Terms and Conditions

These terms and conditions apply to the provision of all Goods and / or Services of any description supplied by SteelCo. Pty Ltd (ABN 50 101 734 721) to each purchaser or intending purchaser of the Goods and / or Services and they are incorporated into every contract between us for the supply by us of Goods and / or Services to you. Any terms and conditions contained in your purchase order or otherwise notified to us will apply only if and to the extent that they are accepted by us in writing. No amendments will apply in respect to these terms and conditions unless specifically agreed by us in writing.

1. Goods and Services
a) The goods and / or Services we will supply to you; and b) The prices payable for those Goods and / or Services (Prices); are those agreed between us in writing. We will use all reasonable endeavors to supply the Goods and / or Services to you by the times agreed between us in writing or, if no times are so agreed, within a reasonable time frame.

2. Taxes
All Prices and other amounts payable by you in connection with the supply of any Goods and / or Services are exclusive of goods and services tax and all other applicable government taxes or duties (Taxes). You must pay all applicable Taxes (in addition to the Prices or other amounts) at the same times payment of the Prices or other amounts are due and payable.

3. Collection, Delivery and Risk
a) Unless otherwise agreed in writing by us, you are responsible for collecting from our premises the Goods that you have purchased from us within 5 business days after we notify you that the Goods are available for collection. Without limiting any other right available to us, if you fail to comply with the obligation in this paragraph, you agree to pay to us on demand our standard daily storage charges in respect of the period from the date of expiry of the 5 day period referred to in this paragraph until the date that collect the Goods from our premises. Risk in relation to the Goods collected by you passes to you at the time of collection.
b) If we agree in writing to deliver the Goods:
(i) in the case of deliveries to a location within Australia;
(a) unless otherwise agreed in writing you shall bear all freight costs and charges (including those relating to any third party freight provider and insurance) of such delivery; and
(b) risk in relation to the Goods, passes to you at the time the Goods are delivered to the place agreed between us, and
(ii) in the case of deliveries to a location outside Australia, such deliveries shall be made subject to the relevant provisions of Incoterms 2000 which shall be deemed incorporated into the relevant contract between us provided that in the case of any inconsistency between any express provision of these terms and conditions and the provisions of Incoterms 2000, the provisions of these terms and conditions will prevail to the extent of the inconsistency.

4. Under / Over Supplies
You acknowledge that whilst we will make every endeavor to supply to you the exact quantity of Goods agreed between us, due to the difficulty in producing exact quantities, you will allow a margin of 10% for surpluses or deficiencies in the quantity of Goods we actually supply. We each agree that the Prices will be adjusted proportionately to reflect any under or over supply permitted in accordance with this paragraph.

5. Claims and Acknowledgments
a) You will be deemed to have accepted the Goods and / or the provision of the Services (as the case may be) free of defects or other non conformity unless we receive a substantiated written claim as to any defects or other non
conformity:
(i) in the case of Goods to be collected by you, within 10 business days after we notify you that such Goods are ready for collection;(ii) in the case of Goods to be delivered to you, within 5 days after delivery; and
(iii) otherwise, in the case of Services, within 5 days after the Services are provided to you.
b) You acknowledge that certain of the Goods that may be supplied to you by use are sensitive to rain and / or humidity. You must comply with all recommended storage and transportation conditions in relation to Goods that we supply to you and you agree, without limiting any other provision of these terms and conditions, that we will have no liability for any loss or damage to Goods arising from your failure to comply with recommended storage and transport conditions notified to you in accordance with this paragraph.

6. Payment and Title
a) Subject to any agreement to the contrary between us:
(i) we may invoice you for Goods and / or Services at any time after we notify you that the Goods are ready for collection or we otherwise deliver or attempt to deliver the Goods or, in the case of Services, after we complete the supply of the Services;
(ii) you must pay each invoice within 30 days after Invoicing, in Australian currency with time being of the essence in respect of this payment obligation; and
(iii) title (both legal and beneficial) in the Goods shall not pass to you until all amounts due by you in respect of the Goods have been paid in full.
b) In respect of any amounts due to us and not paid by the time required, you agree to pay interest at the rate set from time to time under Penalty Interest Rates Act 1983 (Vic) calculated daily and compounded monthly in respect of the period from the due date until the date payment is made in full.
c) If you fail to pay any invoice by the due date then, without affecting any other right or remedy available to
us, we may:
(i) suspend any further deliveries to you of the Goods in question or any other Goods and/or suspend or refuse to perform or supply any Services to you;
(ii) recover from you, in addition to the amount due, all reasonable costs incurred by us in collection of the amount due including, without limitation, all reasonable legal costs ( on a solicitor and own client basis) and all reasonable debt collection agency costs; and
(iii) recover possession of any Goods collected by or delivered to you and in respect of which the failure to pay relates ( and for this purpose you agree that we or any of our authorised representatives may enter any premises where the Goods are stored and take possession of those Goods without any liability to you). You agree to provide all necessary co-operation to us to enable us to exercise our rights under this paragraph.

7. Exclusions and Limitations
a) These terms and conditions do not exclude, restrict or modify the application of any statutory provision (including a provision of the Trade Practices Act 1974 (Cth) where to do so would:
(i) contravene that statute; or
(ii) cause any part of these terms and conditions to be void.
b) We exclude all implied conditions and warranties except any implied condition or warranty of which would contravene any statue or cause any part of these terms and conditions to be void (Non-excludable Conditions).
c) To the extent permitted by law, our liability to you for breach of any Non-excludable Conditions (other than an implied warranty of title) is limited, at our option, to refunding the price of the Goods and/or Services in
respect of which the breach occurred or to providing, replacing or repairing those Goods and/or providing those Services again.
(i) we exclude liability for loss of profits or consequential or indirect loss or damage (whether arising from any breach by us of any provision of a contract between us or our negligent act or omission or otherwise);
(ii) our total liability to you (including for any breach by us of any provision of a contract between us or our negligent act or omission or otherwise) arising directly or indirectly in relation to the provision of any Goods and / or Services, is limited to the amount paid by you to us for those Goods and/or Services.

8. Materials Supplied by You
You acknowledge and agree that:
a) you are solely responsible for the content and accuracy of all inputs and materials provided to us for the purpose of us supplying the Goods and / or Services including all photographs, logos, text, packaging materials and other content (Customer Supplied Materials);
b) we will not be responsible for checking, for errors or otherwise, any Customer Supplied Materials;
c) we will be under no liability in respect of any error or defect in the Goods and / or Services arising from any
Customer Supplied Materials; and
d) you must retain a copy of all Customer Supplied Materials and we accept no liability for any physical loss of or damage to any Customer Materials howsoever caused.

9. Warranties and Indemnity
a) You warrant that all material supplied to us will not infringe any intellectual property or other protected rights of any person.
b) You indemnify us against all expenses, losses, damages and costs (on a solicitor and own client basis and whether incurred by or awarded against us) that we may suffer, sustain or incur and arising from the breach by you of any provision of any contract between us (including any warranty contained in any such contract).

10. Termination
a) We may, without affecting any other rights we have, terminate or suspend any contract between us with immediate effect by giving notice to you if:
(i) you breach any provision of any contract between us and fail to remedy the breach within 7 days
after our notice requiring you to do so;
(ii) you breach a material provision of any contract between us where that breach is not capable of remedy; or
(iii) you cease to be able to pay your debts as they become due or become subject to any form of insolvency  administration or any step is taken by a mortgagee to take possession of any of your assets.
b) If we exercise our rights to terminate or suspend a contract, we will immediately be entitled to invoice you for work in progress under that contract at our current rates. This paragraph does not limit or affect any other remedy which may be available to us including seeking compensation for any loss or damage suffered by us.

11. Privacy and Credit Enquiries
a) We agree to comply with the Privacy Act 1988 (Cth) and the National Privacy Principles made under that Act and which govern the collection, use, handling and disclosure of personal and sensitive information.
b) You authorise us to obtain from a credit reporting agency a credit report containing personal credit information about you in order to assess whether we will provide or continue to provide credit to you.
c) You authorise us to contact any of the contacts or references provided by you and make such enquiries as are necessary and reasonable to give proper consideration to your application for credit.

12. General
a) All contracts between us and you will be governed by the law applicable in the State of Victoria, Australia and you and we each submit to the jurisdiction of the courts of that State.
b) Any failure by us to insist on strict compliance with the provisions of any contract between us or any delay by us in exercising our rights under any contract between us will not constitute a variation or waiver of any provision of that contract or of any rights available to us.
c) If part or all of any provisions of these terms and condition or its application to any person or circumstances is illegal or unenforceable, the provision will be interpreted so as to ensure it is not illegal or unenforceable. If any provision or part of it cannot be so interpreted, the provision or part of it will be severed from these terms and conditions and the remaining provisions of these terms and conditions continue in force.
d) Each of you and us shall be excused from any failure to perform an obligation under any contract between us (other than an obligation to pay money) for so long as that performance is prevented by an event beyond the reasonable control of either you or us, as the case may be. For the purposes of this paragraph unavailability of raw materials and strikes, lockouts, or other forms of industrial action shall constitute events beyond our reasonable control, irrespective of their cause.