1.      Interpretation

• In these Terms:

• “Company” means Max & Claire Pty Ltd trading as Ergolink.

• “Customer” means the purchaser of the Goods from the Company.

• “Goods” means all goods sold and/or delivered by the Company to the Customer.

• “Services” means all services sold and/or delivered by the Company to the Customer.

• “Terms” means these terms and conditions of sale.

2.      Application

• 2.1.    These terms apply to all contracts of the sale of Goods and services by the Company.

• 2.2.    No amendment, alteration, waiver or cancellation of any of these Terms is binding on the Company unless confirmed by the Company in writing.

• 2.3.    The Customer acknowledges that no employee or agent of the Company has any right to make representation, warrantee or promise in relation to the Goods or services or the sale of the Goods or Services other than contained in these terms.

• 2.4.    You warrant that you are at least 18-years-old and you are legally capable of entering into binding contracts. If you are under 18-years-old, you warrant that you have obtained consent from your parent or guardian and they agree to be bound by these Terms on your behalf.

• 2.5.    By accessing the Goods or Services offered by the Company you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Goods or Services.

3.      Purchases

• 3.1.    If you wish to purchase any Goods or Service made available through the Company, you may be asked to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information.

• 3.2.    You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete.

• 3.3.    By submitting such information, you grant us the right to provide the information to third parties for purposes of facilitating the completion of Purchases.

• 3.4.    Placing an order using a Purchase Order Number can only be done by Customers who have approved accounts with the Company.

• 3.5.    We reserve the right to refuse or cancel your order or account at any time for certain reasons including but not limited to: product or service availability, errors in the description or price of the product or service, error in your order or other reasons.

• 3.6.    We reserve the right to refuse or cancel your order if fraud or an unauthorised or illegal transaction is suspected.

• 3.7.    The Customer acknowledges that the Company does not provide qualitative advice regarding the fitness for purpose and merchantability of any Goods or Services. We strongly advise you to exercise caution and do your own due diligence in conducting any transactions through the Company.

4.      Prices.

• 4.1.    Prices are determined at the time of order and, prior to the payment of any required deposit and are subject to change without notice

• 4.2.    Prices can be obtained by requesting a quotation (quote) from The Company, in which the price of the Goods and/or Services is set out in the Company’s quotation current at the date listed on the quotation.

• (a)        Quotations are valid for strictly 30 days from the date stated on the quotation

• (b)        Payment terms may by stated on the Invoice and will be valid starting from day the Invoice is produced.

5.      Payment

• 5.1.    The Company at its discretion has the right to ask for payment either in full in advance, in part via a deposit of 30% in advance and the remainder prior to delivery, or as stated in the payment terms as stated on the invoice.

• 5.2.    No statements will be issued.

• 5.3.    Price is quoted inclusive of GST; the Customer is required to pay the applicable GST to the Company along with the price at the same time when the price is due as per the Terms.

• 5.4.    The Customer must pay all amounts due under these Terms without any deductions or withholding except as required by law and is not entitled to assert any credit, set-off or counter claim against the Company in order to justify withholding payment of any such amount in whole or in part.

• 5.5.    Failure of the Customer to make the payment to the Company as stated in Terms, the Company may place the debt in the hands of a third-party debt collection agency or company.  

• 5.6.    Any and all costs incurred in the collection of debts shall be transferred and payable in full by the Customer.

• 5.7.    The Company has the right to register any Customer that fails to make payment as stated in the Terms with the Personal Property Securities Act (Cmth 2009)

6.      Delivery

• 6.1.    The customer within 5 days of being notified of their availability, collect or accept delivery of the Goods or Service and pay the balance of the invoice. If the customer fails to collect the Goods or accept delivery within 30 days of being notified of their availability, the Company may terminate this contract, keep the deposit or payment and resell the Goods.

• 6.2.    The company reserves the right to deliver the goods or Services in whole or in instalments, as well as to deliver prior to the date for delivery and, in such an event, the customer must not refuse to take delivery of the goods.

• 6.3.    Any failure of the part of the Company to deliver instalments within any specified time does not entitle the Customer to repudiate the contract with regard to the balance remaining undelivered.

• 6.4.    Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence.

• 6.5.    The Company will not be liable for any delay in delivery of the Goods and / or Services that is caused by a delay beyond the Company’s control.

7.      Inspection

• Unless the Customer has inspected the goods and given written notice to the Company within 3 days after collection or delivery that the Goods do not comply with the relevant specifications or descriptions, the Goods are deemed to have been accepted in good order and condition.

8.      Availability, Errors and Inaccuracies

• 8.1.    We are constantly updating our offerings of Goods and Services on the Website. The Goods or Services available on our Website may be mispriced, described inaccurately, or unavailable, and we may experience delays in updating information on the Website and in our advertising on other web sites.

• 8.2.    We cannot and do not guarantee the accuracy or completeness of any information, including prices, product images, specifications, availability, and services. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

• 8.3.    The content is provided without warranties or conditions of any kind either express or implied, including but not limited to implied warranties and conditions of merchantability, fitness for a particular purpose or non-infringement.

9.      Contests, Sweepstakes and Promotions

• Any contests, sweepstakes or other promotions (collectively, "Promotions") made available through the Company may be governed by rules that are separate from these Terms. If you participate in any Promotions, please review the applicable rules as well as our Privacy Policy. If the rules for a Promotion conflict with these Terms, the Promotion rules will apply.

10.   Accounts

• 10.1.  Registered Businesses and Organisations may apply for an account with the Company by completing in full the Account Application Form. When you create an account with the Company, you must provide information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account.

• 10.2.  It is solely at the Company’s discretion to grant an account to a Business or Organisation.

• 10.3.  Pricing and payment terms matched to and account are at the discretion of the Company.

11.   Termination of Account

• 11.1.  The Company may terminate or suspend your account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms.

• 11.2.  All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

• 11.3.  The Company shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection therewith.

12.   Title

• Legal and beneficial ownership of the Goods will not pass to the Customer until such time as the Goods and/or Services have been paid in full in cash or cleared funds.

13.   Risk

• The Goods are entirely at the risk of the Customer from the moment of delivery to the Customers point of delivery or on collection, even though the title of the Goods has passed to the customer.

14.   Cancellations

• No order may be cancelled, modified or deferred without the prior written consent of the Company (which is at the Company’s sole discretion). If such consent is given it is, at the Company’s election, subject to the Company being reimbursed all losses, including loss of profits, and paid a cancellation fee (being not less than 20% of the invoice price of the Goods).

15.   Limited Liability

• 15.1.  These Terms do not affect the rights, entitlements and remedies conferred by the Trade Practices Act 1974.

• 15.2.  The Company is not subject to, and the Customer releases the Company from, any liability (including but not limited to consequential loss or damage) because of any delay in delivery or fault or defect in the Goods. The Customer acknowledges that the Company is not:

• (a)        Responsible if the Goods do not comply with any applicable safety standard or similar regulation: and

• (b)        Liable for any claim, damage or demand resulting from such non-compliance.

• (c)        Liable for any indirect, punitive, special, incidental or consequential damage (including loss of business, revenue, profits, use, privacy, data, goodwill or other economic advantage) however it arises, whether for breach of contract or in tort, even if it has been previously advised of the possibility of such damage.

• 15.3.  In no event shall The Company be liable for any claims by a third party in tort or contract, or pursuant to the Competition and Consumer Act 2010 (Cth) including, but not limited, to any misleading statements made and/or incorporated into any Content provided by third parties, such as manufacturers and wholesalers, and users of the Service. It is your sole responsibility to ensure the accuracy of the data inputted.

• 15.4.  Without limiting the foregoing, in no event will our aggregate liability to you exceed, in total, the amounts paid by you to us.

16.   Warranty

• 16.1.  All Goods supplied are covered by such warranties as are specified by the manufacturer and supplied subject to the product standards detailed by the manufacturer.

• 16.2.  On discovery of any defect in the Goods, the Customer must immediately notify the Company in writing of such defect via either email or the Company Website, The Customer must not carry out any remedial work to alleged defective Goods without first obtaining written consent of the Company to do so.

• 16.3.  The Customer expressly acknowledges and agrees that it has not replied upon, and the Company is not liable for any advice given by the Company, its employees, agents or representatives in relation to the suitability for any purpose of the goods.

17.   Force Majeure

• The Company will not be liable for any breach of contract due to any matter or thing beyond the Company’s control (including but not limited to transport stoppages, transport breakdown, fire, flood, earthquake, acts of God, strikes, lockouts, work stoppages, wars, riots or civil commotion, intervention or public authority, explosion or accident).

18.   Waiver of Breach

• No failure of the Company to insist on strict performance of any of these Terms is a waiver of any right or remedy which the Company may have, and is not a waiver of any subsequent breach or default by the Customer.

19.   Severability

• If any provision contained in these terms is held by a court to be unlawful, invalid or unenforceable, the validity and enforceability of the remaining provisions are not affected.

20.   Governing Law

• These Terms shall be governed and construed in accordance with the laws of Western Australia, Australia, without regard to its conflict of law provisions.