Terms & Conditions

 
WSN Environmental Solutions — Conditions Of Purchase (Goods Only)

This is the contract under which (subject to any variation agreed in writing) the Supplier supplies Goods to the Purchaser.  Each time the Supplier accepts an Order for Goods from the Purchaser, then the Supplier accepts these conditions of purchase.

1. In these conditions of purchase:
''Conditions'' means these conditions of purchase, which form the contract between the Purchaser and the Supplier for the supply of Goods.
''Goods'' means the goods described in an Order.
''Order'' means an order for Goods:
 (a)  made by a representative of the Purchaser to the Supplier; and
 (b)  accepted by a representative of the Supplier, either orally or in writing.  
''Price'' means the price for the Goods (including delivery) agreed between the Purchaser and the Supplier, being:
 (a)  the price described in the Order; or
 (b)  if no price is described in the Order, then the price set out in the most recent schedule of prices agreed between the Purchaser and the Supplier.
''Purchaser'' means Waste Recycling and Processing Corporation (trading as WSN Environmental Solutions) (ABN 93 524 709 106).
''Supplier'' means the person or company to whom the Order is directed and who will supply the Goods to the Purchaser.

2. The Supplier agrees that:
    (a)  an Order is an offer by the Purchaser to the Supplier to purchase the            Goods in accordance with the Order; and
    (b)  if the Supplier supplies the Goods to the Purchaser, it does so on the           terms set out in these Conditions, unless otherwise agreed in writing           by the Purchaser.

3. The Supplier must supply the Goods to the Purchaser:
    (a)  in accordance with the description;
    (b)  in the quantity;
    (c)  at the Price; and
    (d)  by the time (which time is of the essence),
    as described in the Order.

4. When supplying the Goods to the Purchaser, the Supplier must:
   (a)  show the name of the Purchaser's representative who made the Order          and the Purchaser’s Purchase Order number on any invoice, packing            slip or correspondence relating to the Order;
   (b)  deliver the Goods to the person at the address shown by the                        Purchaser in its Order, or to such other person as the Purchaser's                representative directs; and
   (c)  ensure that the Goods are:
          (i)    properly packed for delivery;
          (ii)   fit for their intended purpose; and
          (iii)  manufactured using good new materials of merchantable quality,                 which are fit for their purpose and consistent with the nature                         and character of the Goods.

5. For each Order, the Purchaser will tell the Supplier whether it accepts the     Goods, after the Purchaser has had an opportunity to inspect the Goods       supplied. If the Purchaser accepts the Goods, title in the Goods will pass     to the Purchaser.

6. If the Supplier does not supply the Goods in accordance with clauses 3 &     4 of these Conditions, then the Purchaser may, at its complete                   discretion:
    (a)  accept the Goods, if the Purchaser tells the Supplier that it will do so;           or
    (b)  refuse to accept the Goods, in which case:
           (i)   the Purchaser will tell the Supplier to collect the Goods from it;                   and
           (ii)  the Supplier must do so immediately, at the Supplier's cost.

7. Subject to clause 8, if:
   (a)  the Supplier has supplied the Goods in accordance with the Order;
   (b)  the Purchaser accepts the Goods; and
   (c)  the Supplier has issued a valid tax invoice to the Purchaser which               reflects the terms of the Order,
    the Purchaser will pay the Supplier the Price by electronic funds transfer       by the end of the month following the month in which the Purchaser             receives the valid tax invoice from the Supplier in accordance with clause      7(c).

8. The Purchaser may deduct from any moneys otherwise due to the               Supplier any money due from the Supplier to the Purchaser or any claim       which the Purchaser may have against the Supplier, whether under these     Conditions, any other contract or agreement or otherwise at law.

9. The Price for all Goods supplied under an Order is inclusive of GST where     applicable.

10. If the Purchaser does not make a payment by the time specified in               Clause 7, the Supplier should take the matter up with the accounts               complaint officer for the Purchaser, who can be contacted on the                 telephone number (02) 9934 7113. The chief  executive officer of the             Purchaser may award penalty interest if the Purchaser does not make         the payment by the time specified in Clause 7.

11. The Supplier will bear the risk of and indemnify the Purchaser against:
      (a)  any loss of or damage to the Goods until the Purchaser tells the                   Supplier that it accepts the Goods; and
      (b)  after the Purchaser tells the Supplier that it accepts the Goods, any             loss of or damage to the Goods arising from any non-compliance of            the Goods with these Conditions.

12. The Supplier will indemnify the Purchaser against:
      (a)  any loss of or damage to the property of the Purchaser (other than               the Goods); and
      (b)  any liability to or claims by a third party in respect of loss of or                    damage to property or injury to or death of persons,
      caused by or arising out of, or in any way in connection with the                   provision of the Goods by the Supplier.

13. The Supplier:
      (a)  warrants that the supply of Goods to the Purchaser will not infringe               any patent, copyright, trade secret or other rights, whether                           proprietary, contractual or equitable, of any third party in Australia or             elsewhere; and
      (b)  indemnifies the Purchaser for any loss, damage, cost, liability or                   expense arising out of any breach or claimed breach of this                         warranty.

14. The Supplier must not, without the prior written consent of the                       Purchaser, disclose to anyone else (including by way of advertising) the       existence or details of any Order, unless that disclosure is reasonably         necessary to enable the Supplier to supply the Goods to the Purchaser.

15. These Conditions, and any Order made pursuant to them, are governed         by the laws of New South Wales.

16. To the extent permitted by law, these Conditions constitute the entire           terms agreed by the parties in relation to their subject matter and                 prevail over any written or other agreement of the parties including                 anything provided by the Supplier before, at the time, or after an Order           is accepted.

17. The United Nations Convention for the International Sale of Goods does         not apply to this contract.