Terms & Conditions

TERMS AND CONDITIONS OF SALE AND SERVICE

These Terms and Conditions apply to all quotations, sales, supplies, repairs, fabrication, installation and other services provided by Scraptech Pty Ltd ABN 64 165 917 288 trading as ST Engineering, Hardwood Forest Products Australia and HFP Attachments (“Seller”).

By placing an Order with the Seller, accepting a Quote, engaging the Seller to undertake work or purchasing through any website or online storefront operated by the Seller, the Buyer agrees to be bound by these Terms and Conditions.

1. DEFINITIONS

In these Terms:

Business Day means a day that is not a Saturday, Sunday or public holiday in Victoria, Australia.

Buyer means the individual, company, partnership, government body or other entity purchasing Goods or Services from the Seller.

Contract means the agreement between the Seller and the Buyer comprising these Terms together with any Quote, invoice, order confirmation, purchase order accepted by the Seller, scope of works, delivery docket or other document issued or accepted by the Seller.

Goods means all equipment, attachments, machinery, parts, accessories, products, materials and other items supplied by the Seller.

Manufacturer means the manufacturer or supplier of Goods that are not manufactured by the Seller.

Order means an order or request placed by the Buyer for Goods or Services.

Quote means a written quotation, proposal or estimate issued by the Seller.

Seller means Scraptech Pty Ltd ABN 64 165 917 288 trading as ST Engineering, Hardwood Forest Products Australia and HFP Attachments.

Services means all engineering, fabrication, manufacturing, modification, repair, maintenance, inspection, installation, fitment, technical, design and other services provided by the Seller.

Terms means these Terms and Conditions of Sale and Service.

2. APPLICATION AND ACCEPTANCE

2.1 These Terms apply to all Goods and Services supplied by the Seller unless otherwise agreed in writing.

2.2 By placing an Order, accepting a Quote, issuing a purchase order, paying a deposit, providing Goods or equipment to the Seller for work, signing an order form or otherwise instructing the Seller to proceed, the Buyer agrees to be bound by these Terms.

2.3 These Terms apply to purchases and enquiries made through the Seller’s websites, online storefronts and related ordering pages, including:

• www.stengineering.com.au
• www.hardwoodforestproducts.com.au
• www.hfpattachments.com.au

2.4 If there is any inconsistency between these Terms and a Quote or other written agreement issued by the Seller, the Quote or written agreement will prevail to the extent of the inconsistency.

2.5 Any terms contained in a Buyer’s purchase order or other document do not apply unless expressly accepted by the Seller in writing.

3. QUOTATIONS AND FORMATION OF CONTRACT

3.1 Unless otherwise stated in writing, a Quote remains open for acceptance for the period stated in the Quote or, if no period is stated, for seven days from the date of the Quote.

3.2 A Quote may be withdrawn or amended by the Seller at any time before it is accepted.

3.3 A Contract is formed when:

• the Buyer accepts the Quote, and the Seller confirms the Order;
• the Seller accepts a purchase order issued by the Buyer;
• the Buyer pays a deposit or other amount requested by the Seller; or
• the Seller commences supplying the Goods or performing the Services at the Buyer’s request.

3.4 Quotations based on drawings, measurements, photographs, specifications or information supplied by the Buyer are subject to the accuracy and completeness of that information.

3.5 Unless expressly stated otherwise, a Quote does not include additional work, parts, materials, freight, travel, site costs or modifications that could not reasonably have been identified before work commenced.

4. PRICES, GST AND PAYMENT

4.1 The price payable for the Goods or Services is the price stated in the Quote, order confirmation or invoice.

4.2 Prices are exclusive of GST unless expressly stated otherwise.

4.3 The Buyer must pay all amounts in accordance with the payment terms stated in the Quote or invoice.

4.4 Unless otherwise stated:

• Goods held in stock must be paid for in full before collection or dispatch; and
• backordered, imported, custom or made-to-order Goods may require a 50% deposit, with the balance payable before collection or dispatch.

4.5 The Seller is not required to commence work, order materials, manufacture Goods, release Goods, dispatch Goods or return the Buyer’s equipment until all amounts then due have been paid in cleared funds.

4.6 Any freight, delivery, travel, accommodation, packaging, handling, installation, testing or other charges are payable by the Buyer unless expressly included in the Quote.

4.7 If an amount payable to the Seller is overdue, the Seller may charge interest on the overdue amount at 2% above the Seller’s bank overdraft rate, calculated from the due date until payment is received in cleared funds.

4.8 The Buyer must reimburse the Seller for reasonable costs incurred in recovering overdue amounts, including debt recovery and legal costs, to the extent permitted by law.

5. DELIVERY, COLLECTION, RISK AND TITLE

5.1 Any delivery, completion or availability date provided by the Seller is an estimate only unless expressly confirmed in writing as a binding date.

5.2 Lead times may be affected by manufacturing schedules, supplier availability, international shipping, customs clearance, freight providers, material availability and other circumstances outside the Seller’s control.

5.3 The Seller is not liable for loss resulting from a delay except to the extent liability cannot lawfully be excluded.

5.4 Risk in Goods passes to the Buyer on the earlier of:

• delivery to the Buyer;
• delivery to the Buyer’s nominated carrier or freight provider;
• collection by the Buyer or its representative; or
• the time the Buyer is notified that the Goods are ready for collection, where collection is delayed by the Buyer.

5.5 Title to Goods remains with the Seller until the Seller has received payment in full for those Goods and all other amounts owing in connection with the relevant Contract.

5.6 Until title passes, the Buyer must:

• keep the Goods identifiable as the Seller’s property;
• not sell, dispose of, encumber or alter the Goods without the Seller’s written consent; and
• keep the Goods adequately protected and insured.

5.7 If the Buyer fails to pay an amount when due, the Seller may, to the extent permitted by law, recover or retake possession of Goods for which title has not passed.

5.8 Personal Property Securities Act 2009 (Cth)

5.8.1 The Buyer acknowledges that these Terms create a security interest in favour of the Seller for the purposes of the Personal Property Securities Act 2009 (Cth) ("PPSA") in all Goods supplied by the Seller for which payment has not been received in full.

5.8.2 The Buyer agrees to do all things reasonably required by the Seller to enable the Seller to register and maintain a perfected security interest under the PPSA, including signing any documents and providing any information reasonably requested.

5.8.3 The Buyer must not grant or permit any other security interest over the Goods that has priority over the Seller's security interest until all monies owing to the Seller have been paid in full.

5.8.4 Until ownership of the Goods passes to the Buyer, the Buyer must:

• keep the Goods separate and identifiable as the Seller's property where reasonably practicable;
• not sell, lease, pledge, charge or otherwise dispose of the Goods outside the ordinary course of business without the Seller's prior written consent; and
• immediately notify the Seller if the Buyer becomes insolvent or becomes aware of any action that may affect the Seller's security interest.

5.8.5 To the extent permitted by the PPSA, the Buyer waives its right to receive notices under sections 95, 118, 121(4), 130, 132(3)(d), 132(4), 135, 142 and 157 of the PPSA.

5.8.6 The Buyer agrees that the Seller may recover from the Buyer all reasonable costs incurred in registering, maintaining, enforcing or protecting its security interest under the PPSA, including registration fees and reasonable legal costs.

5.8.7 The Buyer must not change its legal name, ACN, ABN, business structure or other identifying details without first giving the Seller at least fourteen (14) days' written notice.

5.8.8 Nothing in this clause limits any other rights or remedies available to the Seller under these Terms, at law or under the PPSA.

6. FREIGHT AND DELIVERY INSPECTION

6.1 Freight may be arranged by the Seller on behalf of the Buyer or directly by the Buyer.

6.2 Unless otherwise agreed in writing, the Buyer is responsible for unloading Goods and providing suitable equipment and personnel to unload them safely.

6.3 The Buyer must inspect Goods promptly upon delivery or collection.

6.4 Any visible freight damage, shortage or incorrect Goods should be noted on the carrier’s delivery documentation and reported to the Seller as soon as reasonably practicable.

6.5 The Buyer must retain the Goods, packaging and supporting evidence, including photographs, where a freight or delivery claim may be required.

7. BUYER-SUPPLIED INFORMATION

7.1 The Buyer is responsible for providing complete and accurate information required by the Seller, including:

• machine make and model;
• serial number;
• operating weight;
• pin diameter;
• pin centres;
• internal or ear width;
• hydraulic flow and pressure;
• auxiliary hydraulic configuration;
• electrical requirements;
• dimensions, drawings and specifications; and
• the intended application and operating conditions.

7.2 The Seller may rely on information supplied by the Buyer when selecting, designing, manufacturing, modifying or configuring Goods.

7.3 The Seller is not responsible for incorrect fitment, incompatibility, delay or additional costs caused by inaccurate, incomplete or misleading information supplied by the Buyer.

7.4 Any additional work or materials required because the information supplied was incomplete or incorrect will be charged to the Buyer.

8. FITMENT, INSTALLATION AND COMPATIBILITY

8.1 Unless expressly included in the Quote, installation and fitment services are not included in the price of the Goods.

8.2 Where the Seller does not perform the installation, the Buyer is responsible for ensuring that installation, fitment, testing and commissioning are performed by suitably qualified and competent persons.

8.3 The Buyer must ensure that the Goods are suitable for the intended machine, application and operating conditions.

8.4 The Buyer must ensure that the machine has the required hydraulic flow, pressure, electrical supply, auxiliary circuits, return lines, case drains, safety systems and other operational requirements.

8.5 Machine-side hydraulic quick-connect couplings, electrical connections and other machine-specific components are not included unless expressly listed in the Quote.

8.6 Modifications, incorrect installation or unauthorised repairs performed by the Buyer or a third party may affect performance and may void or limit a warranty claim to the extent that the modification, installation or repair caused or contributed to the issue.

9. LOCK VALVES AND MACHINE REQUIREMENTS

9.1 Certain machines or applications may require lock valves, load-holding valves, pressure control valves, case drains, electrical controls, additional hydraulic lines or other machine-specific components.

9.2 This may include, without limitation, certain JCB, Caterpillar, ASV, Kubota and other machine models.

9.3 The Buyer must confirm the machine’s hydraulic, electrical, operational and safety requirements before installation or use.

9.4 Any additional components or modifications required after an Order is placed may be charged separately unless expressly included in the Quote.

10. SERVICES, REPAIRS AND WORKSHOP WORK

10.1 The Seller will perform Services with due care and skill and in accordance with the agreed scope of work.

10.2 Any assessment, diagnosis or Quote provided before dismantling or detailed inspection may be preliminary.

10.3 If additional defects, damage, wear or work become apparent during inspection, dismantling or performance of the Services, the Seller may:

• suspend work and seek further authorisation from the Buyer;
• issue a revised Quote; or
• undertake work reasonably necessary to make the equipment safe, where authorised or urgently required.

10.4 Additional work outside the agreed scope will be charged at the Seller’s applicable labour and material rates.

10.5 Replaced parts may be disposed of by the Seller unless the Buyer requests their return before work is completed.

10.6 The Seller may test, operate, transport or move the Buyer’s machinery, vehicle or equipment where reasonably required to perform or verify the Services.

10.7 The Buyer warrants that it owns the machinery, vehicle or equipment provided to the Seller or has authority from the owner to authorise the Services.

11. CUSTOM, MADE-TO-ORDER AND MANUFACTURED GOODS

11.1 Custom and made-to-order Goods include Goods manufactured, fabricated, imported, ordered, modified, painted or configured specifically for the Buyer or the Buyer’s machine.

11.2 The Buyer must review and approve all relevant dimensions, drawings, specifications and requirements before manufacturing or procurement commences.

11.3 Minor variations in appearance, dimensions, finish, material availability or manufacturing methods may occur, provided that they do not materially affect the intended function of the Goods.

11.4 Changes requested after procurement, manufacturing or fabrication has commenced may result in additional costs and extended lead times.

12. DEPOSITS

12.1 The Seller may require a deposit for backordered, imported, custom, manufactured or made-to-order Goods or Services.

12.2 For custom or made-to-order Goods or Services, deposits are non-refundable once procurement or work has commenced, subject to the Australian Consumer Law and any other applicable law.

12.3 Payment of a deposit authorises the Seller to commence procurement, ordering, design, manufacturing, fabrication or other work required to fulfil the Order.

12.4 If the actual costs reasonably incurred by the Seller exceed the deposit paid, the Buyer may be required to pay those additional costs where the Order is subsequently cancelled.

13. CANCELLATION BY THE BUYER

13.1 The Buyer may request cancellation of an Order, but cancellation is subject to the Seller’s written acceptance and these Terms.

13.2 Where the Buyer cancels a custom, imported, backordered or made-to-order Order after procurement or work has commenced, the Seller may recover costs reasonably incurred, including:

• manufacturing costs;
• materials;
• labour;
• supplier charges;
• freight;
• handling;
• design and administration costs; and
• storage costs.

13.3 Deposits for custom or made-to-order Goods or Services are non-refundable once procurement or work has commenced, subject to applicable law.

13.4 Goods specially ordered, manufactured, imported, fabricated, modified or configured for the Buyer cannot be cancelled merely because the Buyer changes its mind.

14. STORAGE AND UNCOLLECTED GOODS

14.1 The Buyer must collect Goods or equipment within a reasonable period after being notified that they are ready.

14.2 If collection is delayed due to the Buyer’s circumstances, reasonable storage charges may apply.

14.3 Any applicable storage charges will be communicated to the Buyer in writing.

14.4 The Seller may exercise any rights available under applicable uncollected goods legislation where Goods, machinery, vehicles or equipment remain uncollected.

14.5 Risk in completed Goods or the Buyer’s equipment remains with the Buyer while awaiting collection, except to the extent that loss or damage is caused by the Seller’s failure to exercise reasonable care.

15. WARRANTY

15.1 Subject to these Terms and unless another warranty period is stated in the Quote, invoice, product listing or manufacturer’s documentation:

• new Goods manufactured by the Seller are covered by a limited 12-month warranty from the date of delivery or collection; and

• imported or third-party Goods, parts and components are covered by the applicable manufacturers or supplier’s warranty.

15.2 Certain Goods may be covered by a different manufacturer or product-specific warranty. Where applicable, the relevant warranty period and conditions will be stated in the Quote, invoice, product documentation or product listing.

15.3 Unless another warranty period is expressly stated in the Quote or invoice, the Seller warrants its workmanship in connection with repairs, servicing, installation, fitment, fabrication and modification Services for:

• three months from the date the completed Services are delivered or collected;

• 5,000 kilometres of operation; or

• 250 operating hours, whichever occurs first.

15.4 The workmanship warranty applies only to the specific Services performed by the Seller and does not constitute a warranty for the machinery, vehicle, attachment or equipment as a whole.

15.5 New parts and components fitted as part of the Services are covered by the applicable manufacturer’s or supplier’s warranty.

15.6 Where the Seller manufactures a replacement component, that component is covered by the warranty period stated in the Quote or invoice or, if no period is stated, for 12 months from the date of delivery or collection.

15.7 The Seller does not warrant parts, components, materials or equipment supplied by the Buyer.

15.8 The Seller’s workmanship warranty may apply to the installation of a Buyer-supplied part but does not cover:

• defects in the part itself;

• incorrect specifications supplied by the Buyer;

• incompatibility with the machinery or equipment;

• premature failure of the part; or

• additional labour, freight or other costs required to remove, replace or rectify a defective Buyer-supplied part.

15.9 The applicable warranty covers defects in materials supplied by the Seller and workmanship arising under normal and proper use.

15.10 The warranty does not cover:

• fair wear and tear;

• consumables or wear parts, unless expressly warranted in writing;

• faults, defects or damage that were not included in the agreed scope of Services;

• pre-existing damage, deterioration, contamination or wear;

• failure of another component that causes or contributes to damage to the Goods or repaired component;

• misuse, abuse, negligence, overloading or accident;

• improper installation, fitment, operation, maintenance or storage;

• unauthorised alteration, modification or repair;

• use outside the stated purpose, capacity or specification;

• operation on an incompatible machine;

• use with incorrect hydraulic flow, pressure, electrical supply or configuration;

• failure to follow operating, servicing or safety instructions;

• continued operation after a fault, defect or warning becomes apparent;

• damage caused by the machine, carrier, operator or another attachment;

• parts, materials or components supplied by the Buyer;

• diagnostic work where the Buyer did not authorise the Seller to complete the recommended repair;

• cosmetic deterioration that does not affect operation; or

• freight, transport, towing, removal, installation, travel, accommodation, machinery hire, downtime or consequential costs, except where required by law.

15.11 To make a warranty claim, the Buyer must:

• notify the Seller in writing within the applicable warranty period;

• provide proof of purchase;

• provide the machine, vehicle or equipment details and any operating hours or kilometres reasonably requested;

• provide photographs, videos and a detailed description of the issue;

• cease using the Goods or equipment where continued operation may cause further damage; and

• make the Goods, machinery, vehicle or equipment available for inspection if requested.

15.12 The Buyer must not undertake or authorise repairs before the Seller assesses the claim unless the Seller has given prior written approval.

15.13 The Seller will acknowledge and assess a warranty claim within a reasonable period and will generally commence processing a properly documented claim within seven Business Days.

15.14 If a claim is accepted, the Seller may, subject to applicable law:

• rectify or perform the affected Services again;

• repair the defective Goods or component;

• replace the defective Goods or component;

• arrange for the manufacturer or supplier to assess or remedy the defect;

• provide a credit or refund; or

• provide another remedy agreed with the Buyer.

15.15 Any repair, replacement or rectification performed under warranty does not restart or extend the original warranty period unless expressly agreed by the Seller in writing.

15.16 Unless required by law or agreed in writing, transport, towing, removal, installation, travel, accommodation, labour, machinery hire, downtime and related warranty costs are the Buyer’s responsibility.

15.17 The warranties provided under this clause are in addition to, and do not exclude, restrict or modify, any rights or remedies available under the Australian Consumer Law or any other applicable law.

16. RETURNS AND REFUNDS

16.1 The Buyer may request a return in accordance with these Terms and applicable law.

16.2 The Buyer must inspect Goods upon delivery or collection and notify the Seller of any damage, shortage, incorrect Goods or other issue as soon as reasonably practicable.

16.3 The Buyer must provide proof of purchase and all information reasonably required by the Seller to assess the request.

16.4 Refunds, where approved, will be processed within seven Business Days after the Seller receives the returned Goods and completes its inspection and verification.

16.5 Subject to the Australian Consumer Law and any other applicable law, the Seller may refuse a return where:

• the Buyer cannot provide proof of purchase;
• the Goods are not returned in the required condition;
• the Goods have been used, fitted, damaged, altered or modified, other than as reasonably necessary to inspect their condition;
• the Goods were custom-made, specially ordered, imported, manufactured or configured specifically for the Buyer;
• the Buyer has changed its mind;
• the claim arises from misuse, improper installation or incompatible operation; or
• the claim relates to use outside the stated purpose or specification.

16.6 Where a change-of-mind return is accepted at the Seller’s discretion, the Buyer is responsible for return freight, and the Seller may deduct reasonable restocking, inspection, repackaging, merchant and freight costs from any credit or refund.

16.7 Nothing in this clause excludes, restricts or modifies any right or remedy that cannot lawfully be excluded, restricted or modified under the Australian Consumer Law.

17. SHORT DELIVERY, DAMAGE AND INCORRECT GOODS

17.1 The Buyer must inspect Goods promptly upon delivery or collection.

17.2 Any claim for shortage, visible damage or incorrect Goods must be notified to the Seller as soon as reasonably practicable and supported by photographs and any other evidence reasonably requested.

17.3 The Buyer must not install, modify or use Goods known or reasonably suspected to be incorrect or damaged without first contacting the Seller.

17.4 Where a claim is accepted, the Seller may repair or replace the Goods or provide a credit or refund in accordance with applicable law and these Terms.

18. OUT-OF-SCOPE USE

18.1 Goods are supplied for their stated purpose, capacity and specification only.

18.2 The Buyer must not use Goods for an application that is not expressly stated or reasonably intended for that product.

18.3 Damage caused by use outside the stated purpose or specification is excluded from warranty to the extent permitted by law.

18.4 This includes, without limitation, damage caused by extracting, pulling, crushing, hammering or breaking posts, rocks, concrete, trees, stumps or other materials where the Goods have not been designed and specified for that purpose.

18.5 The Buyer is responsible for ensuring safe operation and compliance with the stated capacity, specification and application of the Goods.

19. AUSTRALIAN CONSUMER LAW

19.1 Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right, remedy or liability under the Competition and Consumer Act 2010, the Australian Consumer Law or any other law that cannot lawfully be excluded, restricted or modified.

19.2 The Seller’s warranties and return policies operate in addition to any rights or remedies available under the Australian Consumer Law.

19.3 Where the Seller is permitted by law to limit its liability for a failure to comply with a statutory guarantee, the Seller’s liability is limited, at the

Seller’s option, to:

For Goods:

• replacing the Goods or supplying equivalent Goods;
• repairing the Goods;
• paying the cost of replacing the Goods or acquiring equivalent Goods; or
• paying the cost of having the Goods repaired.

For Services:

• supplying the Services again; or
• paying the cost of having the Services supplied again.

20. LIMITATION OF LIABILITY

20.1 To the maximum extent permitted by law, the Seller excludes liability for indirect, incidental, special or consequential loss or damage, including:

• loss of profits or revenue;
• loss of production;
• business interruption;
• loss of contracts or opportunity;
• loss of use;
• loss of goodwill; and
• hire, downtime or replacement machinery costs.

20.2 Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited.

20.3 Subject to clauses 19 and 20.2, the Seller’s total liability arising from or in connection with a Contract is limited to the amount paid by the Buyer for the Goods or Services giving rise to the claim.

20.4 The Seller is not responsible for a failure or defect caused or contributed to by:

• information provided by the Buyer;
• an existing defect in the Buyer’s machinery or equipment;
• work performed by another person;
• misuse, negligence or abnormal operating conditions;
• failure to maintain or service the Goods; or
• unauthorised modification or repair.

 21. INDEMNITY

21.1 To the maximum extent permitted by law, the Buyer indemnifies the Seller against losses, damages, liabilities, claims, actions, costs and expenses arising from:

• misuse or negligent operation of the Goods;
• failure to comply with instructions or specifications;
• improper installation or fitment by the Buyer or a third party;
• use outside the stated purpose or specification;
• inaccurate information supplied by the Buyer;
• unauthorised modification or repair; or
• injury or property damage caused by the Buyer’s possession, installation or operation of the Goods.

21.2 The indemnity does not apply to the extent that a loss was caused by the Seller’s negligence, breach of Contract or another wrongful act.

21.3 This clause survives completion or termination of the Contract.

22. INTELLECTUAL PROPERTY

22.1 All intellectual property rights in drawings, designs, specifications, calculations, documentation, catalogues, photographs, product information and marketing materials supplied or created by the Seller remain the property of the Seller or its licensors unless otherwise agreed in writing.

22.2 Payment for Goods or Services does not transfer ownership of the Seller’s underlying intellectual property, manufacturing processes, designs or know-how.

22.3 The Buyer must not reproduce, manufacture from, provide to a third party or commercially use the Seller’s drawings, designs or technical information without prior written consent.

22.4 The Buyer warrants that any drawings, designs, logos, specifications or other materials provided to the Seller may lawfully be used for the requested work.

23. CONFIDENTIALITY

23.1 The Buyer must keep confidential all non-public commercial and technical information received from the Seller, including pricing, drawings, designs, specifications and manufacturing information.

23.2 This obligation does not apply to information that:

• is publicly available other than through a breach of confidence;
• was already lawfully known to the Buyer;
• is received lawfully from another person; or
• must be disclosed by law.

24. SAFETY AND COMPLIANCE

24.1 The Buyer must comply with all laws, regulations, standards and safety requirements relevant to the possession, transport, installation and operation of the Goods.

24.2 The Buyer must ensure that Goods are operated, serviced and maintained by suitably trained and competent persons.

24.3 The Buyer is responsible for conducting its own risk assessments and implementing suitable safe work procedures.

24.4 Guards, safety devices, warning labels and protective systems must not be removed, disabled or altered.

24.5 The Buyer must not operate Goods that are damaged, incorrectly fitted or suspected to be unsafe.

25. FORCE MAJEURE

25.1 The Seller is not liable for a delay or failure to perform its obligations where the delay or failure is caused by circumstances beyond the Seller’s reasonable control.

25.2 These circumstances may include:

• supplier or manufacturer delays;
• material or component shortages;
• transport, shipping or customs delays;
• industrial action;
• machinery or equipment breakdown;
• fire, flood, storm or natural disaster;
• war, civil disturbance or terrorism;
• pandemic, epidemic or public health restrictions;
• government action or restrictions;
• changes in law; and
• interruption to utilities, communications or supply chains.

25.3 If such an event occurs, the Seller may extend the delivery or completion timeframe, suspend performance, obtain alternative materials or components, or cancel the affected Order.

25.4 If the Seller cancels an Order under this clause, the Seller will refund amounts paid for Goods or Services not supplied, less any amounts the Seller is lawfully entitled to retain for work performed or costs already incurred.

26. CANCELLATION OR SUSPENSION BY THE SELLER

26.1 The Seller may cancel or suspend an Order or Services if:

• the Buyer fails to pay an amount when due;
• the Buyer breaches these Terms;
• the Buyer becomes insolvent or is reasonably believed to be unable to pay its debts;
• required information, access or approvals are not provided;
• performance becomes unlawful, unsafe or impracticable; or
• circumstances beyond the Seller’s control prevent supply or performance.

26.2 The Seller may recover amounts owing and reasonable costs incurred up to the date of cancellation or suspension.

26.3 Cancellation or suspension does not affect any rights that arose before cancellation or suspension.

27. DISPUTE RESOLUTION

27.1 The parties must attempt in good faith to resolve any dispute arising out of or in connection with a Contract through negotiation.

27.2 The party raising the dispute must provide written details of the issue and the outcome sought.

27.3 If the dispute is not resolved within a reasonable period, either party may propose that the dispute be referred to mediation.

27.4 Nothing in this clause prevents either party from seeking urgent interlocutory or injunctive relief or exercising a statutory right.

28. GOVERNING LAW

28.1 These Terms and each Contract are governed by the laws of Victoria, Australia.

28.2 The parties submit to the non-exclusive jurisdiction of the courts of Victoria and courts entitled to hear appeals from those courts.

29. NOTICES

29.1 Notices under these Terms must be in writing and delivered by email, post or another method agreed by the parties.

29.2 Notices to the Seller may be sent to:

Scraptech Pty Ltd
Trading as ST Engineering, Hardwood Forest Products Australia and HFP Attachments
Factory 3, 217 Colchester Road
Kilsyth VIC 3137

Email: sales@stengineering.com.au
Phone: 03 9762 6483

29.3 An email notice is taken to have been received when transmitted, provided that the sender does not receive a delivery failure notification.

30. PRIVACY

30.1 The Seller may collect, use and disclose personal information as reasonably required to provide Quotes, process Orders, supply Goods and Services, arrange freight, administer warranties, recover payments and communicate with the Buyer.

30.2 Personal information will be handled in accordance with the Seller’s applicable Privacy Policy and Australian privacy laws.

31. SEVERANCE

31.1 If any provision of these Terms is found to be invalid, illegal or unenforceable, that provision will be severed or read down to the minimum extent necessary.

31.2 The remaining provisions continue in full force and effect.

32. WAIVER

32.1 A failure or delay by the Seller to exercise a right does not constitute a waiver of that right.

32.2 A waiver is effective only if given in writing and applies only to the specific matter for which it is given.

33. ASSIGNMENT

33.1 The Buyer must not assign or transfer its rights or obligations under a Contract without the Seller’s prior written consent.

33.2 The Seller may assign or transfer its rights or obligations to a related entity or as part of a sale or restructure of its business.

34. SURVIVAL

34.1 Clauses that are intended by their nature to continue after completion, cancellation or termination remain in force.

34.2 This includes clauses relating to payment, title, warranties, intellectual property, confidentiality, indemnity, liability and dispute resolution.

35. INTERPRETATION

35.1 In these Terms:

• headings are for convenience and do not affect interpretation;
• the singular includes the plural and vice versa;
• a reference to a person includes an individual, company, partnership, trust, government body or other legal entity;
• “including” and similar words do not limit the words that precede them; and
• a reference to legislation includes amendments and replacement legislation.

36. ENTIRE AGREEMENT AND VARIATION

36.1 These Terms, together with the applicable Quote and any written documents expressly incorporated into the Contract, constitute the entire agreement between the parties concerning the relevant Goods or Services.

36.2 A variation to a Contract must be agreed in writing by the Seller and the Buyer.

36.3 The Seller may update these Terms from time to time. The Terms applying to an Order are those in effect when the relevant Contract is formed, unless otherwise agreed in writing.

37. ELECTRONIC ACCEPTANCE

37.1 These Terms may be accepted electronically, including through:

• email acceptance;
• electronic signature;
• online acceptance;
• payment of a deposit or invoice;
• submission of an online Order; or
• an instruction to commence work.

37.2 Electronic records may be used as evidence of acceptance and formation of the Contract.

38. CONTACT AND SUPPORT

For sales, service, warranty and general enquiries, contact:

Scraptech Pty Ltd
Trading as ST Engineering, Hardwood Forest Products Australia and HFP Attachments

Factory 3, 217 Colchester Road
Kilsyth VIC 3137

Email: sales@stengineering.com.au

Phone: 03 9762 6483

Websites:

• www.stengineering.com.au
• www.hardwoodforestproducts.com.au
• www.hfpattachments.com.au