Onsite Casual Service
Base Rate: $187.00 inc GST per hour or part thereof
Minimum Charge: $220.00 inc GST
Day Rate: $1,309.00 inc GST
Response Time: Best Effort (usually within 4 hours)
Availability: Any time (surcharges apply for non-business hours – Mon – Fri, 9am – 5pm)
Services Offered: Troubleshooting, Training, Maintenance, Repairs

Remote Casual Service
Base Rate: $187.00 inc GST per hour or part thereof
Minimum Charge: $187.00 inc GST
Day Rate: $1,309.00 inc GST
Response Time: Best Effort (usually within 4 hours)
Availability: Any time (surcharges apply for non-business hours – Mon – Fri, 9am – 5pm)
Services Offered: Troubleshooting, Training, Maintenance

Consultancy
Base Rate: $264.00 inc GST per hour, fees charged in 6 minute intervals
Minimum Charge: $264.00 inc GST
Day Rate: $2,112.00 inc GST
Response Time: By appointment
Availability: By appointment
Services Offered: Consultancy

Please contact us if you would like information on how to save money with a pre-paid service contract.

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TERMS OF TRADE

These General Terms of Trade apply broadly to all
transactions between us. Documents issued by us in regards
to a transaction will identify, if necessary, special terms and
conditions.

Interpretation

“Good faith” means honesty in fact in the conduct or transaction
concerned and is a notion that is extended to include negotiations
precedent or subsequent to this agreement.

“Business Day” means any day other than a Saturday, Sunday, or
public holiday.

Time is of the essence as it pertains to the performance of its
respective obligation under this Agreement and the transaction
contemplated and is a primary consideration when interpreting the
reasonableness of time in a particular situation.

Reasonable Time. Whenever the Agreement between us requires any
action to be taken within a reasonable time, any time which is not
manifestly unreasonable may be fixed by our consent. What is
reasonable time for taking any action depends on the nature, purpose
and circumstances of such action.

Description of the Parties
We are the “Seller”, that is, the person who sells or contracts to sell
goods or services.
You are the “Buyer”, that is, the person who buys or contracts under
authority of another, whether expressly or impliedly, to buy goods or
services.
“Guarantor” means that person who has furnished, under a separate
agreement, an undertaking in the favour of us stating that your
performance under this Agreement will be discharged to the our full
satisfaction. There is no obligation imposed upon us to keep a
Guarantor or Guarantors, as may be required from time to time,
informed as to your performance or non-performance hereunder.

The Subject Matter to be Supplied
“Goods” means those things which are moveable and have been
identified or referenced in some way by the Parties and are for use
primarily in the commercial context, including certificates or coupons
exchangeable for such goods, and including goods, which at the time
of sale or subsequently, are to be affixed to real property whether or
not severable therefrom. Goods must be both existing and identified
before any interest in them can pass.
“Services” means work, skill, labour and services, including, but not
limited to, services furnished in connection with repair, alteration, or
improvement of a premises, or services furnished in connection with
the sale or repair of goods. The supply of services may be based
upon a supply of goods component or vice versa.
The transactions contemplated hereunder may be for the supply of
goods or services or may be some combination of both.

Determination of Price
“Price” means the amount agreed to by the parties; or fixed under
our absolute discretion and announced, either orally or in writing, by us
to which you have approved, expressly or impliedly; or means the
amount established by a course of dealing between us.
“Delivery” means voluntary transfer of possession, but the Price,
unless otherwise stated in writing by us, does not include delivery
costs.

Payment

1. If you must make a payment or do any other thing on or by a day
   that is not a business day, you must make the payment or do the
   thing on or by the next business day.
2. Unless otherwise agreed your tender of payment is a condition
   precedent to our duty to tender or complete any delivery.
3. We reserve the right to protest any attempted accord and may
   give notice of such protest by letter and on the instrument
   attempting the accord. By accepting payment of any sum after its
   due date, moreover, we do not waive our right either to require
   payment when due of all other sums or to declare default for
   failure so to pay.
4. If a cheque issued by you is dishonoured by your bank, you will
   be liable to us, in addition to the amount owing on the cheque or
   draft or order, for damages treble the amount so owing, but in no
   case less than one hundred dollars ($100), and in no case more
   than five hundred dollars ($500), plus the cost of posting the
   written demand for payment.

Default

When are you in default?
You will be in default, for example, if:

As the Buyer:

• You do not pay us when monies under this Agreement are due;
• You make payment by a cheque which is subsequently dishonoured by your bank on “due presentment”.

As a Guarantor:

• You do not pay any of the guaranteed money when called upon so to do.

We may send you a default notice
If you are in default under our Agreement, we may send you a default
notice. The notice will tell you:

• What the default is
• What you are required to do correct the default;
• That you have 10 business days to correct the situation causing the default.

Failure to comply with our default notice
If you do not comply with the default notice:

1. You become liable to pay us immediately all monies, an amount that now permits us to include substantial, yet still reasonable enforcement expenses (legal or commercial agent fees) and interest; and
2. We may repossess and sell the goods; and
3. We will apply the proceeds of the sale towards repayment of the monies owed under the Agreement.

We may perform your obligations at your cost
If you fail to do anything that our Agreement requires you to do, we may:

• Do the thing as required
• Do it in your name
• Do it at your expense and add the expense to your balance under our Agreement.

Enforcement Expenses and interest

In the event of a breach of this Agreement, we may charge you
enforcement expenses reasonably incurred by us. We may add these
to your account. These expenses include, but are not limited to:

1. Interest at the daily rate of 0.06575 per cent on unpaid balances. We will calculate interest daily by multiplying the unpaid balance of the account at the end of the day by the daily percentage rate. The daily percentage rate is the annual percentage rate divided by 365.
2. Attorney or Commercial Agent Fees. We are entitled to substantial, yet still reasonable legal or commercial agent fees.
3. Costs of service and of searches. Costs and expenses are allowable if incurred, whether or not paid. Costs and expenses that are reasonably necessary to the conduct of a particular step are allowable under this Agreement.
4. Expenses of attachment or seizure, including keeper fees.
5. Premiums on necessary surety.

An enforcement expense includes, but is not limited to:

• Enforcing any right we have under this Agreement or enforcing any guarantee;
• Attempting to enforce any right;
• Performing any of your obligation under this Agreement;
• Protecting any right;
• Waiving any right;
• Contemplating the enforcement of any right.

Lien

To secure payment to us of all sums due under the Agreement, you
irrevocably grant to us, after taking possession of the goods, a lien on
goods the subject of this Agreement. Under this arrangement you
have agreed to allow us to keep open certain remedies available that
statutory authority, for example, the Sale of Goods Act, may operate to
limit without your consent.

Risk

Unless otherwise agreed risk passes to you at the time we ship, and
we ship FOB our ordinary place of business to your specified location.
You assume all responsibility for filing claims for damage against the
carriers and other agents involved.

Transfer of Title and Property

Title of ownership and property in the goods vests absolutely with us
and does not pass to you UNTIL you have discharged fully your
obligations, for example, payment in full as required under this
Agreement.

Damage or Destruction

If any of the goods are damaged or destroyed prior to our tender of
delivery, you will direct the insurer to make payment to us of all
insurance monies payable in respect of the insurance claim made on
the damaged or destroyed goods, the receipt of monies of which is to
be applied by us as follows:
First: Against the outstanding price of the goods that are damaged or destroyed.
Second: Against the outstanding price of all goods supplied under the Agreement.

Third: Against the outstanding balance payable to us by you on any account under the Agreement.
Fourth: If any monies remain after application of steps 1-3, we will notify you of the amount of any residual, and you are required to make a written reclamation demand within 10 business days after your receipt of the notice; otherwise, we have the right to hold the residual and apply it as a credit against future transactions between us.

Access

You irrevocably permit us or any person authorised by us in writing,
upon our giving you reasonable notice to enter your premises or a
premises where the goods are reasonably believed by us to be held on
your behalf. You also agree to indemnify and hold us harmless for
reasonable costs of removal, enforcement, and legal action in respect
of the removal of goods the subject of this Agreement.

Further Assurances

1. You must sign documents or do anything to perfect our rights
   under this Agreement or to comply with any obligation under this
   Agreement.
2. You appoint us as your attorney to sign any document or do
   anything that we may reasonably require to comply with an
   obligation under this Agreement.

Representations and Warranties

You represent and warrant to us that:

• All information and representations that you, or any person acting on your behalf, give us in connection with this Agreement are true and correct.
• You have not failed to disclose to us anything relevant to our decision to have commercial dealings with you;
• No litigation, arbitration, adjudication, mediation, or dispute is proceeding against you or is threatened against you that may have a material, adverse effect on your ability to perform your obligations under this Agreement;

You acknowledge that:

• We have accepted to enter into commercial dealings with you based upon the above-referenced representations; and
• You have not entered into this Agreement in reliance on any representation or warranty from us.

The effects of statutory covenants diminished

If the law of the State or Territory where the transaction occurred was
when we entered into this Agreement implies covenants into the
transaction not contemplated by either or both of us, then the operation
and effect of those implied covenants are diminished to the fullest
extent permitted. Nothing in this provision purports to operate to
exclude statutory covenants where it is an offence to do so or to do so
renders this Agreement inoperable.

Undertakings Regarding the Transaction or
Transactions contemplated by this Agreement

Our tender of delivery under this Agreement is a condition to your duty
to accept the goods or services provided and, unless otherwise
agreed, your duty to pay for them. Tender entitles us to—

• Acceptance of the goods or services supplied; and
• Payment according to this Agreement.

Your acceptance of the Goods or Services occurs when you—

• After a reasonable opportunity to inspect the goods or services signify by words or conduct that the goods or services provided are conforming or that you retain them in spite of their non-conformity; or
• Fail to make an effective rejection; or
• Do any act inconsistent with our ownership.

Your acceptance of a part of any commercial unit is acceptance of that
entire unit.
Your right, as against us to retain or dispose of the goods or services
delivered or supplied, is conditional upon you making the payment
due.

Dispute Resolution

When a dispute arises between us, you agree to comply with our
dispute resolution process. To this end a person under our Agreement
who has a complaint against the other person for whatever reason is
first required to notify the other party of the dispute by giving written
notice specifying the following:

• The nature of the dispute;
• The outcome required; and
• The action believed necessary under the circumstances that will assist both in settling the dispute.

Each of us will then in good faith attempt to resolve the dispute by
mutual negotiation, and if the dispute in some aspect involves payment
of monies, the party withholding payment is required immediately upon
receipt of the said notice to deposit the disputed amount into an
escrow account with instructions pertaining to the release of funds.
Undisputed amounts shall be paid forthwith.
A person who does not follow these instructions will violate the
covenant of the duty of good faith and fair dealing under our
agreement, and the facts and evidence in support of this breach may
be brought to the attention of a trier of fact, if the dispute is not
resolved and must be litigated in a court of competent jurisdiction.
A failure by a party to place funds into an escrow account, moreover, is
conduct that may be interpreted by the other party as being such that
the party is not able to pay its obligations as they become due and
gives good cause for the other party, if that party so desires, to initiate
remedial action without penalty.

Notices

Notices, demands, or requests provided for or permitted to be given
under our Agreement must, at all times, be in writing and may be given
to the address identified on the most recent transaction document by—

• Personal Delivery
• Express or Registered Post with delivery confirmation
• Facsimile Transmission with receipt confirmation

Termination of this Agreement by one party except on the happening
of an agreed event requires that reasonable notification be received by
the other party and any attempt to dispense with notification is invalid if
its operation would be unconscionable.

Personal Guarantee of Shareholders, Partners, and
Spouses

If you are a corporation, trust or a partnership, all principals are
required to sign a personal guarantee. If you are an individual, your
spouse is required to sign a Personal Guarantee.
Unless all such principals or spouses, as applicable, execute such
Personal Guaranty as required herein, this Agreement shall, at our
option, become null and void and confer no rights upon you,
notwithstanding performance for any duration under the Agreement.
All guarantors shall be jointly and severally liable for performance of all
of the terms, covenants, and conditions of this Agreement.

Privacy Act and Credit Information

You and the Guarantor jointly and severally acknowledge and agree
that we are authorised to make approaches to a credit reporting
agency throughout the term of the Agreement to obtain a report about
the creditworthiness of either the Buyer or the Guarantor or both.
You and the Guarantor jointly and severally authorise us to engage in
the exchange of information with a credit reporting agency or with
other such parties as are necessary to give effect to the contract and
to the ongoing relationship between the parties hereto.
You and the Guarantor jointly and severally acknowledge that the
information referred to in the previous paragraph may include
information about the creditworthiness, credit standing, credit history,
credit capacity, and credit providers of either the Buyer or the
Guarantor or both.
You and the Guarantor jointly and severally acknowledge that we will
make such approaches as referred to herein as permitted by the
various provisions under the Privacy Act 1988 (Cth) including, but not
limited to, sections 18E(8)(c) and 18K(1)(h). It is understood and
agreed between us that any credit information received shall remain
confidential.

Execution and Counterparts

This Agreement may be executed in several counterparts and when so
executed will constitute one agreement binding on us, despite the fact
that our signatures may appear at different intervals on original and
counterparts.

Unenforceable Terms

Any provision in this Agreement that is prohibited or unenforceable
under any applicable law or any jurisdiction shall as to such jurisdiction
be ineffective without affecting any other provision of this Agreement.
To the full extent that the provisions of such applicable law may be
waived, both of us hereby waive them to the fullest extent possible so
that this Agreement is still valid and binding and is enforceable in
accordance with its remaining terms.