Last Amended: June 18, 2021

Conditions

1. Definitions and Interpretation

1.1 In these conditions:

(a) Customer means the person or entity named in the Invoice or Quotation;

(b) Goods mean any products, parts or components supplied by MMD, its agents or contractors during the provision of Services;

(c) GST means goods and services tax in accordance with A New Tax System (Goods and Services Tax) Act 1999 (Cth);

(d) Invoice means the invoice issued by MMD, its agents or contractors for the supply of Goods or the provision of Services;

(e) MMD means Management Maintenance & Development Pty Ltd ACN 948 810 162;

(f) Order means any order for Goods and/or Services placed by the Customer with MMD, including by acceptance of a Quotation in writing or verbally;

(g) Quotation means a written or verbal quotation for the provision of Goods and/or Services issued or given by MMD to the Customer;

(h) Services mean all design, installation, maintenance, construction, repairs or other services provided by MMD, its agents or contractors.

1.2 Only these conditions, and conditions which cannot be excluded by law, bind MMD. All other conditions (including any conditions attached to the Customer’s purchase order or Customer’s acceptance of a Quotation) are excluded.

1.3 Any special conditions specified in a Quotation shall, to the extent they are inconsistent with these conditions, take precedence over these conditions.

2. Orders

2.1 Once an Order has been accepted by MMD, the contract formed by that acceptance cannot be cancelled by the Customer. Acceptance may be by signing a Quotation or verbal acceptance after receipt of a Quotation.

2.2 Quotations are valid for a period of 30 days from date of issue.

2.3 The supply of Goods and Services by MMD is subject to availability.

2.4 MMD reserves the right, at any time and for any reason, to suspend or discontinue the supply of Goods or the provision of Services to the Customer without penalty. If MMD is unable to supply all of the Customer’s Order, these and conditions will continue to apply to any part of the Order supplied.

3. Pricing

3.1 Where a Quotation has been given by MMD, the price or rate is that specified in the Quotation. The price for any other Goods provided or Services supplied will be in accordance with the MMD price list or labour rate current at the date of supply, which will be provided to the Customer on request.

3.2 Where progress payments apply, a separate Invoice will be raised for each progress payment in accordance with the billing schedule in the Quotation.

3.3 Unless otherwise specified, all prices are inclusive of GST and any GST applicable to the supply of Goods and or provision of Services will be indicated on the Invoice given to the Customer.

3.4 All pricing assumes Services will be carried out during normal business hours and weekdays. Additional rates may apply outside these hours or days if requested by the Customer. Time or dates for completion of Services are estimates only and do not bind MMD.

3.5 MMD reserves the right to vary the price if a variation to the Goods and/or Services is requested by the Customer or due to unforeseen or latent site conditions or any other circumstances not evident to MMD at the time a Quotation is supplied. MMD may require a written variation to be accepted by the Customer prior to proceeding with the provision of Goods and/or Services.

3.6 Any Invoice issued to the Customer will be deemed to accepted by the Customer unless the Customer notifies MMD in writing of any objection within five days of receipt of the Invoice.

4. Payments

4.1 The Customer must make payment in accordance with the payment terms outlined on the Invoice or Quotation.

4.2 A surcharge may be applied to all payments by credit card.

4.3 Time is of the essence in respect of the Customer’s obligation to make payment for Goods and Services supplied by MMD to the Customer.

5. Title and Risk in Goods

5.1 The title and ownership in the Goods remain with MMD until full payment is received for all the Goods.

5.2 The affixing of Goods to any part of the Customer’s assets or property does not have the effect of making the Goods a fixture and is severable by MMD.

5.3 The Customer indemnifies MMD, its employees, agents and contractors for any costs of removal, claims, actions and causes of action of any kind in respect of the removal of Goods under clause 5.2.

5.4 Risk in the Goods passes to the Customer on delivery or installation of the Goods in accordance with the Quotation.

6. Warranty

6.1 Subject to clause 7, MMD warrants against:

(a) Defective Goods supplied for a period of 2 years from the date the Goods are supplied (Goods Warranty); and

(b) Defective workmanship for Services for a period of 12 months from the date the Services are provided (Services Warranty).

6.2 Any claim under the Goods Warranty or the Services Warranty must be notified to MMD as soon as possible after the Customer becomes aware of the defect providing all relevant details of the claim.

6.3 Extended warranties may be available direct from the manufacturer of Goods.

6.4 Any warranty given by MMD, whether pursuant to these conditions or at law may be voided if the Customer fails to adhere to any instructions, advice or warnings provided by MMD, whether given verbally, in writing or on MMD’s website.

7. Limitation of Liability

7.1 Other than the warranties set out in these conditions and other than warranties which otherwise cannot be excluded by law (such as those in the Competition and Consumer Act), MMD excludes any other warranty or condition which would otherwise be implied in relation to the supply of Goods and the provision of Services. To the extent permitted by law, MMD limits its liability to:

(a) in the case of Goods supplied:

i. the replacement or repair of Goods or supply of equivalent goods; or

ii. the payment of the cost of replacing or repairing the Goods or of acquiring equivalent goods;

(b) in the case of Services:

i. the supply of Services again; or

ii. the payment of the cost of having Services supplied again.

7.2 Certain Goods supplied by MMD, may be covered by a written warranty. To the extent permitted by law, such a warranty is in substitution of all other terms, conditions, warranties and representations, express or implied by statute or otherwise.

7.3 Subject to this clause 7, MMD is not liable for any injury, loss or damage of any kind whatsoever which is consequential, special, indirect or otherwise arising out of or in connection with the supply of Goods or the provision of Services, even if due to negligence of MMD, its employees, agents or contractors.

7.4 Neither party is liable for the consequences of any act or omission which arises as a result of a circumstance beyond the party’s reasonable control.

8. Cancellation and Recovery of Debt

8.1 If the Customer does not make any payment by the due date on the Invoice or commits any other material breach of these conditions, MMD may (without limiting any other right or claim it may have against the Customer), do any or all of the following:

(a) charge the Customer interest at a rate equivalent to two percent (2%) in excess of the rate of interest for the time being fixed under Section 2 of the Penalty Interest Rates Act 1983 on any portion of the Customer’s account that is overdue;

(b) cancel or suspend any incomplete Orders or cease providing Services;

(c) terminate any contract between MMD and the Customer and demand immediate payment of any monies due and outstanding under that contract; and

(d) institute any recovery process as MMD in its absolute discretion considers necessary and at the Customer’s cost and expense (including the cost of engaging a debt collection agency or legal costs on a solicitor and client basis).

9. Governing Law

9.1 These conditions are governed and interpreted according to the laws of Victoria, and MMD and the Customer agree to submit to the jurisdiction of the Courts of Victoria.

10. General

10.1 MMD may amend these conditions at any time by posting an amended copy on MMD’s website and providing a copy to the Customer when an Order is placed for the supply of Goods or provision of Services. The Customer agrees to be bound by these conditions as amended.

10.2 MMD may collect the Customer’s personal information in order to provide the Goods and Services. MMD will use and hold such personal information in accordance with its Privacy Policy, as set out on MMD’s website.

10.3 The invalidity or enforceability of any provision of these conditions shall not affect the validity or enforceability of the remaining provisions.

10.4 The failure by MMD to enforce, at any time or any period of time, any term of any contract incorporating these conditions shall not constitute waiver of such term and shall in no way affect its right to enforce it