1. General

1.1 These are the terms and conditions referred to in the purchase order ('Purchase Order') overleaf

1.2 Side-headings are not part of these Standard Conditions.

1.3 These Standard Conditions apply to any contract entered into by the Commission issuing a purchase order to the nominated supplier ('The Supplier'), whether as an offer or acceptance of an offer ('The Contract')

1.4 Subject to 2.1, these Standard Conditions will prevail in any conflict between them and the terms of any offer or acceptance by the Supplier.

2. Special Conditions

2.1 The Contract conditions include any Special Conditions referred to in the Purchase Order and, if any such Special Conditions are inconsistent with these Standard Conditions, the former wil, to the extent of the inconsistency, prevail.

3. Packing

3.1 The goods must be packed so as to ensure their safe delivery.

 4. Delivery

Time place & manner

4.1 Subject to 4.2, delivery of the goods must be made at the time, place, and in the manner, specified in the Purchase Order.

Later Delivery

4.2 The Commission can specify in writing a later time for delivery.

5. Quality

Free form defects

5.1 The goods must be:

a) free from defects in materials and workmanship; and

b) at least of merchantable quality

Rejection of goods

5.2 The Commission can inspect the goods at any time prior to acceptance and reject any goods found not to be in accordance with the Contract

Latent Defect

5.3 After acceptance the Commission can reject goods for any non-conformity with the Contract which could not have been discovered by reasonable inspection before acceptance.

No payment for rejected goods or for damage

5.4 The Commission will not be liable to pay for any rejected goods or for any damage done to or costs arising from inspection or rejection of goods.

Replacement refund or repair

5.5 If the Commission rejects any goods, the Supplier must without prejudice to the Commissions rights otherwise arising under the Contract or the general law, comply with requirement of the Commission to:

(a) replace, without cost to the Commission, the rejected goods with goods in all respects in accordance with the Contract;

(b) refund any payment for the rejected goods; or

(c) repair the goods, on site or otherwise, to the satisfaction of the Commission.

and in the case of (a) or (b), must remove the rejected goods at the Supplier's expense.

Inspecting manufacture of goods

5.6 Without additional cost to the Commission, the Supplier must provide access to the premises and all other necessary assistance for Commission representatives to inspect the manufacturing of the goods.

Approval of samples

5.7 If the Commission requires the Supplier to submit samples of goods, the Supplier must not proceed to bulk manufacture until the Commission has approved the samples.

6. Passing of Property

6.1 Property in, and risk of loss of or damage to, the goods passes to the Commission on delivery of the Commission.

7. Warranty

Correction

7.1 If the Commission gives prompt notice of any defect or omission discovered in goods during any warranty period, the Supplier must correct that defect or omission without delay and at no cost to the Commission.

Cost of Warranty

7.2 The Supplier must meet all costs of an incidental to the discharge of warranty obligations, including any packing, freight disassembly and reassembly costs.

8. Inclusive Price

Taxes, duties, imports and extras

8.1 The price of the goods includes:

(a) duties and other imports for which Supplier is liable. GST is to be shown as a separate amount;

(b) all amounts payable for the use (whether in course of manufacture or usage of the goods) of patents. copyright, registered designs, trade marks ad other intellectual property rights; and

(c) all charges for the supply of the goods:

and no extra charges will be made for testing, inspection, packing, delivery, insurance or otherwise.

Indemnity

8.2 The Supplier indemnifies the Commission against all loss, damage or expense arising in respect of any action or claim for alleged infringement of any patent, copyright, registered design, trade mark or any other intellectual property right, by reason of the purchase, possession or use of the goods.

9. Assignment

9.1 The Supplier must not without consent in writing of the Commission assign the Supplier's rights under the Contract.

10. Subcontracting

Consent required

10.1 The Supplier must not, without consent in writing of the Commission, subcontract the whole or any part of the work of manufacturer or supply of the goods.

Liability sub-contractors

10.2 The Supplier will be liable to the Commission for the acts and omissions of any subcontractor as if those were the acts of omissions of the Supplier.

11. Applicable Law

11.1 The Contract will be governed by and construed in accordance with the law in force in the State or Territory in which the Purchase Order is signed.

12. Payment

Due 30 Days

12.1 Subject to 5.4 the Commission must pay for the goods no later than 30 days after:

(a) property in the goods has passed to it; or

(b) identifies the Purchase Order and Australian Business Number, and;

(c) is, where explanation is necessary, accompanied by documentation substantiating the amount claimed. 

13. Termination

Special Events

13.1 If the Supplier:

(a) fails to deliver the goods by the date required by the Contract;

(b) is in breach of any other material term of the Contract;

(c) being an individual commits an act of bankruptcy, becomes a bankrupt, executes a deed of assignment or deed of arrangement under Part 10 or the Bankruptcy Act 2966 as amended or a creditor accepts a composition under that Act or any analogous overseas law; or

(d) being a corporation (other than for the purpose of reconstruction or amalgamation) (i) is the subject of a compromise or arrangement with its creditors; (ii) in respect of property of which a receiver or a receiver and manager is appointed; or (iii) in respect of which a provisional liquidator or liquidator is appointed; the Commission can, without prejudice to any other rights and remedies it has under the Contract or otherwise terminate the Contract in whole or in part by notice in writing to the Supplier.

13.2 On such termination the Commission can:

(a) cease payments under the Contract;

(b) recover from the Supplier all sums paid for undelivered goods; and

(c) purchase similar goods from alternative suppliers and claim by way of indemnity from the Supplier any loss it may incur in doing so.

14. Interpretation

14.1 In these Standard Conditions, "manufacture" includes grow, extract, produce, process and assemble.

15. Goods and Services Tax

GST Recoveries

15.1 If GST is imposed on any supply by the (SUPPLIER) to the Commission under these conditions, The Commission must pay to the (SUPPLIER) the amount imposed at the same time as an in addition with set off to the amount the Commission is required to pay the (SUPPLIER) for the supply in question.

GST Adjustment

15.2 If the amount of GST paid by the Commission to the (SUPPLIER) in relation to a supply under these conditions differs for any reason from the amount of GST paid or payable to the Commonwealth by the (SUPPLIER) in relation to the supply, the difference must be paid to the (SUPPLIER) by the Commission or by the (SUPPLIER) to the Commission as the case may be and the (SUPPLIER) must provide the Commission with any adjustment note in this respect within 28 days.

Tax Invoices

15.3 If GST is imposed on any supply under these conditions and the Commission is required to pay the amount of the GST to the (SUPPLIER), at the same time GST is paid to the (SUPPLIER) the Commission is taken by this clause to have requested the (SUPPLIER) to provide a tax invoice so the Commission may claim any input tax credit for the amount of GST payable and the (SUPPLIER) must provide a tax invoice in this respect to the Commission within 28 days.

Meaning of GST

15.4 GST has the same meaning as in the A New System (Goods and Services Tax) Act 1999.