Conditions of Sale effective 1st July 2016
These ‘Conditions of Sale’ of Zanows’ Concrete and Quarries Pty Ltd (ABN 86 610 940 648) will
be effective from July 2016.
Definition and inconsistency
In these Conditions of Sale:
“Conditions” means these Conditions of Sale (including the Special Conditions applicable to
the type of)
“Company” means Zanows’ Concrete and Quarries Pty Ltd (ABN 86 610 940 648), and
its related bodies corporate, (as defined in the Corporations Act 2001),
“Customer” means the customer placing an order and any agent or representative of that
Placing of an order with the Company by the Customer for goods and/ or services indicates
acceptance by the Customer of these Conditions for the provision of those goods and/or
services. In the event of any inconsistency between these Conditions and any terms and
conditions on the Customer’s order, the Customer agrees that these Conditions shall prevail.
Quotations and Prices
Quotations are open for acceptance by the Customer for 30 days from the date of the
All prices quoted are strictly Net of all discounts
Prices are subject to change without notice
All credit accounts: End of Month, plus 30 days.
Delivery and Surcharges
All prices are for supply and/or delivery as applicable, during the Company’s business hours,
Monday to Friday, unless otherwise quoted in writing. Work by the Company outside of these
hours will incur a surcharge.
Unless the quoted price is inclusive of delivery to a nominated delivery site, the Customer will
be charged for delivery.
A minimum load surcharge will apply for delivery of loads smaller than the minimum load size
for delivery of each particular type of goods.
10. A waiting time or hourly hire surcharge may apply when a delivery vehicle is unable to unload
promptly and without delay upon arrival at the delivery site.
11. Goods will be delivered to the roadside adjacent to the delivery site. If at the Customer’s
request, the delivery vehicle leaves the road and enters the delivery site to unload, the
Customer is responsible for providing suitable and safe access for the Company delivery
vehicle and Company agents and contractors. In addition, the Customer agrees to indemnify
the Company and its agents and contractors for all damage and injury to any person and to
any public or private property which may result including any costs associated with enabling
the delivery vehicle to leave the site, and the cost of any returned product as a result of the
Customer failing to provide suitable and safe access to the delivery site.
12. No responsibility is taken by the Company for damage done to property above or below
ground level after leaving public carriageway.
13. The Customer must be present at the delivery site and must sign the Company delivery
docket to acknowledge that the products and quantities described on the delivery docket
have been delivered and comply with the Customer’s order and that the Customer also
accepts any applicable delivery surcharges.
14. It is the Customer’s responsibility to sign for delivered material. If at the time of delivery no
one is in attendance, materials will be deposited and the Customer will remain responsible for
15. Where the Customer does not sign or is not available to sign the delivery docket, the
signature of the driver on the delivery docket shall be prima facie evidence of delivery to the
Customer of the products and quantities described on the delivery docket including any
16. If the goods are delivered on pallets, the pallets remain the property of the Company. The
Customer may be charged for such pallets but, in that case, the Company will give a credit
when the pallets are returned in good condition.
17. Unless prior arrangements for credit have been made, payment for goods and/or services is
due in full before delivery. Where there is more than one load to be delivered, full payment
must be made prior to delivery of all loads. Payment for surcharges must be made at the time
they are incurred.
18. Payment terms for all credit accounts are as advised to the Customer at the time the credit
account is opened, being “Net 30 days” (meaning the Company must receive payment in full
on or before the last working day of the month following the date of supply). Any variation to
these payment terms must be agreed in writing by the Company.
19. Acceptance by the Company of any late payment by the Customer exceeding the credit limit
set by the Company shall not amount to a waiver by the Company of its right to payment
“End of Month, plus 30 days” nor is it an agreement to provide credit other than in
accordance with these Conditions.
20. The Customer must pay the Company the cost of any bank fees arising from dishonoured
cheques paid by the Customer to the Company, and must also pay an administrative charge
and for any legal or other debt collection costs incurred by the Company in respect of
21. The Customer must notify the Company in writing within 7 days of any change in the
beneficial ownership of the Customer.
22. The Company may require the Customer to provide security for payment in a form
acceptable to the Company prior to the supply of goods and/or services.
23. The Customer is not entitled to withhold any payment by way of retention unless the terms
and conditions of the retention are agreed to in writing by the Company prior to supply.
24. The Company can vary or withdraw any credit arrangements at any time and without any
liability whatsoever to the Customer or any party claiming through the Customer.
25. Terms of trading accounts are strictly nett cash 30 days after end of month delivery. Should
this invoice remain unpaid after the above period, discount will be revoked and interest at the
rate of 1.4% monthly will be charged.
26. The Company may charge the Customer interest on overdue amounts at the Reserve Bank
of Australia’s large business variable indicator rate (Reserve Bank Rate). The effective
Reserve Bank Rate will be changed twice yearly as follows:
Reserve Bank Rate effective 1 April to 30 September = Reserve Bank Rate
published for previous February;
Reserve Bank Rate effective 1 October to 31 March = Reserve Bank Rate published
for previous August.
27. Where interest is charged, it will be calculated monthly on amounts outstanding from the date
on which they were due and payable, until the Company receives full payment of the
28. The Customer will become responsible for loss of or damage to the goods, except
where the Company is at fault, immediately upon delivery of the goods to the nominated
delivery site or the roadside adjacent to the delivery site or to a carrier nominated by the
29. Goods supplied to the Customer remain the property of the Company until payment in full is
received by the Company. The Customer acknowledges that until full payment is made, the
Customer holds the goods as bailee of the Company and that a fiduciary relationship exists
between the Customer and the Company.
30. Until payment is made, the Customer shall hold the goods in such a manner that they are
clearly identifiable as the property of the Company. The Customer acknowledges that if it
sells any of the Company’s goods, it sells the goods as a fiduciary agent of the Company
provided that such sales shall not give rise to any obligations on the part of the Company.
31. If the Customer believes that the goods and/or services supplied do not conform with the
order placed or that the price charged does not conform with the quotation given by the
Company, the Customer shall notify the Company in writing as soon as practicable, detailing
the way in which the goods or price do not conform.
32. Failure to give such notification within seven days of the date of supply or date of invoice (as
applicable) shall raise the inference against the Customer that the goods are in accordance
with the order and quotation.
33. The Customer shall be deemed to have accepted the goods as supplied if it fails to keep the
goods in the condition they were in when supplied or declines a reasonable request from the
Company to inspect the goods.
34. For goods supplied to a Customer who is undertaking the installation of those goods, the
Customer agrees to indemnify the Company against any liability the Company may incur as a
result of the failure of the Customer to follow generally accepted good practice, or due to a
lack of ability, expertise, or skill with the particular type of goods being installed.
35. The Company warrants that the goods delivered are those specified in the delivery docket
and the goods delivered are owned by the Company, are free from third party claims,
undisclosed securities and are of acceptable quality as defined in the Australian Consumer
36. All other conditions, warranties and guarantees which would be imported into these
Conditions by statute are negated except to the extent that such negation is specifically
forbidden by statute.
Limitation of Liability for Breach of a Condition or Warranty
37. Pursuant to sections 64A and 276A of the Australian Consumer Law the following clause
applies in respect of any of the goods and/or services supplied under this contract which are
not of a kind ordinarily acquired for personal, domestic or household use or consumption,
provided that this clause will not apply if the Customer establishes that reliance on it would
not be fair and reasonable.
38. The Company’s liability in respect of breaches of expressed or implied conditions, and
warranties and guarantees, other than the warranty as to title, undisturbed possession and
undisclosed securities, is limited to
where the Customer is a consumer (as defined in the Australian Consumer Law –
“consumer”) any one of the following as determined by the Company: the
replacement of the goods or the supply of equivalent goods; or the repair of the
goods; or the payment of the cost of replacing the goods or of acquiring equivalent
goods; or the payment of the cost of having the goods repaired or
where the Customer has supplied the goods to a consumer: an amount equal to the
lowest of the costs of the actions in paragraph a).
39. The Company will not be liable for any damage arising out of or in connection with, special,
consequential, direct or indirect loss, damage, cost, expense, harm or injury suffered or
incurred as a result of such a breach unless such liability is mandatorily imposed on the
Company by statute, notably the Australian Consumer Law.
40. In addition to Australian Consumer Law, the limitations of the Company’s liability in respect of
breaches of express or implied conditions and warranties as expressed in the previous
clause shall be varied to the extent required to also limit the Company’s liability to the extent
permitted by relevant State and Territory legislation covering sale of goods and consumer
Termination and Suspension
41. If the Company is not satisfied as to the Customer’s ability to pay for the goods and/or
services, it may suspend or terminate supply and shall not be liable in any way for any claim,
damage, loss, expense or cost arising therefrom and all monies then outstanding by the
Customer shall immediately become due and payable.
42. These Conditions, the quotation (if any) and any other documents specified in the quotation,
form the agreement between the Company and the Customer and any variations, alterations
or additions must be acknowledged in writing by the Company.
43. The Company may make partial deliveries of the goods ordered and invoice the deliveries
separately. The supply of goods and/ or services in more than one delivery shall be subject to
separate agreements for the sale of each delivery.
44. In the event that it is held that one or more of these Conditions are not enforceable, the
remaining Conditions shall apply.
45. Unless otherwise stated in the quotation, penalties or charges for time delays by the
Company will not apply; in the event that there is failure to deliver or any time delay in
46. Commencement of site works or completion of site works due to weather, fire, labour dispute,
strike or other cause whatsoever beyond the Company’s control or due to the inability of the
Company to obtain raw materials from the source expected by the Company:
The Company will not be liable for any loss or damage sustained by the Customer or
by any other person by reason of any such delay or failure, and
The Company will be entitled to suspend deliveries for such period as it may think fit
or terminate the agreement immediately after suspending deliveries and shall not be
liable for any loss or damage sustained by the Customer or by any other person by
reason of such suspension or termination.
47. Personal information provided by the Customer to the Company may be disclosed elsewhere
within the Company. The Company will use this information to manage its business dealings
with the Customer, for example:
to provide the Customer with the products or services the Customer has
to assess the Customer’s credit worthiness, where relevant;
to manage the Customer’s payments or accounts;
to inform the Customer of the Company’s products and services including by
to comply with the Company’s legal obligations,
and may supply the Customer’s information to contractors and advisers that help
the Company to do this.
Special Conditions applying to the sale and delivery of Quarry Products
48. When quarry products are sold by volume rather than weight, the volume will be determined
by the loose uncompacted volume as measured on the delivery vehicle at the time of loading
at the quarry.
49. Upon request the Company will make the relevant quarry product available for inspection and
sampling by the Customer prior to supply.
50. If quarry products are returned at the Customer’s request, the Company reserves the right to
charge for return cartage, handling and disposal costs.
51. Unless otherwise agreed by the parties, quarry products covered by Australian Standard
AS2758, will comply with this standard.