Terms and Conditions
Standards Testing and Compliance
SouthTech supplies specialised equipment and we do not sell commercial telecommunications equipment or Information Technology systems or products. Depending on the application and whether components or boxes are being supplied, different standards including C-Tick or RMC60950 may or may not apply. It is the customer’s responsibility to make SouthTech aware of any certification requirements including situations where (for example) RMC60950 is required when requesting a quote so that SouthTech can advise and quote accordingly. Equipment supplied by SouthTech is certified as is appropriate for the country of manufacture and many International Standards also apply in Australia. If certification to specific standards is required SouthTech is happy to arrange this but an additional cost may apply and this cost is not included in the equipment quotation.
SouthTech Terms and Conditions of Sale
1.1. These Terms and Conditions of Sale and Service (“Terms”) apply to all contracts entered into by SouthTech Systems Pty Ltd (ABN 33 090 805 342), referred to as “SouthTech”.
1.2. These provisions apply to the extent that they are not excluded by the law of the country in which the contract is made and do not exclude, modify or restrict any mandatory statutory provision applicable to that contract.
1.3. All goods are sold with the understanding that the customer has independently determined the suitability of the goods prior to ordering.
In this contract unless the goods and services or context otherwise requires, the following words and expressions shall have the following meanings;
“Business day” means any day on which a bank is open for general banking business in the city where a payment is to be made or some other action or event is to take place.
“Customer” means the person, persons or organisation placing the order
“Dollars” means Australian Dollars unless otherwise expressly stated.
“Force Majeure Event” means: any act of God; any outbreak or escalation of hostilities (whether or not war has been declared) or any other unlawful act against public order or authority; any industrial dispute; any governmental restraint; or any other event which is not within the reasonable control of the parties;
“Goods and Services” means the goods and / or services being ordered by the Customer;
“Intellectual property” means all or any of the following: trade marks; trade names; patents; designs, whether registered or unregistered; copyright; know-how; trade secrets;
“Know-how” means expertise, skills, knowledge, techniques, methods, procedures, ideas, concepts and experience used by a party and which may be enhanced by either party in fulfilling the objectives of this Agreement;
“Seller” means SouthTech;
“SouthTech” means SouthTech Systems Pty Ltd (ABN 33 090 805 342)
In this contract unless the contrary intention appears;
3.1. A reference to a person includes a reference to a corporation, firm, association or other entity and vise versa;
3.2. A singular includes a plural and a plural includes a singular;
3.3. A reference to any gender includes a reference to any other gender;
3.4. A reference to any legislation or to any provision of any legislation includes a reference to any modification or re-enactment of or any provision substituted for such legislation or provisions;
3.5. An agreement, representation of warranty made by two or more persons is made by them jointly and by each of them severally;
3.6. An agreement, representation or warranty made in favour of two or more persons is made for the benefit of them jointly and each of them severally;
3.7. Where any act is required to be done on a given day and that day is not a business day, then the act is required to be done on the next following business day.
4.1. Prices are valid for the period indicated on the quotation. Support prices, except for prepaid support, may be changed by SouthTech upon sixty (60) days written notice.
4.2. Prices are variable by exchange rate, unless agreed to in writing by SouthTech.
4.3. Shipping and handling charges are payable by the Customer in addition to the purchase price unless indicated on the quotation.
4.4. Applicable taxes and duties are payable by the customer in addition to the purchase price if applicable, and unless indicated on the quotation. If exemption from taxes is claimed, the Customer must provide an appropriate certificate of exemption.
5.1. All orders are subject to acceptance by SouthTech.
5.2. Each order shall be in writing in the English language and shall state:
5.2.1. the goods and services being ordered
5.2.2. the place to which the goods and services are to be delivered; and
5.2.3. if appropriate, the method by which the delivery is to take place.
5.3. Any change to an order may be made only with the consent of SouthTech and must be in writing in the English language
6. DELAY OR DEFAULT
6.1. Delivery times quoted are not binding and shall be subject to confirmation by suppliers to SouthTech or by SouthTech.
6.2. SouthTech shall not be liable for any loss or damage sustained by the customer as a result of any delay or default in the delivery of the goods and services which delay, failure or fault occurs for any reason.
6.3. If either party is prevented in whole or in part from carrying out its obligations pursuant to the provisions of the contract (other than an obligation to pay money) by reason of a force majeure event or other reason, it must notify the other party immediately.
6.4. The party that is prevented from carrying out its obligations as a result of a force majeure event must remedy the situation to the extent reasonable practical and resume performance of its obligations as soon as reasonably practical.
7. DELIVERY, TITLE AND RISK
7.1. The buyer shall acquire all licences and permits required to enable the delivery of the goods and services to the point of delivery and shall provide such licences and permits to the seller if so requested.
7.2. In the event that a necessary licence or permit is not provided as a result of which the goods and services cannot be delivered to the point of delivery, the obligations in respect of SouthTech are suspended until receipt of the required licence or permit.
7.3. In the event that the delivery of the goods and services offends the laws of Australia or of the country in which the goods are manufactured or of the country to which delivery is to be made, the obligations to SouthTech as to delivery are suspended.
7.4. The risk of any loss or damage to the goods vests in the Customer on acceptance of the goods by the customer.
7.5. Title to the goods shall only pass to the customer upon full payment to SouthTech of its invoice.
8. FAULTS AND DEFECTS
8.1. Upon delivery of the goods to the point of delivery the buyer shall examine all goods forthwith and in the event that the buyer believes that they do not comply with the goods as ordered the buyer shall notify SouthTech accordingly in writing within 7 days.
8.2. If no notification of any fault or defect is received by SouthTech within 7 days of the date of delivery, the buyer shall be held to have accepted the goods and to have waived all rights in respect of any fault or defect.
9.1. Upon receipt of an order SouthTech shall advise the buyer of the purchase price and of all fees, charges and other payments payable by the buyer in addition to the purchase price.
9.2. Unless expressly provided otherwise in the contract, all payments shall be in Australian currency and shall be made as directed by SouthTech.
9.3. Payment terms are subject to SouthTech’s credit approval.
9.4. Unless otherwise agreed payment shall be made within 30 days of delivery.
9.5. Interest at the rate of the ANZ Bank Retail Index Rate plus 2% shall be payable on all amounts due and unpaid calculated on a daily basis from the due date until the date of payment.
9.6. SouthTech may require deposits and progress payments at different dates and will notify customer in advance of this agreement being entered into.
10.1. SouthTech shall facilitate the granting of appropriate warranties by the manufacturer to the customer and it shall use its best endeavours at all times to assist the customer to obtain the benefit of any manufacturer warranty.
10.2. The customer acknowledges that SouthTech is not providing any warranty over and above that provided by the manufacturer and that the customer shall have no claim against SouthTech for any breach of the manufacturer’s warranty by the manufacturer or any other party.
10.3. SouthTech and the customer acknowledge that they may agree upon certain warranties that shall apply to certain contracts, and such warranties shall only be enforceable where they are agreed to by the parties, documented in writing and signed by an officer of each party.
10.4. All services, training and advice are based on the best available information available at the time, and depend on each customer’s individual circumstances. Because customer applications, implementations and other circumstances can very from time to time, SouthTech makes no warranties, express or implied, regarding any services, training or advice, which is provided ‘as is’ and makes no representation other than what is provided. SouthTech is not liable for any loss or damages including, but not limited to, any action, result or consequence related directly or indirectly to the use of any services, training or advice provided to customers.
10.5. It is the customer’s responsibility to make SouthTech aware of any certification requirements when requesting a quote so SouthTech can advise and quote accordingly. Equipment supplied by SouthTech is certified as appropriate for the country of manufacture. If certification to specific standards is required SouthTech can arrange this but an additional cost may apply and this cost is not included in the equipment quotation.
11. INTELLECTUAL PROPERTY
11.1. The Customer shall ensure that they observe the constraints of intellectual property rights under their obligations at law.
11.2. No part of SouthTech’s intellectual property or the intellectual property of SouthTech’s suppliers may be copied, duplicated or enhanced without the prior written consent of SouthTech.
11.3. In the event that the buyer becomes aware of any infringement of SouthTech’s intellectual property (IP) or the IP of SouthTech’s suppliers in the goods and / or services ordered, or of any claim by a third party that its intellectual property has been infringed, the buyer shall notify SouthTech forthwith and shall do and perform all such acts and deeds as may be necessary and reasonable to enable SouthTech to protect its and its suppliers’ intellectual property.
12.1. These terms and conditions are to be kept confidential between SouthTech and the buyer and shall not be disclosed to any other person, except to the parties’ legal and financial advisers, without the written consent of the other party, or as otherwise required by law.
13.1. Unless specifically otherwise provided in the contract these terms and conditions are to be governed by the law of the State of Victoria within the Commonwealth of Australia and the buyer and the seller hereby submit to the jurisdiction of the courts of Victoria and, where appropriate, the courts of the Commonwealth of Australia.
13.2. If any provision of these terms and conditions is held by a court of law to be invalid, that term or condition shall be severed from the other terms and conditions.
14.1. Unless agreed to by SouthTech no order may be cancelled after thirty (30) days from its acceptance by SouthTech.
14.2. Product returns are subject to SouthTech’s approval and return / refurbishment charges.
14.3. Orders for custom manufactured items may not be cancelled.
14.4. Cancellation or variation of any order may only be made by written consent from SouthTech. The Customer shall be liable for work done and material ordered or used by SouthTech or SouthTech supplier up to the time of such written consent.