General

Any order placed by a purchaser will be taken to be an order incorporating these Terms and Conditions even if any inconsistencies are introduced in the purchasers order or acceptance unless expressly agreed to by Wayout Evacuation Systems Pty. Ltd. (Way Out) in writing. Please read this Privacy Policy carefully. Please contact us if you have any questions.

You providing us with personal information indicates that you have had sufficient opportunity to access this Privacy Policy and that you have read and accepted it.

If you do not wish to provide personal information to us, then you do not have to do so, however it may affect your use of this Site or any products and services offered on it.

Prices

The applicable prices will be those at the date of delivery. Prices are subject to market fluctuation, amendments to tariff and taxation rates and movements in international exchange rates.

GST (Goods and services tax)

Where applicable relevant Government charges will be added.

Quotations

Prices quoted are based on Way Out’s estimated cost of production, manufacture’ or supply at the time of quotation and may be altered without notice to the purchaser if there is any increase in Way Outs costs between the date of quotation and the date of delivery. All goods will be charged at the prices ruling at the date of delivery unless Way Out agrees otherwise in writing. All prices quoted are exclusive of any applicable delivery, installation, storage, maintenance, stamp duty or other taxes or charges which may be levied from time to time by any government (domestic or foreign) upon the merchandise sold by the Company or the manufacture, use, sale or delivery of the merchandise.

Payment

Payment must be made without deduction within 30 days or the date of the statement, but Way Out reserves the right to vary the terms of payment and to require payment in cash in full prior to delivery if, at any time the credit worthiness of the purchaser is, in Way Out’s opinion, unsatisfactory. Any outstanding amounts will incur an additional surcharge of 1.5 % to the total outstanding amount at the beginning of the month for each an every month the payment is outstanding. If the purchaser has not paid for the goods within 30 days of the payment being due, the Company may, at its opinion rescind the contract and resell or dispose of the goods without prejudice to any claims for damages against the purchaser.

Claims for wrongful delivery

Any claim by the purchaser tor short or wrongful delivery of goods must be notified to Way Out in writing within 14 days of delivery of the goods. Any claim which the purchaser does not notify within that time (time being of essence) will be taken to have been absolutely waived.

Cancellation

If the purchaser cancels any order or refuses to accept all or any of the goods in an order other than in circumstances permitted in these Terms and Conditions, the purchaser will be liable for any resulting damage or loss suffered by Way Out. If the goods have been or are In the process of being manufactured or produced specifically for the purchaser, the purchaser will pay to Way Out as liquidated damages the full contract price of the goods and any costs Incurred by Way Out less the current scrap value of the goods as determined by Way Out. Standard product orders for Australian made items can be cancelled no later than 1 p.m. the day prior to delivery. All non-manufactured items and imported materials are firm and non-cancellable. No change is permitted to emergency orders or special production runs.

Description

Any description of the goods is given by way of identification and the use of that description does not constitute a sale by description.

Sale by sample

The purchaser acknowledges that no sale made under these terms constitutes a sale by sample. Samples may vary from actual production.

Specials

Products not listed in the price list are deemed to be “specials” and may be offered subject to confirmation by Way Out. Way Out reserves the right to overship specials up to 5%.

Implied Terms

All conditions and warranties expressed or implied by statute, the common law, equity, trade, custom or usage or otherwise are expressly excluded to the maximum extent permitted by law.

Express Warranty

Way Out warrants that the goods are free from defects caused by faulty workmanship and material.

Liability

So far as the law permits, the liability of Way Out for a breach of a condition or warranty is limited at Way Out’s option to:

• the replacement or repair of the goods;
• the supply of equivalent goods; or
• the cost of replacing or repairing the goods or of acquiring equivalent goods (where product fault is not obvious) Refer Way Out’s Product Warranty for details.

The purchaser agrees to release, hold harmless and indemnify Way Out to the maximum extent permitted by law from and against any liability whatsoever and howsoever arising (including, without limitation, from negligence or willful misconduct on the part of Way Out or others) in connection with the sale of goods by Way Out.

Indirect Loss

So far as the law permits, Way Out is not liable in any way for any indirect or consequential loss or loss of profit including, without limitation, any
loss by reason of delay, defective or faulty materials or workmanship, negligence or any act or matter or thing done, permitted by Way Out.

Delivery

• Customer must provide adequate unloading facilities and manpower (incl. forklift if required)
• Way Out is not liable for any failure to deliver or delay in delivery for any reason including, without limitation:
  • act of God, lightning, fire, flood, explosion;
  • strike, lock-out or other labour difficulty ;
  • breakage or accident or other damage to machinery;
  • unavailability or shortage of raw materials, labour power supplies or transport facilities; or
  • failure or inability to obtain licenses or the effect of any applicable laws, orders, rules or regulations of
    any government or competent authority.
• If Way Out determines that it is or may be unable to deliver within a reasonable time or at all the contract may be cancelled by Way Out. If the contract is cancelled, the purchaser will have no claim against Way Out for any damage, loss, cost or expense.

Risk and Property

• The risk of loss of, or damage to, the goods will pass to the purchaser on delivery and the purchaser will insure the goods until sold by the purchaser.
• Property in, and ownership of, the goods will not pass from Way Out to the purchaser until payment in full of the purchase price of the goods and all other amounts owing to by the purchaser (the money owing).
• Until property passes to the purchaser:
  • the purchaser will hold the goods as fiduciary and bailee for Way Out
  • the goods must be stored separately an in a manner to enable them to be identified and cross-referenced to particular invoices;
  • Way Out, its employees or agents, are entitled to enter the purchasers premises between 9.00 a.m. and 5.00 p.m. to inspect the goods;
  • unless otherwise notified in writing by Way Out and subject to paragraph (f), the purchaser is authorised to sell the goods in the ordinary course of the purchaser’s business; and
  • the proceeds of goods sold by the purchaser must be paid immediately into a separate account and shall not be mixed with other money, including funds of the purchaser.
• If payment for the goods is not made by the purchaser to Way Out on the due date, the purchaser must deliver the goods toWay Out on demand. If the purchaser does not comply with such a demand, Way Out, its employees or agents are entitled
  • to enter the purchaser’s premises at any time to do all things necessary in order to take possession of the goods and the purchase;
    • must procure the consent of all other persons having any interest in the premises where the goods are situated to entry of those premises by Way Out, its employees or agents; and
    • indemnifies Way Out against any claim, loss, liability, cost and expense that may be incurred or sustained by Way Out, its employees or agents, as a result of the entry of those premises where the goods are situated; and
  • with or without taking possession of the goods, to sell them as Way Out sees fit. The purchaser must pay to Way Out the costs and expenses incurred by Way Out of legal advisers, mercantile agents and other agents acting on Way Out’s behalf In respect of any enforcement of these Terms and Conditions, or recovery or attempted recovery of either the money owing by the purchaser to Way Out or possession of the goods.
• The purchaser acknowledges that the goods are not intended to become affixed to any of its premises and must ensure that the goods may be removed from those premises without causing damage of any kind to the premises.
• The purchaser’s right to hold and sell the goods will immediately cease if an administrator or a controller within the meaning of section9 of the Corporations Law or similar officer is appointed to all or any assets or undertaking of the purchaser or an order is made or resolution passed for the winding up of the purchaser or the purchasers is deregistered. In any such case, and without the need for notice or demand by Way Out. The purchaser acknowledges any sale or purported sale of the goods will not be in the ordinary course of the purchaser’s business and the proceeds of any goods sold In such circumstances will, to the extent of money owing be held on trust for Way Out by the administrator, controller or similar officer as the case may be, or if there is no such officer, by the purchaser.
• Any provision of this Clause 16 which Is prohibited or unenforceable in any jurisdiction is ineffective as to that jurisdiction to the extent of the prohibition or unenforceability. That does not invalidate the remaining provisions of this Clause 16 nor affect the validity or enforceability of that provision in any other jurisdiction.

Performance and Representation

The purchaser acknowledges that neither Way Out nor any person purporting to act on its behalf had made any representation or given any promise or undertaking which is not expressly set out in writing, whether as to the fitness of the goods for any particular purpose or any other matter.

Instalments

Way Out reserves the right to deliver by instalments and each instalment will be taken to be sold under a separate contract. Failure of Way Out to deliver any instalment will not entitle the purchaser to cancel the balance of the order. If the purchaser defaults In payment for any instalment, Way Out may elect to treat the default as a breach of contract relating to each other instalment.

Returns

Goods delivered to the purchaser may be returned on the following basis:

• Factory damaged or defective goods may be returned to Way Out and a credit or replacement will be provided to the Customer if WayOut is liable for the damage or defect under any implied term for express warranty contained in these Terms and Conditions.
• Other than in accordance with paragraph (a), nom-stock items, non-current ranges, specials (colour/gauge not outlined in current year marketing literature and/or not regularly made), made to order goods or goods, in Way Out’s opinion, that are not fit tor sale (age, damage, cut lengths, etc.) cannot be returned to Way Out following delivery to or pick up by the Customer.
• Other than in accordance with paragraph (a), prior written approval is received from Way Out.

Waiver

Failure by Way Out to insist on strict performance of any term, warranty or condition of the contract will not be taken as a waiver of it or of any rights Way Out may have and no waiver will be taken as a waiver or any subsequent breach of any term, warranty or condition.

Mitigation of loss

The purchaser shall notify Way Out immediately of any affect in the goods of which it becomes aware and will take all reasonable steps to mitigate loss (If any) arising as a consequence of the defect. If the purchaser transforms the goods and sells the transformed goods, the purchaser undertakes to Way Out that it will impose on the acquirer of the transformed goods an obligation to notify immediately the purchaser and Way Out of any defect in the transformed goods of which it becomes aware after delivery and to take all reasonable steps to mitigate loss (if any) arising as a consequence of the defect.

Notices

Any notice to be given by the purchaser to Way Out must be sent by prepaid mail or facsimile transmission to Way Out’s address. No notice will be taken to have been given until it is actually received at Way Out’s address.

Governing Law

Contracts are governed by and shall be construed in accordance with the laws of Victoria, and the purchaser submits to the jurisdiction of the courts of that State.

Wayout Evacuation Systems Pty Ltd

ABN: 55 072 656 645

Email: mail@wayout.com.au

 

Last update: 1 October 2017