This Agreement commences on the earlier of the date this Agreement is signed or the date the Services are commenced and terminates on full payment of the Fees due under this Agreement.
Subject to payment of the Fees, OCR (O'Connor Commercial Refrigeration) agrees to provide the Services and Goods, as described on the attached Quotation, on the terms and conditions set out in this Agreement.
The Customer agrees to pay the Fees.
The Fees are subject to change if the Customer requires additional Services or Goods. In the event that the Customer requires additional Services or Goods, an additional Quotation will be issued and this Agreement will be deemed to apply to that Quotation.
A 30% deposit is payable on acceptance of any Quotation and prior to OCR (O'Connor Commercial Refrigeration) commencing the Services or providing the Goods. The remainder of the Fees are payable as follows:
(a) 60% prior to commissioning of the Services; and
(b) the balance on completion of the Services, and no later than seven (7) days after the date of the relevant invoice.
Where installation of Goods or delivery of Services extends beyond a period of 30 days, OCR (O'Connor Commercial Refrigeration) reserves the right to issue an interim invoice for Services or Goods provided to date.
If full payment of an invoice has not been received within the allocated time frame, OCR (O'Connor Commercial Refrigeration) may charge:
(a) interest at the rate of 18% per annum and calculated and payable on a daily basis; and
(b) a $55 weekly admin fee until full payment has been received.
Title to the Goods remains with OCR (O'Connor Commercial Refrigeration) and does not vest in the Customer until full payment of the Fees is made.
In the event that the Customer does not pay the Fees as they fall due, the Fees become a liquidated debt due and payable to OCR (O'Connor Commercial Refrigeration). The Customer indemnifies OCR (O'Connor Commercial Refrigeration) for all costs, including legal costs on a full indemnity basis, in recovering the debt.
The risk of loss or damage to the Goods passes to the Customer on delivery. Unless damage or loss is caused through the negligence of OCR (O'Connor Commercial Refrigeration), OCR (O'Connor Commercial Refrigeration) accepts no responsibility and is not liable for any damage or loss of materials, equipment or systems once they have been delivered to the Customer.
The Customer must ensure full unrestricted access is to made available to OCR (O'Connor Commercial Refrigeration) to the area where the Services are to be completed. OCR (O'Connor Commercial Refrigeration) may postpone the Services or charge an additional amount for time spent making the area accessible.
The Customer acknowledges and agrees that it is the Customer’s responsibility to obtain all permits and approvals from all relevant Government bodies and authorities, the Landlord, Body Corporate or any other similar governing body. OCR (O'Connor Commercial Refrigeration) accepts no responsibility for work carried out without relevant permits and approvals.
All storage and space requirements to store materials, parts, equipment and systems is the responsibility of the Customer unless otherwise stated.
OCR (O'Connor Commercial Refrigeration) has no liability to, and the Customer indemnifies OCR (O'Connor Commercial Refrigeration), for any damage to or loss of property whatsoever and however described as a result of the provision of the Services or the supply of the Goods.
The Customer agrees to disclose to OCR (O'Connor Commercial Refrigeration) if they are obtaining finance for the Services or Goods supplied by OCR (O'Connor Commercial Refrigeration) and further agrees to provide confirmation of finance approval before OCR (O'Connor Commercial Refrigeration) will commence installation of Goods or delivery of Services.
The Customer acknowledges and agrees that notwithstanding that the Services and Goods may be subject to an insurance claim the Customer is responsible for payment of invoices under this Agreement. If repairs or service is part of a claim for insurance, OCR (O'Connor Commercial Refrigeration) will not commence work unless:
(a) the Customer undertakes to pay OCR (O'Connor Commercial Refrigeration)'s invoice in full when it becomes due notwithstanding receipt of the Customer’s insurance proceeds; and
(b) the Services and Goods are not required to be provided by OCR (O'Connor Commercial Refrigeration) until the Customer has provided evidence that OCR (O'Connor Commercial Refrigeration)'s quotation has been accepted by the Customer’s insurer.
In this clause the words “financing statement”, “financing change statement”, “security agreement”, and “security interest” each have the meaning given to them by the Personal Property Securities Act 2009 (Cth) (“PPSA”).
(a) The Customer acknowledges and agrees that this Agreement constitutes a security agreement for the purposes of the PPSA and creates a security interest in the Goods that have been supplied by the OCR (O'Connor Commercial Refrigeration) to the Customer under this Agreement.
(b) The Customer undertakes to:
(i) promptly sign any further documents and to provide any further information (such information to be complete, accurate and up-to-date in all respects) which OCR (O'Connor Commercial Refrigeration) may reasonably require to;
a. register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
b. register any other document required to be registered by the PPSA; or
c. correct a defect in a statement referred to in this clause;
(ii) indemnify, and upon demand reimburse, OCR (O'Connor Commercial Refrigeration) for all expenses (including legal costs) incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods charged thereby; and
(iii) not register or permit to be registered, a financing statement or a financing change statement in relation to the Goods in favour of a third party without the prior written consent of OCR (O'Connor Commercial Refrigeration).
(c) The Customer waives their rights to receive notices under the PPSA.
(d) Unless otherwise agreed to in writing by the OCR (O'Connor Commercial Refrigeration), the Customer waives their right to receive a verification statement in accordance with section 157 of the PPSA.
(e) Until full payment for the Goods is provided to OCR (O'Connor Commercial Refrigeration) by the Customer, OCR (O'Connor Commercial Refrigeration) has the right to enter the Customer’s premises and take control of the Goods.
(f) Subject to any express provisions to the contrary nothing in this Agreement is intended to have the effect of contracting out of any of the provisions of the PPSA.
This Agreement applies to all Goods and Services provided by OCR (O'Connor Commercial Refrigeration) to the Customer and forms the sole agreement between OCR (O'Connor Commercial Refrigeration) and the Customer and supersedes and excludes to the extent possible at law any terms and conditions in previous offers or orders and any statements, representations or conduct made or done prior to entering into this Agreement.
The proper law applying to this Agreement is the law of the Australian Capital Territory and the parties agree that all claims and disputes relating to this Agreement shall be determined in a Court of competent jurisdiction in the Australian Capital Territory.
If the Customer does not sign this Agreement, but continues to provide instructions or accept Goods or Services from OCR (O'Connor Commercial Refrigeration), the Customer will be deemed to have accepted the terms and conditions of this Agreement.
