TERMS AND CONDITIONS

  1. Definitions
    • “AL & LED”  Artistic Lighting & LED, its successors and assigns or any person acting on behalf of and with the authority of  Artistic Lighting & LED.
    • “Client” means the person/s buying the Goods as specified in any invoice, document or order, and if there is more than one Client is a reference to each Client jointly and severally.
    • “Goods” means all Goods or Services supplied by AL & LED to the Client at the Client’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).
    • “Price” means the Price payable (plus any GST where applicable) for the Goods as agreed between AL & LED and the Client in accordance with clause 5
    • “GST” means Goods and Services Tax (GST) as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).

 

  1. Acceptance
    • The Client is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms and conditions if the Client places an order for or accepts delivery of the Goods.
    • These terms and conditions may only be amended with the consent of both parties in writing, and shall prevail to the extent of any inconsistency with any other document or agreement between the Client and AL & LED.
    • The Client accepts that all installation of the Goods is to be performed by suitably qualified tradespeople.
    • The Client acknowledges that the supply of Goods on credit shall not take effect until the Client has completed a credit application with AL & LED and it has been approved with a credit limit established for the account.
    • In the event that the supply of Goods request exceeds the Clients credit limit and/or the account exceeds the payment terms, AL & LED reserves the right to refuse delivery.
    • The Client acknowledges and accepts that the supply of Goods for accepted orders may be subject to availability and if, for any reason, Goods are not or cease to be available, AL & LED reserves the right to vary the Price with alternative Goods as per clause 5.

 

  1. Electronic Transactions (Queensland) Act 2001
    • Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 4 of the Electronic Transactions (Queensland) Act 2001 or any other applicable provisions of that Act or any Regulations referred to in that Act.

 

  1. Change in Control
    • The Client shall give AL & LED not less than fourteen (14) days prior written notice of any proposed change of ownership of the Client and/or any other change in the Client’s details (including but not limited to, changes in the Client’s name, address, contact phone or fax number/s, or business practice). The Client shall be liable for any loss incurred by AL & LED as a result of the Client’s failure to comply with this clause.

 

  1. Price and Payment
    • At AL & LED’s sole discretion, the Price shall be either:
      • as indicated on any invoice provided by AL & LED to the Client; or
      • AL & LED’s quoted price (subject to clause 2) which will be valid for the period stated in the quotation or otherwise for a period of thirty (30) days.
    • AL & LED reserves the right to change the Price if a variation to AL & LED’s quotation is requested. Any variation from the specifications of the Goods (including, but not limited to, any variation as a result of fluctuations in currency exchange rates or increases to AL & LED in the cost of taxes, levies, materials and labour) will be charged for on the basis of AL & LED’s’ quotation and will be shown as variations on the invoice. The Client shall be required to respond to any variation submitted by AL & LED within ten (10) working days. Failure to do so will entitle AL & LED to add the cost of the variation to the Price. Payment for all variations must be made in full at the time of their completion.
    • At AL & LED’s sole discretion, a non-refundable deposit may be required.
    • Time for payment for the Goods being of the essence, the Price will be payable by the Client on the date/s determined by AL & LED, which may be:
      • on delivery of the Goods;
      • thirty (30) days following the end of the month in which a statement is posted to the Client’s address or address for notices;
      • seven (7) days following the date of any invoice given to the Client by AL & LED.
    • Payment may be made by cash, bank cheque, electronic/on-line banking, credit card (a surcharge may apply per transaction), or by any other method as agreed to between the Client and AL & LED.
    • The Client shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Client by AL & LED nor to withhold payment of any invoice because part of that invoice is in dispute.
    • Unless otherwise stated the Price does not include GST. In addition to the Price the Client must pay to AL & LED an amount equal to any GST AL & LED must pay for any supply by AL & LED under this or any other agreement for the sale of the Goods. The Client must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Client pays the Price. In addition, the Client must pay any other taxes and duties that may be applicable in addition to the Price except where they are expressly included in the Price.

 

  1. Delivery of Goods
    • Delivery (“Delivery”) of the Goods is taken to occur at the time that:
      • the Client or the Client’s nominated carrier takes possession of the Goods at AL & LED’s address; or
      • AL & LED (or AL & LED’s nominated carrier) delivers the Goods to the Client’s nominated address even if the Client is not present at the address.
    • At AL & LED’s sole discretion, the cost of delivery is either included in the Price.
    • AL & LED may deliver the Goods in separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these terms and conditions.
    • Any time specified by AL & LED for delivery of the Goods is an estimate only and AL & LED will not be liable for any loss or damage incurred by the Client as a result of delivery being late. However, both parties agree that they shall make every endeavour to enable the Goods to be delivered at the time and place as was arranged between both parties. In the event that AL & LED is unable to supply the Goods as agreed solely due to any action or inaction of the Client, then AL & LED shall be entitled to charge a reasonable fee for redelivery and/or storage.

 

  1. Risk
    • Risk of damage to or loss of the Goods passes to the Client on Delivery and the Client must insure the Goods on or before Delivery.
    • If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Client, AL & LED is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by AL & LED is sufficient evidence of AL & LED’s rights to receive the insurance proceeds without the need for any person dealing with AL & LED to make further enquiries.
    • If the Client requests AL & LED to leave Goods outside AL & LED’s premises for collection or to deliver the Goods to an unattended location, then such Goods shall be left at the Client’s sole risk.
    • Any lighting plans or other schematics are supplied for the Client’s use only and shall not be distributed or used for any other purpose than the intended project for which it is supplied for.
    • Where AL & LED is required to install the Goods the Client warrants that the structure of the premises or equipment in or upon which these Goods are to be installed or erected is sound and will sustain the installation and work incidental thereto and AL & LED shall not be liable for any claims, demands, losses, damages, costs and expenses howsoever caused or arising in connection with the installation and work incidental thereto.

 

  1. Access
    • The Client shall ensure that AL & LED has clear and free access to the work site at all times to enable them to undertake the Services. AL & LED shall not be liable for any loss or damage to the site (including, without limitation, damage to pathways, driveways and concreted or paved or grassed areas) unless due to the negligence of AL & LED.

 

  1. Compliance with Laws
    • The Client and AL & LED shall comply with the provisions of all statutes, regulations and bylaws of government, local and other public authorities that may be applicable to the Services.
    • The Client shall obtain (at the expense of the Client) all licenses and approvals that may be required for the Services.
    • Any live Services or Services undertaken near live conductors where it is safe to do so shall be dealt with in accordance with Australian and New Zealand Wiring standards being “Safe working on Low Voltage Electrical Installations, relevant Commonwealth and Statutory Acts and Work Place Regulations”. Contractor’s live Services procedures are designed to eliminate risk of injury to Contractor’s employees, damage to the Client’s installations and unexpected power disconnections. It may in some cases require disconnection and isolation of the installation to undertake such Services for which additional charges may be applicable. This shall be invoiced in accordance with clause 2.
    • The Client agrees that the site will comply with any occupational health and safety (WHS) laws relating to building/construction sites and any other relevant safety standards or legislation.

 

  1. Accuracy of Client’s Plans and Measurements
    • AL & LED shall be entitled to rely on the accuracy of any plans, specifications and other information provided by the Client. The Client acknowledges and agrees that in the event that any of this information provided by the Client is inaccurate, AL & LED accepts no responsibility for any loss, damages, or costs however resulting from these inaccurate plans, specifications or other information.

 

  1. Specifications
    • The Client acknowledges that:
      • all descriptive specifications, illustrations, drawings, data, dimensions, ratings and weights stated in AL & LED’s or the manufacturer’s fact sheets, price lists or advertising material, are approximate only and are given by way of identification only. The Client shall not be entitled to rely on such information, and any use of such does not constitute a sale by description, and does not form part of the contract, unless expressly stated as such in writing by AL & LED;
      • while AL & LED may have provided information or figures to the Client regarding the performance of the Goods, the Client acknowledges that AL & LED has given these in good faith, and are estimates based on Clean Energy Council (CEC) and/or industry prescribed estimates.
    • The Client shall be responsible for ensuring that the Goods ordered are suitable for their intended use.

 

  1. Title
    • AL & LED and the Client agree that ownership of the Goods shall not pass until:
      • the Client has paid AL & LED all amounts owing to AL & LED; and
      • the Client has met all of its other obligations to AL & LED.
    • Receipt by AL & LED of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised.
    • It is further agreed that, until ownership of the Goods passes to the Client in accordance with clause 1:
      • the Client is only a bailee of the Goods and must return the Goods to AL & LED on request.
      • the Client holds the benefit of the Client’s insurance of the Goods on trust for AL & LED and must pay to AL & LED the proceeds of any insurance in the event of the Goods being lost, damaged or destroyed.
      • the Client must not sell, dispose, or otherwise part with possession of the Goods other than in the ordinary course of business and for market value. If the Client sells, disposes or parts with possession of the Goods then the Client must hold the proceeds of any such act on trust for AL & LED and must pay or deliver the proceeds to AL & LED on demand.
      • the Client should not convert or process the Goods or intermix them with other goods but if the Client does so then the Client holds the resulting product on trust for the benefit of AL & LED and must sell, dispose of or return the resulting product to AL & LED as it so directs.
      • the Client irrevocably authorises AL & LED to enter any premises where AL & LED believes the Goods are kept and recover possession of the Goods.
      • AL & LED may recover possession of any Goods in transit whether or not delivery has occurred.
      • the Client shall not charge or grant an encumbrance over the Goods nor grant nor otherwise give away any interest in the Goods while they remain the property of AL & LED.
      • AL & LED may commence proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods has not passed to the Client.

 

  1. Personal Property Securities Act 2009 (“PPSA”)
    • In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPS
    • Upon assenting to these terms and conditions in writing the Client acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all Goods and/or collateral (account) – being a monetary obligation of the Client to AL & LED for Services – that have previously been supplied and that will be supplied in the future by AL & LED to the Client.
    • The Client undertakes to:
      • promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which AL & LED may reasonably require to;
        • register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
        • register any other document required to be registered by the PPSA; or
        • correct a defect in a statement referred to in clause 3(a)(i) or 13.3(a)(ii);
      • indemnify, and upon demand reimburse, AL & LED for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods charged thereby;
      • not register a financing change statement in respect of a security interest without the prior written consent of AL & LED;
      • not register, or permit to be registered, a financing statement or a financing change statement in relation to the Goods and/or collateral (account) in favour of a third party without the prior written consent of AL & LED;
      • immediately advise AL & LED of any material change in its business practices of selling the Goods which would result in a change in the nature of proceeds derived from such sales.
    • AL & LED and the Client agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
    • The Client waives their rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
    • The Client waives their rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
    • Unless otherwise agreed to in writing by AL & LED, the Client waives their right to receive a verification statement in accordance with section 157 of the PPSA.
    • The Client must unconditionally ratify any actions taken by AL & LED under clauses 3 to 13.5.
    • Subject to any express provisions to the contrary (including those contained in this clause 13) nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA.

 

 

  1. Security and Charge
    • In consideration of AL & LED agreeing to supply the Goods, the Client charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Client either now or in the future, to secure the performance by the Client of its obligations under these terms and conditions (including, but not limited to, the payment of any money).
    • The Client indemnifies AL & LED from and against all AL & LED’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising AL & LED’s rights under this clause.
    • The Client irrevocably appoints AL & LED and each director of AL & LED as the Client’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 14 including, but not limited to, signing any document on the Client’s behalf.

 

  1. Defects, Warranties and Returns, Competition and Consumer Act 2010 (CCA)
    • The Client must inspect the Goods on delivery and must within seven (7) days of delivery notify AL & LED in writing of any evident defect/damage, shortage in quantity, or failure to comply with the description or quote. The Client must notify any other alleged defect in the Goods as soon as reasonably possible after any such defect becomes evident. Upon such notification the Client must allow AL & LED to inspect the Goods.
    • Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be implied into these terms and conditions (Non-Excluded Guarantees).
    • AL & LED acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-Excluded Guarantees.
    • Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, AL & LED makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Goods. AL & LED’s liability in respect of these warranties is limited to the fullest extent permitted by law.
    • If the Client is a consumer within the meaning of the CCA, AL & LED’s liability is limited to the extent permitted by section 64A of Schedule 2.
    • If AL & LED is required to replace the Goods under this clause or the CCA, but is unable to do so, AL & LED may refund any money the Client has paid for the Goods.
    • If the Client is not a consumer within the meaning of the CCA, AL & LED’s liability for any defect or damage in the Goods is:
      • limited to the value of any express warranty or warranty card provided to the Client by AL & LED at AL & LED’s sole discretion;
      • limited to any warranty to which AL & LED is entitled, if AL & LED did not manufacture the Goods;
      • otherwise negated absolutely.
    • Subject to this clause 15, returns will only be accepted provided that:
      • the Client has complied with the provisions of clause 1; and
      • AL & LED has agreed that the Goods are defective; and
      • the Goods are returned within a reasonable time at the Client’s cost (if that cost is not significant); and
      • the Goods are returned in as close a condition to that in which they were delivered as is possible.
    • Notwithstanding clauses 1 to 15.8 but subject to the CCA, AL & LED shall not be liable for any defect or damage which may be caused or partly caused by or arise as a result of:
      • the Client failing to properly maintain or store any Goods;
      • the Client using the Goods for any purpose other than that for which they were designed;
      • the Client continuing the use of any Goods after any defect became apparent or should have become apparent to a reasonably prudent operator or user;
      • the Client failing to follow any instructions or guidelines provided by AL & LED;
      • fair wear and tear, any accident, or act of God.
    • AL & LED may in its absolute discretion accept non-defective Goods for return in which case AL & LED may require the Client to pay handling fees of up to twenty- five percent (25%) of the value of the returned Goods plus any freight costs.
    • Notwithstanding anything contained in this clause if AL & LED is required by a law to accept a return then AL & LED will only accept a return on the conditions imposed by that law.

 

  1. Intellectual Property
    • Where AL & LED has designed, drawn or developed Goods for the Client, then the copyright in any designs and drawings and documents shall remain the property of AL & LED. Under no circumstances may such designs, drawings and documents be used without the express written approval of AL & LED.
    • The Client warrants that all designs, specifications or instructions given to AL & LED will not cause AL & LED to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify AL & LED against any action taken by a third party against AL & LED in respect of any such infringement.
    • The Client agrees that AL & LED may (at no cost) use for the purposes of marketing or entry into any competition, any documents, designs, drawings or Goods which AL & LED has created for the Client.

 

  1. Default and Consequences of Default
    • Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at AL & LED’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
    • If the Client owes AL & LED any money the Client shall indemnify AL & LED from and against all costs and disbursements incurred by AL & LED in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, AL & LED’s contract default fee, and bank dishonour fees).
    • Further to any other rights or remedies AL & LED may have under this contract, if a Client has made payment to AL & LED, and the transaction is subsequently reversed, the Client shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by AL & LED under this clause 17 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations under this agreement.
    • Without prejudice to AL & LED’s other remedies at law AL & LED shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to AL & LED shall, whether or not due for payment, become immediately payable if:
      • any money payable to AL & LED becomes overdue, or in AL & LED’s opinion the Client will be unable to make a payment when it falls due;
      • the Client has exceeded any applicable credit limit provided by AL & LED;
      • the Client becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
      • a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.

 

  1. Cancellation
    • Without prejudice to any other remedies AL & LED may have, if at any time the Client is in breach of any obligation (including those relating to payment) under these terms and conditions AL & LED may suspend or terminate the supply of Goods to the Client. AL & LED will not be liable to the Client for any loss or damage the Client suffers because AL & LED has exercised its rights under this clause.
    • AL & LED may cancel any contract to which these terms and conditions apply or cancel delivery of Goods at any time before the Goods are delivered by giving written notice to the Client. On giving such notice AL & LED shall repay to the Client any money paid by the Client for the Goods. AL & LED shall not be liable for any loss or damage whatsoever arising from such cancellation.
    • In the event that the Client cancels delivery of Goods the Client shall be liable for any and all loss incurred (whether direct or indirect) by AL & LED as a direct result of the cancellation (including, but not limited to, any loss of profits).
    • Cancellation of orders for Goods made to the Client’s specifications, or for non-stocklist items, will definitely not be accepted once production has commenced, or an order has been placed.

 

  1. Privacy Act 1988
    • The Client agrees for AL & LED to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, previous credit applications, credit history) about the Client in relation to credit provided by AL & LED.
    • The Client agrees that AL & LED may exchange information about the Client with those credit providers and with related body corporates for the following purposes:
      • to assess an application by the Client; and/or
      • to notify other credit providers of a default by the Client; and/or
      • to exchange information with other credit providers as to the status of this credit account, where the Client is in default with other credit providers; and/or
      • to assess the creditworthiness of the Client including the Client’s repayment history in the preceding two (2) years.
    • The Client consents to AL & LED being given a consumer credit report to collect overdue payment on commercial credit.
    • The Client agrees that personal credit information provided may be used and retained by AL & LED for the following purposes (and for other agreed purposes or required by):
      • the provision of Goods; and/or
      • analysing, verifying and/or checking the Client’s credit, payment and/or status in relation to the provision of Goods; and/or
      • processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Client; and/or
      • enabling the collection of amounts outstanding in relation to the Goods.
    • AL & LED may give information about the Client to a CRB for the following purposes:
      • to obtain a consumer credit report;
      • allow the CRB to create or maintain a credit information file about the Client including credit history.
    • The information given to the CRB may include:
      • personal information as outlined in 1 above;
      • name of the credit provider and that AL & LED is a current credit provider to the Client;
      • whether the credit provider is a licensee;
      • type of consumer credit;
      • details concerning the Client’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
      • advice of consumer credit defaults, overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Client no longer has any overdue accounts and AL & LED has been paid or otherwise discharged and all details surrounding that discharge (e.g. dates of payments);
      • information that, in the opinion of AL & LED, the Client has committed a serious credit infringement;
      • advice that the amount of the Client’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
    • The Client shall have the right to request (by e-mail) from AL & LED:
      • a copy of the information about the Client retained by AL & LED and the right to request that AL & LED correct any incorrect information; and
      • that AL & LED does not disclose any personal information about the Client for the purpose of direct marketing.
    • AL & LED will destroy personal information upon the Client’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this agreement or is required to be maintained and/or stored in accordance with the law.
    • The Client can make a privacy complaint by contacting AL & LED via e-mail. AL & LED will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Client is not satisfied with the resolution provided, the Client can make a complaint to the Information Commissioner at oaic.gov.au.

 

  1. Unpaid Seller’s Rights
    • Where the Client has left any item with AL & LED for repair, modification, exchange or for AL & LED to perform any other service in relation to the item and AL & LED has not received or been tendered the whole of any monies owing to it by the Client, AL & LED shall have, until all monies owing to AL & LED are paid:
      • a lien on the item; and
      • the right to retain or sell the item, such sale to be undertaken in accordance with any legislation applicable to the sale or disposal of uncollected goods.
    • The lien of AL & LED shall continue despite the commencement of proceedings, or judgment for any monies owing to AL & LED having been obtained against the Client.

 

  1. Service of Notices
    • Any written notice given under this contract shall be deemed to have been given and received:
      • by handing the notice to the other party, in person;
      • by leaving it at the address of the other party as stated in this contract;
      • by sending it by registered post to the address of the other party as stated in this contract;
      • if sent by facsimile transmission to the fax number of the other party as stated in this contract (if any), on receipt of confirmation of the transmission;
      • if sent by email to the other party’s last known email address.
    • Any notice that is posted shall be deemed to have been served, unless the contrary is shown, at the time when by the ordinary course of post, the notice would have been delivered.

 

  1. Building and Construction Industry Payments Act 2004
    • At AL & LED’s sole discretion, if there are any disputes or claims for unpaid Goods and/or Services then the provisions of the Building and Construction Industry Payments Act 2004 may apply.
    • Nothing in this agreement is intended to have the effect of contracting out of any applicable provisions of the Building and Construction Industry Payments Act 2004 of Queensland, except to the extent permitted by the Act where applicable.

 

  1. Building and Construction Industry Security of Payments Act 1999
    • At AL & LED’s sole discretion, if there are any disputes or claims for unpaid Goods and/or Services then the provisions of the Building and Construction Industry Security of Payments Act 1999 may apply.
    • Nothing in this agreement is intended to have the effect of contracting out of any applicable provisions of the Building and Construction Industry Security of Payments Act 1999 of New South Wales, except to the extent permitted by the Act where applicable.

 

  1. Dispute Resolution
    • If a dispute arises between the parties to this contract, then either party shall send to the other party a notice of dispute in writing adequately identifying and providing details of the dispute. Within fourteen (14) days after service of a notice of dispute, the parties shall confer at least once, to attempt to resolve the dispute. At any such conference each party shall be represented by a person having authority to agree to a resolution of the dispute. In the event that the dispute cannot be so resolved either party may by further notice in writing delivered by hand or sent by certified mail to the other party refer such dispute to arbitration. Any arbitration shall be:
    • (a) referred to a single arbitrator to be nominated by the President of the Institute of Arbitrators Australia; and
    • (b) conducted in accordance with the Institute of Arbitrators Australia Rules for the Conduct of Commercial Arbitration.

 

  1. General
    • The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
    • These terms and conditions and any contract to which they apply shall be governed by the laws of Queensland the state in which AL & LED has its principal place of business, and are subject to the jurisdiction of the Southport Courts in Queensland.
    • Subject to clause 15 AL & LED shall be under no liability whatsoever to the Client for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by AL & LED of these terms and conditions (alternatively AL & LED’s liability shall be limited to damages which under no circumstances shall exceed the Price of the Goods).
    • Neither party shall assign or sub-contract all or any part of their rights and obligations under this agreement without the written consent of the other party.
    • The Client agrees that AL & LED may amend these terms and conditions by notifying the Client in writing. These changes shall be deemed to take effect from the date on which the Client accepts such changes, or otherwise at such time as the Client makes a further request for AL & LED to provide Goods to the Client.
    • Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control of either party.
    • Both parties warrant that they have the power to enter into this agreement and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this agreement creates binding and valid legal obligations on them.