Terms and Conditions of Sale
- The following terms and conditions (the terms) shall be incorporated into every contract for sale and or delivery of product (the goods) by Mantic Clutch Pty. Ltd. to the buyer (the buyer). All quotations given, orders accepted and or credit extended by the seller are subject to these the terms and no agent or representative of the seller has any authority to vary or omit any of these terms unless expressly agreed in writing by a director of the seller.
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Before purchasing any of the goods from the seller, the buyer.
- Agrees that they have read, understood and sort legal advise relating to the terms, warnings and instructions contained in the seller’s current catalogues, technical bulletins and or published technical data (“Documents”); and
- Agrees that they are themselves, a responsible, competent and appropriately skilled user or reseller of the goods and that they comprehend and understand the dangers of incorrect use, modification of and incorrect installation or assembly of the goods and
- The seller’s acceptance of the order is subject to these terms and conditions of sale and to any additional terms and conditions that may be contained in the seller’s price lists or quotations pursuant to which the order was given.
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Each order for the goods (whether in writing or verbally) which sets out the quantity, price and a description of the goods required, including time, date and address for delivery, placed by the buyer amounts to an offer by it to acquire from the seller in the Order upon these the terms. The seller may, at its discretion, accept an order by doing one of the following within 15 days after the date that the seller receives the order:
- Deliver the goods to the address for delivery set out in the order; or
- Provide the buyer an estimated date for delivery.
- Each order that is accepted by the seller under clause 3 constitutes a separate contract between the seller and the buyer which the parties agree is governed by these the terms. Failure of the seller to accept the order in accordance with this clause 3 will be a rejection of the Order.
- The seller may, at its absolute discretion, refuse to sell or supply the goods to the buyer. The seller is not required to give reasons for its refusal.
- Any order that has been accepted by the seller may not be reduced or cancelled by the buyer after acceptance by the seller
- These terms and conditions of sale (the terms) shall take precedence over any additional or inconsistent terms and conditions contained in the buyer’s order or in the buyer’s request for quotation.
- Acceptance of Goods delivered to the buyer shall be deemed to have taken place at the expiration of 3 days from the date of delivery to the buyer. Failure to notify the seller within this period will be deemed to be an acknowledgment by the Buyer that the:
- Quantities as set out by the invoice are correct; and
- The goods are of an acceptable quality; and
- The goods are not damaged and will not be returned.
- The buyer may return the goods for credit, but the Seller is not obliged to accept the goods, provided the following conditions are satisfied:
- The seller’s written approval has first been obtained and the original invoice number and date have been quoted for reference and verified by the seller.
- The goods have not been used and are received by the seller in their original and resalable condition.
- The buyer agrees to pay all freight and other charges to return the goods to the seller.
- The buyer agrees to pay a handling charge of 15% of the invoice value of the goods returned if returned to the seller more than 21 days after the original delivery date.
- If the goods were procured specially for the buyer or made or supplied according to the Buyer’s specifications then such goods will not be accepted by the seller for credit.
- Goods may not be returned for credit more than 60 days after the date of delivery
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Warranty
Please refer to the sellers websites for terms and conditions relating to warranty provided by the seller as its relates to specific items within the goods provides by the seller in the goods sold under the CI, Mantic and 4Terrain brands
www.clutchindusties.com.au
www.mantic.com.au
www.4terrain.com.au
For further information see the Warranty Statement at here - Delivery dates shall be regarded as estimates only. The Buyer must accept the actual delivery date and the seller shall not be liable for any losses, costs, damages or expenses suffered by the buyer or any other party as a result of any delay in delivery.
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Payment is to be made in cash, or by direct debit within 30 days of the invoice date and or as agreed in writing by a director of Mantic Clutch. if
- The Buyer fails to make any payments on or before the due date, the seller may delay, suspend or cancel deliveries in whole or in part at its sole discretion.
- The payment is not made on or before the due date then interest will be calculated and charged at 2% per month, and will be charged monthly until all overdue amounts are paid in full and
- The buyer agrees to pay all costs and expenses incurred by the seller, in the recovery of the overdue amounts, including but not limited total legal costs, debt recovery costs
- The goods remain the property of the seller and title in the goods only passes from the seller to the buyer once the seller has received all amounts due to it from the buyer for the goods.
- Risk in the goods passes to the buyer when the goods leave the sellers premises for delivery to the buyer and the buyer must indemnify the seller against any loss arising which relates to the goods and which occurs in transit and or after delivery.
- The buyer must store the goods separately from any other goods in a way that enables the goods to be clearly identifiable as the sellers. While the seller retains title to the goods, the buyer will hold the goods as the sellers. The buyer is authorised to sell the goods as the seller’s agent, the proceeds of any sale of the goods or insurance claim regarding the goods must be held in trust by the buyer for the seller until title to the goods passes to the buyer. The parties acknowledge that under this arrangement, when the buyer receives the goods the buyer is deemed to grant the seller a security interest (as that term is defined in section 12 of the Personal Property Securities Act 2009, PPSA) in the goods securing the buyer’s obligation to return the goods to the seller or pay the purchase price.
- At any time after the due date for payment of any account owing from the buyer to the seller, or if the buyer is subject to any insolvency event and has not paid any outstanding amount owing to the in full, the seller at the buyer’s expense, may recover possession of these, or any of the goods that the seller has previously delivered to the buyer which are of an equivalent value. If this occurs, the buyer grants a license to the seller to enter any premises where the goods are situated to search for, inspect and/or repossess the goods. In such circumstances the buyer grants the seller the right to resell any of the goods repossessed and the seller is not liable to the buyer or any person claiming through the buyer arising from any repossession of the goods.
- The buyer agrees that the terms constitute a security agreement, which creates a security interest (under the PPSA) in favour of the seller. The buyer also acknowledges that the seller holds a security interest in all the goods previously supplied by the seller to the buyer, and that the seller will hold a Security Interest in all of the goods supplied on the terms set out in clauses 14 and 15, notwithstanding anything express or implied to the contrary contained in the buyer’s purchase order.
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The Buyer agrees
- That the seller may register its Security Interest on the Personal Properties Securities Register (PPSR) at its sole discretion
- To provide the seller with all information (which the buyer warrants to be complete, accurate and up to date ) that the seller may reasonably require to enable protection of its Security Interest or registration on the PPSR
- To provide to the seller not less than fourteen days prior written notice of any proposed change in the buyer’s name or any other change in its details
- If requested by the seller, and to the extent permissible under the PPSA, pay all reasonable costs incurred by the seller to register and to maintain registration of its Security Interest on the PPSR
- Reimburse the seller all costs incurred by the seller in obtaining an order pursuant to section 182 of the PPSA
- Where the seller has rights under this agreement in addition to those in Chapter 4 of the PPSA, those rights will continue to apply and will not be limited by s125 of the PPSA
- To the extent permitted by law, to waive any rights that the buyer may have to
- Receive notice of removal of an accession under section 95 of the PPSA
- Reinstatement of the security agreement pursuant to s143 of the PPSA
- Receive any notice required under the PPSA, including but not limited to a notice of retention or a notice of disposal or a statement of account on enforcement of the Security Interest in accordance with s115 of the PPSA
- Receive a verification statement in respect of any statement relating to the Security Interest pursuant to section 157 of the PPSA,
- The seller will not be liable for breach of contract arising from whatever cause, directly or indirectly, which is beyond the seller’s control.
- If any of these the terms or any part thereof is held by a court to be void or unenforceable such provision shall be read down to such extent as may be necessary to ensure that it does not so infringe and as may be reasonable in all the circumstances so as to give it valid operation of a partial character and in the event that the infringing condition cannot be so read down it will be severed from the other provisions.
- The seller will provide a copy of the terms and which form part of the relevant order to the buyer with each invoice provided to the buyer by the seller. The buyer acknowledges and agrees that by doing so the buyer has agreed to these the terms as they relate to the goods provided to the buyer by the seller and as such will take precedence over any earlier version of the terms provided by the seller to the buyer.
- The buyer acknowledges that the goods are not designed for use in static equipment, mobile ground vehicles and marine applications. The seller does not recommend use of it’s the goods in any application other than for which the goods were designed and has no liability to the buyer if the buyer supplies the goods to for use other than that which the seller has catalogued.
- The buyer agrees it will not assign, transfer or otherwise dispose of any of the rights or obligations of this or any other contract with the seller that is subject to these the terms without the prior written consent of the seller.
- The seller shall not be liable to the buyer for any loss, damage or harm of any kind (whether direct or indirect) however arising by reason of force majeure being any cause not within the reasonable control of the Seller or its suppliers.
- These the terms are subject to variation by the seller without notice to the buyer. These the terms are governed by and are to be construed in accordance with the laws of the State of Victoria and the parties hereto irrevocably submit to the exclusive jurisdiction of the courts of that State. The failure of the seller to enforce at any time or for any period of time any of these the terms shall not affect its rights thereafter to enforce the same.
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The buyer consents to the seller obtaining credit information concerning the buyer and or any individual related to the buyer, from a Credit Reference Agency in any of the following circumstances(whichever apply)
- To obtain information regarding my commercial credit worthiness or activities in order to assess my personal credit application.
- To obtain personal information in order to assess my commercial credit application.
- To obtain personal information so as to assess my application as guarantor for personal or commercial credit provided (or to be provided)
- To obtain personal information for the collection of overdue payments under commercial credit provided to me, or order under the guarantee (if applicable)
