1) Buyer’s Statutory Rights

These conditions do not affect the rights, entitlements and remedied conferred on a purchaser who is a Consumer under the Trade Practices Act 1974.

2) Interpretation

Buyer shall mean the person referred to at the front of this invoice or quotation, its successors and assigns. Where there is more than one buyer, the obligations of the buyers are joint and several.

Insolvent means: For an individual, bankruptcy or the signing of a controlling trustee’s authority under Part X Bankruptcy Act 1966 (C’th); For a company, the appointment of any receiver or receiver and manager; and/or the appointment of a voluntary administrator; and/or the entry into possession of any assets of the company by a “controller “ as defined in the Corporations Act 2001; and/or the appointment of a provisional liquidator and/or liquidator (other than in the context of a members voluntary winding – up); and/or the failure of the company to comply with a notice pursuant to section 459E of the Corporations Act 2001.

Takeaway Packaging (ABN 24 577 402 768) and any related bodies corporate as defined in section 5.0 of Corporations Act 2001.

3) Price

Unless, otherwise expressly agreed in writing the price of the goods shall be the price charged by The Takeaway Packaging at the date of delivery, plus any Goods and Service Tax (“GST”) and any sales or other taxes or charges upon the goods, or on the manufacture, use, sale or delivery thereof.

4) Cost Variation

Quotations are based on the current cost of production prevailing at the date of the quotation (materials, overheads, wages etc.) and are subject to amendment on or after acceptance of any order placed in reliance upon such quotations, to meet any recognised rise or fall in such a cost.

5) Terms of Payment

Terms of payment are cash with order, COD, credit or the use of credit. All personal credit card details will be destroyed following the process of payment. If credit is satisfactorily established, terms are strictly net 30 days (without deduction or set-off of any kind) from the date the invoice was issued, unless otherwise agreed by the Supplier in writing. The Purchaser shall also be liable to pay all expenses, legal costs on a solicitor and own client basis, of the Supplier in relation to obtaining remedy of the failure to comply. Interest is payable thereafter on any monies outstanding at the rates prescribed from time to time by the Supreme Court of New South Wales by or in accordance with the Supreme Court Act 1970, and the Supreme Court Rules.

6) Design

Takeaway Packaging accepts no responsibility for the product, accuracy or fitness of purpose unless the Buyer shall provide a completely dimensioned drawing and specifications and such specifications have been accepted by Takeaway Packaging prior to the acceptance of the order by Takeaway Packaging and in such case, Takeaway Packaging’s liability is limited to damages not exceeding the invoice value of the goods.

7) Technical Assistance

Takeaway Packaging shall not be liable for any direct, indirect or consequential loss, damage or injury arising from advice, assistance or representation whatsoever given to the Buyer by Takeaway Packaging in the respect of goods.

8) Tolerance

Takeaway Packaging assumes the right to manufacture the said goods at a tolerance at its discretion unless otherwise advised by the Buyer and accepted by Takeaway Packaging.

9) Tooling

Notwithstanding that the Customer may have been required to bear or contribute to the cost of development and manufacture of tooling, all tooling manufactured or obtained by Takeaway Packaging will unless otherwise agreed remain the property of Takeaway Packaging and be retained in its condition. Takeaway Packaging will be responsible for keeping such tooling in good and serviceable condition. If a customer does not use dies, tools or other equipment exclusive to the customer for a period of three consecutive years, Takeaway Packaging may at its discretion, dispose of such dies, tools or other equipment without reference to the customer or release such dies or other equipment for general sale.

10) Risk

The risk in the goods shall pass to the Buyer upon delivery to the Buyer, or its agents, or to a place nominated by the Buyer, or to a carrier contracted by the buyer.

11) Reservation of Title

a) The title to the subject goods shall not pass to the Buyer until payment in full of the purchase price and all other monies owing for any reason by the Buyer to Takeaway Packaging. The Buyer shall in the meantime take custody of the goods and retain them as the fiduciary agent and bailee of Takeaway Packaging.

b) The Buyer may resell but only as a fiduciary agent of Takeaway Packaging. Any right to bind Takeaway Packaging to any liability to any third party by contract or otherwise is however expressly negatived. Any such resale is to be at arm’s length and on market terms. Pending resale or utilisation in any manufacturing or construction process, the goods are to be kept separate from Takeaway Packaging’s own property and are to be properly stored, protected and insured.

c) The Buyer will receive all proceeds whether tangible or intangible, direct or indirect of any dealing with such goods in trust for Takeaway Packaging and will keep such proceeds in a separate account until the liability to Takeaway Packaging shall have been discharged.

d) Takeaway Packaging is to have the power to appropriate payments to such goods and accounts as it thinks fit notwithstanding any appropriation by the Buyer to the contrary.

e) In the event the Buyer uses the goods in some manufacturing or construction process of its own or some third party, then the Buyer shall hold such part of the proceeds of such manufacturing or construction process as relates to the goods in trust for Takeaway Packaging. Such part shall be deemed to equal in dollar terms the amount owing by the Buyer to Takeaway Packaging at the time of the receipt of such proceeds.

12) Default

a) If the Buyer fails to pay all or any part of the Buyer’s total indebtedness to Takeaway Packaging or an event of default as specified below occurs, Takeaway Packaging may without notice and without prejudice to any of its other rights and remedies repossess, recover, and/or resell the goods or any of them and may enter upon the Buyer’s premises for that purpose.

b) Events of default include:

• i) Any default being by the Buyer in payment of any sum due to Takeaway Packaging;
• ii) If the Buyer becomes insolvent;
• iii) If the Buyer indicates to Takeaway Packaging that it intends to not comply with any of these terms of trade, or to not comply with any other terms of trade, between the Buyer and Takeaway Packaging.

c) If an event of default occurs Takeaway Packaging may, without prejudice to any other remedy available to it, withhold any further deliveries or cancel any contract or agreement between it and the Buyer.

13) Waiver

Any failure by Takeaway Packaging to insist upon strict performance of any of these conditions shall not be deemed a waiver of any rights Takeaway Packaging may have and shall not be deemed to be a waiver of any subsequent breach of any condition by the Buyer.

14) Costs

All costs and expenses incurred by Takeaway Packaging  to remedy any breach by the Buyer of these conditions are recoverable from the Buyer in addition to Takeaway Packaging’s right to recover payment of its indebtedness and/or damages.

15) Intellectual Property

All rights, titles and interest in and to the goods in which any intellectual property rights exist and which are created by Takeaway Packaging or supplied by Takeaway Packaging to the Buyer remain the sole property of Takeaway Packaging. The supplier of the goods implies a license to the Buyer to use the same but for no other purpose.

16) Jurisdiction

The laws of New South Wales apply to this agreement and any action brought by any party to this agreement is to be brought in a court in New South Wales.