Terms and Conditions

    Definitions

  1. In these Terms and Conditions of Trading:
    • (a) "Supplier" means Sea to Summit Pty Ltd (ACN 053 533 921)
    • (b) "Customer" means the person, firm or company ordering or buying the Goods from the Supplier;
    • (c) "Goods" means goods supplied by Supplier to the Customer.
  2. Correct Information

  3. The Customer warrants that the information contained in this Application is true and correct and acknowledges that the Supplier will be relying on that information.
  4. Credit Inquiries

  5. The Customer agrees that the Supplier may obtain, disclose and use information:
    • (a) about the Customer's credit worthiness or for the purpose of obtaining and maintaining credit information file about the Customer or collecting overdue payments; and
    • (b) about the Customer for the purpose of providing services to the Customer, including sharing information with other parties.
  6. Agreement

  7. In the event of the Supplier granting a credit trading account to the Customer then the terms and conditions below will apply to the agreement ("Agreement").
  8. Due Date

  9. The Customer will pay the Supplier's invoices within 30 days of the date of the Supplier's statement to the Customer.
  10. Default

  11. If the Customer defaults in payment of any of the Supplier's invoices then
    • (a) all monies owed by the Customer to the Supplier will immediately fall due and payable;
    • (b) any further work requested by the Customer, may be dealt with at the Supplier's discretion, which may include a requirement for pre-payment;
    • (c) the Customer (at the Supplier's discretion) will pay interest on the amount payable at 18% per annum (interest accrues at the rate set out above on each unpaid amount which is due and payable by the Customer under or in respect of this Agreement both before and after judgment (as a separate and independent obligation)); and
    • (d) the Customer will pay the Supplier's costs or expenses incurred by the Supplier in relation to any actual or contemplated enforcement of the Agreement, or the actual or contemplated exercise, preservation or consideration of any rights, powers or remedies under the Agreement which includes legal costs and expenses and collection charges on a full indemnity basis.
  12. Termination

  13. The Supplier may at any time and without notice terminate or suspend the Customer's credit account and the Supplier will not be liable in damages to the Customer for the non-supply of Goods.
  14. Application of Payments

  15. Any money paid by the Customer will be applied firstly to interest and secondly to costs and lastly to capital. Further, when applied to capital amounts the payment will be applied to the oldest invoice first.
  16. Control Accounts

  17. A statement of account verified by the credit manager, director and/or secretary of the Supplier or his/her nominee will be prima facie evidence of the sum due and owing by the Customer as at the date of that account.
  18. Risk and Title

  19. The risk in the Goods pass to the Customer on delivery.
  20. The Customer agrees that legal and equitable title to the Goods is retained by the Supplier until the Supplier receives payment in full from the Customer for the Goods.
  21. Prior to title in the Goods passing to the Customer, the Customer
    • (a) holds the Goods as bailee and fiduciary agent of the Supplier;
    • (b) where the Customer processes the Goods, either by using the Goods to produce other goods or by incorporating the Goods in or with any other goods, holds such part of the new goods ("Processed Goods") on trust for the Supplier as bailee and fiduciary agent of the Supplier;
    • (c) must store the Goods and such part of the Processed Goods separate from its own goods and those of any other third party in such a way as to clearly indicate at all times that the Goods and such part of the Processed Goods are owned by the Supplier; and
    • (d) must ensure that, at all times, the Goods and such part of the Processed Goods are properly stored, protected, readily identifiable and insured.
  22. The Customer may sell or deal in the ordinary course of business with the Goods and such part of the Processed Goods provided that:
    • (a) any such sale or dealing is at arms' length and on market terms; and
    • (b) the Customer holds the proceeds of any sale of or dealing in the Goods and such part of the proceeds of any sale of or dealing in the Processed Goods on trust for the Supplier in a separate identifiable account as the beneficial property of the Supplier and the Customer must pay such amount to the Supplier on demand.
  23. In the event of a breach of the Agreement including, without limitation, default in payment, the Customer must return the Goods to the Supplier immediately on demand. If the Customer does not return the Goods to the Supplier on demand, the Supplier will be entitled (without further notice) to enter upon any premises of or occupied by the Customer at any time to do all things necessary to recover the Goods.
  24. The Customer hereby grants full leave and irrevocable licence to the Supplier and any person authorised by the Supplier to enter upon any premises where the Goods may for the time being be placed or stored for the purpose of retaking possession of the Goods.
  25. The parties agree that this section is not intended to create a charge or any other form of security interest and that if and to the extent that, as a matter of law, this clause creates a charge or any other form of security interest, the offending words shall be deleted.
  26. Claims

  27. The Customer must inspect the Goods upon delivery and if the Customer believes the Goods are damaged, incorrect or otherwise not in accordance with the Agreement or the Customer's order/instructions, the Customer must give written notice to the Supplier setting out full particulars and evidence of the Customer's claims, within seven (7) of delivery of the Goods.
  28. If the Supplier does not receive that written notice from the Customer with the specified seven (7) days, the Customer is deemed to have accepted the Goods and the Customer waives and abandons any claim against the Supplier
    • (a) in respect of the Goods; and
    • (b) in connection with the Goods or any related matter (save for the warranty below).
  29. Even if the Customer complies with clauses set out above the entire extent of the Supplier's liability is limited to the replacement or repair of the defective Goods together with transportation costs.
  30. Limitation of Liability

  31. All adventure sports, including but not limited to skiing, ice climbing, mountaineering and rock climbing all have potential hazards involving a risk of injury or death. Before using any of the Goods, the Customer should understand the risks involved, obtain the necessary training and take the necessary precautions. Subject to any responsibilities implied by law and which cannot be excluded the Supplier will not be under any liability (contractual, tortious or otherwise) to the Customer in respect of any damage, loss or personal injury (including, without limitation, consequential loss or damage) howsoever caused, which may be suffered or incurred or which may arise directly or indirectly in respect to the supply of goods or services, failure or omission of the Supplier.
  32. Severability

  33. If any provision of this Agreement
    • (a) is or becomes void, voidable, illegal or unenforceable in its terms;
    • (b) would not be void, voidable, illegal or unenforceable if it were read down; and is capable of being read down, then that provision will be read down accordingly.
  34. If, notwithstanding clause the above clause, a provision of this Agreement is still void, voidable, illegal or unenforceable, then:
    • (a) if the provision would not be void, voidable, illegal or unenforceable if some words were omitted, those words are severed; and
    • (b) otherwise, the whole provision is severed, and the rest of this Agreement will be of full force and effect.
  35. No Disadvantage

  36. These terms and conditions are not to be constructed to the disadvantage of a party because that party was responsible for its preparation.
  37. No Reliance

  38. The Customer acknowledges that the Customer has not relied on any oral statements, representations, undertakings, covenants or agreements in relation to the subject matter of this Agreement other than those referred to in this Agreement.
    • (a) are of a continuing nature and are independent of each other;
    • (b) are payable on demand; and
    • (c) survives termination or discharge of this Agreement.
  39. No Waiver

  40. No failure by the Supplier to exercise and no delay in exercising any right, power or remedy under this Agreement operates as a waiver. Nor does any single or partial exercise of any right, power or remedy preclude any other or further exercise of that or any other right, power or remedy.
  41. Continuing Obligations

  42. Unless otherwise stated, each indemnity, reimbursement or similar obligation in this Deed:
    • (a) is of a continuing nature and is independent of each other obligation; and
    • (c) survives termination or discharge of this Deed.
  43. Cumulative Rights

  44. The rights, powers and remedies provided to the Supplier in this Agreement are in addition to, and do not exclude or limit, any right, power or remedy provided by law.
  45. Jurisdiction

  46. This Agreement is governed by the law applicable in Western Australia and each party irrevocably and unconditionally submits to the non‑exclusive jurisdiction of the courts of Perth, Western Australia.