General Terms and Conditions of Sale

GENERAL
Where in these Terms and Conditions the expression “the Company” is used, it shall be taken to mean Bluesteel Holdings Pty. Ltd. ABN 25 007 893 781, and/or its subsidiaries Bluesteel (Australia) Pty Limited,  ABN 40 007 550 754, Bluesteel (S.A.), Bluesteel (Vic.) and Bluesteel (N.T.) all divisions of Bluesteel Pty. Ltd. ABN 30 007 528 850, Bluesteel (Alice Springs) Pty. Ltd. ABN 35 061 118 456, Bluesteel (N.S.W.) Pty. Ltd. ABN 30 003 583 702, Bluesteel (A.C.T.) a division of Bluesteel (N.S.W.) Pty. Ltd. ABN 30 003 583 702, Bluesteel (Qld) Pty. Ltd. ABN 61 010 474 996, and Bluesteel (W.A.) Pty. Ltd. ABN 77 008 836 833 or any of them.

APPLICATION
The customer acknowledges that these general terms and conditions apply in relation to all sales of goods or services by the Company to the customer and to all orders placed with the Company. No person acting or purporting to act on the Company’s behalf has the authority to make any promise, representation or undertaking or to add to or change in any way these general terms and conditions of sales except expressly in writing. These terms and conditions are in addition to and in no way are intended to limit, vary or exclude any rights conferred by the conditions and warranties implied by the Trade Practices Act 1974 or by any similar legislation of a State or Territory of Australia which prohibits any such limitation variation or exclusion. Prices are subject to change without notice. The Company reserves the right to vary these terms and conditions of sale. The customer’s rights under these Terms and Conditions of Sale are not assignable or transferable.

GST
Trade prices do not include GST. The company will charge GST at the rate set by the Government in respect of any supply made to the customer.

QUOTATIONS
Any quotations provided by the Company remain open for acceptance for a period of thirty days from the date of quotation. After this time this quotation is voidable at the option of the Company which may in its absolute discretion determine this quotation and subsequently revise the price or any other of the conditions so quoted.

E-COMMERCE
The customer will be given access to the Company’s E-Commerce system (“Bluesteel Direct™”) at the Company’s sole discretion and the Company reserves the right to terminate or suspend the customer’s access to Bluesteel Direct™ by giving the customer notice to that effect either in writing or by way of Bluesteel Direct™. No warranty is made as to the availability of Bluesteel Direct™. The customer agrees to use Bluesteel Direct™ only as set out in the User Manual and agrees that orders will be deemed to have been accepted by the Company only when Bluesteel Direct™ makes a Works Order Number available for viewing. The customer acknowledges that it is responsible for the administration of passwords and security allocations to its Authorised Users and agrees that it will be liable to pay for all orders made using the customer’s Authorised User codes unless the order is cancelled with the written consent of the Company. The customer further acknowledges that:

(a) delivery times and pricing projected or shown by Bluesteel Direct™ are no more than estimates and shall not be binding upon the Company unless confirmed by the Company by other means;

(b) the Company accepts no responsibility for any loss arising directly or indirectly from damage to customer’s systems arising from unauthorised access to Bluesteel Direct™ or unauthorised modification of Bluesteel Direct™ by third parties.

CANCELLATIONS
No order may be cancelled by the customer without the written consent of the Company irrespective of whether or not the Company has advised the customer of its acceptance of that order.

INSTALLATION
Where the Company agrees to install goods at any premises (the “premises”) the following conditions shall apply:

(a) The customer will provide reasonable access for the Company, its servants, agents and subcontractors to the premises during the period of installation as may be agreed by the parties to enable the Company to carry out its obligations. The customer will also provide at its own expense, connection for electricity and any other similar services required by the Company for installation of the goods.

(b) The Company will be under no liability or responsibility for any loss, damage or expense howsoever incurred by the customer as the result of:
(i) any failure or delay by the Company in performing any of its obligations under the contract due to any reason beyond the control of the Company; or
(ii) any prohibitions or restrictions under any applicable statutes, bylaws or regulations.

(c) Any existing defects discovered by the Company in the course of installation shall be the responsibility of the customer and the Company shall be the sole judge in respect of determining what remedial action is required. The Company may terminate any contract if the remedial action is not completed or taken as instructed, and within the time specified, by the Company without prejudice to its existing rights. Any additional expense incurred by the Company will be the responsibility of the customer.

COLLECTION OF GOODS
All goods must be collected within a maximum period of 10 working days after the specified date. The customer will then be invoiced for the price of the goods and the goods will then in the discretion of the Company either be delivered to the customer’s premises or to a depot selected by the Company from which the goods can be despatched to the customer or collected by the customer at a later date, at the customer’s expense, and any additional cost (including cost of damage or storage) incurred by the Company as a result of holding material for longer than 20 days after the specified date will be charged to the customer’s account and shall be payable by the customer as part of the goods in question.

DELIVERY
Any times quoted for delivery and/or installation are estimates only and the Company shall not be liable for failure to deliver or install or for delay in delivery or installation arising from any cause whatsoever beyond the Company’s control. The customer shall not be relieved of any obligation to accept or pay for goods by reason of any delay in delivery or despatch. The Company reserves the right to deliver by portion and each portion shall not entitle the customer to repudiate the contract. Delivery will be deemed to have occurred when on-loaded at the Company’s premises and all goods shall be the risk of the customer after on-loading.

PAYMENT
Payment for all goods purchased from the Company is due and payable at the time of purchase unless a 30 day credit account has been approved and the Consumer Credit Code does not apply, in which event payment must be made on or before the last working day of the month following that in which deliveries are invoiced and in that case:

(a) payment must be prompt and notwithstanding any previous indulgences, the Company may in its absolute discretion require immediate payment of any amount owing and / or refuse credit or supply of goods without giving any notice whatsoever.

(b) a 1.5% settlement discount is available to account customers on most items where payment in full is received within the 30 day terms defined above but this settlement discount does not apply where the payment is made by credit card.

(c) if payment in full is not received within the 30 day terms defined above, the customer shall in addition be liable to pay:
(i) interest at the rate of 1% per month (calculated daily) on any overdue amount, and
(ii) all expenses (including any amount charged to the Company by a debt collection agency) incurred in recovering or attempting to recover an overdue amount.

FITNESS FOR PURPOSE
The customer agrees that the Company shall not be liable for any:- (a) representation, promise or undertaking regarding the fitness or otherwise of goods or services supplied by the Company unless it is made in writing or implied by law; or (b) failure by the customer to fix, install, erect, or maintain the goods in accordance with any advice, recommendation, specification, information, assistance or service provided by the Company in relation to goods sold or manufactured by it. The performance of steel products is dependent on the environment, product selection, handling, installation and maintenance. Before using the Company’s steel products, read the brochure “Selection, Use and Maintenance of Bluesteel Steel Products”.

SUB-CONTRACTING
The Company reserves the right to sub-contract the manufacture and/or supply of any part of the goods quoted or of any materials or services to be supplied.

MATERIAL SUPPLY
Where a customer orders a particular brand of product which for any reason whatsoever is not immediately available to the Company then the Company may in its absolute discretion supply another product with identical or similar properties to that which was ordered and the customer will be obliged to accept and pay for that other product in the same way as if the branded product had been supplied. This term will not apply if, and only if, the customer has given notice in writing to the Company stating that the customer is only prepared to accept products bearing the brands or trademarks specified in its orders.

CLAIMS
No claim by the customer for poor workmanship or failure to supply products conforming to the customer’s orders shall be recognised by the Company unless made in writing to the Company within fourteen days after delivery of the goods to the customer. No claim involving labour charges or product replacement will be recognised by the Company unless the Company’s agreement to the value of such claim is obtained immediately such a problem becomes evident and the customer has demonstrated that he has taken all possible action to minimise the effect of such a claim and the Company has been given sufficient time to investigate and take such action it feels necessary to resolve the problem. No claims will be recognised by the Company relating to materials which have been fixed unless in the Company’s view the problem could not have been detected during the fixing process. Claims for ‘lost time’ or ‘waiting time’ will not be approved by the Company. No claim will be recognised by the Company for any loss damage or injury of any kind whatsoever arising directly or indirectly from the customer’s failure to obtain independent professional and/or tradesman’s advice in relation to the suitability of the goods for any specific purpose. The company shall not be liable to the customer for any loss of profits or consequential, indirect or special loss, damage or injury of any kind whatsoever, arising directly or indirectly from any defect in the goods or their installation (regardless of any express or implied terms, or by reason of the Company’s negligent act or omission or otherwise at common law.)

RETURNED GOODS
Stock items only may be returned for credit within 30 days from date of delivery if they are in prime condition, and will be subject to a handling fee of 15%. In addition, the invoice number and delivery date must be quoted upon return. Goods will not be accepted for credit after 30 days from date of delivery. If specially manufactured to a customer’s requirements, goods may not be returned for credit.

TITLE TO GOODS
All goods supplied by the Company shall be at the customer’s risk from the time of delivery. The legal and equitable title to and property in the goods will not pass to the customer until the customer has paid all moneys owed to the Company on any account whatsoever. Payment shall not be deemed to occur until all cheques in payment of moneys owing to the Company have been presented and cleared in full. The Company reserves its right to enter upon any premises for the purpose of repossessing goods. The right to repossess is without prejudice to any other rights of recovery otherwise available. Until all goods are paid for in full the relationship of the customer to the Company shall be as a fiduciary in respect of the goods and accordingly, the customer, if required by the Company, shall store the goods in such a way that they can be recognised as the property of the Company and, if the goods are sold by the customer, the Company shall have the right to trace the proceeds thereof. It is not intended by these terms and conditions to create a charge or trust over any goods or over proceeds of their sale and any such term or condition (or any part thereof) creating such a charge or trust shall be severed without affecting the validity of the other terms and conditions.

DEFAULT OF CUSTOMER
If the customer makes a default in any payment, commits any act of bankruptcy, has liens placed on a project or assets frozen or restrained, or becomes subject to any form of external administration or an application for any form of external administration is made, the Company may at its option withhold further deliveries or cancel the contract without prejudice to its rights thereunder. Where such default occurs this shall not in any way prejudice the right of the Company to recover any amounts due for materials previously supplied, or manufactured to a customer’s requirements.

JURISDICTION
The Company shall have the exclusive right to nominate the Court in which any legal action is to be commenced and conducted, and the customer shall consent to a permanent stay of any proceedings which may have been commenced by the customer in a Court not nominated by the Company.