These terms and conditions shall apply to the exclusion of all others and any terms and conditions of the customer (whether on customer order form or otherwise) which are contrary to or inconsistent with these terms and conditions shall not apply nor shall they constitute a counter offer. No goods or services will be supplied by Bunzl Limited Trading as Salgo ("Salgo") on any terms and conditions other than those set out herein and by taking delivery of goods or services the customer shall be deemed to agree these terms and conditions shall apply to the exclusion of all others.
Salgo is not required to accept an order for goods or services from a customer and reserves the right at all times to suspend the supply of goods or services on credit without having to give reasons for its actions.
Salgo reserves the right to alter or vary any prices of goods and terms on which those goods are to be supplied at any time prior to acceptance without notice.
Goods will be invoiced at the prices prevailing at the time an order for goods is accepted by Salgo.
Payment of accounts is due in full within 30 days of the date the goods were despatched and invoiced. Salgo reserves the right to charge interest of 10% p.a. on all overdue amounts from the moment an amount becomes overdue. The customer will pay any costs incurred by Salgo in recovering any monies due for payment (including, but not limited to, legal fees, bank charges and commission).
Title in any products sold by Salgo shall not pass to customer until customer has paid Salgo in full of the invoice for those goods including any interest which may have accrued under Clause 5 is made and until then customer holds the goods as bailee and fiduciary agent. Customer must:
keep the goods in its possession and control;
keep the goods in good repair and condition, excluding fair wear and tear;
keep the goods stored separately and marked so that the goods are clearly and easily identifiable as Salgo's property and inform Salgo of the location of the goods if requested; and
not sell, assign or let the goods or any interest in them, or permit any charge, pledge, lien or other encumbrance to be created in relation to them,
except for any sale as fiduciary agent of Salgo (but without any right to create any liability of Salgo to any third party) or where the goods become part of another product, in each case in the ordinary manner. If customer sells any of the goods while they remain the property of Salgo, or any of those goods become part of another product that is sold by customer, then in either case, in discharge of the amount owing, customer holds the proceeds of sale received on trust for Salgo up to the amount it owes Salgo in respect of those goods, and must immediately pay that amount to Salgo.
For this purpose, the customer hereby grants permission to Salgo to enter upon any land or premises where the goods are, in order to take possession of and dispose of the goods as Salgo sees fit.
Salgo will remain entitled to retake possession of the goods at any time before it receives payment in full.
Although title in the goods will not pass until payment is made by the customer, the risk of loss or damage to goods passes to the customer:
on all contracts other than F.I.S. contracts - once the goods have been delivered to/collected by the freight forwarder;
on F.I.S. contracts - on delivery of the goods to the place notified by the customer when placing the order.
Customer will be deemed to have accepted goods as being in accordance with an order unless it notifies Salgo to the contrary within seven days of receipt of goods.
If any goods are defective, Salgo's liability is limited to replacing or repairing the goods or paying for the cost of replacing or repairing the goods. The manner in which any such liability will be discharged will be calculated and determined by Salgo.
Other than for defective goods where the customer notifies Salgo of the defect within seven (14) days of receipt, goods may only be returned with the prior approval of Salgo and a restocking fee equal to the greater of 10% of the value of the goods or $25 may be payable by the customer at the discretion of Salgo. No goods may be returned without the relevant invoice number being quoted.
Orders received for goods which are "out of stock" will be placed on "back order" unless otherwise requested by the customer. Such goods will be consigned as soon as they become available, unless the customer notifies Salgo before the goods are consigned that the good are no longer required.
Salgo will pay the cost of freight to capital cities and greater metropolitan areas. Where goods are delivered outside those areas, customers will pay the reasonable costs of freight.
A minimum order fee of $25.00 will be applied to all orders less than $250.00 in value.
A fee of 3.0% of the invoice value will be applied to all payments received by credit card.
These terms set out the entire terms on which Salgo agrees to supply goods to its customers. Any other terms which may be implied by the operation of statute or common law are expressly negated to the fullest extent permitted by law.
Despite any other provision in these terms, if GST is imposed on any Supply made by Salgo under or in accordance with these terms then the customer must also pay, at the same time and in the same manner as payment for the Supply is required to be made in accordance with these terms, the amount of any GST payable in respect of the Supply and the amount so payable for the Supply will be increased accordingly.
Each party agrees to do all things, including providing invoices and other documentation, that may be necessary or desirable to enable or assist the other party to claim any credit, set-off, rebate or refund in relation to any amount of GST paid or payable in respect of any Supply under this agreement.
In this clause:
the expression "GST" means any tax in the nature of a tax on the supply of goods, real property, services and other tings (or similar tax) levied, imposed or assessed by the Commonwealth of Australia which may operate any time during the term of this agreement,
the expression "Supply" means any form of supply whatsoever, and includes any supply within the meaning of any Commonwealth, State or Territory legislation imposing or relating to the imposition of GST.
Where the customer trades outside these terms and conditions, Salgo may among other things, refuse to supply products to the customer, irrespective of whether an order has already been accepted or not, and Salgo will not be liable for any loss or damage of any kind resulting directly or indirectly from such action.
These terms and conditions may be varied from time to time by Salgo at their discretion, and by giving notice in writing to the customer.
