1 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 or accepts Delivery of the Goods.
2.2 In the event of any inconsistency between the terms and conditions of this Contract and any other prior document or schedule that the parties have entered into, the terms of this Contract shall prevail.
2.3 Any amendment to the terms and conditions contained in this Contract may only be amended in writing by the consent of both parties.
2.4 The Client acknowledges that the supply of Goods on credit shall not take effect until the Client has completed a credit application with RT and it has been approved with a credit limit established for the account.
2.5 In the event that the supply of Goods request exceeds the Clients credit limit and/or the account exceeds the payment terms, RT reserves the right to refuse Delivery.
2.6 Any advice, recommendation, information, assistance or service provided by RT in relation to Goods or Services supplied is given in good faith is based on RTs own knowledge and experience and shall be accepted without liability on the part of RT and it shall be the responsibility of the Client to confirm the accuracy and reliability of the same in light of the use to which the Client makes or intends to make of the Goods or Services.
2.7 None of RT’s agents or representatives are authorised to make any representations, statements, conditions or agreements not expressed by the Director of RT in writing nor is RT bound by any such unauthorised statements.
2.8 RT shall only be responsible for their performance to the party that contracts them to undertake the Services and shall not be responsible to any third party irrespective of their relationship to the Client.
2.9 Where the Client requesting or organising RT to provide Services is acting with or on behalf of any third party and that third party is intended to be responsible for the payment (or any part thereof) of the Price then in the event that the third party does not pay for the Services when due, the Client acknowledges that they shall be liable for the payment of the Price as if they had contracted the Services on their own behalf.
2.10 Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 14 of the Electronic Transactions (Queensland) Act 2001 or any other applicable provisions of that Act or any Regulations referred to in that Act.
3. Errors and Omissions
3.1 The Client acknowledges and accepts that RT shall, without prejudice, accept no liability in respect of any alleged or actual error(s) and/or omission(s):
(a) resulting from an inadvertent mistake made by RT in the formation and/or administration of this Contract; and/or
(b) contained in/omitted from any literature (hard copy and/or electronic) supplied by RT in respect of the Services.
3.2 In the event such an error and/or omission occurs in accordance with clause 3.1, and is not attributable to the negligence and/or wilful misconduct of RT; the Client shall not be entitled to treat this Contract as repudiated nor render it invalid.
4. Change in Control
4.1 The Client shall give RT 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, change of trustees, or business practice). The Client shall be liable for any loss incurred by RT as a result of the Client’s failure to comply with this clause.
5. Price and Payment
5.1 At RT’s sole discretion, the Price shall be either:
(a) as indicated on any invoice provided by RT to the Client; or
(b) RT’s quoted price (subject to clause 5.2) which will be valid for the period stated in the quotation or otherwise for a period of fourteen (14) days.
5.2 RT reserves the right to change the Price:
(a) if a variation to the Goods which are to be supplied is requested; or
(b) if a variation to the Services originally scheduled (including any applicable plans or specifications) is requested; or
(c) where additional Services are required due to the discovery of hidden or unidentifiable difficulties (including, but not limited to, hard rock barriers below the surface, iron reinforcing rods in concrete, or hidden pipes, and wiring in walls etc) which are only discovered on commencement of the Services; or
(d) in the event of increases to RT in the cost of labour or Goods (including, but not limited to, limitations to accessing the site, obscured building defects, safety considerations, prerequisite work by any third party not being completed or hidden pipes and wiring in walls etc.)which are beyond RT’s control.
5.3 Variations will be charged for on the basis of RT’s quotation, and will be detailed in writing, and shown as variations on RT’s invoice. The Client shall be required to respond to any variation submitted by RT within ten (10) working days. Failure to do so will entitle RT to add the cost of the variation to the Price. Payment for all variations must be made in full at the time of their completion.
5.4 The Price shall include any trade-in of parts made obsolete during PC upgrades.
5.5 Where installation Services are proposed or quoted by RT as part of the supply of Goods, but not accepted by the Client, subsequent service calls (telephone or onsite) involving the installation or set-up of the Goods will be charged at current Service rates.
5.6 At RT’s sole discretion, a non-refundable deposit may be required. The deposit amount or percentage of the Price will be stipulated at the time of the order of the Goods and shall become immediately due and payable.
5.7 Time for payment for the Goods being of the essence, the Price will be payable by the Client on the date/s determined by RT, which may be:
(a) on Delivery of the Goods;
(b) before Delivery of the Goods;
(c) by way of instalments/progress payments in accordance with RT’s payment schedule;
(d) the date specified on any invoice or other form as being the date for payment; or
(e) failing any notice to the contrary, the date which is seven (7) days following the date of any invoice given to the Client by RT.
5.8 Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, or by any other method as agreed to between the Client and RT.
5.9 RT may in its discretion allocate any payment received from the Client towards any invoice that RT determines and may do so at the time of receipt or at any time afterwards. On any default by the Client RT may re-allocate any payments previously received and allocated. In the absence of any payment allocation by RT, payment will be deemed to be allocated in such manner as preserves the maximum value of RT’s Purchase Money Security Interest (as defined in the PPSA) in the Goods.
5.10 The Client shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Client by RT nor to withhold payment of any invoice because part of that invoice is in dispute.
5.11 Unless otherwise stated the Price does not include GST. In addition to the Price, the Client must pay to RT an amount equal to any GST RT must pay for any supply by RT under this or any other agreement for the sale of the Goods. The Client must pay GST, without deduction or set off of any other amounts, 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.
6. Provision of the Services
6.1 Delivery (“Delivery”) of the Goods is taken to occur at the time that RT (or RT’s nominated carrier) delivers the Goods to the Client’s nominated address even if the Client is not present at the address.
6.2 At RT’s sole discretion, the cost of Delivery is included in the Price.
6.3 The Services are provided on the basis of specifications, information and instructions provided by the Client to RT (whether written or verbal). The Client acknowledges that it is their responsibility to ensure that such are detailed sufficiently to satisfy RT’s requirements of interpretation and understanding, as once accepted by the Client, RT’s quotation shall be deemed to interpret correctly those specifications, information and instructions. Therefore, RT shall not accept any liability for the supply of Services contrary to the Client’s intention, or errors or omissions in the Services, due to insufficient or inadequate provision of detailed specifications, information and instructions by the Client or oversight or misinterpretation thereof, and RT may charge the Client additional costs incurred thereby in remedying the Services, and if reasonably practical, will notify the Client of such costs before they are incurred and the Client agrees to them.
6.4 RT may deliver the Goods in separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these terms and conditions.
6.5 Any time specified by RT for Delivery of the Goods is an estimate only and RT 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 and/or Services to be delivered at the time and place as was arranged between both parties. In the event that RT is unable to supply the Goods and/or Services as agreed solely due to any action or inaction of the Client (including but not limited to, the Client making a selection, having the site ready for the Services or notifying RT that the site is ready), then RT shall be entitled to charge a reasonable fee for redelivery and/or storage.
7.1 Risk of damage to or loss of the Goods passes to the Client on Delivery and the Client must insure the Goods on or before Delivery.
7.2 If any of the Goods are damaged or destroyed following Delivery but prior to ownership passing to the Client, RT is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by RT is sufficient evidence of RT’s rights to receive the insurance proceeds without the need for any person dealing with RT to make further enquiries.
7.3 If the Client requests RT to leave Goods outside RT’s premises for collection or to deliver the Goods to an unattended location, then such Goods shall be left at the Client’s sole risk.
7.4 If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Client, RT is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by RT is sufficient evidence of RT’s rights to receive the insurance proceeds without the need for any person dealing with RT to make further enquiries.
8.1 The Client warrants that any structures to which the Goods are to be affixed are able to withstand the installation of the Goods and that any electrical connections (including, but not limited to, meter boxes, main switches, circuit breakers, and electrical cable) are of suitable capacity to handle the Goods once installed. If for any reason (including the discovery of asbestos, defective or unsafe wiring or dangerous access to roofing) that RT, its employees or RT’s reasonably form the opinion that the Client’s premises is not safe for the installation of Goods to proceed then RT shall be entitled to delay installation of the Goods (in accordance with the provisions of clause 6.5 above) until RT is satisfied that it is safe for the installation to proceed.
9. Client’s Acknowledgements and Obligations
9.1 The Client acknowledges and agrees that:
(a) RT shall not be held responsible or liable for any damage to the Goods or delays to delivery caused by outside agents. Where the Client requests RT to repair such damage then RT reserves the right to charge the Client for any costs incurred in rectifying such damage; and
(b) it is the policy of RT to report all findings of illegal material (including, but not limited to, images and software) to the relevant authorities.
9.2 The Client shall:
(a) cooperate with RT in connection with the provision of the Services, and provide full and free access to the Client’s premises, equipment and adequate working space and facilities, such as electrical outlets, within a reasonable distance from the equipment;
(b) ensure that RT is given such information and assistance (including remote access (where required) to any computer systems plus usernames and passwords or any other locations) as RT reasonably requires to enable RT to complete any necessary Services;
(c) obtain, keeps and make available to RT, machine readable copies of all programs, operating systems, drivers and data files relating to the equipment. RT does not assume any liability as a consequence of the Client’s inability to use its machine readable data;
(d) not modify, create any derivative work of, or incorporate any other goods into the network or any portion thereof. RT shall not be responsible for the maintenance of, or the repair of problems or malfunctions caused by any modifications of enhancements made by the Client or by anyone else other than RT;
(e) follow RT’s reasonable directions regarding the use of the Services;
(f) comply with the terms and conditions of this agreement, and any applicable laws, regulations, standards and codes;
(g) report to RT (as soon as practically possible) when the Client, or a reasonable person in the position of the Client, has reason to believe that there has been unauthorised use of the Services.
9.3 The Client is responsible for implementing and maintaining the security of their own network and/or equipment, and shall be liable for all charges in relation to the unauthorised use of the Services as a result of a breach of that security (e.g. viral infection, attacks from the Internet, denial of service attacks, PABX hacking, account/password misuse, SPAM and misuse of the Services by any third party, including employees and contractors).
10.1 The Client is responsible for maintaining their own backups (including but not limited to, e-mail and software) on their own systems, unless otherwise agreed in writing. RT does not provide any sort of compensation for lost or incomplete data in the event that backups do not function properly.
10.2 If the Client requires assistance in creating backups, please contact RT, an additional fee will apply in accordance with clause 5.2.
10.3 Where RT is instructed to execute back-ups on behalf the Client, RT will use their best endeavours to ensure complete and accurate backups of the Client’s data, but assume no responsibility for this duty. It is recommended by RT that the Client always keeps a backup of their computer and website whenever possible. RT makes no guarantees about the availability of backups.
11. Repair Notice
11.1 Where the Client is a consumer within the meaning of the Consumer Guarantees Act 1993, this clause constitutes a Repair Notice given under this legislation and the Client acknowledges that:
(a) the repair of equipment may result in the loss of any files stored on the hard drive, etc. (“User-Generated Data”). It is the sole responsibility of the Client to back-up any User-Generated Data which they believe to be important, valuable, or irreplaceable prior to submitting the equipment for repair; and
(b) equipment presented for repair may be replaced by, or repaired with, refurbished Goods of the same type rather than being repaired.
12. Client’s Property and Materials
12.1 In the case of property and materials left with RT without specific instructions, RT shall be free to dispose of them at the end of three (3) months after RT receiving them and to accept and retain the proceeds (such sale is to be undertaken in accordance with any legislation applicable to the sale or disposal of uncollected goods), if any, and/or charge the Client in addition to the Price to cover RT’s own costs in storing, handling and/or disposing of such property.
12.2 The lien of RT shall continue despite the commencement of proceedings, or judgment for any moneys owing to RT having been obtained against the Client.
12.3 Where materials or equipment are supplied by the Client, RT accepts no responsibility for imperfect work caused by defects in or unsuitability of such materials or equipment.
13.1 RT and the Client agree that ownership of the Goods shall not pass until:
(a) the Client has paid RT all amounts owing to RT; and
(b) the Client has met all of its other obligations to RT.
13.2 Receipt by RT 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.
13.3 It is further agreed that, until ownership of the Goods passes to the Client in accordance with clause 13.1:
(a) the Client is only a bailee of the Goods and must return the Goods to RT on request;
(b) the Client holds the benefit of the Client’s insurance of the Goods on trust for RT and must pay to RT the proceeds of any insurance in the event of the Goods being lost, damaged or destroyed;
(c) 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 parts with possession of the Goods then the Client must hold the proceeds of any such act on trust for RT and must pay or deliver the proceeds to RT on demand;
(d) 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 RT and must sell, dispose of or return the resulting product to RT as it so directs;
(e) the Client irrevocably authorises RT to enter any premises where RT believes the Goods are kept and recover possession of the Goods;
(f) RT may recover possession of any Goods in transit whether or not Delivery has occurred;
(g) 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 RT;
(h) RT may commence proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods has not passed to the Client.
14. Personal Property Securities Act 2009 (“PPSA”)
14.1 In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPSA.
14.2 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 and/or collateral (account) – being a monetary obligation of the Client to RT for Services – that have previously been supplied and that will be supplied in the future by RT to the Client.
14.3 The Client undertakes to:
(a) promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which RT may reasonably require to;
(i) register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
(ii) register any other document required to be registered by the PPSA; or
(iii) correct a defect in a statement referred to in clause 14.3(a)(i) or 14.3(a)(ii);
(b) indemnify, and upon demand reimburse, RT 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;
(c) not register a financing change statement in respect of a security interest without the prior written consent of RT;
(d) 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 RT;
(e) immediately advise RT of any material change in its business practices of selling the Goods which would result in a change in the nature of proceeds derived from such sales.
14.4 RT 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.
14.5 The Client waives their rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
14.6 The Client waives their rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
14.7 Unless otherwise agreed to in writing by RT, the Client waives their right to receive a verification statement in accordance with section 157 of the PPSA.
14.8 The Client must unconditionally ratify any actions taken by RT under clauses 14.3 to 14.5.
14.9 Subject to any express provisions to the contrary (including those contained in this clause 14), nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA.
15. Security and Charge
15.1 In consideration of RT agreeing to supply the Goods, the Client charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Client either now or in the future, to secure the performance by the Client of its obligations under these terms and conditions (including, but not limited to, the payment of any money).
15.2 The Client indemnifies RT from and against all RT’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising RT’s rights under this clause.
15.3 The Client irrevocably appoints RT and each director of RT as the Client’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 15 including, but not limited to, signing any document on the Client’s behalf.
16. Defects, Warranties and Returns, Competition and Consumer Act 2010 (CCA)
16.1 The Client must inspect the Goods on Delivery and must within seven (7) days of Delivery notify RT in writing of any evident defect/damage, 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 RT to inspect the Goods.
16.2 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).
16.3 RT acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-Excluded Guarantees.
16.4 Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, RT makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Goods. RT’s liability in respect of these warranties is limited to the fullest extent permitted by law.
16.5 If the Client is a consumer within the meaning of the CCA, RT’s liability is limited to the extent permitted by section 64A of Schedule 2.
16.6 If RT is required to replace the Goods under this clause or the CCA, but is unable to do so, RT may refund any money the Client has paid for the Goods.
16.7 If the Client is not a consumer within the meaning of the CCA, RT’s liability for any defect or damage in the Goods is:
(a) limited to the value of any express warranty or warranty document provided to the Client by RT at RT’s sole discretion;
(b) limited to any warranty to which RT is entitled, if RT did not manufacture the Goods;
(c) otherwise negated absolutely.
16.8 Subject to this clause 16, returns will only be accepted provided that:
(a) the Client has complied with the provisions of clause 16.1; and
(b) RT has agreed that the Goods are defective; and
(c) the Goods are returned within a reasonable time at the Client’s cost (if that cost is not significant); and
(d) the Goods are returned in as close a condition to that in which they were delivered as is possible, including original packaging where applicable.
16.9 Notwithstanding clauses 16.1 to 16.8 but subject to the CCA, RT shall not be liable for any defect or damage which may be caused or partly caused by or arise as a result of:
(a) the Client failing to properly maintain or store any Goods;
(b) the Client using the Goods for any purpose other than that for which they were designed;
(c) the Client continuing the use of any Goods after any defect became apparent or should have become apparent to a reasonably prudent operator or user;
(d) the Client failing to follow any instructions or guidelines provided by RT;
(e) fair wear and tear, any accident, or act of God.
16.10 Subject to the CCA, RT warrants that if any defect becomes apparent (in respect of second hand Goods) and is reported to RT within thirty (30) days of the date of delivery (time being of the essence), then RT will either (at RT’s sole discretion) replace or remedy any defective second hand Goods.
16.11 Notwithstanding anything contained in this clause if RT is required by a law to accept a return then RT will only accept a return on the conditions imposed by that law.
17. Intellectual Property
17.1 Where RT has designed, drawn or developed Goods for the Client, then the copyright in any designs and drawings and documents shall remain the property of RT. Under no circumstances may such designs, drawings and documents be used without the express written approval of RT.
17.2 The Client warrants that all designs, specifications or instructions given to RT will not cause RT to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify RT against any action taken by a third party against RT in respect of any such infringement.
17.3 The Client agrees that RT may (at no cost) use for the purposes of marketing or entry into any competition, any documents, designs, drawings or Goods which RT has created for the Client.
18. Default and Consequences of Default
18.1 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 RT’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
18.2 If the Client owes RT any money the Client shall indemnify RT from and against all costs and disbursements incurred by RT in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, RT’s contract default fee, and bank dishonour fees).
18.3 Further to any other rights or remedies RT may have under this Contract, if a Client has made payment to RT, and the transaction is subsequently reversed, the Client shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by RT under this clause 18 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations under this Contract.
18.4 Without prejudice to RT’s other remedies at law RT shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to RT shall, whether or not due for payment, become immediately payable if:
(a) any money payable to RT becomes overdue, or in RT’s opinion the Client will be unable to make a payment when it falls due;
(b) the Client has exceeded any applicable credit limit provided by RT;
(c) the Client becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
(d) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.
19.1 Without prejudice to any other remedies RT may have, if at any time the Client is in breach of any obligation (including those relating to payment) under these terms and conditions RT may suspend or terminate the supply of Goods to the Client. RT will not be liable to the Client for any loss or damage the Client suffers because RT has exercised its rights under this clause.
19.2 RT may cancel any contract to which these terms and conditions apply or cancel Delivery of Goods at any time before the Goods are delivered by giving written notice to the Client. On giving such notice RT shall repay to the Client any money paid by the Client for the Goods. RT shall not be liable for any loss or damage whatsoever arising from such cancellation.
19.3 In the event that the Client cancels Delivery of Goods the Client shall be liable for any and all loss incurred (whether direct or indirect) by RT as a direct result of the cancellation (including, but not limited to, any loss of profits).
19.4 Cancellation of orders for Goods made to the Client’s specifications, or for non-stocklist items, will definitely not be accepted once production has commenced, or an order has been placed.
20.1 All emails, documents, images or other recorded information held or used by RT is Personal Information, as defined and referred to in clause 20.3, and therefore considered Confidential Information. RT acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 1988 (“the Act”) including the Part IIIC of the Act being Privacy Amendment (Notifiable Data Breaches) Act 2017 (NDB) and any statutory requirements, where relevant in a European Economic Area (“EEA”), under the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). RT acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Clients Personal Information, held by RT that may result in serious harm to the Client, RT will notify the Client in accordance with the Act and/or the GDPR. Any release of such Personal Information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Client by written consent, unless subject to an operation of law.
20.2 Notwithstanding clause 20.1, privacy limitations will extend to RT in respect of Cookies where transactions for purchases/orders transpire directly from RT’s website. RT agrees to display reference to such Cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Client’s:
(a) IP address, browser, email client type and other similar details;
(b) tracking website usage and traffic; and
(c) reports are available to RT when RT sends an email to the Client, so RT may collect and review that information (“collectively Personal Information”)
In order to enable / disable the collection of Personal Information by way of Cookies, the Client shall have the right to enable / disable the Cookies first by selecting the option to enable / disable, provided on the website prior to proceeding with a purchase/order via RT’s website.
20.3 The Client agrees for RT to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) about the Client in relation to credit provided by RT.
20.4 The Client agrees that RT may exchange information about the Client with those credit providers and with related body corporates for the following purposes:
(a) to assess an application by the Client; and/or
(b) to notify other credit providers of a default by the Client; and/or
(c) to exchange information with other credit providers as to the status of this credit account, where the Client is in default with other credit providers; and/or
(d) to assess the creditworthiness of the Client including the Client’s repayment history in the preceding two (2) years.
20.5 The Client consents to RT being given a consumer credit report to collect overdue payment on commercial credit.
20.6 The Client agrees that personal credit information provided may be used and retained by RT for the following purposes (and for other agreed purposes or required by):
(a) the provision of Goods; and/or
(b) analysing, verifying and/or checking the Client’s credit, payment and/or status in relation to the provision of Goods; and/or
(c) processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Client; and/or
(d) enabling the collection of amounts outstanding in relation to the Goods.
20.7 RT may give information about the Client to a CRB for the following purposes:
(a) to obtain a consumer credit report;
(b) allow the CRB to create or maintain a credit information file about the Client including credit history.
20.8 The information given to the CRB may include:
(a) Personal Information as outlined in 20.3 above;
(b) name of the credit provider and that RT is a current credit provider to the Client;
(c) whether the credit provider is a licensee;
(d) type of consumer credit;
(e) details concerning the Client’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
(f) advice of consumer credit defaults, overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Client no longer has any overdue accounts and RT has been paid or otherwise discharged and all details surrounding that discharge (e.g. dates of payments);
(g) information that, in the opinion of RT, the Client has committed a serious credit infringement;
(h) advice that the amount of the Client’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
20.9 The Client shall have the right to request (by e-mail) from RT:
(a) a copy of the Personal Information about the Client retained by RT and the right to request that RT correct any incorrect Personal Information; and
(b) that RT does not disclose any Personal Information about the Client for the purpose of direct marketing.
20.10 RT will destroy Personal Information upon the Client’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this Contract or is required to be maintained and/or stored in accordance with the law.
20.11 The Client can make a privacy complaint by contacting RT via e-mail. RT will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Client is not satisfied with the resolution provided, the Client can make a complaint to the Information Commissioner at www.oaic.gov.au.
21. Service of Notices
21.1 Any written notice given under this Contract shall be deemed to have been given and received:
(a) by handing the notice to the other party, in person;
(b) by leaving it at the address of the other party as stated in this Contract;
(c) by sending it by registered post to the address of the other party as stated in this Contract;
(d) if sent by facsimile transmission to the fax number of the other party as stated in this Contract (if any), on receipt of confirmation of the transmission;
(e) if sent by email to the other party’s last known email address.
21.2 Any notice that is posted shall be deemed to have been served, unless the contrary is shown, at the time when by the ordinary course of post, the notice would have been delivered.
22.1 If the Client at any time upon or subsequent to entering in to the Contract is acting in the capacity of trustee of any trust (“Trust”) then whether or not RT may have notice of the Trust, the Client covenants with RT as follows:
(a) the Contract extends to all rights of indemnity which the Client now or subsequently may have against the Trust and the trust fund;
(b) the Client has full and complete power and authority under the Trust to enter into the Contract and the provisions of the Trust do not purport to exclude or take away the right of indemnity of the Client against the Trust or the trust fund. The Client will not release the right of indemnity or commit any breach of trust or be a party to any other action which might prejudice that right of indemnity;
(c) the Client will not without consent in writing of RT (RT will not unreasonably withhold consent), cause, permit, or suffer to happen any of the following events:
(i) the removal, replacement or retirement of the Client as trustee of the Trust;
(ii) any alteration to or variation of the terms of the Trust;
(iii) any advancement or distribution of capital of the Trust; or
(iv) any resettlement of the trust property.
23.1 Any dispute or difference arising as to the interpretation of these terms and conditions or as to any matter arising hereunder, shall be submitted to, and settled by, arbitration in accordance with the Commercial Arbitration Act 2013 or its replacement(s).
23.2 The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
23.3 These terms and conditions and any contract to which they apply shall be governed by the laws of Queensland, the state in which RT has its principal place of business, and are subject to the jurisdiction of the courts in that state.
23.4 Subject to clause 16, RT shall be under no liability whatsoever to the Client for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by RT of these terms and conditions (alternatively RT’s liability shall be limited to damages which under no circumstances shall exceed the Price of the Goods).
23.5 RT may licence and/or assign all or any part of its rights and/or obligations under this Contract without the Client’s consent.
23.6 The Client cannot licence or assign without the written approval of RT.
23.7 RT may elect to subcontract out any part of the Services but shall not be relieved from any liability or obligation under this Contract by so doing. Furthermore, the Client agrees and understands that they have no authority to give any instruction to any of RT’s sub-contractors without the authority of RT.
23.8 The Client agrees that RT may amend their general terms and conditions for subsequent future contracts with the Client by disclosing such to the Client in writing. These changes shall be deemed to take effect from the date on which the Client accepts such changes, or otherwise at such time as the Client makes a further request for RT to provide Goods to the Client.
23.9 Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control of either party.
23.10 Both parties warrant that they have the power to enter into this Contract and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this Contract creates binding and valid legal obligations on them.