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Terms and Conditions
Standard Product and Service Supply Terms and Conditions
Your request for goods or services, and/or use of the BuyBlackBerry and Si websites, is deemed to indicate your acceptance of the following terms and conditions.
1. Definitions
Within these Standard Terms and Conditions the following words shall have the following meanings:
'Si' shall mean System Integration Partners Pty Ltd A.C.N. 114 264 023.
‘BuyBlackBerry’ shall mean System Integration Partners Pty Ltd A.C.N. 114 264 023 trading as BuyBlackBerry.com.au
'Client' or ‘Customer’ shall mean the individual or company to whom BuyBlackBerry or Si sells or agrees to sell Product under these terms and conditions.
'Product' shall mean the Hardware, Software, Services and Training provided or to be provided by BuyBlackBerry or Si under this Agreement.
'Hardware' shall mean all hardware components inclusive of related documentation supplied or to be supplied by BuyBlackBerry or Si.
'Software' shall mean all application software inclusive of related documentation supplied or to be supplied by BuyBlackBerry or Si.
'Services' shall mean Professional Services which includes consulting, design, integration, project management, implementation, non software related documentation or records and support provided or to be supplied by BuyBlackBerry or Si.
'Training' shall mean Training provided or to be provide by BuyBlackBerry or Si to the Client.
The headings to the clauses within this Agreement are for ease of reference only and shall not affect the interpretation or construction of this agreement.
‘Manufacturer’ shall mean the original constructor of the Product or Service.
2. Payments and Charges
2.1 Credit Account Payment Terms
Credit Account charges are due thirty (30) days from the date of invoice.
a. BuyBlackBerry Hardware and Software will be invoiced on dispatch to the Client, unless otherwise agreed.
b. BuyBlackBerry Training will be invoiced on order by the Client, unless otherwise agreed.
c. BuyBlackBerry and Si Services will be invoiced on delivery to the Client, unless otherwise agreed.
2.2 Credit Card Payment Terms
Credit Card charges are due on placement of the order. Products and Services will be dispatched only on confirmation of receipt of the relevant funds by BuyBlackBerry or Si.
a. BuyBlackBerry Hardware and Software will be invoiced and a receipt provided on dispatch to the Client, unless otherwise agreed.
b. BuyBlackBerry Training and Services will be invoiced and a receipt provided on order by the Client, unless otherwise agreed.
c. All costs associated with credit card transactions are borne by the Client.
2.3 Pricing Terms
Charges for BuyBlackBerry products and services are provided online at www.buyblackberry.com.au . The displayed price will apply at the time of order by the Client unless instructed by BuyBlackBerry or Si within 7 days of the order date.
Charges for BuyBlackBerry or Si Services provided on a time and materials basis are firm for the term agreed in the relevant contract or, if no fixed charge term is agreed, for a period of thirty (30) days from the date of quotation.
2.4 Refunds
Refunds can only be provided when a Product is returned in tact without any visible internal or external damage excluding any DOA condition that applies. All packaging must be in tact and returned in the same condition as supplied with all ancillary products and services included in this packaging also returned.
DOA: Products deemed DOA by BuyBlackBerry or Si will be REPLACED or result in a full refund, following the completion of a Returns Form online and provision of a Returns Number by BuyBlackBerry or Si to the Client. Postage incurred in returning a DOA product to BuyBlackBerry or Si is borne by the Client.
WARRANTY: Products deemed to be a WARRANTY claim, are to be negotiated directly between the Client and Manufacturer. Click on Warranty Information for further contact information relevant to your Product or Service. Note: Viewing the inside of your BlackBerry Product may VOID the warranty. Please access the Warranty Process before you attempt to dismantle your product.
INCORRECT SHIPMENT: Products and Services supplied in error will be REPLACED or result in a full refund, following the completion of a Returns Form online and provision of a Returns Number by BuyBlackBerry or Si to the Client. Postage incurred in returning a product to BuyBlackBerry or Si is borne by Si Partners Pty Ltd.
INCORRECT CHOICE: At the discretion of System Integration Partners Pty Ltd trading as BuyBlackBerry.com.au, products may otherwise be EXCHANGED for alternative goods, on the provision that the goods and all packaging and enclosures are new, as sold by System Integration Partners Pty Ltd trading as BuyBlackBerry.com.au and in a fully saleable condition. Submit exchange requests using the Returns Form online.
2.5 Delivery Charges
Delivery is provided free of charge to any destination within Australia on the basis that delivery is anticipated to be within 3-5 working days from the placement of the order by the Client unless otherwise agreed between BuyBlackBerry or Si and the Client. BuyBlackBerry or Si is not liable for any loss or resultant effect when this delivery timeframe is not met. If a delivery charge is to be applied to a transaction between the Client and BuyBlackBerry or Si, the Client must be notified prior to the dispatch of the Product or Service and given the option to cancel the order at no cost to the Client or proceed with the agreed Delivery Charge applied to the said order.
2.6 Verification of Hours Worked - Time and Materials Contracts
BuyBlackBerry or Si staff providing Services are required to log hours worked and activities performed into the BuyBlackBerry or Si Time Slip Recording System. If required, a copy of the log can be periodically supplied to the client with invoices. Signature of the log by a client’s authorised representative signifies:
a. That the client is satisfied with the Services provided during the period covered by the time sheet; and
b. Authorisation for BuyBlackBerry or Si to invoice for those Services.
2.7 Additional Services
If Services are provided at the client’s request and agreed in advance by both parties and such services are outside the scope of any relevant fixed price or time and materials contract, those Services will be charged at the prevailing rates as specified in a BuyBlackBerry or Si Fee Schedule.
2.8 Taxes and Payment Charges
Unless otherwise agreed in writing, prices are inclusive of goods and services tax. The client is responsible for and shall pay all customs and import duties, sales tax, stamp duties, use tax, value added tax, consumption tax, goods and services tax, and life levies or taxes at their assessed value. All costs associated with dishonoured cheques or credit card transactions are borne by the Client.
It is the client’s responsibility to obtain exemption from duty or tax. Sales tax, if applicable, will be charged unless the client provides documentation, enabling BuyBlackBerry or Si to legally not charge.
See BuyBlackBerry or Si Pty Ltd, Goods and Services Agreement for details of the BuyBlackBerry or Si supply conditions.
2.9 Quotation Validity
Quotations for Product are valid for a period of thirty (30) days from the quotation date, errors and omissions excepted, unless otherwise stated on the quote. At the end of this period, BuyBlackBerry or Si may adjust prices, in accordance with the prevailing rates as specified in the BuyBlackBerry or Si Fee Schedule.
3 Warranty
3.1 General
The stated warranties are contingent upon proper use of the Product and maintenance by the client of a safe and suitable environment for the Product.
3.2 Hardware and Software Warranty
Hardware and Software sold by BuyBlackBerry or Si are subject to the terms of the relevant manufacturer's warranty.
3.3 Services Warranty
BuyBlackBerry or Si warrants that Services will be performed in a good and workmanlike manner according to generally accepted industry practices. If BuyBlackBerry or Si accepts that a Service was not so performed then BuyBlackBerry or Si will:
a. Not charge for the activities performed to an unreasonable standard at the client’s discretion; and
b. Ensure that an alternative BuyBlackBerry or Si consultant continues the performance of the contracted Services.
3.4 Fitness for Purpose
Products are not intended for the production of software and/or used for the direct control of nuclear facilities, air traffic, mass transit or life support applications. BuyBlackBerry or Si requires additional contractual safeguards, which will be negotiated on a case-by-case basis for such applications.
All other warranties expressed or implied are hereby excluded.
4 Software
4.1 Ownership
Unless otherwise agreed in writing, if BuyBlackBerry or Si or its agents develop product, then copyright and title in such developed product is vested in BuyBlackBerry or Si.
If such Software is developed by BuyBlackBerry or Si on a time and materials or fixed price basis to suit the client’s specific requirements, then the client has the right to make unlimited use of such Software within the client’s organisation but may not provide it to, or make it available for access by, third parties.
4.2 Licence
All Software is sold subject to the terms and conditions of the relevant software licence. In the event of any conflict between these Terms and Conditions and the terms of any Software Licence, the terms of the Software Licence shall prevail. It is the sole responsibility of the Client to comply with the terms and conditions of the Software Licence.
5 Assignment of Work
Either party are entitled to sub-contract under this Agreement, with prior written agreement from both parties.
6 Delivery and Acceptance
Delivery shall be deemed to have taken place upon the arrival of the Products at the Client's premises. The Client shall inspect any Products on delivery and shall notify BuyBlackBerry or Si in writing of any defects or failure to comply with description within three days of delivery. Failure to provide such a written communication shall imply that the Client has accepted the Products.
7 Title
The Products shall remain the sole property of BuyBlackBerry or Si until the Client has made the agreed payment on the goods and there are no sums from the Client to BuyBlackBerry or Si under any other contract.
Until such payment, the Client shall hold the Products solely as bailee for BuyBlackBerry or Si, in a fiduciary capacity and in a way, which clearly identifies them as property of BuyBlackBerry or Si.
Until the Products pass to the Client from BuyBlackBerry or Si, the Client must produce the Products on request. The Client shall insure and keep insured all BuyBlackBerry or Si property (the products) to their full price and against all risks until title passes from BuyBlackBerry or Si to the Client.
8 Expenses
The Client shall reimburse BuyBlackBerry or Si for any reasonable expenses incurred whilst supplying the Products and services as agreed in writing in advance by the Client
9 BuyBlackBerry or Si Property
Documents, schematics, maintenance materials, tools, hardware, Site Management Guides, test equipment, diagnostic hardware and Software and associated media which are to be used by BuyBlackBerry or Si personnel at the client site and which have not been expressly sold or licensed to the client shall remain the exclusive property of BuyBlackBerry or Si and shall be for the sole use of BuyBlackBerry or Si.
10 Provision of On-Site Services
With respect to the provision by BuyBlackBerry or Si of on-site Services (being those services that BuyBlackBerry or Si provides at the client’s site), the client will:
a. Provide at no charge to BuyBlackBerry or Si a reasonable secure work space with adequate heat and light, suitable lockable storage facilities, access to a local telephone, operating supplies and scratch media (including spare tapes and disk packs) as required and a current backup copy of the operating system and other applicable programs, documentation and data, as may be reasonably required for the performance of services; and
b. Have a representative present during the provision of Services; and
c. Not impose any unreasonable restrictions or impose any liability provisions as to site access and equipment usage requirements.
BuyBlackBerry or Si may terminate or refuse to provide on-site Services without penalty when, in the reasonable opinion of BuyBlackBerry or Si, conditions at the service site represent a hazard to the safety or health of any BuyBlackBerry or Si employee providing Services.
For services provided by BuyBlackBerry or Si to the client via Remote Diagnostic or Dial-in facilities, the client will
a. Allow BuyBlackBerry or Si personnel full and unrestricted access as may be reasonably required to all communications facilities, at no charge to BuyBlackBerry or Si; and
b. Provide and bear the cost of BuyBlackBerry or Si specified terminal ports and/or modems, when required.
11 Termination
If the client enters into a composition with its creditors, is declared bankrupt, goes into liquidation or a receiver is appointed in respect of it, BuyBlackBerry or Si will have the right to immediately suspend or terminate without penalty to BuyBlackBerry or Si any Services to be provided to the client and all amounts billed to the client shall; immediately become due and payable.
All Products supplied will be immediately repossessed on the basis that Title has not passed to the Client. Refer Clause 7.
12 Limitation of Liability
The client’s right to recover costs of damages to property caused by BuyBlackBerry or Si fault or negligence shall be limited to the value of services provided by BuyBlackBerry or Si, during the execution of the relevant contract. BuyBlackBerry or Si will not be liable in any event for any damages resulting from loss of data, profits, use of products or for any incidental or consequential damages, even if advised of the possibility of such damage. This limitation of BuyBlackBerry or Si liability will apply regardless of the form of action, whether in contract or tort. Any action against BuyBlackBerry or Si must be brought within twelve (12) months after the cause of action accrues. This provision is subject to and shall not derogate from any mandatory legal provisions to the contrary.
13 Governing Law
The application of these Terms and Conditions shall be governed by and construed in all respects in accordance with the law for the time in force in the State of New South Wales in Australia. BuyBlackBerry or Si shall, however have the right to institute proceedings in any competent jurisdiction for the recovery of unpaid debts.
14 Services of Notices
The respective addresses for service of notices under these Terms and Conditions ("the notice addresses") shall be the registered offices of BuyBlackBerry or Si and the client or a substitute address advised in writing to the other party. Notices may be given by being sent to the notice address by telegram, facsimile, and post or delivered by hand and left at the notice address. Any notice posted shall be deemed to have been received seven (7) business days after the date of posting and any notice given in any other manner shall be deemed to have been received at the time when in the ordinary course it may be expected to have been received.
15 Severance
If any provision of these Terms and Conditions is void or voidable or unenforceable or illegal but would not be void or voidable or unenforceable or illegal as aforesaid if it were read down and it is capable of being read down, it shall be read down accordingly.
If notwithstanding the previous sub-clause, a provision of these Terms and Conditions is still void or voidable or unenforceable or illegal:
a. If the provision would be void or voidable or unenforceable or illegal as aforesaid if a word or words (as the case may be) were omitted, that word or those words are hereby severed; and
b. In any other case, the whole provision is hereby severed,
And the remaining Terms and Conditions have full force and effect.
16 Force Majeure
BuyBlackBerry or Si shall not be responsible for delays or failures in performance resulting from acts beyond its control. Such acts shall include but not be limited to acts of God, strikes, lockouts, riots, acts of war, epidemics, government regulations super-imposed after the acceptance of these Terms and Conditions, fire, communication line failures, power failures, earthquakes or other disasters.
17 General Provisions
All rights and remedies conferred under a contract for Services or by any other instrument or law shall be cumulative and may be exercised singularly or concurrently. Failure by either party to enforce any contract term shall not be deemed a waiver of future enforcement of that or any other term. The provisions of the contract are declared to be severable.
Goods and Services Tax Agreement
1. Definitions
’GST’ means a tax, levy, duty, charge, deduction together with any related additional tax, interest, penalty, fine or other charge imposed by authority of any GST Law and includes GST within the meaning of a GST Act.
‘GST Act’ means A New Tax System (Goods and Services Tax) Act 1999 (as amended).
‘GST Law’ means 'GST Law' as defined in the GST Act and includes any Act of the Parliament of Australia that imposes or deals with GST.
2. Goods and Services Tax
This clause applies if BuyBlackBerry or Si Pty Limited (referred to in this clause as "Supplier") is or becomes liable to pay GST in relation to any supply under this Agreement (a 'Taxable Supply').
The Supplier's right to payment under clause 2.3 is subject to a valid tax invoice being delivered to the recipient of the supply (referred to in this clause as "Recipient").
In addition to the other consideration payable by the Recipient to the Supplier, the Recipient of the supply will pay to the Supplier the amount of GST specified in an invoice under clause 2.2 (without deduction or set-off of any other amount) to the Supplier. GST shall be payable by the Recipient to the Supplier on the same basis and at the same time as the other consideration payable by the Recipient under this Agreement.
The Supplier must include in an invoice under clause 2.2 such particulars as are required by the GST Law and in addition such other information as the Recipient may reasonably require in order to obtain an input tax credit under the GST Law for the amount of GST payable to the Supplier.
If any part of the consideration payable under this Agreement is referable to both a 'taxable supply' and anything that is not a taxable supply, the value of any taxable supply shall be determined as required by the GST Law, or if no requirement exists, by the same proportion of the consideration as the taxable supply is of all supplies of goods or services of a similar nature under this Agreement.
If the Recipient makes default in the payment on the due date of any amount payable pursuant to clause 2.3 then, without prejudice to any other remedies of the Supplier, the Recipient must pay to the Supplier upon demand an amount equal to the amount of any additional GST that shall become chargeable to the Supplier. As between the Supplier and the Recipient, the Supplier shall not be obliged to pay any GST or to take any other steps to minimise the liability in respect of GST until the corresponding payment is received from the Recipient.
If the Supplier determines on reasonable grounds that the amount of GST paid or payable by it on any supply under this Agreement differs for any reason from the amount of GST specified in the invoice under clause 2.2, the amount of GST paid or payable by the Recipient under clause 2.3 shall be adjusted accordingly.
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