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1. DEFINITIONS
1.1 “Vision” means Vision Creative Design A.B.N. 88 639 284 453 of 4/60 Bowral Rd Mittagong, NSW, Australia.
1.2 The “Customer” means the party placing an order for the purchase of goods or services from Vision.
1.3 An “Order” refers to an order for goods or services.
2. ACTING IN RELIANCE
2.1 The Customer warrants that the information provided by the Customer is true and correct. The Customer acknowledges that Vision will act in reliance on this information.
2A. APPLICATION OF TERMS AND CONDITIONS
2A.1 These Terms and Conditions (“T&Cs”) apply to each and every dealing between the parties Vision and the Customer, and the Customer agrees to adhere to these Terms and Conditions and will that they prevail over any other verbal, implied or written conditions, whether verbal, implied or written to the extent permitted by law.
2A.2 These T&Cs may be changed by Vision from time to time and the then current version of the T&Cs shall be binding upon the Customer.
3. ORDERS
3.1.1 Orders are subject to acceptance in accordance with these T&Cs. Orders are subject to acceptance by Vision in whole or in part at: Vision Creative Design, 4 / 60 Bowral Rd, Mittagong, NSW, 2575 Australia
3.1.2 CUSTOMER’S RESPONSIBILITY – It is the Customer’s responsibility to ensure that the electronic files supplied comply with Vision’s file specifications requirements and that the files supplied are correct and able to be printed as soon as they are supplied. Files supplied without ‘bleed’ will be printed as they are supplied under the assumption that this is the Customer’s requirement. It is the Customer’s responsibility to ensure that any materials supplied for printing do not breach relevant copyright legislation. Vision accepts no responsibility for any copyright issues. No assumptions or judgements are made by Vision in relation to the correctness or acceptability of any electronic files supplied to us. Electronic files are printed as they are supplied and there will be variations between finished printed products and the same file being printed on various proofing devices (ie. Inkjet printers and the like). Customers must also understand that our printing process will result in colour variations between orders and exact colour matching cannot and will not be provided by Vision. Colour variations will occur from job to job and run to run. Please do not order from Vision if you require an exact colour match or are uncertain with any aspect of your supplied electronic files. It is also the Customer’s responsibility to understand the nature of the various stocks that we print on and the impact of different finishing options will have on that stock (ie cracking). Vision assumes that its Customers are fully aware of this impact before any orders are placed. Vision accepts no responsibility whatsoever for any cracking caused by folding of brochures or the like. NO REFUNDS OR REPRINTS will be provided for any breaches of the Customer’s responsibility contained within this clause.
3.2 Vision reserves the right to impose minimum order requirements at anytime which may be changed by Vision from time to time.
3.3 No order may be cancelled except with the consent in writing from Vision.
3.4 If the Customer purports to cancel any order, such conduct may be treated as a repudiation of the contract. The Customer shall pay Vision all loss, damage, costs and expenses incurred or suffered by Vision as a result of such conduct (Minimum $50 cancellation fee regardless of circumstances will be incurred by Customer).
3.5 Orders shall not be varied unless the variation is in writing, signed by Vision.
3.6 Vision or the manufacturer of the goods (“the Manufacturer”) may, without notice, change the range of goods and services or redesign or modify existing goods or services resulting in some goods becoming obsolete or unavailable and Vision or the Manufacturer shall not be liable for any loss or damage suffered by the Customer or the Customer’s customers as a result. The Customer undertakes to advise any person or company to whom it sells any goods of this condition.
4. ACCEPTANCE OF ORDERS
4.1 An Order will be deemed to have been accepted by Vision upon transmission at the earlier of:
4.1.1 of such order to the Art Department of Vision receipt of payment for the goods by Vision; or
4.1.2 despatch of the goods from Vision.
4.2 No orders may be varied or cancelled by the Customer after acceptance ; unless agreed to by Vision, on terms and conditions set by Vision.
5. PAYMENT
5.1 The goods or services must be paid for in full at the time of picking up the order for the goods or services by the Customer. Vision does not grant credit to its Customers.
5.2 Vision may require an amount be paid by the Customer as a non-refundable deposit. Payment for goods must be received by cash, EFT or credit card, to be received by Vision at the time of placing the order for the goods with Vision.
5.3 Vision may not be obliged to hand over deliver the goods or perform services until all monies owing and overdue to Vision by the Customer, including for any prior orders, are paid to Vision and shall not be responsible for any loss or damage suffered by the Customer as a result.
5.4 If Dynamite agrees, in its absolute discretion, to grant credit to the Customer, the Customer must complete a Credit Application and provide security and guarantees as required by Vision.
6. PRICES AND RESALE PRICES
6.1 Visions’ price lists or quotations do not constitute an offer.
6.2 Quotations are given and orders are accepted only on the basis that the prices charged will be those applicable at the date of the order being despatched, ex Vision warehouse. All prices are subject to change without notice.
6.3 Prices are exclusive of costs of delivery of the goods to the Customer and any applicable goods and services tax.
6.4 All prices are subject to change without notice.
6.5 Recommended and suggested resale or retail prices wherever shown are recommended resale or retail prices only and there is no obligation to comply with any recommendation or suggestion.
6.6 The Customer shall in addition to any monies otherwise payable hereunder pay any applicable goods and services taxes (or its equivalent) in respect of any goods and/or services purchased.
7. MODIFICATIONS
7.1 Vision is not obliged to attend to any modifications or variations to the goods unless agreed in writing by Vision.
7.2 If any modifications to the goods are required to comply with the regulations or laws of the State or Country in which the Customer is located and/or in which the goods are to be resold or used by the Customer, each order must include clear instructions detailing the required modifications.
7.3 The Customer must not modify the goods in any way, other than with the written consent of Vision and in strict compliance with instructions supplied by Vision.
7.4 Vision shall not be liable for any loss or damage suffered by the Customer or any third party of or incidental to:
7.4.1 If Vision agrees to undertake any modifications or variations to the goods in accordance with a request by the
Customer and if the instructions or information supplied by the Customer are incorrect, incomplete or in any way ambiguous, Vision shall not be liable for any loss or damage including consequential loss or damage suffered by the Customer or any third party of or incidental to the variations or modifications not complying with the Customer’s requirements or not complying with the regulations, standards or laws to which the goods and/or the Customer are subject.
8. SHIPMENT
8.1 All representations by Vision as to the date and/or time for delivery are made in good faith, but are not guaranteed. All representations are made in good faith, in the light of conditions and circumstances that are known to Vision at the time.
8.2 Vision and its directors, officers, employees and associated companies shall not be liable for late deliveries or non-deliveries and under no circumstances shall Vision be liable for any loss, or damage, including consequential loss or damage, or delay occasioned suffered by to the Customer or its Customers arising from late or non-delivery of goods or service, whether such loss or damage is due to negligence or wilful act, misconduct or default of Vision or any third party and whether or not if the same occurs in the course of the performance by Vision of any contract or in circumstances which are foreseeable by Vision or in circumstances which would constitute a fundamental breach of any contract or a breach of any fundamental term hereof.
8.3 Goods will normally be shipped by the most convenient and economical method and route having regard to the nature of the goods. Vision reserves the right to charge the Customer for delivery.
8.4 If Vision was unable to deliver part of an order for any reason whatsoever, Vision may deliver by instalments. Each instalment shall be regarded as a separate contract and any defect in, or failure to deliver an instalment shall not give the Customer the right to cancel the balance of deliveries due under the order.
8.5 The Customer will upon receipt, inspect the goods and notify Vision of any errors or shortages within three days after delivery, quoting delivery docket numbers and all other relevant details.
9. DAMAGE OR LOSS IN TRANSIT
9.1 It shall be the responsibility of the Customer to insure the goods after despatch from the Vision. Vision may suggest or offer group insurance but it is the Customer’s responsibility to ensure that the insurance is adequate for the purpose. Vision shall not be liable for any loss or damage suffered during transit of the goods to the Customer.
10. TITLE AND RISK
10.1 Vision reserves all legal title and ownership in relation to the goods until all monies owed by the Customer to Vision are fully paid.
10.2 Until the legal ownership of the goods has passed to the Customer, the Customer shall be a bailee of such goods in its possession but title for such goods remains with Vision.
10.3 If the goods are resold, or products manufactured using the goods are sold by the Customer, the Customer shall hold such part of the proceeds of any such sale as represents the invoice price of the goods sold or used in the manufacture in a separate identifiable account as the beneficial property of Vision and shall pay such amounts to Vision upon request.
10.4 Notwithstanding the provisions above, Vision shall be entitled to maintain an action against the Customer for the whole purchase price and any other loss suffered or incurred by Vision.
10.5 The Customer shall have no claim against Vision for any damages or other monies whatsoever if Vision repossesses or attempts to repossess the goods. The rights of Vision hereunder are in addition to any other claim or rights Vision has under any other term hereof or under any other contract between the parties.
10.6 Risk in the goods supplied by Vision shall pass to the Customer immediately on despatch by Vision and the Customer shall keep the goods insured, safe and readily identifiable.
11. DEFAULT
11.1 In the event the Customer is in default of any term or condition and such default has continued for a period of seven days,Vision may, at its election at any time thereafter shall be at liberty to cancel any or all orders yet to be completed and to recover from the Customer any or all losses, damages, costs, interest, fees, charges (including handling charges payable to Vision and its suppliers) and all expenses incurred and suffered by Vision as a result of the Customer’s default and the subsequent cancellation.
11.2 The Customer shall have no recourse whatsoever against Vision for any loss or damaged suffered as a result of any such cancellation.
11.3 In the event that any monies are due and payable by the Customer to Vision, but remain unpaid for seven days, Vision may charge the Customer and be paid interest on the outstanding balance from the due date until payment is received by Vision at a rate of 1.5% per calendar month or part thereof, and the Customer will also pay to Vision, any costs and expenses (including legal expenses) that Vision incurs in enforcing these Terms and Conditions of Sale or any other Agreement that it has with the Customer.
12. DEFECTS
12.1 Any claim by the Customer relating to any defect in manufacture of goods, or any shortage or other nonconformity to an order for goods or services shall be made in writing to Vision at its address:
Vision Creative Design, 4 / 60 Bowral Rd, Mittagong, NSW, 2575 Australia or via email to: info@visionprint.com.au
within 3 days of delivery of the goods or services.
12.2 Unless such written claim is received by Vision within the specified period, the Customer shall be deemed to have accepted the condition of the goods and/or services and , conformity of the goods and services to the order.
12.3 Any claim in relation to a defect in goods must be accompanied by both:
12.3.1 a specimen of the article showing the alleged defect; and
12.3.2 a sample taken from the consignment in its original packaging showing the references used for identification purposes.
12.4 Notwithstanding that a claim has been made by the Customer, the Customer shall pay for the goods and/or services pending determination of the claim by Vision.
13. RETURNS
13.1 No goods shall be returned to Vision by the Customer without the written consent of Vision.
13.2 If Vision consents to the return of goods, Vision shall not be required to accept such goods by way of return unless:
13.2.1 The delivery charge for the return to Vision of the goods is first paid by the Customer;
13.2.2 The goods are unused and undamaged and in their original packaging; and
13.2.3 The goods and the packaging are as new and in a saleable condition with only their original marks, numbers unaltered and prices not marked thereon if applicable.
14. LIMITATION OF LIABILITY
14.1 Subject to any express written warranty otherwise given by Vision, and subject to any statutory warranties express or implied which by law cannot be excluded, all warranties conditions and representations, whether express or implied are expressly excluded. Where a warranty or conditions is implied by law, Visions liability is to the extent that same can be so limited, is limited to one of the following at Vision’ discretion in the case of goods:
14.1.1 Replacement of goods or supply of equivalent goods or supply of the service again;
14.1.2 Repair of goods;
14.1.3 Payment of costs of replacing the goods or acquiring equivalent goods; or
14.1.4 Payment of the cost of having the goods repaired or supplying the services again.
14.2 Vision and its directors, officers and, employees and associated companies, shall have no liability (including liability in negligence) to any person for any loss or damage, consequential or otherwise, howsoever suffered or incurred by any such person of and incidental to the goods sold by Vision to the Customer, and without limiting the generality thereof, any loss or damage consequential or otherwise suffered or incurred by any such person caused by or caused directly or indirectly from any late or non-delivery, any failure, defect or deficiency of whatsoever nature or kind incidental to the goods or services, or associated with delayed and non-delivery and whether or not if the same occurs in the course of the performance by Vision of any contract or in circumstances which are foreseeable by Vision or in circumstances which would constitute a fundamental breach of any contract or a breach of any fundamental term hereof.
14.3 The Customer and its directors hereby indemnifies and keeps indemnified Vision and its directors, officers, and employees and associated companies (to the extent permissible by law) in respect of any loss or damage consequential or otherwise howsoever suffered or incurred by any person or incidental to any occurrence referred to in the previous paragraph.
14.4 Vision shall not be liable for failure to observe or perform in accordance with these T&Cs for any reason or cause which was not within its control, including without limitation, war, insurrection, riot, civil commotion, strikes, lock outs, labour or industrial disputes, acts of God, acts of Governments, flood, storm, tempest, power shortages or power failure, inability to obtain sufficient labour, raw materials, fuel or utilities.
15. CUSTOMER’S DETAILS
15.1 The Customer shall forthwith give notice to Vision of the change of address, telephone number, facsimile numbers or address for delivery to the Customer not later than 7 days prior to such change occurring.
15.2 The Customer shall inform Vision of any changes in the ownership of the Customer within 14 days of such change, whether total or partial by giving notice in accordance with clause 16 herein forwarding to Vision notice in writing of that change to:
Vision Creative Design, 4 / 60 Bowral Rd, Mittagong , NSW, 2575 Australia, or via email to info@visionprint.com.au
15.3 Until such notice is received by Vision the Customer and if it is a company or trustee, each of the Directors thereof shall hold Vision indemnified, against all losses, unpaid accounts, interest, damages, costs, charges, fees and expenses of whatsoever nature incurred or suffered by Vision in trading with any person, company (including the same company but with a different shareholder or shareholders) or other entity (including a trust) which may have purchased the Customer’s business or any interest therein or any of the shares in the Customer and used the Customer’s previously approved credit account for trading.
16. NOTICES
16.1 Any notice, demand or other communication given or made under these T&Cs must be in writing:
16.1.1 Made by an authorised officer of the sender and delivered to the intended recipient by prepaid post, hand or fax to the address or fax number last notified by the intended recipient to the sender, signed by an authorised officer,
16.1.2 If given or made by the Customer, signed by the Customer or an authorised officer, and
16.1.3 Delivered to the intended recipient by prepaid post, hand or fax to the address or fax number last notified by the intended recipient to the sender,
16.2 Such notices will be taken to have been given or made:
16.2.1 In the case of delivery by post, three days after the date of posting;
16.2.2 In the case of delivery by hand, when delivered, and
16.2.3 In the case of delivery by fax, on receipt by the sender of a transmission control report from the despatching machine showing the relevant number of pages and the correct destination fax machine number or name of recipient and indicating that the transmission has been made without error.
16.3 Any notice, demand or other communication may also be given or made in accordance with any method, procedure or requirement permitted under any applicable law.
17. MISCELLANEOUS
17.1 These T&Cs shall be governed by and interpreted in accordance with the laws of New South Wales and the parties irrevocably submit to the non-exclusive jurisdiction of the courts of that jurisdiction and any appeal courts from them.
17.2 The Customer and its directors declare that the goods and/or services to be provided by Vision are to be used wholly or predominantly for business and/or investment purposes (or for both purposes).
17.3 The Customer acknowledges and agrees that Vision may assign all of its rights, benefits and interests under this Agreement to any other entity as nominated by Vision. Any such assignment by Vision shall not prejudice or affect the rights, claims or interests of the Customer or Vision which have accrued up to the date of assignment.
17.4 The Customer shall not assign, transfer or novate its rights and obligations under this Agreement, without the prior written consent of Vision, in Vision’ absolute discretion.
17.5 If any provision of these T&Cs is, for any reason, wholly or partly held to be illegal, void, invalid or unenforceable by a court of law or other competent authority, that provision shall be severed in the relevant jurisdiction and all other provisions of the T&Cs shall continue in full force and effect.
17.6 No failure to exercise, nor any delay in exercising, any right, power or remedy by Vision operates as a waiver. A single or partial exercise by Vision of any right, power or remedy does not preclude any other or further exercise of that or any other right, power or remedy. A waiver is not valid or binding on Vision unless in writing. Vision’ rights, powers and remedies under these T&Cs are in addition to, and do not exclude or limit, any right, power or remedy provided by law or equity or by any other agreement or instrument.
17.7 The Customer consents to the use of any Personal Information of its employees, officers or agents, for the purposes set out in Visions Privacy Policy including but not limited to the Customer’s or its director’s credit history.
17.8 Vision shall not under any circumstances be responsible to the Customer for any failure to comply with its obligations under this Agreement pursuant to any order that is accepted, which failure is caused by an act of God, acts of any Government, war or other hostility, national or international disaster, the elements, fire, explosion, power failure, equipment failure, strikes or lockout, inability to obtain necessary supplies and the like and other force majeure occurrences.
