Terms and Conditions
1.1 The following words have the meanings set out in these Terms unless the contrary intention appears:
(1) Agreement means the agreement between the Company and the Customer regarding the provision of the Goods and Services, consisting of the Quote and these Terms;
(2) CCA means the Competition and Consumer Act 2010 (Cth);
(3) Company, our, us, we means Adorn Home Staging Pty Ltd trading as Adorn Home Staging;
(4) Customer, you, your means the party to whom the Quote was addressed, and to whom the Goods and Services are to be provided;
(5) Goods and Services means the supply on loan of all furniture, adornments, wall art or any other piece installed and owned by the Company and provision of styling services and Goods and/or Services has the corresponding meaning;
(6) GST has the meaning given in the GST Act;
(7) GST Act means A New Tax System (Goods and Services Tax) Act 1999 (Cth) (as amended);
(8) Guarantor means any director of the Customer if the Customer is a corporate entity;
(9) Hire Period means the period commencing on the day of installation and ending a minimum of five (5) weeks later, unless agreed otherwise by the Company and the Customer in writing;
(10) Parties means the Company and the Customer and Party means either one of them (as the case may be);
(11) Quote means the quotation provided by the Company to the Customer in relation to the Company’s provision of the Goods and Services;
(12) Site means the address detailed on the Quote where the Goods and Services are to be provided and/or carried out, as agreed between the Parties in writing;
(13) Terms means the terms and conditions of this document.
1.2 “Including” and similar expressions are not words of limitation.
1.3 Where a word or expression is given a particular meaning, other parts of speech and grammatical forms of that word or expression have a corresponding meaning.
1.4 Headings are for convenience only and do not form part of these Terms or affect their interpretation.
2. ACCEPTANCE OF THE TERMS AND CONDITIONS
2.1 The Customer is taken to have expressly accepted and is immediately bound, jointly and severally, by these Terms if the Customer places an order for or accepts a Quote for any Goods and Services.
2.2 Acceptance of an order will be communicated to the Customer via email with a booking confirmation and receipt/invoice of deposit payment and outstanding payment amount.
3. ACKNOWLEDGEMENT
3.1 The Customer agrees:
(1) they have read and fully understood the documents forming the Agreement, and their nature and effect;
(2) these Terms shall apply to the provision of any Goods and Services by the Company to the Customer in accordance with the Quote;
(3) it may not vary these Terms without the written agreement of the Company;
(4) these Terms shall prevail to the extent of any inconsistency with another document or agreement between the Parties; and
(5) the Company may from time to time, by giving the Customer reasonable prior notice, vary these Terms.
4. QUOTATION
4.1 A Quote remains valid from the date of the Quote for 30 days, unless otherwise specified in the Quote or otherwise withdrawn by the Company.
4.2 The Company will not be bound by any condition attached by the Customer to the Quote or to these Terms, unless expressly accepted in writing by the Company.
4.3 Changes or cancellations to the Goods and Services and other orders requested by the Customer will not be effective unless accepted in writing by the Company, and the Customer is liable for all costs, expenses, loss and liabilities suffered by the Company in connection with any change to an order.
4.4 Prices quoted by the Company;
(1) do not include GST unless stated; and
(2) are applicable to that Quote only.
4.5 If the Customer requests the Company to undertake work outside the scope of the Quote, for example, to provide Goods and Services for additional rooms, then the cost of this additional work will be further quoted by the Company.
4.6 Unless otherwise specified, any Quote assumes:
(1) delivery, installation, removal and return of Good being provided during ordinary working hours;
(2) delivery being made to street level;
(3) grounds and floors being level; and
(4) the Site will be clean, tidy and clear and presentable for inspection.
5. HIRE PERIOD
5.1 The Hire Period includes all weekends and public holidays.
5.2 Any extension to the Hire Period may be provided at the Company’s sole discretion, subject to availability of the Goods, and where available, subject to a weekly hire rate of 10% of the Quote.
5.3 Payment is due up front, prior to commencement of any extension to the Hire Period in accordance with clause 6.2.
5.4 The Customer acknowledges the Goods may already be allocated to another customer and an extension of Services cannot be guaranteed.
6. DEPOSIT
6.1 The Customer must pay the Company a non-refundable deposit of 10% of the Quote, via bank transfer, within two (2) business days, to the nominated account as specified on the Quote unless otherwise agreed with the Company.
6.2 The Company will invoice the Customer for the Goods and Services as specified in the Quote.
6.3 The Company will provide the Customer with a Quotation which outlines the deposit payment, and the outstanding balance.
6.4 Once the deposit is received a tax invoice with the outstanding amount will be provided for payment.
7. PAYMENT
7.1 The Customer must pay the Company the amount invoiced seven (7) days in advance of installation, or as agreed with the Company in writing
7.2 If agreed to be paid within the seven (7) days before installation; the remaining amount must be paid by no later than 24 hours before installation.
7.3 Payment may be made by cash, bank cheque, electronic/on-line banking, or by any other method as agreed to between the Parties.
7.4 Payments made by cheque or electronic funds transfer shall not be deemed paid until the Company has received cleared funds in full.
7.5 The Customer is not entitled to withhold payment or make any deduction from an invoiced payment in respect of any set off or counterclaim provided the invoice supplied by the Company is in accordance with the Quote and these Terms, and any agreed variation.
7.6 If the Customer fails to pay any invoice for the Goods and Services, the Company may in its absolute discretion, but without prejudice to any other remedy it may have, postpone the fulfilment of its obligations under these Terms until such payment (including any extra expense incurred by the Company) is made by the Customer.
7.7 Full payment must be made immediately, in the event the Hire Period commences before the payment terms.
8. GST
8.1 Should any GST as levied under the GST Act and any other tax, fee, levy or duty imposed by any competent authority be payable on any of the Goods and Services supplied by the Company, such tax, fee, levy or duty will be to the Customer’s account and shall be calculated using the rates and methods of assessment in force at the time of delivery. The Customer is liable for any other applicable tax, including, without limitation withholding tax.
9. ACCESS
9.1 The Customer shall ensure that the Company has clear and free access to the Site at all times during the Hire Period to enable it to provide the Goods and Services.
9.2 The Company shall not be liable for any loss or damage to the Site unless due to the negligence of the Company.
9.3 The Customer must allow the Company and its employees/contractors/agents, access to the Goods at all reasonable times to deliver, install, remove, inspect, test, adjust, maintain, repair or replace any Goods.
10. DELIVERY, INSTALLATION AND COLLECTION
10.1 The Customer acknowledges, whilst the Company aims to accommodate the advised dates for delivery, installation and collection, two (2) business days are required, for unexpected circumstances.
10.2 The Customer shall ensure the Site is clean, tidy and free of clutter on installation day.
10.3 The Customer shall ensure any professional cleaning, repairs (including painting) or work required by other contractors is completed before the installation date.
10.4 Whilst the Company aims to deliver, install and collect between 9am and 5pm, circumstances may require access to the Site outside of these hours.
10.5 The Goods and Services are to be delivered, installed and collected from the Site unless agreed otherwise in writing.
11. RISK IN GOODS
11.1 If the Company forms the reasonable opinion that the Customer’s Site is not safe or unsuitable for the provision of the Goods and Services to proceed then the Company shall be entitled to delay installation of the Goods and Services until the Company is satisfied that it is safe or suitable for the provision of the Goods and Services to proceed or cancel the Goods and Services altogether and retain any deposit.
11.2 In the event the Site is deemed not safe or suitable for installation, the Company has the right to delay installation and charge a reschedule fee of $500.00 (GST excl) to the Customer, which must be paid before the new installation date is confirmed.
11.3 Risk in the Goods and Services supplied by the Company to the Customer will pass to the Customer immediately upon delivery to the Site. Notwithstanding the delivery of the Goods and Services to the Customer, full and absolute ownership of and title in the Goods supplied by the Company to the Customer under these Terms shall not pass to the Customer.
11.4 In the event such Goods are lost, damaged or destroyed then replacement of the Goods shall be at the Customer’s expense.
11.5 The Customer:
(1) will hold any Goods as bailee and fiduciary for the Company;
(2) agrees that the production of these Terms by the Company shall be sufficient evidence of the Company’s rights to receive the insurance proceeds direct from an insurer without the need for any person dealing with the Company to make further enquiries; and
(3) may not remove or change the manner in which the Goods have been labelled by the Company.
11.6 The Customer irrevocably authorises the Company at any time to enter onto any premises upon which:
(1) the Goods are stored to enable the Company to inspect the Goods; and
(2) if the Customer has breached the Agreement, to reclaim the Goods, and the Customer will indemnify the Company against any action claim or demand arising out of the exercise by the Company of its powers under this sub-clause.
11.7 In the event of a default, the Company may without prejudice to any of the Company’s other rights, demand the immediate return of the Goods at the Customer’s expense.
11.8 The Customer warrants that any structures to which the Goods and Services are to be affixed are suitable for and able to withstand the provision of the Goods and Service.
12. SECURITY AND CHARGE
12.1 In consideration of the Company agreeing to supply the Goods and Services, the Customer charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Customer either now or in the future, to secure the performance by the Customer of its obligations under these Terms (including, but not limited to, the payment of any money).
12.2 The Customer indemnifies the Company from and against all the Company’s costs and disbursements including legal costs on an indemnity basis incurred in exercising the Company’s rights under this clause 12.
12.3 The Customer irrevocably appoints the Company and each director of the Company as the Customer’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 12 including, but not limited to, signing any document on the Customer’s behalf.
13. GOODS
13.1 Whilst the Company aims to ensure all Goods are fit for the purpose of the hire, the Company does not guarantee they are free of any defects and/or safety issues that may have been encountered during the manufacture, wholesale and sale process.
13.2 The decision as to the Goods delivered for hire are at the discretion of the Company.
14. SUBSTITUTE GOODS
14.1 The Company may, in its discretion, substitute the Goods and Services set out in the Quote, provided the substitute goods and services are of similar quality and style.
14.2 Where the Customer has supplied Goods for the Company to complete the Services, the Customer acknowledges it accepts responsibility for those supplied Goods.
15. RESPONSIBILITY OF THE COMPANY
15.1 The Company will provide the following Services:
(1) selection, installation and placement of Goods on the Site, including hanging art on the walls, using permanent fixings;
(2) arranging delivery and collection of Goods; and
(3) other work incidental to the provision of the Goods and Services, in accordance with the Quote.
16. RESPONSIBILITY OF THE CUSTOMER
16.1 The Customer shall ensure the Customer site is clean, tidy and free of clutter on installation day. Any professional cleaning, repairs, maintenance or contractor work is completed before the installation date, unless agreed to by the Company.
16.2 The Customer must ensure the Goods are available for collection by the Company at the end of the Hire Period in a clean, dry and ‘as provided’ state, otherwise additional charges may apply, as per Clause 11.4.
16.3 The Site will remain:
(1) secured during the Hire Period and any extended periods;
(2) smoke free;
(3) free of any other emissions or smells that may damage the Goods;
(4) free of pets during delivery, installation and collection and if pets are present during the Hire Period the Customer bears the cost of any associated damage caused or cleaning required; and
(5) free of pests.
16.4 During the Hire Period, the Customer is responsible for:
(1) safekeeping of the Goods;
(2) use of the Goods in strict conformity with the Goods purpose;
(3) ensuring the Goods are not moved from the Site, (unless in an emergency, in which case the Customer must contact the Company immediately afterwards);
(4) complying with all relevant laws, by-laws and regulations applicable to the use and operation of the Goods; and
(5) protecting the Goods against unforeseen events including, but not limited to, soilage, damage, fire, tempest, flood, theft, distress or seizure.
16.5 If the Goods are not returned to the Company, in the condition in which they were provided to the Customer (subject to reasonable wear and tear), the Customer must pay the Company the new replacement cost of the Goods and any other costs incurred due to the loss or damage to the Goods (e.g. cleaning fees).
16.6 In the event any Goods break, or become unsafe, the Customer must ensure appropriate steps are taken to prevent injuries to persons and to prevent the Goods sustaining further damage.
16.7 The Customer must contact the Company immediately to notify of any damage to the Goods.
17. DEFAULT AND INDEMNITY
17.1 If the Customer fails to comply with its obligations under these Terms:
(1) the balance of any money owing by the Customer to the Company shall immediately become due and payable by the Customer;
(2) the Company shall be entitled to charge interest at 15% per annum, if any, calculated daily, on any money due and owing and payable by the Customer to the Company;
(3) the Company may withhold the delivery and/or provision of any Goods and Services already ordered or cancel any order not yet fulfilled; and
(4) the Customer authorises the Company to retake possession of any Goods.
17.2 The Customer indemnifies the Company, its employees, agents and subcontractors against:
(1) all damages, losses, expenses and costs for any claims made against them whether directly or indirectly sustained. The indemnity includes any claim by any third party for loss or damage to any property, injury or death of any person or economic loss arising out of or relating to the Goods and Services or delay in supply of the Goods and Services; and
(2) all reasonable costs and disbursements which the Company may incur in recovering any sums due to be paid by the Customer to the Company, including but not limited to any debt recovery agency fees, court fees or legal fees on an indemnity basis.
18. LIMITATION OF LIABILITY
18.1 Section 64A of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (Act) has the effect of enabling a corporation which has contracted to supply goods, and services, to limit its liability in certain circumstances for breach of a guarantee implied in the Act.
18.2 Subject to the qualification in Section 64A of the Act, the Company’s liability for breach of a guarantee implied in Division 1 of Part 3-2 of the Act in the case of goods or services supplied to the Customer, shall be limited to, in the case of goods, any one or more of the following:
(1) replacement of the goods or the supply of equivalent goods;
(2) the repair of the goods;
(3) the payment of the cost of replacing the goods or of acquiring equivalent goods;
(4) the payment of the cost of having the goods repaired, or in the case of services:
(5) the supplying of the services again; or
(6) the payment of the cost of having the services supplied again.
18.3 Except as required by law and as herein provided all implied warranties and guarantees with respect to the goods and services supplied by the Company to the Customer including, without limitation guarantees as to quality, fitness for purpose, and sale by sample are excluded.
18.4 The Company is not responsible for and does not accept any liability in relation to discrepancies between estimates of quantities it may have prepared based on plans or other information given by or on behalf of the Customer and quantities the Customer actually requires. The Customer warrants that it has verified and in any event accepts responsibility for the accuracy of quantities ordered as being in accordance with its requirements.
18.5 The Customer warrants to the Company that it will not rely on representations or advice given by the Company or its employees in connection with the design, installation or use of goods hired and agrees the Company shall not be liable for the consequences of such representations or advice even if made or given negligently.
18.6 Subject to clause 11, the Company shall not be liable for delay in delivery arising from any cause, including negligence on its part. The Customer shall not be relieved from any obligation to accept or pay for goods by reason of delay in delivering or dispatch. In no event shall the Company be responsible for any loss of profits, penalties, expenditure or damage incurred by the Customer arising out of any delay in delivery.
18.7 The Customer acknowledges the advice given by the Company is of a cosmetic or aesthetic nature and does not extend to the provision of structural or building advice. The Customer shall seek its own professional advice in respect of any structural alterations or repairs which are to be undertaken.
18.8 The Company does not warrant or guarantee the Site will sell, will sell any quicker, or for a higher price than if Goods and Services had not been provided.
19. CUSTOMER INSOLVENCY
19.1 If the Customer:
(1) becomes bankrupt;
(2) is the subject of an application to wind up the Customer, or if a receiver, a receiver and a manager, or an administrator is appointed in respect of the Customer or any of the Customer’s assets; or
(3) makes an arrangement for composition with the Creditors of the Customer or attempts to make such an arrangement or composition; or
(4) is unable to pay the debts of the Customer as they fall due; or
(5) ceases business; or
(6) has a mortgagee enter or seek to re-possess asset of the Customer, (each an Insolvency Event) then all money then owing to the Company (including any amounts which would not otherwise be payable until a later date or dates) shall become immediately due and payable.
20. CANCELLATION AND DEFERRAL
20.1 Should the Customer cancel at any time, the deposit paid is non-refundable.
20.2 Any cancellation must be communicated to the Company as soon as possible by email at: hello@adornhomestaging.com.au.
20.3 Should the Customer cancel with less than seven (7) business days’ notice before the agreed installation date then the Company may retain 50% of the total Quote cost.
20.4 Deferrals and changes of date are accommodated without cost provided a minimum of two (2) full business days’ notice is provided. Any less notice will incur a fee of 20% of the total cost.
20.5 Early return of Goods does not incur a refund or rebate.
21. TERMINATION
21.1 The Company may terminate this Agreement, or any part of it if the Customer commits or suffers any of the following events:
(1) the Customer fails to comply with any of its obligations under the Agreement;
(2) the Customer fails to remedy any breach of the Agreement within 10 business days of being requested to do so by the Company;
(3) the Customer has not paid any amount it owes to the Company on time, whether or not the Company has issued a written demand;
(4) any action is initiated by a competent authority to strike the name of the Customer off any register of companies; or
(5) an Insolvency Event occurs.
21.2 The termination of the Agreement, or any part of it, will not affect the rights and obligations of the parties accrued up to and including the date of termination.
21.3 All amounts paid to the Company in accordance with the Agreement, are non-refundable once paid.
21.4 The Company may seek urgent interlocutory relief and the Parties agree the usual undertakings as to damages are not required by the Customer.
22. INSURANCE
22.1 The Goods are insured by the Company while in transit and once placed at the Site against loss resulting from damage, theft, vandalism, fire and storm damage, excluding flood.
22.2 The Customer must have the appropriate building and contents insurance a prudent person would have, having regard to the value of the Goods.
22.3 The Customer is liable for the equivalent amount of the excess: $500.00 inclusive of GST.
22.4 The Customer is liable for the value of any Goods loss exceeding $10,000 inclusive of GST.
22.5 All amounts payable relating to the claim must be settled within five (5) business days or interest and penalties will accrue.
22.6 The Customer and/or the Customer’s agents must undertake all reporting to the Police where theft or damage and loss is malicious and do anything else as may be required to facilitate the Insurance Claim and must notify the Company immediately.
23. INTELLECTUAL PROPERTY
23.1 The Company reserves the right to take photographs and videography of the Site and of Goods and Services. The rights to the photographs and recordings shall solely be held by the Company, and the Company reserves the right to use the photographs for any purpose, including but not limited to promotional, training any other purpose.
23.2 The Customer grants the Company a license to use images produced by 3rd parties of the Site and of the Goods and Services to use the photographs for any purpose, including but not limited to promotional, training any other purpose.
23.3 The Customer may opt out of the use of these images for external promotional purposes by indicating this to the Company in writing via email (hello@adornhomestaging.com.au) before acceptance of the Quote.
24. FORCE MAJEURE
24.1 Agreements and deliveries may be suspended by the Company in the event of any strike, lockout, trade dispute, fire, tempest, breakdown, theft, crime, force majeure or the inability of the Company to procure necessary materials or articles preventing or inhibiting the performance of the Agreement by the Company.
24.2 No responsibility is accepted by the Company for any default, delay, loss or damage due to any of the above causes or to any other cause beyond the control of the Company.
24.3 In such circumstances the Company shall be entitled to terminate the Agreement with the Customer and the Customer shall not have any claim for damages arising out of the cancellation.
25. TIME
25.1 So far as the Customers obligations under these Terms are concerned, time shall be of the essence.
26. NOTICES
26.1 Any notice by one party to the other will be sufficiently served if served by prepaid post, personally, by facsimile transmission or by e-mail. A notice will be deemed to have been served immediately upon transmission if served personally, by e-mail or facsimile.
26.2 If posted by pre-paid post to the party to be served at the registered office of that party or its last known place of business, it shall be deemed to have been received within 2 days of the date of posting if served by post.
26.3 The nominated address for the Company is: hello@adornhomestaging.com.au.
27. ASSIGNMENT
27.1 The Customer may not assign its interest in this Agreement or any part of it without the prior written consent of the Company.
27.2 The Company may assign any of its rights or obligations under this Agreement.
28. GOVERNING LAW AND JURISDICTION
28.1 This Agreement is governed by the law of the Australian Capital Territory and the parties submit to the non- exclusive jurisdiction of the courts of the Australian Capital Territory. Neither party may object to the Australian Capital Territory as the forum for any proceeding.
29. ENTIRE AGREEMENT
29.1 The Agreement will constitute the entire agreement of the parties about their subject matter and supersede all previous agreements, understandings and negotiations on that subject matter.
30. SEVERABILITY
30.1 If any part of a provision of these Terms is unenforceable or illegal in a jurisdiction it is severed for that jurisdiction. The remainder of these Terms will have full force and effect, and the validity or enforceability of the Agreement in any other jurisdiction is not affected. This clause has no effect if the severance alters the basic nature of the Agreement or is contrary to public policy.