Sales Terms & Conditions
Terms and Conditions of Trade
(These Terms and Conditions comply with Australian Consumer Law and applicable Victorian legislation. They are written in clear, fair language for both residential and commercial clients.)
1. Definitions and Application
“Company” means the trade services provider (us), including our successors and assigns.
“Customer” means the person or entity purchasing the services or goods (you, including your agents or authorised persons).
“Goods” means all products or materials supplied by the Company to the Customer (including those incorporated into services). “Services” means all trade work and services we perform for the Customer (including any advice or recommendations).
“Contract” means the agreement formed by these Terms and any Quote/Order accepted by the Company. “Order” means a request by the Customer for the Company to supply Goods or Services.
“Quote” means a written estimate of Price for specified Goods/Services. “Price” means the amount payable for Goods and Services under the Contract, subject to variations as per these Terms. “Australian Consumer Law” (ACL) refers to Schedule 2 of the Competition and Consumer Act 2010 (Cth) and corresponding consumer protection laws.
These Terms apply to all agreements for the supply of Goods or Services by the Company and override any inconsistent terms of the Customer. We may amend these Terms at our discretion, and any updated Terms will apply to new Orders after the Customer is notified. Words in the singular include the plural (and vice versa), and references to a person include corporations and other legal entities. If more than one Customer enters the Contract, each is jointly and severally liable for all obligations (each Customer is responsible both together and individually for the full amount).
2. Quotations, Orders and Formation of Contract
A Quote is valid for 30 days from its date (unless otherwise specified). The Contract is formed only when the Customer accepts the Quote (or otherwise places an Order) and the Company confirms acceptance of the Order. By accepting a Quote or placing an Order, the Customer agrees to be bound by these Terms and Conditions in full. No binding contract exists until the Company has confirmed the Order. After confirmation, any cancellation by the Customer is subject to clause 10 of these Terms (Cancellation & Termination).
If the Price for the Goods/Services exceeds $20,000, the Customer may rescind (cancel) the Contract under a statutory cooling-off period of five (5) business days after the date of Order acceptance. To exercise this right, the Customer must notify the Company in writing within the 5-day cooling-off period. If the Customer validly rescinds during this period, the Contract is terminated and the Company will refund any money paid minus a small administration fee and any reasonable out-of-pocket expenses incurred with the Customer’s approval up to the date of rescission. (By law, for a home building contract in Victoria, the Company may retain $100 plus expenses previously agreed to by the Customer and must refund the balance.) The Customer will have no further liability to the Company in respect of the cancelled Contract (and likewise the Company will have no further liability to perform the Contract). If the Price is $20,000 or more, the Customer’s five-day cooling-off right applies even if work has commenced (the Company is then only entitled to a reasonable price for any work done or expenses incurred before cancellation). (Note: The cooling-off period may not apply in certain cases, such as if the Customer had legal advice on the contract beforehand or is themselves a licensed builder.) Outside any cooling-off period required by law or provided here, an Order cannot be cancelled by the Customer without the Company’s written consent (see also clause 10). The Company reserves the right to decline an Order at its discretion, in which case any payment already made by the Customer will be refunded.
3. Scope of Services and Compliance
The scope of work (Services and any Goods) to be provided is as described in the accepted Quote or Order documentation. The Company will perform the Services with due care and skill, in a proper and workmanlike manner, and ensure the work is fit for its intended purpose. To the extent the Company is responsible for design or selection of materials, the Services and Goods will comply with the Building Code of Australia (National Construction Code) and all other relevant Australian laws, regulations, codes, and standards applicable to the work. The Company will also obtain and comply with any required building permits, development consents, or licenses necessary for the works that the Company is responsible to obtain.'
However, where any design, specification, or materials are provided by the Customer (or by a third party on the Customer’s behalf), the Customer acknowledges that the Company is not liable for any failure of that design or specification to meet the required standards or statutory warranties. If the Customer requests the Company to proceed with a design or specification that the Company has advised in writing is non-compliant or unsuitable, the Customer assumes responsibility for any resulting non-compliance, defects, or failure to meet legal requirements (including any statutory building warranties under laws such as the Domestic Building Contracts Act 1995 (VIC) or equivalent legislation). In such case, the Company’s warranty (see clause 8) may not apply to aspects affected by the Customer’s design or instructions.
4. Price and Payment
4.1 Pricing: The Price payable by the Customer is the amount stated in the Quote (if accepted within its validity period) or as otherwise agreed for the Order. Quotes are based on details provided by the Customer; any ambiguity or changes in those details may result in an adjusted Price. If the Customer accepts the Quote after 30 days from its date, or if commencement of the Services is delayed by factors outside the Company’s control (causing increased cost), the Company reserves the right to adjust the Price to its then-current rates for the Goods/Services. All Prices are in Australian dollars and exclusive of GST unless stated otherwise. If GST is applicable, it will be added to the Price and must be paid by the Customer in addition. The Customer is also responsible for any other taxes, duties or government charges applicable (if any) to the supply of the Goods and Services.
4.2 Payment Terms: Payment must be made by the Customer on the due date as specified in the Contract or invoice. If no specific date is stated, payment is due upon the earlier of delivery of Goods or completion of Services. Where the Contract provides for progress payments or instalments, the Customer must pay each instalment by the due date noted (or, if not noted, then on completion of the corresponding stage of work). Acceptable payment methods include electronic funds transfer, credit card, or any other method agreed in writing by the Company. Payment is only deemed received when funds are cleared into the Company’s bank account and payment by credit card is not considered payment until cleared/approved. Time is of the essence for payment – timely payment is a fundamental condition of the Contract.
At the Company’s sole discretion, a deposit may be required before commencement of work or supply of Goods. If a deposit is required, the amount or percentage will be stated in the Quote/Order. The Customer must pay any required deposit prior to the start of any work or ordering of materials. Deposits help cover initial costs and secure the booking. Compliance Note: For residential building work in Victoria, the law limits the maximum deposit to 5% of the contract price if the price is $20,000 or more, or 10% if the price is under $20,000. The Company will ensure any deposit charged is within the legal limit. Subject to these Terms and applicable law, any deposit paid is non-refundable if the Customer cancels the work other than in accordance with an express contractual or statutory right (such as a valid cooling-off cancellation). If the Contract is properly rescinded during a cooling-off period (see clause 2), the deposit will be handled in accordance with that clause and relevant law (with an appropriate refund issued).
4.3 Variations: The Price is based on the scope of work originally agreed. If the Customer requests or the Company deems necessary any variation (change) to the scope, materials or schedule that was not reasonably anticipated in the original Quote, this will be treated as a contract variation. The Company will provide the Customer with a quote for the Variation (additional cost or credit) prior to proceeding with it. The Customer should notify the Company as soon as possible (and no later than 5 days) after receiving the variation quote whether they accept the Variation and associated cost. The Company is not obligated to perform any Variation work until the Customer has accepted the cost in writing. If the Customer does not approve the Variation within 5 days, the Company may proceed with the original scope without the Variation. However, if the Variation was reasonably necessary for the work and is refused or not responded to by the Customer, the Company may, at its option, terminate the Contract and be entitled to payment for work already done as though the Customer had canceled the Contract. If a Variation is accepted by the Customer, the cost of the Variation becomes payable either at the next payment milestone or upon completion of the Services, whichever is sooner, or as otherwise stated in the variation quote.
In the event of unforeseen emergency works that are necessary to prevent injury or property damage (for example, discovering a dangerous fault requiring immediate repair), the Company may proceed with such work without prior quote or approval if it is impractical to first obtain Customer approval. The Customer will be charged a reasonable cost for any emergency Variation performed in good faith under this clause.
4.4 Late or Non-Payment: The Customer must pay all amounts due on time, without any set-off or deduction (the Customer is not entitled to withhold payment or offset any claim they might have against the Company against the Price). If the Customer fails to pay any amount by the due date, the Company may, at its discretion: (a) suspend further work or deliveries until payment is received (without liability for any delay caused by such suspension), and/or (b) treat the non-payment as a repudiation (serious breach) of the Contract by the Customer and terminate the Contract or cease work. In any case of late payment, the Customer shall be liable to pay interest on the overdue amount at the rate of 2.5% per month, calculated daily and compounding monthly from the date payment was due until the date of actual payment in full. This interest is a genuine pre-estimate of the Company’s loss due to the delay in payment. The Customer must also indemnify and pay the Company for any reasonable expenses and costs incurred in recovering late payments, including debt collection agency fees, court or tribunal costs, and legal fees on an indemnity basis. If multiple invoices are outstanding, the Company may allocate any payment received to specific invoices and charges at its discretion.
4.5 Additional Services: The quoted Price includes only the work described. If the Customer requests a detailed report or documentation beyond the standard invoice and work description (for example, an extensive written report on work performed or condition of systems), the Company reserves the right to charge for the time and expertise required to compile such report. The Company will inform the Customer of the estimated cost (at an hourly rate) for any such additional reporting before proceeding and may require pre-payment for preparing the report.
5. Delivery of Goods and Access to Site
5.1 Delivery and Timing: If the Contract includes supply of physical Goods, delivery shall be made to the address specified by the Customer in the Order. If the Contract is for Services at the Customer’s premises or job site, the Services will be carried out at the agreed site. Any date or time for delivery of Goods or completion of Services that the Company gives is an estimate only. While the Company will endeavor to meet agreed schedules, time is not of the essence for completion of the work. The Company will not be liable for any loss or damage arising from reasonable delays in delivery or completion, whether due to supplier delays, shipping or freight issues, weather, labor issues, or any other cause beyond the Company’s control. In the event of any such delay, the Company may extend the delivery or completion timeline for a reasonable period or, if performance becomes impossible or impractical, cancel the Contract and refund any deposit for unperformed work, without liability for the cancellation. The Customer may not cancel the Contract solely due to a delay by the Company, unless the delay is unreasonable and caused by the Company’s fault (and then only after giving the Company written notice and a reasonable opportunity to complete the work). The Company reserves the right to make partial deliveries or performances. Where Goods or Services are delivered in parts or stages, each part constitutes a separate Contract and may be invoiced separately. Failure by the Customer to pay for a partial delivery entitles the Company to suspend or terminate the Contract (at its option).
5.2 Site Access and Obligations: The Customer is responsible for providing the Company with safe and reasonable access to the site and any facilities needed to perform the Services or deliver the Goods. The Customer must:
Obtain all necessary consents or approvals from owners, occupiers, council or building management (including Body Corporate if applicable) to allow the work to be carried out at the premises. This includes any permits, licenses, or authorisations required for the work at that location (except those which the Company has expressly agreed to obtain as part of the Services).
Ensure the site is ready and accessible at the arranged times. The site should be free of obstructions and hazards that could impede the work. The Customer should remove or protect any personal items, furniture, or valuables in the work area to prevent damage. The Company will take reasonable care but is not responsible for damage to items that were not reasonably removed or protected by the Customer.
Provide details of services or restrictions: The Customer must inform the Company of the location of any hidden utilities or hazards (e.g. water/gas pipes, electrical lines, asbestos, etc.) and any relevant site conditions, restrictions, or safety requirements that might affect the work.
Ensure safety: The Customer must provide a safe working environment in compliance with occupational health and safety laws. If the site is unsafe in the Company’s opinion, the Company may postpone work until safety is ensured.
Allow work during normal hours: The Customer should permit the Company’s personnel to carry out the Services during the Company’s usual working hours (generally Monday–Friday, excluding public holidays, unless otherwise arranged). If the Customer requires work to be done outside of normal hours, this may constitute a variation in scope or incur additional charges.
If the Customer fails to meet the above obligations and such failure causes a delay or additional cost (for example, if the Company cannot gain access at the scheduled time, or must return due to site not being ready), the Company is entitled to charge for any waiting time or extra travel, and deadlines may be extended accordingly. The Customer agrees that the Company and its workers may use the Customer’s utilities (such as power and water) as reasonably required for the work.
5.3 Risk and Insurance: Risk in any Goods supplied (such as materials, parts, equipment) passes to the Customer upon delivery to the site or Customer (or upon installation, if the Goods are installed as part of Services), whichever occurs first. From that point, the Customer is responsible for any loss or damage to the Goods, even if title (ownership) has not yet passed. The Customer should ensure adequate insurance coverage for the Goods from the time of delivery/installation. If delivery is attempted and cannot be completed due to the Customer’s act or omission (e.g. unavailable to receive goods), risk passes at the time delivery was attempted. If any Goods remain at the Customer’s premises awaiting installation or further work, the Customer must safeguard those Goods and is liable for any loss or damage to them (except if caused by the Company’s negligence).
5.4 Title (Ownership) Retention: Title in (ownership of) any Goods supplied remains with the Company until the Customer has paid in full the Price for those Goods and Services, and also paid any other outstanding amounts owed to the Company by the Customer. This means that, even if the Goods are in the Customer’s possession, the Company retains legal ownership until all payments are cleared. Until title passes to the Customer, the Customer holds the Goods as a bailee for the Company and must: (a) keep the Goods in good condition and not incorporate them into or mix them with other property unless necessary for the Services; (b) store the Goods separately or in a manner that clearly identifies them as the Company’s property; and (c) not sell, lease, assign, or otherwise dispose of the Goods (except with the Company’s prior written consent). The Company may, at any time until title passes, demand the Customer to return the Goods. If the Customer fails to promptly return the Goods upon request or if payment is overdue, the Company (or its agents) is irrevocably authorized by the Customer to enter any premises where the Goods are kept and repossess them. The Customer indemnifies the Company against any claim or damages arising from such entry or repossession to the extent permitted by law.
6. Warranties, Returns and Defective Work
6.1 Statutory Guarantees: The Company will uphold all consumer guarantees and statutory warranties that apply under the ACL and any relevant state laws. Nothing in these Terms is intended to exclude or restrict rights the Customer has under law that cannot be excluded (see clause 9 below). For example, the Services come with guarantees under the ACL that they will be carried out with due care and skill, and the Goods come with guarantees as to acceptable quality and fitness for purpose, in each case if the Customer is a “consumer” under the ACL. Similarly, for residential building work, statutory warranties (such as those that the work will be done in a proper and workmanlike manner, in accordance with plans, and with suitable materials) apply under housing/building legislation and are not excluded by these Terms.
6.2 Company’s Warranty: In addition to any statutory guarantees, the Company provides the following express warranty: The Company warrants that any Services performed (and any Goods supplied that are not covered by a separate manufacturer’s warranty) will be free from defects in workmanship and materials, and fit for their intended purpose, at the time of completion. This warranty is valid for a period of 12 months from the date of completion of the Services (or such period as required by law, if longer) for defects arising from faulty workmanship or materials under normal usage. If a defect covered by this warranty occurs, the Company will, at its election, either re-supply or rectify the Services, or replace or repair the defective Goods, or refund the price paid for them. This warranty is subject to the Customer notifying the Company of the defect within a reasonable time of discovery (see 6.3 below) and does not cover defects or damage caused by misuse, failure to maintain, or circumstances unrelated to the Company’s work.
Any manufacturer’s warranty applicable to Goods (for example, for appliances, fittings, or equipment installed) is passed on to the Customer. The Customer’s rights in that case are against the manufacturer, although the Company will assist the Customer to the extent possible in making a warranty claim on the manufacturer. The Company itself does not give any additional warranty on products beyond the manufacturer’s warranty, except as required by law.
6.3 Inspection and Returns: The Customer should inspect Goods and Services promptly upon delivery or completion. If the Customer believes there is any defect, damage, shortage, or non-conformity with the Order, the Customer must notify the Company in writing within 7 days of delivery of the Goods or completion of the Services, whichever is applicable. The notice should specify the nature of the issue. If the Customer fails to notify the Company of any visible or reasonably discoverable issue within 7 days, the Goods and Services are deemed to have been delivered and performed in good order and accepted by the Customer, except for any latent defects not apparent by reasonable inspection.
For Goods: If a Good is reported as defective or not in accordance with the Contract within the required time and upon inspection the Company agrees, the Company will, at its discretion, replace the Good or refund the portion of the Price applicable to that Good. The Customer may be asked to return the Goods to the Company (or allow retrieval) for testing or inspection, and the Goods should be returned in as-delivered condition (as far as possible). The Company will bear the costs of return and re-delivery for valid warranty claims. If the Customer returns Goods and they are found not to be defective (for example, no fault found or the issue was due to the Customer’s use or damage), the Company may return the same items to the Customer and require the Customer to cover transport and inspection costs. Goods specially obtained or made to order for the Customer are generally non-returnable if not defective.
If the Customer wishes to return non-defective, salable Goods for convenience (i.e. no quality issue, perhaps the Customer ordered incorrectly or changed mind), the Company may (at its absolute discretion) accept such returns, but a 15% restocking fee plus any freight/handling costs will be deducted from any refund. Goods must be in new, unused condition with original packaging for any such return. Custom-made or cut-to-size items, or Goods that are not in resalable condition, will not be refunded unless required by law.
For Services: If the Customer alleges a portion of the Services was not provided in accordance with the Contract or is defective, and notifies the Company within 7 days of completion, the Company will investigate the claim. Where the Services are found to be incomplete or below standard due to the Company’s fault, the Company will at its cost re-perform or rectify the Services as necessary to meet the Contract requirements.
6.4 Remedies for Defects: In the first instance, for any breach of the warranty in clause 6.2 or any failure of the Services/Goods to meet a consumer guarantee, the Company’s responsibility is to rectify or resupply the defective work or Goods. The Customer must give the Company reasonable access and opportunity to inspect and fix any problems. The Customer must not engage a third party to rectify a defect claimed against the Company’s work without first allowing the Company to assess and, if it accepts responsibility, to perform the remedial work. If the Customer does not permit the Company to rectify where the Company is willing to do so, the Company will not be liable for costs incurred by the Customer in having the defect remedied elsewhere.
When rectifying defective work, the Company is only obliged to repair or replace the original work or item that was not done properly. The Company is not liable for any costs or damage to other parts of the property or work not performed by the Company, that may be incidentally disassembled or removed to access the defective area. For example, if a pipe installed by the Company is defective, the Company will replace that pipe but will not be responsible to repaint an entire wall – only to patch the immediate area affected by the repair (unless the law requires otherwise). Any replacement parts or materials will be of similar type and quality to the original (not an upgrade). The Company’s liability for any defect is limited to the repair or replacement of the work/goods, or a refund of the applicable portion of the Price, as set out in clause 9 below.
6.5 Exclusions: The warranties and obligations in this clause do not cover: defects or failures caused by misuse, neglect, alteration or repair by anyone other than the Company; deterioration from normal wear and tear or exposure to the elements over time (for instance, paint fade, timber expansion, etc. considered normal aging); or issues arising from hidden conditions or pre-existing faults in the Customer’s premises (e.g. pre-existing structural defects, faulty wiring/plumbing not installed by the Company). The Company will, however, take reasonable care to point out any such issues if noticed during the work.
6.6 Completion and Cleanup: Upon completion of the Services, the Company will remove from the site all rubbish and waste materials generated by the Company and leave the work area in a tidy state, unless otherwise agreed. Any old materials or items removed during the work (e.g. old parts, fixtures, demolished materials) will be disposed of by the Company and become the Company’s property, unless specifically requested otherwise by the Customer in the Contract.
The Company agrees to make good any loss or damage to the Customer’s property that is directly caused by the Company or its workers in the course of the work, subject to this being limited to the immediate area of the work and on a like-for-like basis (not an obligation to improve or replace beyond the damaged area). This means if the Company accidentally damages a portion of a wall, it will patch that portion to a similar finish but will not be responsible for completely repainting the entire wall or room. The Company is not liable for trivial damage (e.g. minor scuffs that are ordinarily incidental to work) or any damage that is a result of the Customer failing to follow clause 5.2 (e.g. not removing fragile items). The foregoing does not exclude any rights the Customer has under Australian Consumer Law for damage to property caused by a failure to provide services with due care.
7. Cancellation, Termination & Breach
7.1 Customer Cancellation: The Customer may cancel the Contract without penalty only if entitled to do so under these Terms or at law (for example, within the cooling-off period under clause 2, or if the Company consents to cancellation). If the Customer seeks to cancel or suspend the work for convenience without legal right or without the Company’s agreement (for instance, after the cooling-off period has expired), the Customer will be in breach of contract. In that event, the Company may retain any deposit (as liquidated damages) and claim payment for any work performed and costs incurred up to the date of cancellation. This may include payment for materials ordered (even if not yet installed, the Company will upon payment transfer them to the Customer) and reasonable demobilisation or cancellation fees from subcontractors. The Company will attempt to mitigate such costs where possible.
If the Customer wishes to reschedule performance of the Services, the Company will try to accommodate this but reserves the right to charge for any resultant delay costs or, if the rescheduling is tantamount to a cancellation, treat it under this clause.
7.2 Company Cancellation: The Company may cancel or suspend the Contract (in addition to other remedies) before or on the agreed start date by written notice to the Customer if the Company becomes aware of any factor that would make it unsafe, unlawful, or highly impractical to perform the work (for example, discovery of asbestos or the required site permits not being obtained by any party). On such cancellation, the Company will refund any deposit for work not performed, minus any reasonable costs already incurred with the Customer’s consent, and neither party will have further liability to the other (this does not limit refunds or remedies required under any statutory cancellation right). The Company also reserves the right to cancel delivery of Goods at any time before the Goods are delivered, by giving notice to the Customer, in which case the Company will refund any amounts paid for those Goods and will not be liable for any loss arising from that cancellation.
7.3 Events of Default – Termination for Cause: Without prejudice to any other rights, the Company may immediately suspend performance or terminate the Contract by written notice if the Customer is in default of the Contract. Customer defaults include (but are not limited to):
Non-payment: Failing to pay any amount due by the due date.
Breach of other obligations: Any other breach of the Customer’s obligations under the Contract (such as refusal to grant access, or otherwise significantly hindering the work), and, if the breach can be remedied, failing to remedy it within 5 days after the Company gives notice to do so.
Insolvency: If the Customer becomes insolvent or bankrupt, goes into liquidation or administration, has a receiver or receiver-manager appointed, makes any arrangement with creditors or is unable to pay debts as they fall due.
Security enforcement: If any distress, execution or judgment is levied on the Customer’s property or the Customer’s assets are seized under legal process.
False information or illegal purpose: If the Customer has given materially incorrect information to obtain the services (e.g. misrepresenting creditworthiness or project details), or if the Company reasonably suspects the work is for an unlawful purpose or in breach of regulations.
Licenses/permits: If any licenses, permits, approvals or insurance the Customer is required to have (under the Contract or by law) are not obtained or are revoked, and this prevents the work from lawfully continuing.
If the Company terminates the Contract for cause under this clause, the Company is entitled to full payment for the portion of work executed up to termination, plus any other money due under the Contract (including any applicable interest for late payments) and any costs of materials or commitments made that cannot be avoided. The Company may retain any deposit and progress payments already received and apply them to these amounts. If the Customer’s breach has caused the Company to incur additional costs (for example, legal fees, subcontractor cancellation fees, re-stocking charges, etc.), the Customer shall be liable to reimburse those as well. Termination for default shall be without prejudice to the Company’s right to claim damages for breach.
Upon termination, the Company’s obligations to perform further Services cease, but the rights and liabilities of the parties already accrued up to termination survive. The Customer must immediately return any of the Company’s equipment or unused materials in the Customer’s possession, and the Company reserves all rights to recover any Goods or amounts owing (including through enforcement of security interests under clause 8).
7.4 Dispute Resolution: (This clause survives termination.) In the event of a dispute or disagreement arising out of the Contract, the parties agree to first attempt to resolve it amicably through good faith negotiations. Either party may give written notice to the other outlining the dispute and requesting a meeting to discuss a resolution. If the dispute is not resolved by negotiation within [14 days] of such notice, the parties may then seek to resolve it through mediation. If both parties agree, a neutral third-party mediator (for example, through the Victorian Small Business Commission or another agreed mediation service) will be appointed, and the parties will share the mediation cost equally. If mediation is not agreed or fails to resolve the dispute within a reasonable time, either party is free to pursue available legal remedies.
Nothing in this clause prevents either party from seeking urgent interlocutory relief (e.g., an injunction) or, in the case of non-payment, the Company pursuing debt recovery through a court or tribunal process without prior mediation. For building works, the parties acknowledge that certain disputes may be heard in the Victorian Civil and Administrative Tribunal (VCAT) or an equivalent authority with jurisdiction. Both parties will continue to perform any undisputed obligations while a dispute is being resolved, to the extent practicable.
8. Security Interests and Charges
(This clause is important for credit and risk management, particularly for commercial transactions. It creates security rights in favour of the Company. Consumers should be aware that this could affect their property if they default.)
8.1 Personal Property Security – Retained Title: The Customer acknowledges that until full payment is received for Goods, the Company has a security interest in those Goods under the Personal Property Securities Act 2009 (Cth) (PPSA). The Company may register a Purchase Money Security Interest (PMSI) on the national PPSA register in respect of such Goods and any proceeds from their sale. The Customer agrees to do all things and sign all documents reasonably required by the Company to ensure the Company’s security interest is enforceable, perfected, and with appropriate priority. To the extent permitted by law, the Customer waives any rights to receive certain notices or statements the Customer would otherwise have under the PPSA (including notices under sections 95, 118, 130, 132 and 157, and rights under sections 125, 135, 142 and 143 of the PPSA). The Customer also waives any right to object to the Company’s security interest and agrees not to disclose information related to the security interest under section 275(1) of the PPSA without the Company’s consent.
8.2 Charge over Customer’s Property: As further security for all amounts payable (and other obligations) by the Customer to the Company, the Customer (and each person comprising the Customer) charges all of its legal and beneficial interest in any real property (land) and any personal property it owns, whether currently held or acquired in the future. This means that in the event of a default in payment, the Company has the right to lodge a caveat or security interest over the Customer’s property to secure the debt. The Customer agrees to sign any documents and do any acts necessary to effect this charge upon the Company’s request. The Customer also consents to the Company lodging a caveat or registering this security interest (for personal property, under the PPSA) at any time to protect its interest in the Customer’s property. If the Customer is the trustee of a trust, the Customer is bound by these Terms in its capacity as trustee as well and charges the trust property too (warranting that it has authority to do so).
8.3 Enforcement Expenses: If the Company exercises its rights under clause 8.1 or 8.2 (for example, enforcing the security or lodging a caveat) due to the Customer’s default, all costs and expenses incurred by the Company (including legal fees on a full indemnity basis, mercantile agent fees, and applicable registration or filing fees) will be payable by the Customer. These costs include (but are not limited to) those for preparation, lodgment, maintenance or withdrawal of any caveat, and enforcement of any security interest. The Customer indemnifies the Company against any cost or liability in connection with these security enforcement actions. (Explanation: Clauses 8.1–8.3 create security rights. They mean that if you don’t pay, the Company can repossess Goods not paid for and even claim an interest in your property. These are common clauses in trade credit terms. The Company will typically only use such measures for serious non-payment issues.)
9. Limitation of Liability
9.1 Australian Consumer Law: The Company acknowledges that the Customer may have rights under consumer protection laws (including the ACL) which cannot be excluded or limited. Nothing in these Terms excludes, restricts, or modifies any guarantee, condition or warranty that the Company is prohibited by law from excluding or restricting. For example, if the ACL applies, the Customer may be entitled to certain remedies (such as repair, replacement, or refund) if the services or goods fail to meet a consumer guarantee. The limitations of liability below apply only to the maximum extent permitted by law, and the following sub-clauses are subject to this proviso.
9.2 Replacement or Refund: If the Company breaches a non-excludable guarantee or warranty and it is fair and lawful to do so, the Company limits its liability for that breach to one of the following remedies chosen by the Company:
In the case of Goods: (a) replacement of the Goods or supply of equivalent goods; (b) repair of the Goods; (c) payment of the cost of replacing the Goods or of acquiring equivalent goods; or (d) payment of the cost of having the Goods repaired.
In the case of Services: (a) supplying the Services again; or (b) payment of the cost of having the Services supplied again.
This is consistent with the remedies allowed under section 64A of the ACL for failures not constituting major failures. Where a major failure under the ACL is established, the Customer will be entitled to reject the goods or terminate the services for a refund or pursue any other remedies available under law.
9.3 Cap on Liability: To the extent permitted by law, the maximum aggregate liability of the Company for all claims arising under or related to the Contract or the Goods/Services, whether in contract, tort (including negligence), or statute, is limited to the total Price paid or payable by the Customer for the Goods and Services the subject of the claim. In other words, the Company’s total liability will not exceed the amount the Customer has paid for the specific job or delivery that gave rise to the liability.
9.4 Indirect and Consequential Loss: To the extent permitted by law, the Company will not be liable to the Customer for any indirect, special or consequential loss or damage. This includes, but is not limited to, any loss of profit, loss of revenue, loss of business opportunity, loss of anticipated savings, or incidental or punitive damages, arising out of or in connection with the Contract or the supply of Goods/Services. For example, if a plumbing repair is delayed, the Company is not liable for the Customer’s lost rental income or similar consequential losses. This exclusion applies however the claim arises, whether for breach of contract, negligence, or other tort or cause of action, and even if the Company has been advised of the possibility of such losses.
9.5 Apart from the obligations specifically assumed in these Terms, the Company does not make any guarantees, conditions or warranties as to the condition, quality, fitness for purpose or suitability of the Goods or Services, unless expressly stated in writing in the Contract. All other terms, conditions or warranties which might otherwise be implied by legislation or common law (except those that cannot be lawfully excluded) are expressly excluded. The Customer confirms that it has not relied on any representation, warranty or statement made by the Company or on the Company’s behalf that is not expressly set out in the Contract.
9.6 Fairness: Each subclause of this clause 9 is a separate limitation of liability. You should consider whether any of these exclusions or limitations reduce your rights or remedies under law. The intention of the parties is that these limitations are reasonable and necessary to protect the Company’s legitimate business interests (since the Company is not charging a large risk premium in the Price). If any part of this clause is held to be unenforceable, it shall be read down or severed to the minimum extent necessary so that it is enforceable (or, if it cannot be made enforceable, it shall be removed) without affecting the remainder of the clause.
9.7 Force Majeure: Neither the Company nor the Customer is liable for any failure or delay in performing an obligation (except an obligation to pay money) if that failure or delay is due to a force majeure event, meaning any circumstances beyond that party’s reasonable control. This includes, for example, acts of God, war, terrorism, civil unrest, strikes, lockouts or other labour disputes, government actions, epidemic, pandemic, natural disasters (fire, flood, earthquake, storm), or failure of public utilities. If such an event occurs, the affected party must promptly notify the other and make reasonable efforts to resume performance as soon as possible. The time for performance is extended by the duration of the force majeure event. If a force majeure event continues for an extended period that frustrates the purpose of the Contract, either party may have rights to cancel the remaining work upon reasonable notice.
10. General Provisions
10.1 Governing Law: This agreement is governed by the laws of the State of Victoria (for work done in Victoria) and, where applicable, the laws of the Commonwealth of Australia. If Services or Goods are provided in another state or territory, the laws of that jurisdiction may also apply to aspects of the Contract, but in all cases the Australian Consumer Law (Cth) will apply to any consumer transactions. The parties submit to the non-exclusive jurisdiction of the courts of that state and of the Federal Court of Australia in that jurisdiction. This means any disputes may be heard in the courts (or tribunals, such as VCAT) of the state where the work was performed, at the election of the party initiating proceedings.
10.2 No Unlawful Purpose: The Customer warrants that it will not use the Goods or Services for any purpose that is unlawful or in breach of any regulation. Any provision of these Terms that would contravene a statute or legal requirement is deemed automatically modified to the minimum extent needed to comply with that law, or if necessary, severed from the Contract, without affecting the validity of the remainder of these Terms.
10.3 No Waiver: If the Company fails to enforce any right or delays in enforcing a right under the Contract, that does not waive that right. Any waiver of a breach of these Terms shall not be a waiver of any other breach. A waiver is only effective if in writing and signed by the party granting the waiver.
10.4 No Assignment: The Customer may not assign or transfer its rights or obligations under the Contract to any other person without the Company’s prior written consent (which will not be unreasonably withheld). The Company may assign its rights and obligations to a related company or as part of a business sale or reorganisation, by giving notice to the Customer.
10.5 No Variations by Customer or Agents: The Customer cannot alter these Terms (or any part of the Contract) except with the written agreement of an authorized manager of the Company. In particular, any additional or conflicting terms on the Customer’s purchase orders or other documents are not binding on the Company. The Customer acknowledges that the Company’s sales representatives, technicians, or subcontractors are not authorised to vary the Contract or make any representations, guarantees or other agreements on behalf of the Company that are not in the Contract, and the Company will not be bound by any such unauthorised statements. The Contract (including these Terms and the Quote/Order) constitutes the entire agreement and understanding between the parties on its subject matter, and supersedes any prior negotiations, discussions or agreements.
10.6 Notices: Any formal notice or communication required under the Contract shall be in writing and delivered to the relevant party’s address or email as stated in the Contract or as later notified. Notices given by post are deemed delivered 3 business days after posting (within Australia), and notices by email are deemed delivered when the sending party’s email system records that the email was successfully sent to the recipient (provided no bounce-back or error is received). The parties agree to use electronic communications (e.g. email) for Contract-related communications, recognizing such communications as legally valid.
10.7 Severability: If any provision of these Terms (or part of a provision) is held to be invalid, void, illegal or unenforceable, then that provision or part will be severed from the Contract. The remaining provisions (and/or the remainder of the provision, if applicable) will continue in full force and effect, so long as the basic purpose of the Contract is not defeated.
10.8 No Partnership: The relationship between the Company and Customer is that of independent contracting parties. Nothing in this Contract is to be interpreted as creating any partnership, joint venture, or agency relationship between them. Neither party has the right to bind the other except as expressly stated in these Terms.
10.9 Promotional Offers: (If applicable) From time to time, the Company may offer promotions or discounts (for example, a percentage discount on services). Any such special offer is subject to the specific terms of that offer. Generally, only one discount can be applied to a job at a time, and call-out fees or similar fixed charges are not subject to percentage discounts unless explicitly stated. Promotional offers may be withdrawn or changed at the Company’s discretion and are typically only valid for the period advertised.
10.10 Privacy: The Company may collect and use the Customer’s personal information (such as name, address, contact details and payment information) for the purposes of providing the Goods and Services, processing payments, and communicating with the Customer. The Company will handle personal information in accordance with applicable privacy laws. The Company will not disclose the Customer’s personal information to third parties except: as required to carry out the Services or deliver Goods (e.g. providing details to a subcontractor or supplier solely for the purposes of the work), to enforce any rights under the Contract (e.g. to debt collectors or legal advisors if necessary), or if required by law. The Company’s detailed Privacy Policy is available on request or via our website, and by entering this Contract the Customer acknowledges having read or had the opportunity to read that policy.
10.11 Building Industry Legislation: Where applicable, the Contract will incorporate any mandatory terms required by building legislation. For example, for major domestic building work in Victoria, the Domestic Building Contracts Act 1995 (Vic) imposes certain requirements (such as progress payment stages and insurance requirements). Both parties agree to comply with all such requirements. The Customer will be provided with any required consumer information documents (like the Domestic Building Consumer Guide in Victoria) prior to contract signing. Invoices for construction work may be issued in compliance with the Building and Construction Industry Security of Payment Act 2002 (Vic) or similar legislation in other states, which can provide statutory payment rights. (Notably, in Victoria the Security of Payment law does not apply to homeowner customers unless they are in business as a builder.)
10.12 These Terms and Conditions, together with the Quote/Order, form a legally binding agreement. By signing the Quote or otherwise indicating acceptance (including via email confirmation or paying a deposit), the Customer acknowledges they have read and understood these Terms and agrees to be bound by them. The Customer also acknowledges that these Terms are fair and reasonable and reflect the risks and obligations each party undertakes. If the Customer has any questions about these Terms, they should ask the Company before agreeing to proceed.
Last updated: [December 2025]