1. Definitions:

A$:   

means Australian Dollars

Customer:

means the customer named on the invoice.

ERS:

means Electronic Refuelling Systems as a trading entity.

Foreign Currency:

includes all currencies other than Australian Dollars.

GST:

refers to Australian Goods and Services Tax and is applicable to goods sold within Australia only.

Goods:

means all products supplied to the Customer by the Supplier fromtime to time.

Purchaser:

means the person or corporation acquiring the goods.

Supplier:

means Electronic Refuelling Systems as a trading entity.

Terms:

means these terms and conditions.

2. Terms

These Terms and Conditions constitute the entire agreement between the parties for the goods. Any prior arrangement, representations or undertakings are herby suspended.

Payment terms are determined on a case by case basis, and will be advised by letter upon acceptance of the purchaser as an account customer.

If the Customer breaches these Terms, the Customer must pay any collection, commission and/or legal fees charged by any third party to recover money due.

If the Customer makes any default in payment or commits any act of bankruptcy or being an incorporated company, passes a resolution for winding up (except for the purposes of reconstruction) or an application is presented for its winding up, Electronic Refuelling Systems may without prejudice to its other right either suspend further deliveries, require payment in advance for all such deliveries or terminate any contract forthwith by written notice.

3. Prices

Electronic Refuelling Systems reserves the right to amend the recommended prices and information set out in its current pricelist without notice, and all goods will be charged at the price ruling at the time of delivery.

Electronic Refuelling Systems would either charge or allow for any variations based on all prices that are quoted to the customer for any increase or decrease in the cost of insurance, freight and exchange charges, tariff classification, Customs and Duty rates and manufacturing charges.

All prices shown are quoted exclusive of GST unless otherwise stated or agreed.

Prices are usually quoted in Australian Dollars (A$). Prices in other currencies are by special request only on a case by case basis. Where quoted in US$ will be noted as such.

In the event of orders placed using foreign currency must be paid in full in the currency invoiced. Fees and charges must not be deducted from the payment amount. All fees and charges applicable must be paid by the customer. Electronic Refuelling Systems will only be liable for charges incurred by their own Australian bank.

Payments of foreign currency by credit card will be charged in A$ at the ruling rate that Electronic Refuelling Systems would have paid on the day of charge in order to obtain said foreign currency. Once charged in A$, the amount the customer is charged by the credit card issuer is entirely a matter between the customer and the card issuer.

Prices quoted are ex our Brisbane Warehouse.

All prices are based on the understanding that all options quoted would be ordered, supplied, delivered and installed (if applicable) at the same time.

Prices excludes the cost of any additional repairs required to any pieces of existing or associated equipment (other than what was quoted) in order to adequately conform or comply with any CASA requirement or regulation.

Prices exclude any waiting time caused to Electronic Refuelling Systems’ technicians or its contractors in accessing the appropriate work place or site(s) to perform the work agreed by the customer; including but not limited to industrial action, strikes, lockouts, Terrorism, unavailability of stock, accidents or breakdowns of plant or machinery. Electronic Refuelling Systems will not be liable for any damages or costs consequential or otherwise arising from its failure to deliver any or all services or Goods.

4. Delivery

Delivery of the Goods may be totally or partially suspended by Electronic Refuelling Systems during any period in which Electronic Refuelling Systems may be prevented or hindered from delivery by Electronic Refuelling Systems normal means of supply or delivery by normal route through any circumstances outside its reasonable control, including but not limited to industrial action, strikes, lockouts, Terrorism, unavailability of stock, accidents or breakdowns of plant or machinery. Electronic Refuelling Systems will not be liable for any damages consequential or otherwise arising from its failure to deliver any or all of the Goods.

In the case where installation is required Electronic Refuelling Systems will arrange for a suitableinstallation date with the customer at the earliest possible convenience by both parties once the relevant equipment has physically arrived into the suppliers Archerfield store.

5. Inspection by Purchaser

The purchaser is obliged to open and check all the Goods and services supplied and to report any alleged deficiency within 7 days of the date of delivery and / or installation.

Any claim by the Purchaser for non-delivery, short delivery, or delivery of the wrong goods must be notified to Electronic Refuelling Systems within 7 days of the invoiced date.

Any claims made outside of this date will be accepted at the sole discretion of Electronic Refuelling Systems, except where the supply of such goods breaches a condition prescribed by a statute or regulation which is unavoidable.

6. Returns

The Purchaser may return Goods, but Electronic Refuelling Systems will not be obliged to accept the returned Goods and provide credit in respect thereof unless:

a. Prior to the return of Goods, Electronic Refuelling Systems has approved the return.

b. The Purchaser returns the Goods within 30 days of the invoiced date.

c. The Goods returned are accompanied by a request for credit that quoted Electronic Refuelling Systems invoice number, date and reason for return, and;

d. The Goods and any packaging are returned in the same condition in which they were delivered.

Goods will not be accepted for return for credit where:

a. Traceable products are not returned in their original sealed packets.

b. Any goods are specially manufactured and supplied to the purchasers specifications.

c. Any goods are altered or damaged by the purchaser.

d. Any item outside of the normal product range is specially procured for the customer.

e. The Purchaser has not advised of the deficiency as per the conditions of clause 5.

Incorrectly ordered goods returned for credit will be subject to a Handling and Restocking Fee. The amount of this fee may vary with respect to the nature of the goods and the costs associated with cancellation.

Freight for returning these goods will be at the Purchasers expense and forwarding freight costs may be charged as applicable.

7. Payment, Default and Limit

Unless otherwise agreed by the parties in writing, the Purchase Price shall be paid within the agreed date of Electronic Refuelling Systems’ Invoice.

Time for payment of the Purchase Price shall be of the essence of the contract and if the Purchaser fails to pay the Purchase Price when due, Electronic Refuelling Systems may treat the contract as repudiated by the Purchaser or may, until payment in full is made, suspend delivery of the Goods the subject of the contract and any Goods the subject of any other contract with the Purchaser without incurring any liability whatsoever to the Purchaser in respect thereof. In addition, but without prejudice to such rights of Electronic Refuelling Systems ,the Purchaser shall pay compounding interest on a daily balance basis to Electronic Refuelling Systems on the overdue outstanding Purchase Price at the rate of 3 per cent per annum above the Indicator Lending Rate of the Electronic Refuelling Systems banking institution ruling from time to time until the Purchase Price is paid in full. Further, all moneys owing and outstanding to Electronic Refuelling Systems on any account whatsoever by the Purchaser shall become immediately due and payable at the option of Electronic Refuelling Systems if any of the following events occur.

a. the Purchaser becomes, threatens or resolves to become or is in jeopardy of becoming subject to any form of in solvency administration;

b. the Purchaser makes a scheme or compromise with its creditors;

c. the Purchaser ceases or threatens to cease conducting its business in the normal manner and, whereby changes arise in management control, structure or legal entity of the Purchaser;

d. the Purchaser or a related company of the Purchaser (within the meaning of the Corporations Law) or any Guarantor of the Purchaser defaults or breaches any condition or understanding under this contract or any other contract between Electronic Refuelling Systems and the Purchaser or Electronic Refuelling Systems and the related company.

e. Electronic Refuelling Systems can at any time without notice to the Purchaser alter or terminate the Purchaser’s credit limit or terms. The Supplier accepts no liability howsoever in the operation of this condition.

f. Any moneys paid by the Purchaser shall be firstly applied to payment of all interest owing, secondly to any other costs which are applicable under these conditions of sale (if any) and thereafter any residual of the amount paid shall be applied against the Purchase Price of the Goods.

8. Recovery

Electronic Refuelling Systems can charge the Purchaser with all reasonable expenses (including, but not limited to transportation, storage costs, collection and recovery costs and legal costs) incurred by the Supplier to enforce payment of any debt owed by the Purchaser to Electronic Refuelling Systems or otherwise in enforcing these terms and conditions of sale. The purchaser hereby agrees to cover the costs and giving Electronic Refuelling Systems leave and licence by its officers and / or agents without the necessity of giving notice to enter upon or into any land or buildings or premises which the Electronic Refuelling Systems or its officers and / or agents may enter upon where the goods may be stored or installed; to search and remove the goods without any liability or restriction in any way from the Purchaser.

9. Liability

Any liability of Electronic Refuelling Systems to the Purchaser including but not limited to the liability for special, consequential or incidental damages or for breach of any term, condition, warranty, undertaking, inducement or representation whether express, implied, statutory or otherwise relating to these Terms or to the Goods shall be limited at the portion of Electronic Refuelling Systems, to any one or more of the following:

a. if the breach related to the Goods:-

i. the replacement of goods or the supply of equivalent goods
ii. the repair of the goods
iii. the payment of the cost of replacing the goods or acquiring equivalent goods
iv. the payment of the cost of having the goods repaired or

b. if the breach relates to services:-

i. the supplying of the services again; or
ii. the payment of the cost of having the services supplied again

Whilst every care is taken in preparing all verbal and written communications, installations and servicing Electronic Refuelling Systems shall not be liable to any Purchaser relying on any fact, matter or representation. Purchasers should satisfy themselves as to the suitability and fitness of any product before any order is placed.

Whilst every care is taken in compiling all information and technical data Electronic Refuelling Systems will not accept responsibility for subsequent loss or damage arising from its use. Nothing in these Terms shall exclude or modify any conditional warranty implied by law where to do so would render such Terms void.

Electronic Refuelling Systems will not accept any liability in any circumstances for any loss that is found to be directly or indirectly related to any damages to buildings and / or equipment, stoppages, breakdowns, and loss of profits, personal injury, and consequential damages or loss of any kind within the scope of supply or service and installation and will keep Electronic Refuelling Systems
indemnified against any claim arising in relation hereto.

10. Insurance

Electronic Refuelling Systems follows standard accepted business practice for insurance of product in transit. Electronic Refuelling Systems is responsible for insurance of product whilst in transit to our store when sent through our nominated method. Electronic Refuelling Systems accepts no responsibility for insurance of product in transit from our store to the customer.

Shipments covered by our Insurance

* Electronic Refuelling Systems– Returned by our nominated method
* Customer orders procured from overseas – In transit to our store

Not covered by our Insurance
(Customer’s responsibility)

* Returns to Electronic Refuelling Systems– Returned by customer‘s nominated method
* Customer orders – In transit from our store to customer

Electronic Refuelling Systems offers additional minimal cover for various freight methods as listed from time to time on our sales paperwork (quotes / orders / invoices). Any shipments above the values listed are the responsibility of the customer.

Notwithstanding the above, Electronic Refuelling Systems sole responsibility is to provide proof of collection by the shipping company.

11. Miscellaneous

Any contract for the sale shall be deemed to be made in the state of Queensland and the Law, Courts or arbitration facilities of the State shall be used to construe or apply the contract or to determine or resolve any dispute or action arising under it.

Electronic Refuelling Systems reserves the right to vary these Terms immediately upon giving notice to the Customer of such variation.

The invalidity or unenforceability of any of these Terms shall not affect the validity and enforceability of the remainder of these Terms.

Unless otherwise agreed to in writing by Electronic Refuelling Systems any terms appearing in any document provided by or on behalf of the Purchaser, the Terms appearing herein shall be incorporated into all agreements entered into with Electronic Refuelling Systems to supply the Purchaser with Goods. In any situation where the terms of the purchaser conflict with the terms of Electronic Refuelling Systems, the terms provided by Electronic Refuelling Systems shall take precedence.

The placing of an order; signing of a manifest, delivery docket, consignment note or couriers manifest for goods received shall constitute acceptance of these Terms by the Purchaser.