1. Invoicing and Payment
a. "S2K Identity Signage Systems" Insigns Pty Ltd (Supplier) may issue invoices to the Customer:
- Before starting work, for the Quote and Additional Charges if the Supplier has not worked with the Customer before or chooses to do so.
- Weekly, for part or all of the Quote amount, as calculated by the Supplier.
- After completing the work, for the remaining balance of the Quote, Additional Charges, and any amount not previously invoiced.
b. Payment is due within 7 days of invoicing. The Supplier may withhold further services until overdue amounts are paid in full. Payments received may be applied to any outstanding amount.
c. The Customer cannot withhold payment due to any default by the Supplier. This does not affect the Customer's rights under Australian Consumer Law.
d. Interest of 10% per annum will be charged on overdue amounts, calculated daily. Collection costs for overdue amounts, including legal fees, are payable by the Customer.
e. Both parties must comply with GST obligations under relevant legislation.
2. Additional Charges
a. Additional Charges may be required if:
- The Customer provides inadequate or incorrect information, or delays supplying necessary information or materials.
- The Customer cancels an order, resulting in a loss for the Supplier.
- Goods are not collected within 2 weeks of manufacture, with storage costs as per the Quote.
- Additional work is required or other costs are incurred beyond the quoted amount.
3. Acceptance of Goods
a. If the Customer does not report faults or discrepancies within 48 hours of delivery, the Goods are deemed accepted. This does not affect the Customer's rights under Australian Consumer Law.
4. Retention of Title and Passing of Risk
a. Risk passes to the Customer upon delivery or collection.
b. Title remains with the Supplier until all payments are fully made.
c. The Customer holds Goods as a bailee until title passes, must separate and identify the Supplier's Goods, and prevent others from obtaining a Security Interest in the Goods. The Supplier may repossess Goods if not paid within 14 days.
d. If Goods become part of new goods, ownership of the new goods passes to the Supplier until full payment is made.
e. The Customer may sell Goods in the ordinary course of business, holding proceeds in trust for the Supplier until all amounts are paid.
f. The Supplier has rights under the PPSA to register and enforce a personal property security interest in the Goods.
5. Intellectual Property Rights
a. The Supplier retains all intellectual property rights in the Goods and Services provided.
6. Indemnity
a. The Customer indemnifies the Supplier against any claims, demands, or actions arising from the provision of Goods and/or Services, including legal costs.
b. This indemnity remains in effect after the agreement terminates.
7. Personal Properties and Securities Act (PPSA)
a. This agreement creates a registrable security interest under the PPSA.
b. The Supplier has the right to register and enforce this security interest, and the Customer's account is collateral.
c. The Customer waives the right to receive notice of registration events or to claim damages under the PPSA.
d. The Customer must pay costs related to registering the security interest.
8. Equitable Charge
a. The Customer charges all estate and interest in any real property to secure payment of invoices and related costs, allowing the Supplier to lodge and remove a Caveat against the property.
9. Privacy Act 1988 (Commonwealth)
a. The Customer authorises the Supplier to obtain credit reports and information about the Customer's and Guarantors' creditworthiness.
b. The Supplier can share certain personal information under the Privacy Act, including credit information with other credit providers.
