Terms & Conditions
1. STANDARD CONDITIONS OF QUOTATION AND SALE
1.1 Unless otherwise expressly agreed in writing by Zafa Contracting Pty Ltd, these Conditions apply to any quotation given by Zafa Contracting Pty Ltd and to any agreement for the supply of goods and/or the performance of work by Zafa Contracting Pty Ltd.
1.2 It is expressly acknowledged and agreed that any order issued by the Customer consequent upon or with reference to the attached quotation will be deemed to be an acceptance to purchase upon the terms stated on the attached quotation and these Conditions and constitutes the entire agreement between Zafa Contracting Pty Ltd and the customer, and any conditions contained in the Customer’s order will not apply notwithstanding a statement to the contract in the Customer’s order.
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2. QUOTATION
2.1 Subject to clause 2.2, a quotation by Zafa Contracting Pty Ltd remains open for 28 days from the date stated on the attached quotation (the “Quotation”) and will lapse if the Customer fails to make an order by signing this quotation within that period.
2.2 Should the 28-day period lapse and the Customer request that the quotation be upheld, then a $50.00 admin fee will be included on the invoice.
2.3 The quotation is inclusive of 1 (one) Mobilisation/Demobilisation. Should the plant be mobilized to the Customer site as agreed but the Customer delays or cancels the Works outlined in the quote or changes the scope of the Work which does not require the plant that has been mobilized, additional Mobilisation/Demobilisation costing will apply, and will be charged at a rate of $5,000.00 per day.
2.4 The quotation is inclusive of 1 (one) Site Visit. If there is a delay in the Works due to the Customer not being ready which results in Zafa Contracting Pty Ltd returning to Site at a later stage, then additional Site Visit costing will apply, and will be charged at a rate of $5,000.00 per extra visit.
2.5 The quotation is inclusive of 1 (one) Site induction for crew & trucks for a total of 20 minutes. Time in excess of 20 minutes will be charged at $30.00 per half hour per crew member for the first 2 hours. Anything over 2 hours will be charged per hour at a rate of $75.00 per hour.
2.6 No deductions or retentions whatsoever shall be made by the customer unless stated in the quotation.
2.7 Sealing Operations:Unless otherwise specified the client is responsible for stock pile aggregate on site, the client is to nominate a suitable clean and hard stockpile site at no cost to Zafa Contracting Pty Ltd. Wherever work requires Zafa Contracting Pty Ltd to load aggregate from a stockpile site, the site must be located within 3km of the work site and Zafa Contracting Pty Ltd reserves the right to apply additional charges outside this area unless otherwise specified in thequote.
2.8 Asphalt Operations: Should inconsistent depth design in pre-existing pavements which were not constructed by Zafa Contracting Pty Ltd require extra asphalt greater than 10% of the quoted quantity then Zafa Contracting Pty Ltd is entitled to requote of the item. The client should be liable for the specified extra asphalt required at the quoted rate.
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3. VARIATIONS
3.1 Zafa Contracting, may in its absolute discretion, perform a Variation if it receives a written instruction from an employee or agent of the Customer to perform the Variation for theCustomer.
3.2 The price payable for a Variation performed by Zafa Contracting Pty Ltd is to be determined by agreement between Zafa Contracting Pty Ltd and the Customer within two business days within the written instruction under this clause 3.1 is received by Zafa Contracting Pty Ltd and the agreed price for the Variation will be added to or deducted from the Contract Sum. If agreement cannot be reached the Customer will pay the price determined by Zafa Contracting Pty Ltd and any dispute in relation to the Variation will be dealt with under clause 10.
3.3 The assumption is that the specified works supplied by the customer are accurate, and the price is subject to a 20% variation. If any material requirement specifications change, then the price will be reviewed, or if the original specified particulars are inaccurate, insufficient or have varied from the date of tender.
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4. PAYMENT
4.1 The Customer will pay to Zafa Contracting Pty Ltd the Contract Sum in accordance with clause 4 and the terms of the Customer’s credit account with Zafa Contracting Pty Ltd (if any).
4.2 Any Tax, including a goods and services tax or similar tax or other statutory charge which is imposed on or payable, at the election of any person, in relation to any part of or all the Works or in respect of the supply of anything under or pursuant to this Contract (excluding income and capital gainstax) will, to the extend it is not included in the Contract Sum or any other payment due under this agreement, be added to the Contract Sum or such other payment.
4.3 If the Customer cancels an order through no fault of Zafa Contracting Pty Ltd, and without giving adequate notice, a minimum of 24 hours prior to dispatch times that are adequate to start the work at the programmed start time, a minimum of a 20% of the invoice rate cancellation fee will apply. Zafa Contracting Pty Ltd also reserves the right to charge the customer for any expensesincurred.
4.4 Customers with approved credit accounts must make payment in full for all goods and / or Works no later than 30 days following date of an invoice.
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4.5 If a Customer has not been granted an approved credit account with Zafa Contracting Pty Ltd, payment terms must on completion of project and within 48 hours of receipt of invoice.
4.6 If the Customer fails to pay the invoice as per clause 4.3 & 4.4, then a 12% p.a. interest will be applied. Any invoice which remains unpaid/overdue for 90 days from end of month in which the invoice was raised, will attract an administration fee of 0.5%. This amount is payable on the face value of accounts older than 90days.
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5. COMPLETION
5.1 Zafa Contracting Pty Ltd requires adequate notice from the customer prior to the commencement of work. The time required for the adequate notice varies throughout the year. No guarantee is given by Zafa Contracting Pty Ltd that work will commence on the date requested or that work will be completed by any particular date.. Zafa Contracting Pty Ltd is not liable for loss, including consequential loss, loss of profits and liquidated damages which may be incurred by the Customer as a result of Zafa Contracting Pty Ltd failing to satisfy any of these dates.
5.2 The Works are deemed to be complete when the Works are, in the reasonable opinion of Zafa Contracting Pty Ltd, fit for the purpose for which they were intended as reasonably determined by Zafa Contracting Pty Ltd.
5.3 If the estimated completion of the Works is delayed by circumstances or events beyond the control of Zafa Contracting Pty Ltd including, but not limited to, delays by Zafa Contracting Pty Ltd.’s suppliers or subcontractors, delays directly or indirectly caused by the Customer, delay in giving Zafa Contracting Pty Ltd access to the Site in a condition that complies with clause 6.1 of these Conditions or industrial disputes, and irrespective of any other concurrent cause of delay for which Zafa Contracting Pty Ltd may be responsible:
5.3.1 the Estimated Completion Date will automatically be extended by a reasonable period as determined by Zafa Contracting Pty Ltd; or
5.3.2 Zafa Contracting Pty Ltd may terminate the Contract without any liability for breach of the Contract and Zafa Contracting Pty Ltd will be entitled to full payment for all Workscompleted.
5.4 If the Customer causes Zafa Contracting Pty Ltd any delay, the Customer will indemnify Zafa Contracting Pty Ltd for the liquidated damages amount specified in the quotation, but if such amount is not specified then for all expenses incurred and losses suffered including consequential loss and loss of profit by Zafa Contracting Pty Ltd as a consequence of any delay caused or contributed to by the Customer.
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6. WORK ON SITE
6.1 The Customer will ensure that, at no cost to Zafa Contracting Pty Ltd:
(a) the site is clear, free of water, clean, safe, has uninterrupted direct access for employees and sub-contractors of Zafa Contracting Pty Ltd, its material and plant and equipment and sufficient space for scaffolding necessary for the performance of the Contract, and suitable vehicle off-loading is possible within five meters of the Site;
6.2 ensure adequate facilities and assistance (as are reasonably required by Zafa Contracting Pty Ltd) are provided to enable Zafa Contracting Pty Ltd to efficiently, comfortably and safely perform theWorks;
6.3 prior to the commencement of the Works that all necessary licenses, consents and approvals including local council permits and engineering certifications required for the performance of the Works have been obtained;
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7. DEFAULT BY CUSTOMER
If the Customer defaults in the performance of any provision of the Contract or any other contract it has with Zafa Contracting Pty Ltd or if it commits an Act of Insolvency then Zafa Contracting Pty Ltd may, at its option and without prejudice to any other rights it may have under the Contract or at law:
7.1 suspend or cancel any existing credit facilities available to the Customer;
7.2 suspend or cancel the performance of any part of or all of the Works then outstanding or outstanding under any other order or terminate the Contract; and 7.3 Set-off amounts owed to Zafa Contracting Pty Ltd by the Customer under the Contract or as a result of any losses or damages or under any other account against any moneys owing to the Customer by Zafa Contracting Pty Ltd.
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8. WARRANTY AND LIABILITY
8.1 Other than the warranty and obligations of Zafa Contracting Pty Ltd arising under its standard warranty for the Works all other warranties, liabilities, conditions and obligations are excluded to the extent permitted by law including, without limitation, any loss or liability directly or indirectly caused by or arising from the actual or alleged failure of any equipment, plant or other item to satisfactorily recognise any date asitstrue calendar date or any period of time asitstrue period of time.
8.2 In the event that any materials supplied or work performed by Zafa Contracting Pty Ltd being defective, the liability of Zafa Contracting Pty Ltd, if any, shall be limited to the replacement of such defective material and/or the redoing of such work. Any defects identified as being related to the quality of the materials and/or workmanship, shall be remedied by Zafa Contracting Pty Ltd at no additional cost. All other guarantees, warranties, undertakings, consequential loss or representation expressed or implied whether arising from statute or otherwise are hereby expressly excluded (except to the extent prohibited by law).
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8.3 Any claim or dispute in relation to the quality of defective materials and workmanship must be made in writing to Zafa Contracting Pty Ltd. All work shall be warranted against defective materials and workmanship for 3 months from the date of completion unless otherwise agreed and noted on quotation.
8.4 Warranty will be voided with respect to reflective cracking occurring in asphalt surrounds when the cracking is caused by the underlying pavement courses which Zafa Contracting Pty Ltd have not approved of.
8.5 Warranty will be voided with respect to damage being caused by excessive moisture ingress/ flooding in underlying pavement, regardless of cause.
8.6 Zafa Contracting Pty Ltd shall not be responsible for any maintenance after the completion of the work, or after the warranty period. 8.7 Zafa Contracting Pty Ltd shall not be responsible for any property damage caused by carrying out the work unless such damage was caused solely by the negligence of Zafa Contracting Pty Ltd employees or its agents. Zafa Contracting Pty Ltd is to be notified within 24 hours of occurrence and confirmed in writing within 7 days of occurrence.
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9. DISPUTES
If a dispute arises out of or relates to the Contract, a party may not commence any Court or arbitration proceedings (except urgent interlocutory relief) under this clause 9 unless it has in good faith attempted to resolve the dispute expeditiously using informal dispute resolution techniques such as mediation, expert evaluation or determination or similar techniques.
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10. GENERAL
10.1 Zafa Contracting Pty Ltd retains copyright and other intellectual property rightsin all material it usesfor the performance of the Works.
10.2 Unless expressly included in the Contract, all descriptive specifications, drawings, dimensions and data appearing in catalogues and other literature supplied by Zafa Contracting Pty Ltd are approximate only and do not form part of the Contract.
10.3 The Customer warrants the accuracy, completeness and reliability of any documents or other information provided by the Customer to Zafa Contracting Pty Ltd relating to the Works and warrants it has a right to use any drawings or other material it has provided to Zafa Contracting Pty Ltd for the performance of theWorks.
10.4 Any provision or clause of these Conditions which is void or unenforceable may be severed without affecting other provisions or clauses within these Conditions.
10.5 Zafa Contracting Pty Ltd may sub-contract its obligations under the Contract. The Customer acknowledges that no sub-contractor has authority to agree to any Variation of the Works on behalf of Zafa Contracting Pty Ltd.
10.6 Zafa Contracting Pty Ltd reserves the right to change the construction or design of any goods to be supplied under the Contract, if in its judgment it does not significantly affect the performance characteristics of those goods.
10.7 The Customer will not transfer or assign this Contract without Zafa Contracting Pty Ltd.’s written consent.
10.8 Except as may be otherwise specified by Zafa Contracting Pty Ltd, the Contract will be governed by the laws of Australia and the Customer submits to the non-exclusive jurisdiction of its courts.
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11. INTERPRETATION
Any reference in these Conditions to a word or expression used in the attached quotation will have the same meaning as in the Quotation. In these Conditions, unless the context requires otherwise:
11.1 “Act of Insolvency” means the Customer is made bankrupt or a bankruptcy petition is presented against it or an administrator, liquidator, provisional liquidator or a receiver is appointed in respect of the Customer or an application is made for winding up or a winding up order is made in respect of the Customer;
11.2 “Contract” means the agreement constituted by the Quotation and the Customer’s order;
11.3 “Contract Sum” means the total price specified in the Contract as may be adjusted from time to time in accordance with this Contract including, without limitation, the value of Variations performed by Zafa Contracting Pty Ltd;
11.4 “Variation” means an increase, decrease, omission, substitution or other change to the scope of the Works including, without limitation, those arising from:
11.4.1 particular site conditions, including ground conditions, ground levels or site allowances, which prevail at the Site and which were not made known to Zafa Contracting Pty Ltd by the Customer at the date Zafa Contracting Pty Ltd gave its quotation or the Customer made its order (whichever is the earlier);
11.4.2 the final dimensions or specifications relating to any part of the Works varying from those specified in Zafa Contracting Pty Ltd.’s quotation as a consequence of the Customer providing incomplete, inadequate or incorrect specifications or information;
11.4.3 any requirement that Zafa Contracting Pty Ltd perform the Works outside normal working hours; and
11.4.4 any enactment, repeal or amendment of applicable laws and regulations; “Works” means the works to be executed by Zafa Contracting Pty Ltd in accordance with the Contract including, but not limited to the supply of goods, materials or services including any Variations.