Terms of Sale
ANIXTER AUSTRALIA PTY LTD (ABN 68 055 815 551)
General Conditions of Sale. Customer’s attention is in particular drawn to the provisions of Condition 11
"Anixter" means Anixter Australia Pty Ltd (ABN 68 055 815 551) of Unit 3, 5-13 Rosebery Ave, Rosebery 2018,Telephone 61 2 9333 0800, fax 61 2 9333 0827.
"Customer" means the person, firm or company to be supplied with the goods by Anixter.
“Dispatch Confirmation” means an email sent by Anixter to Customer which confirms that the Goods have been dispatched
"Goods" means the goods, materials and/or other items to be supplied pursuant to the Contract.
"GST Act" means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
"GST Amount" means the amount calculated by multiplying the purchase price for the Goods and Services (excluding the amount payable as GST)by the prevailing GST rate.
“Services” means the services to be supplied pursuant to the Contract.
"The Contract" means the contract for sale and purchase of the Goods and supply of the Services made between Anixter and Customer to which these Conditions apply.
These Conditions apply to all sales of Goods and supplies of Services by Anixter and shall prevail over any terms or conditions referred to in Customer's order or in correspondence or elsewhere unless specifically agreed to in writing by Anixter and expressed to form part of the Contract and, to the maximum extent permitted by law and subject to any Non-excludable Rights and Remedies (as defined in Condition 11), any conditions or stipulations to the contrary are excluded or extinguished.
3. FORMATION OF CONTRACT
3.1 The Help/FAQ page explains the steps to be followed in order to place an order and purchase Goods. The order process allows the Customer to check and amend any errors before submitting the order. The Customer should take time to read and check that everything is correct. After the Customer has placed the order, Anixter will send an email acknowledging receipt of the order. However, please note that this does not mean that your order has been accepted. Acceptance of the order will take place as described in Condition 3.2.
3.2 Anixter will confirm acceptance of Customer’s order by sending a Dispatch Confirmation. The Contract between the Customer and Anixter will only be formed when Anixter sends the Dispatch Confirmation.
3.3 If Anixter is unable to supply the Goods, for example because those Goods are not in stock or no longer available or because of an error in the price on the site as referred to in Condition 9 has occurred, Anixter will inform the Customer of this by e-mail and Anixter will not and shall not be required to process the order. If the Customer has already paid for the Goods, Anixter will refund the Customer the full amount as soon as possible.
4.1. Prices listed on the website do not include freight, handling fees, taxes (including GST), and/or duties, and are subject to correction or change without notice. Except as set out in Condition 9 (in respect of pricing errors), price changes will take effect immediately on posting of the new price and all orders made at or after the time an updated price is posted will be subject to the new price. The purchase price for Goods will equal the GST exclusive unit price multiplied by the quantity shipped. Any tax, GST Amount or other governmental charge upon the production, sale, shipment, transfer, consumption, or use of the Goods that Anixter is required to pay or collect from Customer shall be paid by Customer to Anixter at the time of payment for the Goods and in addition to the price, unless Customer furnishes Anixter with exemption certificates acceptable to taxing authorities. When placing an order, Customer shall indicate which Goods are tax exempt (if applicable).
4.2 Anixter charges a shipping fee on each order which is applied at time of order and reflected on Customer’s invoice.
5. TERMS OF PAYMENT
5.1 Payment of the purchase price for Goods sold by Anixter to Customer shall be in the amounts set forth on the website and Customer agrees to pay all charges associated with such amounts (including GST). Payment shall be made by Australian issued Visa, MasterCard, and/or American Express or by paypal and shall be due immediately upon acceptance of the order.
5.2 If Customer fails to pay any amounts when due, Customer shall pay Supplier a late payment charge equal to 2% above the prevailing base lending rate quoted byBank of America in Australia to be calculated on a daily basis on any outstanding payments from the date on which the payment was due until paid.
6. RISK, TITLE AND DELIVERY
6.1. Delivery or performance dates mentioned are approximate only and not of any contractual effect. Such dates are subject to change due to, among other things, delay in availability of the Goods and circumstances beyond Anixter’s reasonable control. Anixter will in good faith endeavour to ship Goods or perform services by the estimated date. Anixter shall have the right to make partial shipments. To the maximum extent permitted by law and subject to any Non-excludable Rights and Remedies (as defined in Condition 11), Anixter shall not be under any liability in respect of any delay in delivery howsoever arising.
6.2. Risk and title to the Goods shall pass to Customer upon delivery.
Customer represents and warrants that it will not violate U.S., E.U., Australian or other applicable local country export-related laws with respect to the Goods.
Customer shall promptly submit all claims for shortages in writing to Anixter once Customer receives the Goods. Quantities are subject to normal manufacturer allowances, meaning that quantities actually delivered to the Customer may vary within a certain range from the quantity ordered. Customer agrees and acknowledges that, in the case of wire and cable, such allowances are plus 10% and minus 5% and that, to the maximum extent permitted by law, Anixter is not responsible for loss or damage arising from an initial shortfall in the ordered quantity of Goods or delay in providing the full quantity of Goods ordered. Customer will inspect the Goods upon delivery and will promptly notify Anixter in writing of any incorrect quantity of the Goods so that Anixter may place the Goods' manufacturers on notice of the same [and arrange for provision of any missing quantity of Goods], otherwise such Goods will be considered accepted. This does not affect Customer's Non-excludable Rights and Remedies (as defined in Condition 11 below).
9. PRODUCT INFORMATION
Product depictions, including colour, on the website are for illustrative purposes only. Access to the website does not constitute the right to purchase Goods. Anixter reserves the right to revise publishing errors on the website. Despite Anixter’s efforts, occasional pricing errors may occur. Anixter reserves the right to cancel any and all orders resulting from such pricing errors. If the Customer has already paid for the Goods when the order is cancelled, Anixter will refund the Customer the full amount as soon as reasonably practicable.
10. COMPLIANCE AND SUITABILITY
Jurisdictions have varying laws, codes and regulations governing construction, installation, and/or use of Goods for a particular purpose. Certain Goods may not be available for sale in all areas. To the maximum extent permitted by law and subject to Customer's Non-excludable Rights or Remedies (as defined in Condition 11 below), Anixter does not guarantee compliance or suitability of the Goods it sells with any laws, codes or regulations, nor does Anixter accept responsibility for construction, installation and/or use of the Goods. It is Customer's responsibility to review the product application and all applicable laws, codes and regulations for each relevant jurisdiction to be sure that the construction, installation, and/or use involving the Goods are compliant.
11.1A. Certain legislation, including the Competition and Consumer Act 2010 (Cth) of Australia, may impose consumer guarantees or imply warranties or conditions or impose obligations upon Anixter which cannot be excluded, restricted or modified or cannot be excluded, restricted or modified except to a limited extent ("Non-excludable Rights and Remedies"). This Agreement must be read subject to these statutory provisions. If these statutory provisions apply, to the extent to which Anixter is entitled to do so, Anixter limits its liability in respect of any claim under those provisions to:
(a) in the case of Goods, at Anixter’s option:
(i) the replacement of Goods or the supply of equivalent Goods;
(ii) the repair of the Goods;
(iii) the payment of the cost of replacing the Goods or of acquiring equivalent Goods; or
(iv) the payment of the cost of having the Goods repaired; and
(b) in the case of Services, at Anixter’s option:
(i) the supplying of the Services again; or
(ii) the payment of the cost of having the Services supplied again.
11.1. Our Goods come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the Goods repaired or replaced if the Goods fail to be of acceptable quality and the failure does not amount to a major failure. However, subject to Customer's Non-excludable Rights and Remedies (if any) and to the maximum extent permitted by law: (a) Anixter shall not be liable for any visible defects or non-conformities and/or for any shortage in the quantity delivered unless a claim in writing shall have been received by Anixter from Customer within 7 days of delivery of the Goods, and (b) where liability for any shortage is accepted by Anixter, Anixter's only obligation shall be to make good such shortage.
11.2. Subject to Customer's Non-excludable Rights and Remedies (if any), Anixter warrants that (subject to the other provisions of these Conditions), for a period of 12 months (or, in the case of software, 30 days) from delivery, the Goods will be free from material defects in material and workmanship and materially in accordance with the specifications provided by the manufacturer of the Goods ("Warranty").
11.3. Anixter will perform the Services with reasonable skill and care.
11.4. Subject to Customer's Non-excludable Rights and Remedies (if any) and to the maximum extent permitted by law, Anixter makes no warranty that software will operate uninterrupted or error-free.
11.5. The Warranty in Condition 11.2 does not cover wear and tear and shall not apply to Goods which have been subjected to misuse or abuse, neglect, accident, damage, improper storage, improper installation or maintenance.
11.6 To make a claim under the Warranty in Condition 11.2, Customer must contact Anixter at firstname.lastname@example.org giving the order number and order date. Customer should contact Anixter as soon as possible after becoming aware of any apparent defects in Goods or Services, and provide full details of the claim, in order to allow Anixter to process the claim efficiently. Subject to Conditions 11.4 and 11.5, if the Goods do not comply with the Warranty in Condition 11.2 Anixter shall at its option replace or repair such Goods free of charge or refund the price of such Goods provided that, if Anixter so requests, Customer shall, at Customer’s expense, return the Goods or the part of such Goods which is defective to Anixter. Without affecting Customer's Non-excludable Rights and Remedies (if any): (a) Customer’s exclusive remedy for Anixter’s breach of the Warranty under Condition 11.2 will be Anixter’s obligation to repair, replace or refund (in all cases at Anixter’s option), and (b) Customer shall proceed exclusively and directly against the manufacturer of the Goods in relation to any Warranty claim at Anixter’s request. Any repaired or replacement Goods shall be guaranteed on these terms for the unexpired portion of the 12 month period.
11.7 Without affecting Customer's Non-excludable Rights and Remedies (if any) and to the maximum extent permitted by law , Anixter's maximum aggregate liability (including any liability for the acts or omissions of its employees, agents and sub-contractors) to Customer whether for tort (including negligence or breach of statutory duty), breach of contract (including deliberate, repudiatory breach by Anixter), misrepresentation, restitution or otherwise shall in no circumstances exceed 50% of the cost of the relevant Goods or 50% of the cost of the relevant Services which give rise to such liability, as determined by the net price invoiced to Customer.
11.8. Without affecting Customer's Non-excludable Rights and Remedies (if any) and to the maximum extent permitted by law Anixter shall not be liable to Customer for loss of profit, loss of data, loss or interruption of business or depletion of goodwill or reputation in each case whether direct, indirect or consequential, or any claims for consequential or indirect loss whatsoever (howsoever caused) which arise out of or in connection with the Contract, whether such loss or claim was foreseeable or in the contemplation of the parties and whether arising in or caused by breach of contract, tort (including negligence and breach of statutory duty), indemnity or otherwise.
11.9. To the full extent permitted by law and subject always to Conditions 11.1A and Condition 11.10, other than as expressly set out in these Conditions, all conditions, warranties, representations, guarantees and other terms whether express, implied, verbal, statutory, common law or otherwise, and whether or not arising under this Agreement, are, to the fullest extent permitted by law, excluded, including any and all implied warranties of merchantability or fitness for a particular purpose.
11.10. Nothing in this Condition 11 or otherwise in the Contract, excludes or limits the liability of Anixter (a) for death or personal injury caused by Anixter’s negligence; or (b) for any matter which it would be illegal for Anixter to exclude or attempt to exclude its liability; or (c) for fraud or fraudulent misrepresentation.
12. CUSTOMER WARRANTIES
Customer represents and warrants that it is not designated on, or associated with, any party designated on any of the U.S. government restricted parties lists, including without limitation, the U.S. Commerce Department Bureau of Industry and Security (“BIS”) Denied Persons List; Entity List or Unverified List; the U.S. Treasury Department Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals and Blocked Persons List; or the U.S. State Department Directorate of Defense Trade Controls (“DDTC”) Debarred Parties List. Customer acknowledges that it is an independent contractor and represents, warrants, and covenants that it has not paid, offered or agreed to pay, authorized the giving of, or caused to be paid, directly or indirectly, money or anything of value to any foreign official (as defined in the U.S. Foreign Corrupt Practices Act, as amended), a foreign political party or party official, or any candidate for foreign political office in connection with the purchase and resale of the Goods ordered from Anixter. Customer represents and warrants that it has read Anixter’s Business Partner Anti-Corruption Policy located at http://www.anixter.com. Customer agrees to regularly review this Business Partner Anti-Corruption Policy, the terms of which may be updated from time to time by Anixter.
13. FORCE MAJEURE
13.1. Without affecting Customer's Non-excludable Rights and Remedies (if any) and to the maximum extent permitted by law, Anixter shall not be liable to Customer for any loss or damage which may be suffered by Customer as a direct or indirect result of the supply of the Goods or Services by Anixter being prevented, hindered or delayed by reason of any force majeure circumstances.
13.2. In this Condition "force majeure circumstances" shall mean any act of God, riot, strike, lock-out, trade dispute or labour disturbances, accident, breakdown of plant or machinery, fire, flood, difficulty in obtaining workmen, material or transport or other circumstances whatsoever outside the control of Anixter affecting the provision of the Goods or of raw materials required or used to produce or package those Goods by Anixter's usual source of supply or the manufacture of the Goods by Anixter's normal means or the delivery of the Goods by Anixter's normal route or means of delivery.
Customer will not disclose or make available to any third party Anixter’s data or other confidential, non-public or proprietary information regarding Anixter without Anixter’s prior written authorization.
15. INTELLECTUAL PROPERTY
Customer shall have no right, title, or interest in the trade names, trademarks, trade dress, copyrights, patents, domain names, product names, catalogs or any other intellectual property rights owned by or licensed to Anixter, or any trademarks or service marks owned by suppliers to Anixter. All materials contained on [ ] are subject to the ownership rights of Anixter and its suppliers. Customer shall have no right to copy or use any of the intellectual property of Anixter or its suppliers without Anixter’s or the applicable supplier’s permission. All rights not expressly granted are reserved.
16. PERSONAL DATA
The failure on the part of either party to the Contract to exercise or enforce any rights conferred by the Contract shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement of a right at any time or times thereafter. A provision of any Contract, or of a right under any such Contract, may not be waived or varied except in writing signed by the person to be bound.
Any notice required to be given in connection with any Contract in writing shall be deemed to have been duly given if sent by pre-paid first-class post or facsimile addressed to the party concerned at its principal place of business or last known address.
Headings to any of these Conditions are included to facilitate reference only and shall not affect the interpretation of their contents.
If any Condition of the Contract (or part of any Condition) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that Condition or part-Condition shall, to the extent it has been found by such court or authority to be invalid, illegal or unenforceable, be deemed not to form part of the Contract, and the validity and enforceability of the other Conditions shall not be affected.
21. GOVERNING LAW
The Contract shall be governed by and construed and interpreted in accordance with the laws of the State of New South Wales, Australia and for the purposes of settlement of any disputes arising out of or in connection with the Contract the parties submit themselves to the exclusive jurisdiction of the courts of the State of New South Wales, Australia.
22. TYPE OF SALES TRANSACTION
These General Conditions of Sale apply solely to electronic and internet transactions.
23. THIRD PARTY RIGHTS
These Conditions shall be for the benefit of the parties to the relevant Contract and not for the benefit of any other person. Customer may not assign or otherwise purport to transfer its rights or obligations under any Contract with Anixter without the express written approval of Anixter. However, Anixter may assign its rights under any Contract with the Customer at any time without a requirement to obtain the Customer's approval.
24.1 Terms defined in the GST Act have the same meaning when used in this Contract or in the definition of "GST Amount".
24.2 All sums payable or amounts used to calculate a sum payable under this Contract do not include GST. Where it applies, GST will be charged to the Customer in addition to the purchase price for the Goods and Services and the Customer must pay the GST Amount at the same time and in the same manner as the purchase price is paid under Condition 5.1.
24.3 The amount recoverable on account of GST under this Condition by Anixter will include any fines, penalties, interest and other charges incurred as a consequence of late payment or other default by the Customer under this condition or Condition 5.1.
24.4 If either party is required to pay, reimburse or indemnify the other for the whole or any part of any cost, expense, loss, liability or other amount that the other party has incurred or will incur in connection with this Contract, the amount must be reduced by the amount for which the other party can claim an input tax credit, partial input tax credit, or other like offset.
25. ENTIRE AGREEMENT
These Conditions and any documents referred to in these Conditions or executed or accepted in connection with the Contract are the entire agreement of the parties about the subject matter of these Conditions and supersede all other representations, negotiations, arrangements, understandings or agreements and all other communications. No party has entered into a Contract relying on any representations made by or on behalf of the other, other than those expressly made in these Conditions.