Conditions of Sale
Thank you for your business, we appreciate your trust in us.
In these terms: Company means Unica Stone and Tile Boutique Pty Ltd ACN 150 545 430;
Goods means all goods supplied by the Company to the Purchaser from time to time including tiles and related products;
Purchaser means the purchaser of the Goods named on the front of this Sales Order or Invoice.
The Purchaser offers to buy the goods described in this Sales Order or Invoice upon the terms, conditions and warranties as set out below.
- Goods ordered must be collected within 7 days of order or must be paid in full unless written consent is granted by management of The Company.
- No return of non-stock, sale items, special indent goods or discounted lines.
- No claims in respect of quality or shade variation after tiles have been fixed. Tiles should be inspected before fixing as claims will not be considered nor liability admitted or accepted once tiles are fixed.
- Tile samples and displays in showroom are indicative only.
- No responsibility is taken for goods in transit. The Purchaser assumes responsibility of the goods on signature of the packing slip, upon receipt of goods or upon receival of the tax invoice.
- Returns will not be accepted where goods have been specially ordered or indent.
- Goods and prices are subject to alteration, withdrawal, increase or cancellation without notice.
- No responsibility is taken for any calculation or estimations of meterage or quantity required.
- It is agreed that the purchaser assumes all responsibility for ordering the correct quantity of goods and the company shall in no way be responsible for any loss the purchaser may suffer due to his/her having ordered an incorrect quantity of goods.
- A minimum deposit of 50% of the total contract price shall be paid on the signing hereof and the balance prior to pick-up or delivery. Goods cannot be held without a deposit.
- The Company does not accept cancellation of orders unless agreed for in writing by the Company. On agreeing to cancel an order for stocked items, the purchaser is required to pay a minimum amount equal to 33% and a maximum amount of 100% of the total purchase price to cover restocking and handling charges and/or to cover loss of sales made by way of the goods being set aside. The above amounts are inclusive of taxes.
- Where goods are supplied on the basis of a set number of pieces per metre we do so in strict accordance with number of pieces per metre by the manufacturer. In some cases the manufacturer uses a ‘laid’ metre as the basis of this calculation. Consequently the basis which is used should be determined before ordering to avoid possible minor shortages. Claims for any such shortages cannot be accepted.
- It is the Purchaser’s responsibility that tiles purchased are intended for the correct use.
- All natural products, including, but not limited to stone and marble are non-refundable. All natural products which are formed and extracted from the Earth have inherent characteristics such as, but not limited to variations in colour, veining, tone, texture & pattern. Natural stone may have minor pitting in the surface and fissures within the face of the stone, in some instances edges may have minor chipping which may occur during the normal cutting process, some of these natural occurring effects may be filled with resins as a common practice in the processing of the stone after it is cut from the earth. Due to the nature of Stone, samples given to our clients may vary in size, thickness and colour and are indicative examples of our products and may vary from order to order.
- The Company warrants tiles to be 95% free from defects as per Australian Standards and fit for normal use and application but subject to the following:
- a) The Company accepts no responsibility for damage to tiles caused by incorrect method of laying or
- b) The Company warrants tiles sold as first grade tiles, other grades are sold with some defects and no warranty.
- c) The Company shall in no circumstances be liable for any loss or damage of any kind whatsoever caused directly or indirectly by any defect in material or workmanship or any defect in unsuitability of the Goods or services supplied or by any negligence of the Company or of any servant contractor or agent of the Company.
- d) The Company accepts no responsibility for tiles once installed.
- Tiles are sold on the condition that no condition or warranty of any kind expressed or implied or for any purpose is attached thereto or given by the Company unless given in writing. All implied conditions and warranties are hereby expressly negatived.
Return of Goods for Credit
- Tiles may be accepted for return in the following circumstances:
- a) They are returned to the company in the unmarked and unopened packages and pallets in which they were sold.
- b) They are accompanied by the Purchaser’s copy of the Invoice.
- c) They are in saleable condition, of current stock and are of the same shade and colour as current stocks.
- d) They are returned within 7 days of the date upon which they were delivered or collected. (The date shown on the company’s delivery docket shall be prima fact evidence of the date of delivery and in absence of such delivery docket the date shall be deemed to be the date of the Purchaser’s Invoice.)
- e) Freight charges for the return of Goods are the responsibility of the Purchaser and if not prepaid by the Purchaser will be deducted from the amount of credit.
- f) The Purchaser pays a minimum amount equal to 33% of the total purchase price by way of re stocking and handling charges. This amount is inclusive of taxes.
- g) The Purchaser has written confirmation by management of The Company that the agreed goods may be returned.
- h) The decision to accept returns are up to the full discretion of the Company.
- The Company will not accept the return for any tiles (unless deemed faulty but sold as first grade) that:
- a) Were sold by way of a special sale, indent or other than first grade tiles or
- b) Were sold as discontinued
- The Purchaser acknowledges the Company’s right to refuse to accept the return of any tiles by it which do not meet the above terms and conditions.
- Credit for returns will be granted via in-store credit with the Company.
- The Company shall not be liable for any damage caused or loss suffered by third parties arising directly or indirectly from the tiles or the application thereof and the Purchaser shall at all times indemnify the Company against any such loss or damage.
- The Purchaser acknowledges that the affixing of tiles to timber floors and other timber structures may result in damage to such tiles as at any time after fixing and absolves the Company from all responsibility in connection therewith:
- Semigres Tiles not guaranteed fixed on cement sheet floors.
Retention of Title & Security Interest Agreement
The property in all Goods sold by the Company shall remain with the Company, which reserves the right to dispose of the Goods until payment in full for all the tiles in respect of all orders between the Company and the Purchaser and on any account has been received by it or until such time as the Purchaser resells the tiles to its customers by ways of bona fide sale at full market value.
Without prejudice in addition to any other right or remedy that the Company may have at law or in equity.
- i) If the Purchaser fails to pay all or any part of the purchase price of any Goods on or before the date due for payment, the Company shall have the immediate right to retake or resume possession of those Goods and may enter upon the buyers premises or any other place where the Goods may be by its servants or agents for that purpose.
- ii) Notwithstanding anything to the contrary contained in any Invoice or other document payment for the Goods falls due immediately upon the commencement or any act or proceeding in which the Purchaser’s solvency is involved and, without limiting the generality hereof, upon the occurrence of one or more of the following events:
- a) A receiver or a receiver and manager being appointed of any part of the undertaking, property or assets of the Purchaser or
- b) An order is made for winding up or dissolution without winding up of the Purchaser or an effective resolution is passed for the voluntary winding up of the Purchaser or
- c) A voluntary administrator is appointed to the Purchaser or
- d) The Purchaser is placed under official management or a compromise with the creditors is entered into or:
- e) The Purchaser being an individual becomes insolvent or bankrupt or commits an act of bankruptcy.
Any proceeds of resale of Goods received by the Purchaser for which the full purchase price has not being received by the Company shall be received by the Purchaser as agent for a fiduciary of the Company and on the account of the Company and those proceeds shall be kept in a separate and identifiable account. On payment by the Purchaser to the Company of the full amount of the purchase price of the Goods from the proceeds of resale, the Purchaser may retain any surplus. The Company shall be entitled to appropriate a payment to particular tiles no longer in the possession to under the control of the Purchaser, unless the Purchaser has previously expressly appropriated payment to certain specific tiles and has communicated that appropriation to the Company in writing.
Until resale or until laid the tiles and other Goods supplied by the Company shall be separately stored and identified by the Purchaser in such a way to clearly indicate the Company’s ownership thereof.
- Unless otherwise stated, a term contained in these Conditions of Sale that is defined in the Personal Property Securities Act 2009 (Cth) (PPSA) (but not otherwise defined in these Conditions of Sale) has the meaning given to it in the PPSA.
- In consideration for the Company supplying Goods to the Purchaser under these Conditions of Sale, the Purchaser:
- grants to the Company a security interest, and to the extent applicable, a purchase money security interest (PMSI) in respect of all Goods supplied by the Company to the Purchaser from time to time;
- agrees that the security interest and any PMSI granted will continue to apply to any goods coming into existence or proceeds of sale of Goods or goods coming into existence;
- agrees to treat the security interest and any PMSI created under these Conditions of Sale as a continuing and subsisting security interest in the relevant Goods with priority over any registered or unregistered general (or other) security and any unsecured creditor (even if the Goods become fixtures before paid for in full);
- agrees that the security interest and any PMSI has attached to all Goods now or in the future supplied to the Purchaser by the Company; and
- these Conditions of Sale constitute a security agreement for the purposes of the PPSA with respect to any security interest or PMSI in relation to the Goods or any other collateral in relation thereto.
- The Company reserves the right to register a financing statement under the PPSA in respect of the Goods and to generally register and perfect any security arising pursuant to these Conditions of Sale and the supply of Goods to the Purchaser from time to time. The Purchaser agrees to reimburse the Company for all costs and/or expenses incurred or payable by the Company in relation to registering, maintaining or releasing any financing statement or any other document in respect of any security interest under this agreement.
- The Purchaser and the Company agree that to the extent mentioned by Section 115(1) (a) – (r) of the PPSA, they agree to contract out of each of the provisions of the PPSA listed in section 115(1) (a) – (r) (inclusive) and the Purchaser hereby waives it rights under each of the sections of the PPSA referred to therein. The Purchaser further waives its right to receive a copy of any financing statement, any financing change statement or any verification statement that is or may be registered, issued or received at any time or which would otherwise be required to be provided by the Company under the PPSA.
- The Purchaser agrees that, until all monies owing to the Company are paid in full, it shall not sell or grant any other security interest in the Goods or any collateral thereto (which collateral shall be deemed to include all goods and the proceeds from the sale of such Goods by the Purchaser).