Sales

Terms and Conditions

 These terms and conditions apply to all our sale of goods from the Field Air Group (“we”, “our”, “us” or “Field Air”).  Any Order placed with companies within the Field Air Group constitutes your (“you” or “your”) agreement to be bound by these terms.  Any additional or different terms you stipulate or state in any communication with us (including any order) are hereby objected to and will not bind us unless we agree in writing.  No sales representative or agent is authorized by us to give any guarantee, warranty or representation in addition to, or contrary to these conditions.  In any event, receipt of goods by you (or another as directed by you) upon delivery constitutes your agreement to be bound by these terms.

1. Sale & Purchase

1.1  Your placement of an order with us (“Order”) constitutes an offer by you to purchase goods from us on these terms.  The Order is placed when it is submitted to us.

1.2  The Order is accepted only when we notify you in writing or verbally that we accept your Order.  For example, we might notify you that we accept your Order by sending you an email or during a phone conversation.

1.3  If we accept your Order, a binding contract between you and us will arise on these terms.

2.      Price and Price Variation

2.1  The prices quoted in any of our price lists or promotional literature are for guidance only and may change at any time and sometimes without notice.  Unless agreed in writing, the contract price of the Goods will be as stated in our price list(s) current on the day of delivery of the Goods.  Prices do not include delivery or administration surcharges.  These will be added separately.

2.2  Field Air will maintain pricing on our quotes for 30 days.  Following this time, we may adjust any price quoted and you agree to pay any such adjusted price to take account variations in the cost to Field Air of carrying out the whole or any part of the supply arising from any of the following:

(a)  delays in delivery of the Goods or any of them as a result of instructions or lack of instructions from you, your failure or inability to fulfill your obligations in the supply arrangement or any action or inaction by you or other circumstances beyond our control;

(b)  variations in the cost of Field Air in acquiring the Goods, directly or indirectly, on account of changes in rates of freight and transport costs, taxes and other related costs;

(c)  variations in the rate of, or the costs of complying with, all statutory, government or local government or governmental authority charges and obligations; or

(d)  any correction of errors or omissions on the part of Field Air or any of its representatives.

2.3  Field Air has the right to impose handling fees for some special orders.

2.4  Where goods are imported or exported from another country, any adverse variation in the price arising from fluctuation in exchange rates between the date of your Order and the date of payment by Field Air may be passed on to you.

3.      Goods and Services Tax

3.1  All goods are sold subject to Australian goods and services tax (GST) unless the goods are classified as GST exempt.

3.2  Quoted prices will exclude GST unless otherwise specified.

4.      Payment

4.1  Non account customers are required to pay a minimum 50% deposit at time of acceptance of your quote or order.  Full payment is required to be made prior to delivery.

4.2  For account customers, the purchase price will be paid to Field Air by the end of the month following the month in which the invoice is dated.  Payment will not be accepted by any means other than cash, cheque, EFT (electronic funds transfer), direct debit or by certain credit cards.

4.3  If any account is in dispute, the undisputed portion of the account will be payable in accordance with the normal terms of payment as provided above.  Payment of the disputed portion may be withheld provided the matter is brought to Field Air’s attention in writing setting out the particulars of the dispute and sent to us within 14 days of the dispute arising.

4.4  Any expenses, costs or disbursements incurred by us in recovering any outstanding monies including debt collection agency fees or solicitor’s costs will be paid by you.

5. Delivery

5.1  We will deliver the Goods to the address stated on the Order or as agreed by us in writing.  Field Air reserves the right to charge for delivery of the Goods at any time, notwithstanding that it may not have previously done so.

5.2  We will deliver the Goods by such carrier and such form of transport as we consider appropriate, with the cost of such carriage being charged accordingly to you by invoice.

5.3  We will not be responsible for any part delivery or delay in delivery of the Goods.  We will not be in any way responsible for any consequences (direct or indirect) arising from such delay or non-delivery.  When the delay or part delivery is due entirely to a mistake made by our people, we will consider compensating in part or in whole any direct financial consequences to your business.

5.4  We will be entitled to charge for and recover from you on demand all costs or loss occasioned by:

(a)  failure by you to collect or take delivery of the Goods (as the case may be) as and when agreed to;

(b)  delay or interruption in the installation of Goods caused or contributed to by any act or omission on your behalf.

Any such costs or loss will include (but not be limited to) the cost of storage, labour, transportation and administration costs at our prevailing commercial rates.

5.5  You agree to inform Field Air in writing within 30 days of the date of invoice if proof of delivery is required.  After this period, no liability will lie with Field Air for proof of delivery.

6.      Supply

6.1  Field Air reserves the right to immediately suspend, cancel or discontinue the supply of Goods to you without further notice where:

(a)  Field Air reasonably suspects that you are in breach of these terms and conditions; or

(b)  You are otherwise in breach of your payment obligations to Field Air.

6.2  Field Air will not incur any liability to you in respect of such suspended, cancelled or discontinued supply.

7.      Return of Goods

7.1  The Goods come with guarantees under the Australian Consumer Law.  Nothing in these terms and conditions excludes, restricts or modifies:

(a)  the application of any provision of the Australian Consumer Law to the sale of the Goods; or

(b)  the exercise by you of a right conferred by such a provision; or

(c)  any liability of a person for failure by Field Air to comply with a guarantee that applies under the Australian Consumer Law to the sale of the Goods.

Subject to the above, all conditions and warranties, whether or not implied by law, are excluded from any contract for the sale of the Goods.  Details of any manufacturer’s warranty are included with the Goods and will be made available upon request.

7.2  Except where the Australian Consumer Law permits you to reject the Goods, Field Air will not accept the return of Goods for credit or any other purpose unless Field Air agrees to accept the return.  Such acceptance must occur prior to the actual return of the Goods, and in which case the remaining provisions of this clause 7.2, 7.3 and 7.4 will apply.  Return of goods will only be accepted for credit within 14 days of delivery, unless due to our error.  Return freight will be at our cost only when the error is on our part.

7.3  No returned Goods will be accepted by us (even if we agree to the return) if they have been tampered with by you or any other person and are not as new, or if they are goods sold on a non-return basis.  Where goods are returned to us as above they will be returned at your expense.  Some products including specially manufactured products are non-returnable.

7.4  Receipt by us or by any of our agents or representatives of any Goods returned other than in accordance with clause 7.2 (or Goods to which clause 7.3 applies), will not constitute nor be deemed to constitute our acceptance of the return of the Goods for credit or any other purpose.

7.5  In the event that an order for non-standard products is cancelled, you will be liable for all costs incurred in procuring the goods to the date of cancellation.  You will be liable for the full costs of the goods including delivery charges if the order is cancelled after delivery.

8.      Title and Risk

8.1  Goods supplied by Field Air to you shall be at your risk immediately upon delivery to you, into your custody or at your direction (whichever happens first). It is up to you to insure the goods from the time of that delivery at your cost against such risks as you think appropriate.

8.2  Property in the Goods supplied by Field Air to you under these terms and conditions shall not pass to you until those Goods have been paid for in full.

8.3  Until the Goods have been paid for in full:

(a)  you must store the goods in a manner which shows clearly that they are the property of Field Air; and

(b)  you may sell the goods, in the ordinary course of your business, as agent for Field Air and shall account to Field Air for the proceeds of sale (including any proceeds from insurance claims).

8.4  You irrevocably authorize Field Air at any time to enter onto any premises upon which Field Air’s goods are stored to enable Field Air to:-

(a)  inspect the Goods; and/or – if you have breached these terms and conditions, reclaim the Goods;

(b)  inspect your records pertaining to the Goods held and copy such records.

8.5  Field Air and you each agree that the provisions of this clause apply notwithstanding any arrangement under which Field Air grants you credit.

8.6  Each party consents to the other perfecting any security interest under this agreement which arises by operation of the PPSA in any property by registration under the PPSA and agrees to do anything reasonably requested by the other party to enable it to do so.

8.7  The parties contract out of each provision of the PPSA which, under section 115(1) of that Act, they are permitted to contract out of, other than:

(a)  sections 117 and 118 (relationship with land laws); and

(b)  sections 134(1) and 135 (retention of collateral).

8.8  Each party waives its right to receive each notice which, under section 157(3) of the PPSA, it is permitted to waive.

8.9  Each party waives its rights to receive anything from any other party under section 275 of the PPSA and agrees not to make any request of any other party under that section.

9. Dimensions, Performance Data and Other Descriptive Details

9.1  Photographs, drawing, illustrations, weights, dimensions and any other particulars accompanying, associated with, or given in a quotation, descriptive literature or catalogue approximate the Goods offered but may be subject to alteration by the manufacturer or supplier without notice.

9.2  To the extent permitted by statute, any performance data provided by Field Air, a supplier or manufacturer is an estimate only and should be construed accordingly.

9.3  Unless agreed to the contrary in writing, Field Air reserves the right to offer an alternative brand or substitute product that has characteristics that are materially consistent with the Goods offered when necessary.  Substitution will not be given effect to until approval is received from you.

9.4  Where Field Air is acting as an agent for a manufacturer or supplier, to the extent permitted by statute, Field Air shall not be liable for any alteration or variation of the Goods made by the manufacturer or supplier.

10.      Cancellation

10.1  Unless otherwise agreed in writing, you shall have no right to cancel an Order which has been accepted by Field Air.  If a right of cancellation is expressly reserved by you, such right of cancellation must be exercised by notice in writing from you to Field Air not later than 7 days prior to the estimated date of shipment by the manufacturer or from Field Air as the case may be.

10.2  Unless otherwise agreed between Field Air and you, upon cancellation prior to shipment any deposit paid by you shall be forfeited to the manufacturer or Field Air (as the case may be).

11. Warranty and Liability

11.1  Field Air makes no express warranties under these terms.  Manufacturers of Goods may, from time to time provide a voluntary warranty directly to you in relation to Goods supplied to you.  You must address issues relating to a manufacturer’s warranty with the manufacturer on the terms of that warranty.

11.2  You must immediately notify Field Air in writing of any defect in the Goods supplied by us.  You shall not carry out any remedial work to allegedly defective goods without first obtaining the written consent of Field Air to do so.  The provisions of this clause 11.2 do not constitute a warranty in relation to quality or fitness of the goods, and does not require Field Air to repair or replace Goods, or offer a refund in relation to goods in circumstances other than those set out in Australian Consumer Law (to the extent that the Australian Consumer Law applies to those Goods).

11.3  Where the Goods or any services we supply are not goods or services of a kind ordinarily acquired for personal, domestic or household use or consumption, then our liability (if any) for failure to comply with a guarantee under the Australian Consumer Law (other than, in respect of the Goods, a guarantee as to title, a guarantee as to undisturbed possession or a guarantee as to undisclosed securities, charges or encumbrances) is limited, so far as the Australian Consumer Law allows and at our option:

(a)  in the case of Goods, to repair or replace the Goods or supply equivalent goods (or paying the cost of any of these); or

(b)  in the case of any services supplied by us, to supplying the services again (or paying the cost of having the services supplied again).

12.      Alteration to Conditions

Field Air reserves the right to change these terms and conditions at any time, provided that any variation to these standard terms and conditions will not apply to:

(a)  Orders placed yet not fulfilled prior to the date of such variation taking place; or

(b)  Contracts for a specified term which incorporate a version of these standard terms and conditions which were signed prior to the variation taking place.

13.      Severance

If any term of these terms and conditions and contract formed by them is found to be invalid or unenforceable, such invalidity or unenforceability will not affect the remainder of this contract which will continue in full force and effect.

14. Force Majeure

If the performance or observance of any obligations of Field Air is prevented, restricted or affect by reason of a force majeure event including strike, lock out, industrial dispute, raw material shortage, breakdown of plant, transport or equipment or any other cause beyond the reasonable control of Field Air, Field Air may, in its absolute discretion give prompt notice of that cause to you.  On delivery of that notice Field Air is excused from such performance or observance to the extent of the relevant prevention, restriction or effect.

15.      Vienna Sales Convention

To the fullest extent permitted by law, the United Nations Convention on Contracts for the International Sales of Goods (Vienna 1980) known as the Vienna Sales Convention does not apply to the contract comprised by these terms and conditions nor do any of the terms and conditions express or implied by the Vienna Sales Convention form part of the contract.

16.      Governing Law

These terms and conditions and any contract including them shall be governed by and construed in accordance with the laws of the State of Victoria and the Commonwealth of Australia.