Terms and Conditions – Foster Plastics Industries

1. GENERAL

Terms and conditions notwithstanding any inconsistencies which may be introduced in the Buyer’s order on acceptance unless expressly agreed to by the Company in writing.

In these conditions of sale:-

“the Seller” means Foster Plastics Industries Pty. Ltd.

“the Buyer” means the person or company placing an order with the Seller for the purchase of goods.

“the Goods” means the goods and merchandise supplied by the Seller under its contract with the Buyer and otherwise described on the reverse side of this picking slip/delivery docket.

2. PAYMENT TERMS

Terms of payment shall be strictly net 30 days, unless specifically agreed to in writing by the Seller.

3. ACCEPTANCE OF ORDERS

The Seller reserves the right to accept any order in whole or in part, or to decline any order. Where the Seller makes a delivery in respect of part only of an order such delivery shall constitute a separate contract.

4. CONDITIONS OF SALE

(a) The Seller sells the goods only on these Conditions of Sale, if the terms of the Buyer’s order are inconsistent with these Conditions of Sale, the delivery of the goods to the Buyer shall constitute an offer by the Seller to sell the goods to the Buyer on these Conditions of Sale, which offer the Buyer may accept by retaining the goods.

(b) These Conditions of Sale contain the whole of the Contract between the Buyer and the Seller except for terms, conditions and warranties (if any) implied by the Trade Practices Act, 1974. All other conditions and warranties which might but for this clause be implied by law are hereby expressly negated and excluded.

(c) Subject to sub-clause (d) below, no claim (other than those falling within paragraph (s) of this clause) shall be recognised by the Seller unless made in writing and notified to the Seller by the Buyer or his agent within fourteen (14) days of the goods to the Buyer or his agent.

(d) In the event of the Seller agreeing to the return of the goods by the Buyer, the goods shall be at the Buyer’s risk until such time as the goods reach the Seller’s place of business. The expense of return shall be borne by the Buyer.

(e) Deliveries made to the Buyer does not constitute acceptance by Foster Plastics Industries Pty. Ltd. of any conditions of supply contrary to Foster Plastics Industries Pty. Ltd. conditions of Sale.

5. RETENTION OF TITLE (ROMALPA) CLAUSE

(a) The property in the goods shall not pass until paid for in full. If the buyer resells the goods prior to making full payment to the seller the buyer shall hold the proceeds of sale in trust for the seller. Cheques tendered shall not constitute payment until cleared.

(b) If the goods are not paid for by the due date for payment the buyer hereby irrevocably grants permission to the seller, and to the seller’s employees, agents or servants, to enter the buyer’s premises or any occupier of those premises arising out of the seller’s re-entry and recovery of possession under this clause.

6. PRICES

All prices shall be quoted or in accordance with the Company’s price list and/or arrangements current at the time of order and such price lists are subject to the conditions stated thereon. Verbal quotations are subject to written confirmation which will be given when requested.

7. DELIVERY

(a) Any times quoted for delivery and installation are estimates only and the Company shall not be liable for any loss or damage howsoever arising as a result or consequence of any failure to delivery or install or for delay in delivery or installation arising from any circumstances of whatsoever nature which are outside the Company’s control including in particular but without limiting the generality of the foregoing fire, floor, explosion, strike, lock out or other industrial act or dispute or the breakdown of, or accident to plant, unavailability or shortage of raw materials, labour, power supplies or transport facilities, or act of God, or any order or direction of any local, State or Federal Government authority or instrumentality.

(b) Every endeavour will be made to deliver the quantity ordered but owing to the difficulty of producing exact quantities, orders are conditional upon a margin of 10% being allowed for over supply or short supply Pallets not exchanged at time of delivery will be charged .

8. PACKING

Unless otherwise indicated prices include standard cases or packing. If packages are charged for and are returnable, allowance will only be made for the same when they have been received back by the Company in good order.

9. DESCRIPTION

Any description of goods contained in this contract is given by way of identification only and use of such description shall not constitute this contract a sale by description. Where product is sold as a particular colour, that colour will be commercial match to the approved master sample for that colour, as exact match cannot be guaranteed as Foster Plastics Industries has no control over the quality of pigments or colour master batches.

10. LICENCES

All goods are sold and services performed on the understanding that all licences and permits under all relevant statues, ordinances, rules and regulations have been obtained by the Buyer and the Buyer will ensure that the installation and use of the goods meets all statutory requirements.

11. PAYMENTS

The Buyer warrants that any design or instruction furnished to the Company shall not be such as will cause the Company to infringe any patent registered design or trademark in the execution of the Buyer’s order. The Buyer agrees to indemnify the Company against any infringement or unauthorised use of patent trademark, design or copyright arising out of the use of the goods and it is specifically agreed that the sale and purchase of the goods does not confer on the Buyer any licence or rights under any patent trademark or copyright the property of the Company.

12. PERFORMANCE, REPRESENTATION & LIMITED LIABILITY

(a) Any figures or estimates given for performance of goods are based upon the Company’s experience and are such as the Company would expect to obtain on test. But the Company will only accept liability for failure to obtain the figures or estimates given when such figures or estimates are warranted in writing within specified margins. Liability shall be limited to the cost of the goods originally invoiced and shall not include any other associated costs.

(b) The responsibility, fitness, purpose and function of all our products sold is to be burdened by the customer as there are many variables affecting the performance of the end product to which Foster Plastics Industries do not have control over

(c) The Buyer acknowledges that neither the Company nor any person purporting to act on its behalf has made any representation or given any promise or undertaking which is not expressly set out in the contract whether as to the fitness of the goods for any particular purpose or any other matter.

(d) The buyer has no authority to bind the Seller by any representation, undertaking, assertion or statement in relation to the goods unless expressly authorised in writing by the Seller to do so.

13. SUB-CONTRACTING

The Company reserves the right to sub-contract the manufacture and/or supply on any part of the goods quoted on any materials or services to be supplied.

All orders are accepted by Foster Plastics and all Sales are made on the Terms and Conditions of Sale stated hereon and the purchase by the Buyer shall be deemed acceptance by the Buyer of these Terms and Conditions.

14. TOOLING

(a) All charges for tooling have not included (unless specified on the invoice or quotation) the associated costs for each development die and calibrator. These associated costs include but are not limited to: design, machining and tooling personnel times, material costs and wastages, extrusion time for each trial, die and calibrator alteration(s), fixture(s) and jig(s), repair and maintenance and technical advancements.

(b) Customers shall only be permitted to take possession of tooling that has been historically charged and only after all the associated costs have been paid and received in the bank account of Foster Plastics Industries.

(c) It should be noted that Foster Plastics Industries Pty. Ltd. do not profit from developing die(s) and calibrator(s). Profit is made after the tool(s) have been used for the manufacture of profiles over a “quantity, range” and/or sale price per metre. This shall be taken into consideration when calculating the associated cost.