Terms & Conditions of Supply
- Account Application Form means the account application form entered into by the Buyer with Micro.
- Buyer means the person or legal entity identified in Micro’s quotation invoice or Account Application Form.
- Force Majeure Event means any cause beyond Micro’s reasonable control, including, a fire, storm, flood, earthquake, explosion, accident, act of public enemy, war, rebellion, insurrection, sabotage, epidemic, quarantine, restriction, labour dispute, labour shortage, transportation embargo or failure or delay in transportation, shortage or inability to obtain raw materials, plant or equipment breakdown, act of god, Act (including laws and regulations, disapprovals or failure to approve) of any government or agency within national, municipal or otherwise.
- Goods means the Goods supplied by Micro Scooters Limited.
- Order means a purchase order for which has been accepted by Micro but excluding any terms or conditions printed on or referred to in the Buyer’s purchase order or other documentation issued by the Buyer unless expressly agreed to in writing by Micro.
- PPSA means the Personal Property Securities Act 2009 (Cth).
Security Interest means:
- (a) any security for the payment of money or performance of obligations including a mortgage, charge, lien, pledge, trust or power or retention of title arrangements;
- (b) a “security interest” as defined in the PPSA; or
- (c) any document that grants or creates anything referred to in either paragraphs (a) or (b) of this definition and any other thing which would give a creditor priority over any other creditor with respect to any asset or an interest in any asset.
Terms and Conditions means these terms and conditions of sale.
All contracts for the sale of goods from Micro Mobility Limited (hereinafter ‘Micro’) shall incorporate these Terms and Conditions of Supply. Neither the performance in whole or in part of the customer’s (hereinafter called ‘the buyer’) order nor any other conduct on the part of Micro shall be construed as the acceptance by Micro of terms or conditions inconsistent with these Conditions of Supply. Any variance must be agreed in writing by both parties.
1. GST will be charged at the rate current at time of dispatch.
2. Where the buyer does not have a good credit account, payment shall be made prior to dispatch. In the event of default, the special terms and conditions applicable to credit account shall apply.
3. Micro reserves the right to pass on to the Buyer any changes in price after acceptance of the Buyers order which arise from circumstances beyond Micro’s control.
4. All sales are made outright. Goods are not sold on a return basis unless agreed upon by Micro at the time of sale. Goods returned must be unused and packaging must be completely undamaged and unmarked. Micro reserves the right to deduct 10% from all credits to cover processing costs.
5. All claims for incorrect, damaged or short deliveries must be made within 14 days of receipt of goods, quoting the relevant invoice number. Any claim lodged after this period will be invalid.
6. Micro reserves the right to charge freight on all orders.
7. Any customer wishing to trade with Micro must complete an Account Application Form. For prospective customers, a credit account will be opened subject to satisfactory references being obtained. The following special terms and conditions shall be applicable to all credit accounts.
8. Where a credit account is operated, all invoices are due and payable on the 7th day following the date of delivery of goods. The holder of any account who allows payment to become overdue may be met with refusal to supply further goods on credit or otherwise and Micro may also terminate without prior notice, any credit arrangement with such Buyer, whereupon all amounts owing by Buyer shall become due and payable immediately. Notwithstanding any prior credit arrangement, full payment for all goods supplied from Micro to the Buyer shall become immediately due upon commencement of any act or proceedings in which the Buyers insolvency in involved.
9. If payment is not made to Micro in accordance with clause 8, Micro reserves the right to charge the Buyer interest. In such an event the Buyer shall be liable to pay in addition to the original invoiced amount a service charge of 2.5% compounded per 30days or part thereof upon so much of the original amount as from time to time remains due until full payment is made.
10. The Buyer shall pay or reimburse all costs and/or expenses incurred by Micro in instructing a Solicitor and/or Debt Collection Agency to recover any amount overdue for payment and such costs and expenses shall bear interest plus GST as provided in clause 9 hereof from the date upon with they are paid or incurred by Micro up to and including the date upon which the Buyer shall pay or reimburse you.
11. Information about the applicant and its officers may be exchanged between Micro Scooters Ltd and any third party in relation to the credit approval process or in the recovery of monies owed. For any other purpose, information regarding the applicant is confidential at all times.
12. Romalpa Clause (Retention of Title)
- a) Legal ownership in all goods is retained by Micro until full payment has been received by Micro for such goods and for any other goods supplied previously or at the same time by Micro to the Buyer.
- b) The Buyer will be responsible for risk of any loss and/or damage to the goods whensoever and howsoever caused following delivery notwithstanding that title to the goods may not have been passed to the Buyer.
- c) If any payment is overdue in whole or in part Micro may (without prejudice to any of its other rights) recover and/or sell any goods supplied by it to the Buyer and without further notice may enter upon the Buyers premises wither itself or by its servants or agents in order to take possession of any and remove such goods.
- d) The Buyer will indemnify Micro or its servants, employees or agent against any loss or damage occasioned to third parties in or arising from the repossession of the goods.
- e) Personal Properties Security Register - The Buyer grants Micro a security interest in all goods supplied and their proceeds in respect of current and future supply. The Buyer agrees to execute any documents as required by Micro to create a security interest under these terms, to constitute a first ranking perfected security interest in all goods and their proceeds including but not restricting to information necessary to complete a financing statement. The Buyer will reimburse to Micro all costs, charges and expenditure incurred or payable in the registration of a financing statement or charge under these Terms and Conditions.
13. Personal Property Securities Act 1999
13.1 You acknowledge that:
- a) these Terms of Trade are a Security Agreement for the purposes of section 36 of the PPSA;
- b) we take a security interest in all Goods that we have previously supplied to you (if any) and all Goods that we will supply to you in the future, to secure (with equal priority) payment of all amounts that you owe us;
- c) the security interest will continue until you have paid all amounts owing; and
- d) you waive your right to receive a verification statement under section 148 of the PPSA.
- a) will promptly sign any further documents, provide any further information, or do any other thing that we reasonably require to perfect and maintain the perfection of our security interest (including by registering a financing statement or financing charge statement);
- b) indemnify (and if requested reimburse) us for all expenses that we incur in registering a financing statement or financing charge statement or releasing Goods charged by the statement; and
- c) will give us 14 days’ prior written notice of any change in your name, address, contact details, trading name, business practice or any other details, and use your best endeavours to ensure that any applicable financing change statement is registered disclosing your new details.
- 13.3 To the fullest extent permitted by law, you and we contract out of section 114(1)(a) of the PPSA, and out of your rights referred to in sections 107(2)(c), (d), (h) and (i) of the PPSA. If, and for so long as, we are not the secured party with priority over all other secured parties in respect of any particular Goods, you and we agree that section 109(1) of the PPSA does not apply to those particular Goods.
PRIVACY ACT 1993 REQUIREMENTS
The applicant/s acknowledge/s that the information provided in this account application form is to be collected by Micro Mobility Limited for the purpose of evaluating my/our credit-worthiness and irrevocably provide/s the following acknowledgments, authorizations and consents to Micro Mobility Limited pursuant to the Privacy Act 1993:
- (a) Subject to my/our right to have access to and to correct the information about me/us held by Micro Mobility Limited, the Applicant/s irrevocably consent/s to Micro Mobility Limited collecting from any source such information as Micro Mobility Limited may consider necessary for the purpose of evaluating my/our credit-worthiness, and irrevocably authorise/s Micro Mobility Limited to use or disclose such information as I/we have provided in this application, or has otherwise been provided to and/or obtained by Micro Mobility Limited, now or at any time hereafter, in making enquiries to other parties for the evaluation of my/our credit worthiness;
- (b) Should I/we fail at any time to meet our financial commitments to Micro Mobility Limited, I/we irrevocably consent to the disclosure of information obtained by Micro Mobility Limited about me/us relating to our credit-worthiness to any subsidiaries or related companies (including the successors in title thereof) of Micro Mobility Limited, or the servants or agents (including the legal representatives or any debt collecting agency) of Micro Mobility Limited, its subsidiaries or related companies, to the extent that such information is relevant to my/our credit-worthiness;
- (c) I/we irrevocably authorise such other parties from whom Micro Mobility Limited may enquire or my/our credit-worthiness to disclose such information to Micro Mobility Limited may consider necessary for the evaluation of my/our credit-worthiness;
- (d) I/we acknowledge that this application for credit may not be approved or granted if all or any information requested by Micro Mobility Limited pursuant to or arising out of this application is not provided by me/us;
- (e) Should, for any reason, Micro Mobility Limited fail to comply with the requirements of this Privacy Act 1993 in the collection, use or disclosure of information relating to me/us, either now or in the future, I/we agree that such non-compliance shall be deemed to be authorised by the Applicant/s.