Trade Account Application | IFS Group

1. Unless other wise agreed in writing by INDEPENDENT FASTENING SYSTEMS PT Y LTD ABN 60 098 920 060 

(the “Supplier”) the following conditions shall apply to the sale of all products by the Supplier to the Applicant. 

2. Any representation given by the Supplier to the Applicant as to quality or performance of the products or their suitability for a particular purpose or otherwise in relation to the products is given in good faith and the liability of the Supplier for any breach of warranty (wether express or implied) or misrepresentation is limited to the obligation to repair or replace defective products at its own cost during normal working hours and by its own employees or authorised representatives. The Supplier will not be liable to pay for any services or repairs carried out by others nor does it accept responsibility for any loss of production, profit or other wise of the Applicant nor will it be liable for any indirect consequential loss or damage to persons or property of any nature due to any cause whatsoever arising from or in relation to the supply of products to the Applicant. The Applicant acknowledges that it will not rely upon nor be induced by any warranty or representation by the Supplier not expressly set out herein, in its price list or otherwise in writing. 

3. These conditions do not include, restrict or modify the application of any provisions of any Commonwealth, State or Territorial law which law cannot be excluded, restricted or modified. 

4. Except where an Applicant shall be taken to have acquired the products as a consumer within the meaning of the Trades Practices Act 1974 or equivalent Commonwealth, State or Territorial legislation: 

a) The Supplier shall not be liable or responsible for any loss, damage or injury to property or persons (including but not limited to loss of profits, business or other direct, indirect, special, consequential or incidental damages) resulting from or in connection with the acquisition, delivery, re-supply, installation, use or possession of the products irrespective of whether such loss, damage or injury results from the negligence of the Supplier, its servants or agents or any other cause whatsoever; and b) All terms, conditions and warranties that the product shall correspond with their description, shall correspond with any sample, shall be of merchantable quality or shall be reasonably fit for any purpose expressed or implied directly or indirectly, by common law or any Commonwealth, State or Territorial laws are hereby excluded to the fullest extent permitted by law. 

5. Where an Applicant is taken to have acquired the products as a consumer within the meaning of the Trades Practices Act 1974 or equivalent Commonwealth, State or Territorial legislation, the liability of the Supplier for a breach of any term, condition or warranty referred to in Clause 4 

(b) shall be limited, at the absolute discretion of the Supplier, to the replacement of the products or the supply of equivalent products or the repair of the products. 6. a) Risk in any product supplied by the Supplier to the Applicant shall pass when such property is delivered to the Applicant or into custody on the Applicants behalf but ownership and property in each product supplied is retained by the Supplier until payment of its full purchase price and for all other products supplied by the Supplier to the 

Applicant and until the property so passes to the applicant shall: 

i) Hold each item thereof as bailee of the Supplier; ii) Store the same in such a manner as enables them to be readily identified and distinguished from other property in possession of the Applicant that is not held by the Applicant as bailee of the Supplier; and iii) Deliver the same to the Supplier on demand by the Supplier. b) In the event of any product supplied by the Supplier is sold by the Applicant prior to its full purchase price and for all other products supplied by the Supplier to the Applicant, then such proceeds of the sale shall be the property of the Supplier. 

c) If the Applicant does not pay for any pr oducts on the due date specified herein the Supplier is hereby irrevocably authorised by the Applicant to enter the Applicants premises (or any premises under the control of the Applicant as agent of the Applicant if the products are stored at such premises) and use reasonable force to take possession of the products without liability for the tort or trespass or negligence or payment of any compensation to the Applicant whatsoever. 

d) T he provisions of each paragraph of this condition and the rights thereby conferred upon the Supplier are distinct and severable from the provisions of each other paragraph and any invalidity of any thereof (whether as between the Supplier and the Applicant or the Supplier and any other person) shall not affect the operation according to its terms of each other paragraph. 

7. Deliveries may be totally or partially suspended by the Supplier during any period in which the Supplier may be prevented or hindered from affecting delivery by its normal means of supply or delivery by normal route by reason of any circumstances outside its reasonable control (including but not limited to strikes, lockouts, shortages of material, accidents or breakdowns of plant or machinery) . In the event that because of short supply of any material or finished stock the Supplier shall be unable to supply, it may in its sole and unfettered discretion supply a portion of available supply to the Applicant without being thereby in breach of contract. 

8. a) The customer shall pay INDEPENDENT FASTENING SYSTEMS PTY LTD all monies due and owing within thirty days of the end of the month in which invoice is render ed or as otherwise agreed. b) I f payment is not made when due, INDEPENDENT FASTENING SYSTEMS PTY LTD may charge interest on moneys outstanding at a rate of two per cent (2%) per month or part thereof on all monies due and owing to INDEPENDENT FASTENING SYSTEMS PTY LTD 

9. In consideration of the acceptance of this Application by the Supplier, the Applicant does hereby charge all of its property both real and personal, present and future and wheresoever situate with the amount of its indebtedness to the Supplier from time to time and shall, immediately upon demand being made upon the Applicant by the Supplier, cause all documents to be signed and do all things that the Supplier may reasonably require to be signed and done by the Applicant to further secure to the Supplier the amount of is indebtedness to the Supplier and the Applicant does hereby appoint the Supplier as its duly constituted Attorney to execute in its name a Consent to any Caveat which the Supplier may wish to lodge against real property held by the Applicant as registered owner in any titles office. 

10. The Supplier reserves the right to refuse credit to the Applicant at any time without reason. 

11. All words in this document importing the plural number include the singular and vice versa and if there is more than one applicant these conditions shall bind each of them jointly and severally. DIRECTORS PERSONAL GUARANTEE (To be completed by all directors) 

TO: INDEPENDENT FASTENING SYSTEMS PTY LTD (the “Supplier”) In consideration to the Company granting credit to (Applicant) and/or any of its related bodies corporate (as defined in the Corporations Law) 

(together the debtor) at our request, we HEREBY JOINTLY AND SEVERALLY irrevocably guarantee to the Supplier the due payment of all monies and damages which now or in the future are or may become owing (whether actually or contingently) by the Debtor to the Supplier AND unconditionally indemnify the Supplier in relation to any monies and damages hereby guaranteed which are or are likely to be irrecoverable on the due date for any reason. IT IS AGREED that this Guarantee shall be a continuing guarantee and shall not be in any way waived or affected by any time or indulgence granted by the Supplier to the Debtor or any of us or any other person nor any arrangement or compromise with or assignment for the benefit of all or any class of the Debtor’s creditors or members or a moratorium involving any of them, the appointment of an administrator or provisional liquidator in respect of the Debtor nor the winding up, dissolution or receivership of the Debtor nor the release from compromise with or unenforceability of this Guarantee against any one or more of us. IT IS FURTHER AGREED that if the Supplier is obliged to any liquid administrator or other person in connection with any such event moneys received by it for the credit of the of the Debtor or ourselves, those monies shall not be considered as received by the Supplier nor discharge or diminish our liability under this Guarantee.