Terms of trade as of Semptember 7th 2023

Key terms of agreement:

• Accepting this quote either in writing, verbal or otherwise will be taken as confirmation of your agreement to these terms.

• Before the commencement of work a deposit of an agreed amount is to be paid.

• A progress payment or multiple progress payments of an agreed amount may be paid during production.

• Final payment is due within 10 business days of goods received.

• Variations to the original purchase order may be accepted at Coastal Joinery’s discretion and may incur additional cost.

• After 30 days, interest accrues daily on any overdue amount and is payable by the Organisation to Coastal Joinery on demand.

• If these terms are breached, we will cease production of the purchase order and will refuse future service. Monies paid to Coastal Joinery to that point will not be refunded.

• If the Organisation requires additional information, extended payment terms or has any disputes it is their responsibility to contact Coastal Joinery as soon as the issue is apparent.

• The Organisation acknowledges and accepts our products are made using natural materials which all have some degree of variation.

• While Coastal Joinery only produces high quality goods, it is expected that over time any product supplied will exhibit some degree of wear including but not limited to scratches, nicks, and dents. This is considered fair wear and tear and does not determine an inferior or faulty product and is not covered by any guarantee or warranty.

• In the event the goods are either damaged, not fit for purpose or not supplied in accordance with the purchase order, The Organisation must immediately notify Coastal Joinery in writing.

• Coastal Joinery must be allowed to assess and promptly address the issue before additional costs could accrue to Coastal Joinery.

• General wear and tear, negligence, abuse, tampering, alteration, or misuse of any supplied products will not incur cost or penalty to Coastal Joinery and will not be remedied.

• If a product is found to be defective Coastal Joinery may at our discretion repair, replace or refund the purchase price of the product and consider the purchase order satisfied.

• If an item used in the production of the supplied goods is warranted or guaranteed for a particular time frame, Coastal Joinery will honour the same period and only that period. For example, if a door handle from a particular supplier has a 90-day warranty we will only assist with that item until the end of the 90 days.

• It is the responsibility of the Organisation to request or research the warrantied or guaranteed terms of the items used in the production of the Quote/Purchase Order.

• Once accepted there can be no cancellation of orders without written consent of Coastal Joinery.

• If Coastal Joinery agrees to cancel an order the Organisation will reimburse Coastal Joinery of all costs incurred.

• If any goods are to be delivered or fitted by Coastal Joinery, the Organisation will ensure that the site will be safe and accessible whenever required and that it complies with all relevant work health and safety laws and standards.

• If the site does not comply with relevant work health and safety laws and standards, Coastal Joinery will stop work.

• If Coastal Joinery incurs any cost due to problems with site access, site contamination or site safety. The Organisation will be responsible for reimbursement to Coastal Joinery.

• Coastal Joinery may engage a subcontractor without the approval of the Organisation to perform all or any of its obligations under these terms and conditions.

• The Organisation agrees any disputes, disagreements or issues will not be aired publicly via any channel such as social media and will work with Coastal Joinery to come to an amicable end.

• Coastal Joinery is not liable to the Organisation for any delay or failure to perform its obligations pursuant to these terms and conditions if such delay or failure to perform is due to force majeure being a circumstance beyond its reasonable control, including strikes, lockouts, fires, floods, storm, riots, war, embargoes, civil commotions, supplier shortages, plant or mechanical breakdown, disease or pandemic, government intervention or regulation, acts of God or any other activity beyond Coastal Joinery’s control.

(1) Term of Agreement

(a) The Agreement begins on the Commencement Date and continues until the Completion Date, unless extended in accordance with clause 1(b) or terminated earlier in accordance with these terms. If no Completion Date is specified, the Agreement will come to an end when all Goods have been delivered and accepted and all payments required to be made under the Agreement have been made.

(b) A party may, by the provision of notice in writing, request the Agreement be extended beyond the Completion Date. The Agreement may only be extended for the period or periods agreed to by the parties in writing.

(2) Invoicing and payment

(a) Before the commencement of work a deposit of an agreed amount is to be paid.

(b) A progress payment or multiple progress payments of an agreed amount must be paid during production.

(c) On or following acceptance of the Goods, or as otherwise specified in the Purchase Order, the Supplier must submit a tax invoice (containing all information required in a tax invoice for the purposes of the GST Act together with such other information as the Organisation may reasonably require) to the Organisation for the remaining amount.

(d) Subject to clause 3, the Organisation will pay the remaining invoiced amount less any amount required by Law within 30 days of receipt of an accurate invoice. However, if the Organisation disputes the invoiced amount, it must pay the undisputed amount (if any) and notify the Supplier of the amount in dispute. The parties will endeavour to resolve any such dispute in accordance with clause 5.

(e) Subject to clause 3, simple interest, as at the penalty interest rate fixed for the time being under section 2 of the Penalty Interest Rates Act 1983 (Vic), accrues on a daily basis on any Overdue Amount and is payable by the Organisation to the Supplier on demand.

(3) Fair Payments Policy

(a) This clause 3 applies only if the total aggregate Purchase Price payable under this Agreement is less than $3 million.

(b) If this clause 3 applies, the reference in clause 2(d) to 30 days is taken to be a reference to 10 Business Days.

(c) Simple interest payable under clause 2(e) in respect of an Overdue Amount does not become payable after 10 Business Days, but only after 30 days from the date of receipt of a correct invoice.

(4) Acceptance or rejection of Goods

(a) If the Goods conform with this Agreement, the Organisation will promptly issue written notification of acceptance of the Goods. If the Organisation does not give written notification of acceptance or rejection of the Goods within 30 days of delivery, acceptance of the Goods will be deemed to have occurred on the date of delivery.

(5) Dispute Resolution

(a) If any dispute arises under or in connection with this Agreement (Dispute), either party may at any time give written notice to the other (Dispute Notice) requesting that a meeting take place to seek to resolve the Dispute in good faith.

(b) If the Dispute is not resolved in 15 Business Days it will be referred to mediation (Mediation) conducted by the Australian Disputes Centre (ADC) in accordance with the ADC mediation guidelines (Guidelines) with each party bearing their own cost.

(c) If the parties fail to settle the Dispute at Mediation, the parties may agree to submit the dispute for resolution to final and binding arbitration.

(d) The parties will continue to perform their respective obligations under this Agreement pending the resolution of a Dispute

(6) Entire understanding and order for precedence

(a) In the event and to the extent of any inconsistency between these General Conditions for the supply of goods and the Purchase Order, the General conditions will prevail to the extent of the inconsistency. If the inconsistency remains incapable of resolution by reading down, the inconsistent provisions will be severed from the Purchase Order without otherwise diminishing the enforceability of the remaining provisions of the Purchase Order.

(b) This Agreement contains everything the parties have agreed in relation to the Goods. No party can rely on an earlier written document or anything said or done by or on behalf of another party before this Agreement was executed.

(7) Interpretation

Unless expressed to the contrary, in this Agreement:

(a) words in the singular include the plural and vice versa.

(b) if a word or phrase is defined its other grammatical forms have corresponding meanings.

(c) 'includes’ and 'including' are not words of limitation.

(8) Definitions

In this Agreement, unless the context otherwise requires:

Agreement means the agreement for the supply of the Goods consisting of these General conditions for the supply of goods and the Purchase Order.

Business Day means a day which is not a Saturday, Sunday or public holiday (being a public holiday appointed as such under the Public Holidays Act 1993 (Vic) in Melbourne.

Completion Date means the date by which the goods should be delivered by the Supplier, as specified in the Purchase Order.

Commencement Date means the date on which the supply of the Goods will commence, as specified in the Purchase Order.

Goods means the goods specified in the Purchase Order and as provided under this Agreement.

GST Act means the A New Tax System (Goods and Services Tax) Act 1999

Organisation means the party to this Agreement who is not Coastal Joinery.

Overdue Amount means an amount (or part thereof) that:

(a) is not, or is no longer, disputed;

(b) is due and owing under a tax invoice (as defined in the GST Act), properly rendered by the Supplier in accordance with this Agreement; and

(c) which has been outstanding for more than 30 days, or if clause 3 applies, 10 Business Days from the date of receipt of the correctly rendered tax invoice, or the date that the amount ceased to be disputed, as the case may be.

Purchase Order means any form of order or purchase issued by the Organisation for the supply of the Goods, made under or incorporating these general conditions for the supply of goods.

State means the Crown in right of the State of Victoria.

Supplier means the entity supplying the Goods under the Agreement.

General conditions for the supply of goods – April 2021

Author: State of Victoria (Department of Treasury and Finance)

Amended for relevancy.

Accepting this quote either in writing, verbal or otherwise will be taken as confirmation of your agreement to these terms.