TR Pty Ltd ABN 99 005 499 721
GENERAL TERMS OF
SALE-TCS1

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1. GENERAL

1.1
Orders are accepted and equipment and services sold by TR Pty Ltd (”TR”) on the following terms and conditions. The placing of an order whether orally, by facsimile, by telephone, by e-mail, by mail or otherwise with TR will incorporate these terms and conditions as forming part of the contract of sale of the equipment (“Sale Agreement”). No variation or modification of, or substitution for, these terms and conditions shall be binding unless expressly accepted by TR in writing.

1.2
The word “Equipment" in this Sale Agreement shall be taken to mean any equipment as referred to in the Sale Agreement or the services referred to in the Sale Agreement and where applicable all equipment, articles, accessories, documents (including operating manuals) or things supplied with the Equipment or the services. Further, Equipment includes reference to any individual item as well as to a number of Equipment whether or not included in a single quote or invoice.

1.3
This Sale Agreement shall be governed in all respects by the laws of Victoria and the jurisdiction of Victoria shall apply to any dispute arising out of this Sale Agreement.

1.4
Nothing in these terms and conditions shall restrict, modify or exclude any conditions, warranties, rights or liabilities which may at any time be implied in this Sale Agreement by any State, Territory or Commonwealth law.

1.5
Unless otherwise expressly stated all Equipment sold is ex-rental.

2. ORDERS

An order placed whether orally, by facsimile, by telephone, by e-mail, by mail or otherwise can not be cancelled or altered other than with the written consent of TR. The Purchaser acknowledges that in placing the order with TR it has entered into a legally binding contract with TR subject to these terms and conditions.

3. PRICES/EXCHANGE FLUCTUATIONS

All prices quoted by TR are quoted excluding GST (at the prevailing statutory rate) tax, duty and freight and packaging costs and all are subject to adjustment if there is any adverse exchange rate fluctuation..

4. VALIDITY

Subject to clause 3 any quotation given for the sale of Equipment is valid for a period of thirty (30) days from its date or such other period (if any) stated in the quotation.

5. EX-STOCK EQUIPMENT

Any Equipment quoted "ex-stock" is subject to availability and prior sale or rental.

6. DELIVERY & INSURANCE

6.1
Equipment sold is available for collection at the location specified in the Sale Agreement.

6.2
At the Purchaser’s request TR will arrange packing and delivery of the Equipment to the Purchaser with packaging and delivery charges being invoiced to the Customer.

6.3
Unless otherwise agreed by TR in writing, the Purchaser shall collect the Equipment from the location specified in the Sale Agreement within 7 days of TR notifying the Purchaser that the Equipment is ready for collection.

6.4
If the Purchaser fails to take delivery in accordance with this condition the Purchaser shall pay TR for all storage and handling charges and other consequential loss or damage arising from that delay.

6.5
TR is not responsible to the Purchaser for any damage to or loss of the Equipment whilst being delivered to the Purchaser. The Purchaser acknowledges that any Equipment delivered by TR is not covered by insurance unless otherwise agreed in writing with TR. If the Purchaser requires insurance cover to be effected by TR over the Equipment, then all details required by TR must be supplied with the Order and the charges for such insurance borne by the Purchaser.

6.6
If there is any defect in the Equipment upon delivery TR is to be notified by the Purchaser within 7 days otherwise the Equipment will be deemed to have been delivered in good order and condition and in full compliance of these terms and conditions.

7. WARRANTY

7.1
Where the Equipment is sold ex-rental, the warranty applying to it in respect of a fault with the Equipment will be for a period of 60 days from the date of delivery unless otherwise stated in the Sale Agreement.

7.2
Where the Equipment is sold new, the warranty and period of warranty in respect of any fault in the Equipment will be the warranty and period of warranty permitted by the manufacturer of the Equipment unless otherwise specified in the Sale Agreement.

7.3
The warranty in clause 7.1 and 7.2 does not apply:
(a) in respect of vacuum tubes, lamps, fuses, test leads and batteries or copyrighted or licensed works in respect of the Equipment or any part of the Equipment.

(b) where the plaintiff is in breach of any of these terms and conditions.

(c) where any fault of the Equipment has been caused by misuse, neglect, accident or abnormal conditions of operation or use contrary to the manufacturer's recommendations or operating instructions.

(d) where the Equipment was the subject of a rental agreement with the Purchaser or a related entity to the Purchaser.

7.4
TR will at its sole and absolute discretion determine whether any warranty under the Sale Agreement applies to any fault claimed in respect of the Equipment and if TR determines that the warranty applies it will at its sole and absolute discretion either:

(a) at its own expense, repair or replace the Equipment and return the Equipment to the Purchaser at the Purchaser’s expense freight pre-paid; or

(b) refund to the Purchaser the purchase price upon return of the Equipment. TR will not be responsible for any indirect or consequential loss of the Purchaser and the warranty given in clause 7 extend only to the original Purchaser.

8. LIABILITY

The Purchaser acknowledges that it has not relied upon any statement or representation by TR in respect of the purpose for which the Purchaser desires to use the Equipment and that TR is not responsible or liable for any failure or unsuitability of the Equipment to perform the purposes required by the Purchaser.

9. THE COST OF REPAIRS

Where the warranty in clause 7 does not apply, any repairs requested by the Purchaser will be charged and invoiced to and paid for by the Purchaser.

10. DEFAULT

10.1
If the Purchaser:
(a) defaults in making any payment; or
(b) fails to carry out the terms of the sale; or
(c) repudiates this or any contract it has with TR; or
(d) dies; or
(e) stops payment; or
(f) calls a meeting of creditors, becomes insolvent or
subject to the bankruptcy laws; or
(g) being a company, enters into any scheme of arrangement
with creditors, or receivers and managers or administrators are appointed or has any winding up petition presented against it.

TR may at its sole discretion and option at any time prior to payment in full for the Equipment and for any other Equipment supplied by TR for which payment is outstanding:
(i) suspend or cancel the Sale Agreement;
(ii) require payment in cash before delivery of the Equipment or services (irrespective of any terms of payment previously specified);
(iii) take over or repossess the Equipment and dispose of the Equipment without prejudice to any claim TR may have for damages for any loss resulting from any re sale or disposal of the Equipment;
(iv) exercise all rights to the Equipment as if it were the owner.

This clause shall apply notwithstanding any waiver by TR of any default or failure by the Purchaser to comply with these terms and conditions and without prejudice to its other rights under this Agreement.

10.2
If the Purchaser is in default of this Sale Agreement the Purchaser consents to TR its servants and agents entering the Purchaser’s premises, or any other premises where the Equipment is located, using such force as is necessary in order to repossess the Equipment. The Purchaser must provide TR with all reasonable assistance in order to locate and collect the Equipment. If the Equipment is not available for collection at the nominated time and or place the Purchaser will be liable for any additional costs TR incur. TR will not be liable for any damage to property caused by any person in collecting the Equipment.

11. PAYMENT

Payment terms are strictly thirty (30) days from date of invoice unless otherwise stated in the Sale Agreement. If any amount is due and unpaid, the Customer agrees to pay interest on the overdue amount at the rate of 7% higher than the Reserve Bank of Australia’s 90 day bill rate calculated daily until payment in full is received and the Equipment has been returned. The Customer is liable for all additional costs TR may incur, including legal, administrative and collection costs to recover unpaid amounts.

12. RETENTION OF TITLE

At all times the property in the Equipment remains with TR (irrespective of delivery of the Equipment to the Purchaser) until the Purchaser has paid the full invoiced price and any other payments due to TR in respect of the Equipment arising out of this Sale Agreement.

13. SPECIAL LICENCE

In the event that any item of Equipment or component of an item of Equipment contains a copyright work or other thing to which intellectual property rights subsist, usage thereof shall be by way of licence only upon the terms and conditions of the owners licence. The Purchaser shall not do or cause or permit to be done anything in contravention of such licence and subject to all limitations and obligations imposed by such licence.

14. RENTAL EQUIPMENT