‘Gasweld’ means ‘Gasweld Pty Ltd’, A.C.N. 001 262 200 and all related corporations or assigns; ‘Contract’ means the contract referred to in clause 2; ‘Customer’ means the person or entity acquiring or offering to acquire products from Gasweld and where there is more than one customer, the customer’s covenants and obligations are joint and several; ‘Products’ mean all products, (including, without limitation, accessories, spare parts) services and equipment supplied or to be supplied by Gasweld to the customer; ‘Conditions’ means these conditions of sale; ‘Consumer’ means the final purchaser / user of the product.
1. APPLICATION OF CONDITIONS: Unless otherwise agreed in writing by Gasweld, these conditions will apply to all quotations, orders and offers in relation to the products and the sale, supply, service and replacement of all products and will take precedence over any inconsistent provisions in any customer order.
2. ORDERS AND CONTRACT: Each order by a potential customer is subject to acceptance or rejection by Gasweld and is not binding on Gasweld prior to Gasweld’s acceptance of it. Gasweld’s written acceptance of an order, the order and these conditions will constitute the entire agreement of the parties in relation to the subject of that order (the ‘Contract’) and may only be varied in writing, signed by the parties. No order may be cancelled after acceptance by Gasweld without Gasweld’s prior written consent. Gasweld reservers the right to canel any order and process the appropriate refund at any time with out notice.
3. PRICES: Prices quoted by Gasweld are subject to change without notice although where possible Gasweld will endeavour to give reasonable notice. In particular but without limitation, changes may be necessary to correct errors or allow for increases in the cost of labour, materials, freight, foreign exchange rates, taxes, duty or other levies taking effect prior to the date of delivery.
4. TITLE AND RISK
“Insolvency Event” shall occur when;
(a) An application or order is made, a resolution is made or proposed or other steps are taken for the winding up, dissolution, official management or voluntary administration of the customer (other than a voluntary liquidation for the purpose of amalgamation or reconstruction); or
(b) The customer enters into any arrangement, compromise or composition or assignment for the benefits of its creditors or any class if them;
(c) The customer ceases, suspends or threatens to cease or suspend the conduct of its business or disposes of or threatens to dispose of its assets other than in the ordinary course of business;
(d) The customer is deemed unable to pay its debts as and when they fall due, or stops or suspends the payments of its debts;
(e) A receiver, a receiver and manager, administration or other officer is appointed to the customer or any part of its property, or a third party attempts to levy execution against the customer’s property or the goods or (in the case of the customer being a natural person), the customer commits an act of bankruptcy.
4.1 Gasweld and the customer agree that the ownership of the goods delivered by Gasweld, to the customer will not pass to the customer until such time as the goods the subject of the contract have been paid for in full.
4.2 Until some payment has been made the customer holds the goods as bailee for Gasweld and shall safely and securely store the goods separately from other goods on the premises of the customer in such a anner as to show clearly that the goods are the property of Gasweld.
4.3 Where payment is not made on or before the due date or if an Insolvency Event occurs, then;
(a) Gasweld may terminate any contract relating to the goods at any time and without prejudice to any other rights it may have against the customer.
(b) The customer shall, should Gasweld so require, deliver up the goods to Gasweld failing which Gasweld is hereby irrevocably authorised to enter at any time by its servants or agents the place where the goods are situated and to repossess the goods, and to remove the goods from any vessel, vehicle, or other place whether or not they have at any such time become fixed to any vessel, vehicle, thing or place and for this purpose Gasweld is hereby appointed the customer’s agent. The customer agrees to indemnify Gasweld, and keep Gasweld indemnified against all costs incurred by Gasweld in removing the goods and against all claims against Gasweld arising from such removal.
4.4 If an insolvency event occurs and the goods which have not been paid for in part or in full are mixed with the goods that have been paid for, then the customer bears the onus of proving that the Gasweld goods in its possession (whether mixed with other goods or not) have been paid in full by the customer. If the customer is unable to prove, to the satisfaction of Gasweld that the goods identified as Gasweld goods have been paid for in full, then those goods shall be deemed to relate to unpaid invoiced outstanding from time to time and are deemed to be the property of Gasweld. Gasweld reserves the right to repossess those goods without having to prove that the goods relate to specific unpaid invoices outstanding at the time of repossession.
4.5 Notwithstanding the provisions of the preceding sub-clauses the customer may sell the goods to a third party (in its own name and not as agent for the seller) by way of bona fide sale at full market value and in the ordinary course of business and deliver them to that party provided however that if an insolvency event occurs and until the goods have been paid in full to Gasweld.
(a) Where the customer is paid by that third party the customer holds the whole of the proceeds of sale on trust for Gasweld and shall not mingle any of the proceeds of sale with the customer’s own monies or in any bank account with other monies, but shall ensure that all such receipts of sale are separate and identifiable. Moreover, the customer shall on receipt of the proceeds of sale remit to Gasweld all monies owing under this contract in accordance with Gasweld’s terms of payment; and
(b) Where the customer is not paid by that party the customer agrees, at the option of Gasweld, to assign his claim against that party to Gasweld and Gasweld giving the customer notice in writing to that affect. For the purpose of giving effect to this sub-clause the customer irrevocably appoints Gasweld as its attorney.
4.6 Where the contract is for delivery of the goods by instalments the property in the goods shall not pass in any instalment of the goods until payment has been made to Gasweld of the total contract price.
5. PAYMENT: Payment for products must be made by the customer to Gasweld within thirty days of the end of the month in which those products are invoiced. Extraordinary settlement terms may be offered from time to time and will only apply to products where specifically nominated in the relevant programmes and promotional material. Payments must be in cash or any other form acceptable to Gasweld and, subject to the exceptions listed in this clause, without any deduction, withholding or right of set-off counter claim. Any amount outstanding after the due date will incur interest at one (1%) percent plus the prime lending rate of the commonwealth Bank of Australia at the time from the due date until
6. CREDIT: Gasweld, in its absolute discretion, may refuse to proceed with any contract at any time if the customer’s credit is or becomes unsatisfactory to Gasweld.
7. DELIVERY: All deliveries on a “Freight on Invoice” basis unless alternative arrangements have been agreed upon by Gasweld management.
8. CURRENCY: All transactions on this site are processed in Australian dollars (AUD).