Terms & Conditions

ASN SWITCHGEAR (AUST) PTY LTD – TERMS AND CONDITIONS OF SALE

ABN 28 867 873 355
(Updated May 2026)

  1. Definitions

In these Terms:

ACL means the Competition and Consumer Act 2010 (Cth), Schedule 2 – Australian Consumer Law.

Buyer means the person, company or entity purchasing Goods from the Seller.

Goods means all products, equipment, components, materials and associated items supplied by the Seller.

Price means the amount payable for the Goods, exclusive of GST unless expressly stated otherwise.

Seller means ASN Switchgear (Aust) Pty Ltd ABN 28 867 873 355.

Terms means these Terms and Conditions of Sale.

  1. Application of Terms

2.1 These Terms apply to all quotations, orders and supplies of Goods by the Seller.

2.2 Any terms and conditions proposed by the Buyer are excluded and have no effect unless expressly agreed in writing by the Seller.

2.3 Acceptance of delivery of the Goods constitutes acceptance of these Terms.

2.4 These Terms prevail over any inconsistent terms contained in any purchase order or other document issued by the Buyer.

2.5 Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy conferred by the ACL or any other law which cannot lawfully be excluded.

  1. Quotations, Pricing and Orders

3.1 Quotations are valid for 30 days unless otherwise stated in writing.

3.2 A quotation is an invitation to treat only and is not binding on the Seller until the Seller accepts the Buyer’s order in writing.

3.3 Prices are subject to change prior to acceptance of an order.

3.4 Unless otherwise stated, all Prices:

(a) are exclusive of GST;

(b) exclude freight, delivery, insurance, duties and installation costs; and

(c) are based on costs applicable at the date of quotation.

3.5 The Seller may vary the Price where there is an increase in the cost of materials, labour, freight, import costs, taxes, tariffs, exchange rates or other costs beyond the Seller’s reasonable control.

3.6 The Seller may accept or reject any order in its absolute discretion.

  1. Delivery

4.1 Delivery dates are estimates only and are not guaranteed.

4.2 The Seller is not liable for any delay, failure or inability to deliver arising from events beyond its reasonable control.

4.3 Delivery occurs when the Goods are:

(a) collected by the Buyer;

(b) delivered to the Buyer’s nominated address; or

(c) delivered to a carrier nominated by the Buyer.

4.4 The Seller may deliver Goods by instalments.

4.5 The Buyer must provide safe and reasonable access for delivery.

4.6 If delivery is delayed due to the Buyer’s act or omission, the Seller may charge reasonable storage and handling fees.

  1. Risk and Retention of Title

5.1 Risk in the Goods passes to the Buyer upon delivery.

5.2 Legal and equitable title to the Goods remains with the Seller until the Seller has received payment in full for:

(a) the Goods; and

(b) all other amounts owing by the Buyer to the Seller on any account.

5.3 Until title passes:

(a) the Buyer holds the Goods as bailee and fiduciary agent for the Seller;

(b) the Buyer must keep the Goods separate and identifiable;

(c) the Buyer must not sell or dispose of the Goods except in the ordinary course of business; and

(d) the Seller may enter any premises where the Goods are stored to recover them.

5.4 The Buyer grants the Seller an irrevocable licence to enter premises for the purpose of exercising its rights under this clause.

5A. Personal Property Securities Act (PPSA)

5A.1 In this clause, PPSA means the Personal Property Securities Act 2009 (Cth).

5A.2 The Buyer acknowledges that these Terms create a security interest in favour of the Seller in:

(a) the Goods supplied by the Seller; and

(b) any proceeds of the Goods,

as security for payment of all amounts owing by the Buyer to the Seller.

5A.3 The Buyer consents to the Seller registering its security interest on the Personal Property Securities Register (PPSR).

5A.4 The Buyer must promptly do all things and provide all information reasonably required by the Seller to:

(a) register and maintain any financing statement or financing change statement;

(b) perfect and preserve the Seller’s security interest; and

(c) enable the Seller to exercise its rights under the PPSA.

5A.5 The Buyer must not:

(a) register or permit to be registered any security interest in the Goods in priority to the Seller’s security interest; or

(b) change its name, ACN, ABN, address or other details relevant to the PPSR without giving the Seller at least 7 days’ prior written notice.

5A.6 To the extent permitted by law, the Buyer waives its rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d), 132(4), 135 and 157 of the PPSA.

5A.7 The Seller may apply any payments received from the Buyer in any manner the Seller determines to preserve any purchase money security interest.

5A.8 Until title to the Goods passes to the Buyer, the Buyer must:

(a) store the Goods separately and clearly identify them as the Seller’s property;

(b) keep the Goods free from any charge, lien or security interest; and

(c) maintain the Goods in good condition.

5A.9 The Buyer irrevocably appoints the Seller and its representatives as the Buyer’s attorney to do anything necessary to enforce the Seller’s rights under this clause.

  1. Payment

6.1 Unless otherwise agreed in writing, payment is due by the end of the month following the invoice date.

6.2 The Seller may require payment in advance, progress payments or security for payment.

6.3 Time for payment is of the essence.

6.4 The Seller may charge interest on overdue amounts at the rate of 2% per month calculated daily.

6.5 The Buyer must reimburse the Seller for all reasonable costs incurred in recovering overdue amounts, including debt recovery agency fees and legal costs on a full indemnity basis.

6.6 Payments received may be applied by the Seller in the following order:

(a) recovery costs;

(b) interest; and

(c) principal.

6.7 The Buyer must not withhold payment or set off any amount against monies owing to the Seller unless required by law.

  1. Inspection and Acceptance

7.1 The Buyer must inspect the Goods immediately upon delivery.

7.2 Any claim for shortage, incorrect supply, visible defect or damage must be notified to the Seller in writing within 7 days of delivery.

7.3 If the Buyer fails to notify the Seller within that period, the Goods are deemed accepted to the extent permitted by law.

7.4 This clause does not limit any rights the Buyer may have under the ACL.

  1. Returns

8.1 Returns are not accepted without the Seller’s prior written approval.

8.2 Approved returns must:

(a) be in original condition;

(b) be unused and undamaged; and

(c) include all packaging and documentation.

8.3 The Seller may charge a restocking fee of up to 10% of the invoiced Price.

8.4 Special order, custom-made or non-stock items are non-returnable unless required by law.

8.5 This clause does not limit rights under the ACL.

  1. Warranty

9.1 Subject to this clause and the ACL, the Seller warrants that the Goods will be free from defects in materials and workmanship for a period of 12 months from the date of delivery.

9.2 The warranty does not apply where defects or damage arise from:

(a) misuse, abuse or neglect;

(b) improper storage, handling, installation or maintenance;

(c) use contrary to specifications or instructions;

(d) fair wear and tear;

(e) modification or repair by persons not authorised by the Seller;

(f) electrical surges, environmental conditions or third-party interference;

(g) improper system integration or commissioning;

(h) overloading, incorrect protection settings or operation outside specifications;

(i) non-compliance with applicable standards, laws or electrical requirements; or

(j) any act or omission of the Buyer or a third party.

9.3 To make a warranty claim, the Buyer must:

(a) notify the Seller in writing promptly upon becoming aware of the defect;

(b) provide proof of purchase; and

(c) allow the Seller a reasonable opportunity to inspect the Goods.

9.4 To the extent permitted by law, the Seller’s obligations under this warranty are limited, at the Seller’s option, to:

(a) repairing the Goods;

(b) replacing the Goods; or

(c) refunding the Price paid for the Goods.

9.5 Except as expressly set out in these Terms or required by law, all other warranties, conditions and representations are excluded.

  1. Intellectual Property and Confidentiality

10.1 All intellectual property rights in or relating to the Goods remain vested in the Seller.

10.2 Without limitation, all designs, drawings, plans, specifications, calculations, software, technical data, manuals and documentation supplied by the Seller remain the Seller’s property.

10.3 The Buyer must not, without the Seller’s prior written consent:

(a) reproduce, copy or modify any Goods, designs or documentation;

(b) reverse engineer or disassemble the Goods;

(c) provide the Seller’s confidential information to any third party; or

(d) use the Seller’s intellectual property for any purpose other than the intended use of the Goods.

10.4 Any custom drawings, designs, calculations or engineering work created by the Seller remain the property of the Seller unless otherwise agreed in writing.

10.5 The Buyer indemnifies the Seller against any loss or claim arising from materials, specifications or designs supplied by the Buyer.

  1. Limitation of Liability and System Responsibility

11.1 To the maximum extent permitted by law, the Seller’s total aggregate liability arising out of or in connection with the supply of Goods or these Terms is limited to the lesser of:

(a) the repair or replacement of the Goods;

(b) the cost of repairing or replacing the Goods; or

(c) the Price paid by the Buyer for the specific Goods giving rise to the claim.

11.2 The Seller is not liable for any:

(a) indirect, special or consequential loss;

(b) loss of profit, revenue, opportunity, production, goodwill or business;

(c) loss arising from delay;

(d) loss resulting from installation, integration or use of the Goods;

(e) system failure, shutdown or electrical fault;

(f) plant or equipment failure;

(g) business interruption; or

(h) loss caused by third-party products, services or systems.

11.3 The Buyer acknowledges and agrees that:

(a) the Seller supplies Goods only and is not responsible for the design, engineering, integration, programming, commissioning, installation or operation of any electrical system, switchboard, plant or project unless expressly agreed in writing;

(b) the Buyer is solely responsible for ensuring the Goods are suitable for the intended application, system and operating environment;

(c) the Buyer has relied on its own skill and judgment in selecting and using the Goods;

(d) all installation, commissioning, testing, maintenance and use of the Goods must be performed by appropriately qualified and licensed persons and in accordance with all applicable laws, standards and manufacturer instructions; and

(e) the Seller has not provided engineering, design or fitness-for-purpose advice unless expressly agreed in writing.

11.4 The Seller is not liable for any loss, damage, defect or failure arising from:

(a) incorrect installation or commissioning;

(b) misuse or abnormal use;

(c) overloading, improper protection settings or improper system design;

(d) integration with third-party products or systems;

(e) modification or alteration of the Goods;

(f) failure to maintain the Goods;

(g) environmental or site conditions; or

(h) use contrary to specifications or instructions.

11.5 Any claim against the Seller must be commenced within 12 months after delivery of the relevant Goods.

11.6 Nothing in these Terms excludes or limits any liability which cannot lawfully be excluded under the ACL.

  1. Australian Consumer Law

12.1 Certain statutory guarantees, warranties and rights may apply under the ACL and cannot be excluded.

12.2 Where the Goods are not ordinarily acquired for personal, domestic or household use or consumption, the Seller’s liability for breach of a non-excludable guarantee is limited, to the extent permitted by section 64A of the ACL, to:

(a) replacement of the Goods or supply of equivalent goods;

(b) repair of the Goods;

(c) payment of the cost of replacing the Goods or acquiring equivalent goods; or

(d) payment of the cost of having the Goods repaired.

12.3 Nothing in these Terms is intended to constitute an unfair contract term or to exclude rights that cannot lawfully be excluded.

  1. Default and Insolvency

13.1 The Seller may suspend supply, cancel any order or terminate any contract immediately by written notice if the Buyer:

(a) fails to pay any amount when due;

(b) breaches these Terms;

(c) becomes insolvent or bankrupt;

(d) enters administration, liquidation or receivership; or

(e) ceases or threatens to cease carrying on business.

13.2 The exercise of rights under this clause does not affect any accrued rights or remedies of the Seller.

  1. Force Majeure

14.1 Neither party is liable for delay or failure to perform obligations caused by events beyond reasonable control, including:

(a) natural disasters;

(b) pandemics;

(c) industrial disputes;

(d) supply chain disruption;

(e) war or terrorism;

(f) government action; or

(g) power or transport failure.

14.2 If a force majeure event continues for more than 90 days, either party may terminate the affected order by written notice.

  1. Privacy and Credit Information

15.1 The Buyer authorises the Seller to collect, use and disclose personal and credit information for:

(a) assessing creditworthiness;

(b) administering accounts;

(c) recovering debts; and

(d) complying with legal obligations.

15.2 The Seller may exchange information with credit reporting agencies, insurers, financiers and debt recovery agents in accordance with applicable law.

  1. Notices

16.1 Notices under these Terms must be in writing and delivered:

(a) by hand;

(b) by prepaid post; or

(c) by email.

16.2 Notices are deemed received:

(a) if delivered by hand, on delivery;

(b) if posted within Australia, 2 business days after posting; or

(c) if sent by email, when the sender receives confirmation of transmission and no bounce-back message.

  1. General

17.1 These Terms constitute the entire agreement between the parties in relation to their subject matter.

17.2 Any amendment or waiver must be in writing and signed by the Seller.

17.3 If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions continue in full force and effect.

17.4 The Buyer must comply with all applicable laws and regulations relating to the use, installation and operation of the Goods.

17.5 The Seller’s failure to exercise a right does not constitute a waiver of that right.

17.6 The Buyer may not assign its rights or obligations without the Seller’s prior written consent.

  1. Governing Law

18.1 These Terms are governed by the laws of Victoria, Australia.

18.2 The parties submit to the exclusive jurisdiction of the courts of Victoria and any courts competent to hear appeals from those courts.