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General Terms & Conditions

GLOBALTECH CORPORATION PTY LTD ABN 18 087 281 418

(Also trading as Globaltech Downunder)

GENERAL TERMS AND CONDITIONS

 
 

1.        SCOPE

1.1.      These terms and conditions of sale (“Terms”) apply to all contracts of sale entered into by Globaltech Pty Ltd (“Globaltech”) and its customers (“Buyers”) and constitute the entire trading terms with respect to purchasing and/or renting or leasing goods and services (“Product(s)”) from Globaltech and supersedes all other agreements and understandings between Globaltech and its Buyers (“the Parties”), unless specifically stated in writing and signed by an officer of Globaltech.

1.2.      By acceptance of deliveries made in pursuance of any purchase order (“PO”) placed upon Globaltech, the Buyer accepts these terms contained herein.  Globaltech’s failure to object to any of the Terms contained in any communication with the Buyer shall not be deemed a waiver of these Terms.

1.3.      In the case of a Buyer requesting a quotation from Globaltech, for standard, customized or OEM Product, and Globaltech provides such quotation, the Buyer confirms acceptance of these Terms by placing a PO against such quotation. Upon acceptance of such PO by Globaltech, these Terms become a contractual agreement for such sale between the Parties.

1.4.      Any other material that Globaltech issues for general use, including promotional material has no implication on these Terms and the Terms herein will prevail.

1.5.      Notwithstanding the foregoing, however, typographical and clerical errors are subject to correction.

1.6.      Globaltech may require a PO to be in writing and in such case Globaltech shall not have any commitment until the Buyer has placed a written PO in terms acceptable to Globaltech and Globaltech accepted the PO. Globaltech shall not have any obligation to fulfil any PO for any reason whatsoever.

1.7.      Globaltech reserves the right to alter the Terms at any time.

1.8.      Globaltech Terms are available to all Buyers on request and are posted on the Globaltech website: www.globaltech.com.au

2.        PO’s from Buyers

2.1.      Globaltech is not obliged at any time to accept any PO from the Buyer. Globaltech must accept PO’s before orders can be processed. This is done by way of direct acknowledgement, by advising shipment date, or by actual shipment of the Products ordered. Globaltech will ship orders according to the Buyer’s exact requirements and will not substitute a Product unless instructed to do so by the Buyer.  The Buyer may place a PO for any quantity of stock and Globaltech endeavours to deliver that stock, provided that there is stock available.

2.2.      All telephone PO’s must be confirmed either by letter or fax.  PO’s must include the Globaltech part number or part description and price.  Prices used to process PO’s will be prices quoted by Globaltech to respective Buyers.  All delivery details must be clearly marked on the PO.

3.        PAYMENT Terms

3.1.      All invoices are net and are due on the date of invoice, unless otherwise stated.

3.2.     Each consignment shall be considered a separate and independent transaction and payment therefore shall be made accordingly.

3.3.      Minor defects in the Products shall not entitle the Buyer to withhold payment.

3.4.   Warranty work will not be carried out on any product where the Buyer withholds payment or part payment for that product. The Buyer is not entitled to any Warranty offered by Globaltech whilst full payment for the product is not received by Globaltech from the Buyer.

3.5.      Credit trade accounts are available to approved Buyers that must be registered companies in Australia.

3.6.     Where credit terms are approved and given, standard payment for all credit trade accounts is payment due 30 days after the date of invoice unless specified otherwise.  If any sum is not paid on the due date, then all sums invoiced to the same Buyer, that may have not been due otherwise, shall become immediately due and payable.

3.7.     Without prejudice to Globaltech’s other rights, interest will accrue on all late payments at the rate of 1.5% (plus GST) per month or part thereof on the entire amount, which has become due and payable. A $15 fee (plus GST) will also be charged for each reminder sent.  Reminders will be sent each week until all outstanding payments have been received.

3.8.      Globaltech has the right to sue for the whole amount outstanding, plus all legal and recovery costs, without prejudice to any of its other rights.

3.9.    Cash with PO or cash on delivery are accepted and payment should include GST.  Master card or Visa card are accepted for payment only when ordering and not for payment of credit accounts.  Cheques and postal orders shall be made out to Globaltech Pty Ltd.

3.10.   Clauses 5, 6.8, 6.9, 7.5 and 7.6 are also considered intrinsic parts of these Payment Terms.

4.        PRICE, Title and Risk

4.1.      All quotes by Globaltech are firm unless otherwise specified in the quote, for a period of 30 days from the date they are dated, after that time they are subject to confirmation in writing.

4.2.      All prices are ex-works Perth Metro, Western Australia point of consignment.  Products will be shipped at the Buyer’s risk following pick-up by a freight forwarder that Globaltech may have engaged on the Buyer’s behalf.  Freight and insurance cost and risk of loss in transit are the responsibility of the Buyer.

4.3.      Title to property of the Products shall only pass to the Buyer following Globaltech’s receipt of all monies payable for these Products by the Buyer.

4.4.      All published prices are subject to alteration without notice.

5.        DEFAULT in Payments

5.1.      In the event of the Buyer making default in payment or breaching any other condition herein or In the event that the Buyer going into liquidation (other than a voluntary liquidation for the purpose of amalgamation or reconstruction) or being declared bankrupt or going under administration, Globaltech shall become entitled to withhold supply, services, technical support or any outstanding delivery of goods (“Services”), unless all payments for these Services can be and is made in advance.

5.2.      Additionally in the case of default in payment Globaltech shall be entitled to charge interest at the rate of 18 percent per annum or part thereof on all unpaid monies; such interest to be calculated from the due date for payment to the date of actual payment.

5.3.      The Buyer shall be liable for the costs of all stamp duties, solicitor’s fees, process services costs and other disbursements incurred by Globaltech to recover monies owing by the Buyer.

5.4.      In the event of clause 5.1 above and with reference to liquidation or administration of the Buyer, and with accordance of clause 4.3, the Buyer shall have no title and therefore no right to dispose of any Products that the Buyer did not pay Globaltech for and Globaltech shall have the right to repossess such Products. This shall not release the Buyer from its other obligations to Globaltech.

6.        DELIVERY of Products

6.1.      Products will be shipped only to the address as specified in the PO.

6.2.      Unless otherwise required by the Buyer, Globaltech will select and administer the freight forwarder, and invoice the Buyer accordingly. Globaltech shall have the right to add reasonable handling charge for packing and freight that shall not exceed 25% of the actual cost of the freight forwarder charges.

6.3.      Buyers retain the right to specify or make their own delivery arrangements

6.4.      Once a freight forwarder collects the Products from Globaltech, and not withstanding clause 6.3, the Products are deemed delivered. To this end the words ‘shipped’ and ‘delivered’ and, the words ‘shipment’ and ‘delivery’ and, the words ‘ship and deliver’) shall have the same meaning throughout these Terms.

6.5.      All quoted delivery dates are estimates only.

6.6.      Globaltech uses third party freight forwarding companies to deliver Products around Australia and cannot be held liable for any delay or loss of Product arising from a shipment.  Globaltech's policy is to use competent and responsible freight forwarding companies to ensure that the Buyer receives the best possible service available. Globaltech will take responsibility until the Products are picked up from Globaltech premises by the freight forwarder.  Once picked up, the responsibility of the Products will be transferred to the Buyer who shall rely on the services of the freight forwarder. It is the responsibility of the Buyer to insure Products from the point of dispatch to the point of delivery.

6.7.      Any damage that occurs whilst the Products are in transit to the Buyer is the responsibility of the Buyer.  Therefore Globaltech advises Buyers to have the Products insured against such damage.

6.8.      Part shipment of any PO shall be allowed unless clearly specified otherwise. Globaltech shall have the right to raise invoice for the corresponding value of any part shipment. The payment terms of a part shipment shall mirror the payment terms of the PO and payment shall not be withheld by the Buyer, pending delivery of the remainder of the shipment. Late payment clauses apply fully to part shipments.

6.9.      Delay in shipment of a PO, or any part of a PO, shall not relieve the Buyer of its obligation to accept and pay for the PO or the remainder of the PO once shipped.

6.10.   Globaltech will not be liable to pay damages, consequential damages or compensation for any loss sustained by the Buyer for late shipment or non-shipment.

6.11.   In the event of any happening beyond Globaltech’s reasonable control in consequence of which Globaltech cannot make delivery by the time or times quoted or specified.  Globaltech shall be entitled to Ship part only of a PO, re-schedule delivery or cancel consignment. For the period during which such cause of delay operates, or in the event of cancellation, Globaltech shall not be liable for any damages.

6.12.  Corporate Buyer are defined as buyers of their own branded goods (sub-category “OEM Buyers”), or buyers that order quantities that warrant Globaltech to make or buy additional stock, (sub-category “Bulk Buyers”), or buyers of custom-built-Products or 3rd party Products (sub-category “ Non-Standard Product Buyers”) or buyers outside Australia (sub-category “Export Buyers”). All of these Buyers are collectively called (“Corporate Buyers”)

        Except for all Corporate Buyers, the Buyer shall have the right to cancel any PO for Products that have not been delivered 60 days after the advised shipment date, providing a 30 days formal notice of PO cancellation is issued by the Buyer. Any cancellation notice by the Buyer shall be null and void if the Products are delivered within 60 days of the advised shipment date or if shipped within the 30 days cancellation notice period.

6.13.  In the event of PO cancellation as described in clause 6.12 by the Buyer, any deposits or monies paid by the Buyer to Globaltech shall be refunded in full.

7.        ACCEPTANCE of goods and shortages

7.1.      The Buyer shall accept or reject goods in each shipment within 7 days of actual receipt.  If the Buyer fails to notify Globaltech in writing of its rejection and the reason for such rejection within such period, the Buyer will be deemed to have accepted such shipment and all the Products within it.

7.2.      Returns for any reason cannot be made without prior authorisation from Globaltech

7.3.      The Buyer must prepay freight on authorised returns.  Under no circumstances will Globaltech accept charges for returns sent.

7.4.      Queries regarding shortages of Products must be made within 7 days from the date of actual receipt of shipment and must be accompanied by the dispatch note and a letter indicating what has been short shipped.

7.5.      Confirmed short shipments if rectified within 14 days by Globaltech after notification by the Buyer, shall not cause delay or alteration to the payment terms of the shipment.

7.6.      Confirmed short shipments not rectified within 14 days by Globaltech after notification by the Buyer will be treated as part shipment. Payment terms will apply accordingly.

8.        RETURNS warranty and non warranty

8.1.     Globaltech Products are covered by warranty for 12 months (unless otherwise specified in the particular Product warranty), from the date of purchase by the end user

8.2.      The warranty period will expire 12 months after the date of purchase by the Buyer (if the Buyer is an end user) or 16 months after the date of shipment from Globaltech (if the Buyer is a reseller), whichever comes first.

8.3.    Globaltech’s Buyer’s must ensure that the proper receipts are issued to the end user for the purpose of warranty claims and whenever possible, assist in the completion of the warranty registration card at the point of sale.

8.4.     Globaltech warrants that the Products, whilst they remain in the possession of the Buyer, will under proper use, be free from defects solely due to faulty workmanship and materials during a period declared in specific warranty conditions issued in respect of particular Products. Any Product return under warranty must be pre-authorised by Globaltech, and sent at the Buyer’s cost. Globaltech will, if it finds such part to be defective, at its option repair such part or supply a replacement part free of charge provided that:

8.4.1.   The Products or any part are not without Globaltech consent, altered, repaired or subjected to any technical attention by any person other than Globaltech authorised representatives

8.4.2.    The above terms regarding warranty may at Globaltech option be varied or replaced by specific warranty conditions issued in respect of a particular Product.

8.4.3.    The warranty does not cover damage due to normal wear and tear, improper installation, misuse or neglect or where Products have been subjected to operating or environmental conditions in excess of maximum values in the applicable specification. The warranty will not cover any damage caused by a lightening strike.

8.5.      Except as herein provided, all conditions and warranties in respect of the Products, expressed or implied statutory or otherwise are hereby excluded.  Under no circumstances shall Globaltech be liable to pay compensation for any injury, loss, damage or consequential damage sustained by the Buyer howsoever arising.

8.6.      For full warranty terms & conditions refer to the Globaltech Warranty for specific products

8.7.      Any Product returned to Globaltech that is not under warranty, shall have a minimum service charge of $88 plus freight. In the event that a warranty return, is found to be not a warranty claim, the minimum charge will become payable by the person that sent the Product to Globaltech.

8.8.      Any non-warranty work must be authorized by the person sending the Product, and is subject to charges that will be advised at such time.

8.9.      Globaltech, at its discretion, will dispose of, or liquidate any Product returned to Globaltech without authorization to repair it, and, if such authorization was not received in writing within 90 days of receipt of the Product. In such event Globaltech accept no liability for any loss or damage to the Buyer, or the Product owner, arising from the disposal or liquidation of the Product.

9.0.    In addition to clause 3.4, no Warranty work will be carried out on any product that has an outstanding payment. A product must be fully paid for before any Warranty work can be carried out. Furthermore any product that is part of a shipment with other products or part of a bulk order, that has an outstanding payment due to Globaltech will also not be eligible for Warranty work. A shipment must be fully paid before all or any of the products within become eligible for Warranty claims.

9.        PRODUCT Specifications and Pricing

9.1.      Globaltech reserves the right to alter Product prices and/or specifications at any time without prior notice.  Whilst Globaltech endeavours at time of print of any of its publications, that the information published is true and accurate, Globaltech cannot guarantee the accuracy of the information due to printing error or Product development or any other changes in circumstance.  Before ordering, Buyers must obtain up to date prices, Product specifications and availability.  Prices quoted are exclusive of GST (unless indicated otherwise), and GST will be charged at the applicable rate.

10.     INTELLECTUAL Property Rights

10.1.   If any claim shall arise alleging that the sale, use or any other dealing with the Products infringes trade marks or trade name, copyrights or Patents, registered designs or any other intellectual property (”IP”) rights of third parties, the Buyer shall forthwith notify Globaltech and give every assistance to Globaltech in connection with such claims as Globaltech may reasonably require and shall not itself handle, deal with or compromise any such claim except with the written consent of Globaltech.

10.2.   The IP related to any and all of the Products sold   remain with Globaltech or Globaltech’s suppliers as the case may be, and no transfer of IP is implied and allowed for any of the Globaltech Products to any of the Buyers. This includes Corporate Buyers.

10.3.   Use or duplication of any trademarks relating to the Products is strictly prohibited unless authorised in writing by Globaltech, in which case the Buyer must adhere strictly to the designs of such trademarks as provided by Globaltech. 

11.     TERMINATION of a sale by Globaltech

11.1.   In the case of Globaltech terminating a PO or part of a PO, Globaltech shall not be liable for incidental or consequential damages.

11.2.   In any event Globaltech shall be entitled to payment for all products shipped, regardless of any cancellations of other shipments or part shipments.

11.3.   Should Globaltech terminate a PO or part of a PO, any monies paid by the Buyer for Product that will not be shipped due to such a cancellation shall be refunded to the Buyer.

12.     RETURN of New Products

12.1.   Except as provided in clauses 6.12 & 6.13, and herein, the Buyer may not cancel any PO issued and accepted by Globaltech.

12.2.   The Buyer may terminate a PO only if the Products ordered were ex-stock, and the Product has not been shipped, or

12.3.   In the event that the Buyer wants to return Products already delivered, such return can only be accepted after negotiation and agreement directly with Globaltech’s head office in Perth:

12.3.1.       Globaltech has the right to accept or decline such a return at its discretion.

12.3.2.       All such Product returns that are approved must be returned in a saleable condition and in the original packaging.

12.3.3.       A restocking fee of 20% shall apply.

12.3.4.       No returns shall be approved for whatever reason 30 days after delivery

12.3.5.       No returns will be approved for Non-Standard Products or from OEM Buyers

13.     Additional Terms for EXPORT Buyers only

13.1.   Prices quoted are FOB basis, in Australian dollars unless otherwise specified.

13.2.   PO’s must be in writing specifying:

13.2.1.       Price and Currency

13.2.2.       Product part number and/or description

13.2.3.       Delivery address

13.2.4.       Any specific instructions with regards to delivery and documentations

13.3.   Payment terms for ex-stock product:

13.3.1.       Full payment in advance prior to shipment or

13.3.2.       Irrevocable acceptable L/C on site for the full value to be placed prior to shipment.

13.4.   Payment terms for Bulk Buyers requiring additional production:

13.4.1.       A non-refundable deposit not less than 30% will be required before PO can be accepted. Depending on value of shipment a higher deposit maybe required.

13.4.2.       Balance to be paid in advance prior to shipment or

13.4.3.       Balance to be paid by way of irrevocable acceptable L/C on site prior to shipment.

13.5.   In the event that the PO is not in Australian currency, quoted price will be firm providing full payment is received in advance and within 2 weeks of PO acceptance. (Full payment can be deposit plus irrevocable L/C for remaining balance)

13.6.   There shall be no returns or cancellation by the Buyer except returns for repair and or warranty as applicable.

13.7.   There shall be no refunds for Products shipped.

13.8.  Fees imposed by Local Authorities for Import of the Products: All Fees imposed by non-Australian Authorities including but not limited to: Customs, Sales Tax, Import Tax, Port Tax, Exchange Tax, Mandatory Security & Deposits, Non-permanent Import and Export Agreements, Guarantees or any other taxes, fees or arrangements relating to the Import of the Products, is the responsibility of the Buyer/s and not Globaltech and all related costs are to be borne by the Buyer/s.                                                                                                

 14.     Additional Terms for OEM Buyers only

14.1.   Prices are based on Globaltech ex-works, in Australian dollars unless otherwise specified.

14.2.   PO’s must be in writing specifying:

14.2.1.       Price and Currency

14.2.2.       Product part number and/or description

14.2.3.       Delivery address

14.2.4.       Any specific instructions with regards to labelling

14.3.   Payment terms are:

14.3.1.       A minimum of 30% deposit before PO can be accepted. Depending on value of PO a higher deposit may be required.

14.3.2.       Remaining balance to be paid prior to shipment

14.3.3.       An Irrevocable L/C on site for the balance to be placed at least 60 days prior to advised shipment date. Any delays in L/C will result in work to be stopped and previously provided shipment date to be re-scheduled.  The re-scheduled shipment date shall become the advised shipment date for such consignment and for all purposes of these Terms.

14.3.4.       Delays in L/C in excess of 30 days will attract additional charges equal to 1.5% of the full value of the PO per month. These additional charges must be paid in full before work can be resumed and new shipment date can be advised.

14.4.   In the event that the PO is not in Australian currency quoted price will be firm providing full payment is received in advance and within 2 weeks of PO acceptance. (Full payment can be deposit plus irrevocable L/C for remaining balance)

14.5.   There shall be no returns or cancellation by the Buyer except returns for repair and or warranty as applicable.

14.6.   There shall be no refunds for Products shipped.

15.     Additional Terms for NON STANDARD Products Buyers Only

15.1.   Prices are based on Globaltech ex-works and in Australian dollars unless otherwise specified.

15.2.   PO’s must be in writing specifying:

15.2.1.       Price and currency

15.2.2.       Delivery address

15.2.3.       Reference to specifications clearly identifying deliverables.

15.3.   Payment terms are:

15.3.1.       A minimum of 50% deposit before PO can be accepted. Depending on value of PO a higher deposit may be required.

15.3.2.       Remaining balance to be paid prior to shipment

15.3.3.       An Irrevocable L/C on site for the balance to be placed at least 60 days prior to advised shipment date. Any delays in L/C will result in work to be stopped and previously provided shipment date to be re-scheduled.  The re-scheduled shipment date shall become the advised shipment date for such consignment and for all purposes of these Terms.

15.3.4.       Delays in L/C in excess of 30 days will attract additional charges equal to 1.5% of the full value of the PO per month. These additional charges must be paid in full before work can be resumed and new shipment date can be advised.

15.4.   In the event that the PO is not in Australian currency quoted price will be firm providing full payment is received in advance and within 2 weeks of PO acceptance (full payment can be deposit plus irrevocable L/C for remaining balance)

15.5.   There shall be no returns or cancellation by the Buyer except returns for repair and or warranty as applicable.

15.6.   There shall be no refunds for Products shipped.

 16.     ADDITIONAL Terms applicable only to all Corporate Buyers

16.1.   A PO may fall in more than one of these 4 sub-categories being Export, Bulk, OEM or Non-Standard. In such case the applicable more strict clauses in favour of Globaltech will apply.

16.2.   In the event and for whatever reason, Globaltech cannot supply a PO in progress or part of a PO; Globaltech shall cancel such PO or part thereof, and inform the Buyer accordingly and Globaltech shall refund any monies paid by the Buyer against such PO or part of.

16.3.   The Buyer has the right to cancel a PO, or part of a PO if and only if:

16.3.1.       The Delivery of Products is in excess of 90 days late and

16.3.2.       The Buyer has given a 30 day cancellation notice in writing and Product was not delivered after expiry of   the 30 day notice. The cancellation notice must clearly state that unless the product can be and is delivered within30 days, the purchase order shall be cancelled.

16.4.   Such cancellation as described in clause 16.3 will apply only to a part of a PO, if a partial delivery was made within the conditions described in clauses 16.3.1 & 16.3.2, and

16.4.1.       The Buyer shall be entitled for a full refund of any monies paid towards Products that were not delivered, however

16.4.2.       The Buyer shall make full payment for Products that was delivered

16.5.  Corporate Buyers are not entitled to cancel purchase orders unless Globaltech is not able to deliver. Should a corporate buyer cancel a purchase order and Globaltech for whatever reason accepts such a cancellation, such acceptance by Globaltech will not waive Globaltech's rights. In such event any deposits paid to Globaltech by the Corporate Buyer are not refundable. A minimum of 20% cancellation fee shall be payable by the Corporate Buyer to Globaltech and up to a maximum of 50% of the total cancelled purchase order value.

  16.6  There is no technology transfer or sale of IP to the Buyer that is implied in any PO. This is valid to all sales even if the Product supplied is Non-Standard or OEM Product. Any intended sale of IP shall be clearly specified in a separate agreement in very clear terms.

16.7.   In the event that a Corporate Buyer improperly cancels a PO for any other reason except as allowed for in clauses 16.3 & 16.4, in doing so Corporate Buyer forfeits any deposits paid for such a PO and the Corporate Buyer shall remain liable for payment of the remaining balance to the extend described in clause 16.5.

16.8.   All other Terms are applicable to all Corporate Buyers unless specified otherwise in the Terms.

17.     INDEMNITY

17.1.   In addition to clause 6.10, Globaltech shall not be under any liability for damage, loss or expenses resulting from the use of any of its products sold, to the Buyer or end users. The parties indemnify each other against any claim, loss, cost or expense which either party may incur or sustain as a result of any act or matter or thing done, permitted or omitted by the other party or any employee or representative of that party.

18.     WAIVER

18.1.   Globaltech failure to insist upon strict performance of any condition of the Terms shall not be deemed a waiver by Globaltech of any rights, which they may have hereunder.

 

19.     CONFIDENTIALITY

19.1.   The parties will not at any time, divulge any information in relation to the other’s affairs or business or method of carrying on business

20.     GOVERNING LAWS

20.1.   The validity, performance and construction of the contract between the Parties shall be governed in all respects by the laws of the State of Western Australia.

21.    UPDATE OF GENERAL TERMS and CONDITIONS

21.1.    These Terms & Conditions may be updated from time to time without giving notice. Please check these terms and conditions at time of ordering and print a copy for your records.

Last Updated 24 July 2012.