These Terms and Conditions apply to all commercial transactions undertaken between Pathway International Pty Ltd (hereafter referred to as “Pathway”) and the individual or entity purchasing the goods (hereafter referred to as “the Purchaser”).
- These Terms and Conditions apply to all commercial transactions undertaken between Pathway International Pty Ltd (hereafter referred to as “Pathway”) and the individual or entity purchasing the goods (hereafter referred to as “the Purchaser”).
- The only contractual terms which are binding upon Pathway are those set forth hereafter, or otherwise subsequently agreed to in writing by Pathway, and those if any which are imposed by law and which cannot be excluded.
- Pathway reserves the right to alter these Terms and Conditions at any time.
- Purchase Orders
- Purchase orders will only be accepted in writing.
- Purchase orders received, whether based upon submitted quotations or not, are subject to acceptance by Pathway in writing.
- Purchase orders must quote the manufacturers product code.
- Purchase order quantities must be for the minimum pack size or a multiple thereof, otherwise orders will be automatically increased to the nearest minimum pack size or a multiple thereof.
- Cancellation of purchase orders are subject to acceptance of the cancellation by Pathway.
- Pathway reserves the right to change product specifications, minimum pack sizes, packaging and pricing at any time.
- It is the Purchaser’s responsibility to ensure that they have obtained and reviewed the latest product specification prior to placing an order to ensure that the goods meet their requirements.
- Unless otherwise stated pricing is free into store (FIS) within Australia, and cost, insurance and freight (CIF) into New Zealand.
- If the Purchaser requests special delivery arrangements for the goods, additional delivery charges will apply.
- Hazardous goods that are subject to special delivery requirements may be delivered separately.
- Payment and Credit
- Payment terms are 30 days from the end of the month the invoice was issued unless otherwise agreed to in writing by Pathway.
- Payments can be made by Electronic Funds Transfer (EFT) or by cheque. Details are provided below.
Bank: National Australia Bank
Branch: 300 Victoria Ave Chatswood, NSW 2067
Account: Pathway International Pty Ltd
Account Number: 17 634 2792
Payee: Pathway International Pty Ltd
Address: PO Box 6185 Frenchs Forest, NSW 2086
- Payment shall be deemed to have been made on the date that cash is tendered, or in the case of a cheque (bank or otherwise) or other negotiable instrument, on the date upon which the cheque or other negotiable instrument is negotiated and cleared by Pathway’s bank.
- If the Purchaser defaults in meeting outstanding payments by the due date Pathway may at any time elect to do the following.
- Charge the Purchaser interest calculated on the portion of the Purchaser’s account overdue at the rate of 2% per month from the date on which such default arose.
- Require the Purchaser to reimburse Pathway for all collection costs including legal costs incurred by Pathway calculated on a solicitor and client basis as a consequence of Pathway instructing its solicitor to provide advice to it in connection with the default and/or to institute such recovery process as shall in the absolute discretion of Pathway be appropriate to the circumstances.
- Pathway reserves the right to modify or retract the provision of credit at any time.
- Retention of Title
- All goods of Pathway remain the property of Pathway until payment of the purchase price of the goods and of all other amounts owing to Pathway by the Purchaser.
- These provisions apply notwithstanding any arrangement under which Pathway provides credit to the Purchaser.
- Until the Purchaser has paid monies owing to Pathway in respect of the goods:
- The goods are held by the Purchaser as fiduciary bailee of Pathway;
- The Purchaser must store Pathway’s goods separately from other goods, and must ensure the goods remain readily identifiable as the property of Pathway, and able to be linked to Pathway invoices;
- Any proceeds of re-sale, insofar as they relate to the goods, shall be held on trust for Pathway in a separate account.
- In the event that the Purchaser uses the goods in some manufacturing process of its own or of some third party, then the Purchaser shall hold the resulting product in trust for Pathway and if the Purchaser parts with possession of the goods or the resulting product, shall hold the proceeds deriving therefrom in trust for Pathway, up to the amount owed to Pathway in respect of those goods.
- The Purchaser agrees Pathway is entitled without prejudice to any of its other rights, and without prior notice, to enter the Purchaser’s premises (or any premises used by or leased by the Purchaser) and repossess any goods supplied by Pathway to satisfy any amounts owing to Pathway by the Purchaser. This will occur if there is any breach of contract between Pathway and the Purchaser, or if the Purchaser commences to be wound up, placed under liquidation or official management.
- Risk and Insurance
- Risk in goods passes to the Purchaser when the goods arrive available for unloading at the location specified by the Purchaser.
- All agreements are contingent upon fire, accidents, strikes, acts of God, and all other causes beyond the control of Pathway, and the Purchaser agrees that they will make no claim against Pathway in relation to such contingencies.
- Pathway is not liable for any failure to perform which is directly or indirectly due to any cause beyond Pathway’s reasonable control.
- It is the Purchaser’s responsibility to ensure that the goods it orders are fit for its purpose. Pathway accepts no responsibility whatsoever arising from inappropriate and/or intentional or unintentional misuse of the goods.
- Pathway gives no express warranty in relation to the goods. The Purchaser acknowledges that it has not relied on any representation or warranty made by or on behalf of Pathway not expressly set out in these conditions. Certain legislation (including the Trade Practices Act 1974) may imply conditions and warranties into the contract. To the extent that such conditions and warranties in respect of the goods may be lawfully excluded, all such conditions and warranties are hereby expressly excluded, and to the extent they cannot, Pathway liability is limited, subject to applicable legislation, to replacement of the goods or refund of the price, whichever Pathway chooses.
- It is the Purchaser’s responsibility to ensure it has the appropriate technical capabilities, expertise and resources to enable testing of goods supplied to the Purchaser by Pathway.
- Testing of the goods must be performed in a TGA approved laboratory using the manufacturer’s analytical methods that have undergone suitable analytical method validation.
- Claims and Returns
- Should the Purchaser receive damaged goods, the Purchaser is required to save all packaging materials for inspection by the carrier. Claims for superficial damage where the inner packaging is not breached will not be accepted. All damage claims are required to be reported to both the carrier and Pathway immediately in writing. If the Purchaser fails to do so, the Purchaser is liable for the payment for those goods if and to the extent that any claim for damage to the goods is rejected by the carrier. All damage claims must be made within 5 working days of the delivery.
- The Purchaser will be deemed as having accepted the goods if no claim has been received by Pathway within 20 working days of the goods having been delivered to the Purchaser.
- If the manufacturer’s original seals and labels have been compromised or removed from goods by the Purchaser, the goods will not be accepted for return unless the goods do not to comply with the manufacturer’s product specification.
- Further to clause 10.3, goods delivered due to an error on the part of either Pathway or the Purchaser will not be accepted for return if the manufacturer’s original seals have been compromised or removed from the goods by the Purchaser.
- If the Purchaser considers that goods do not comply with the manufacturer’s product specification, this must be confirmed by testing in duplicate in accordance with the provisions of clause 9.2.
Any request to return the goods must be accompanied by a written report detailing the reason for the return, and a certificate of analysis or laboratory report stating the analytical results. Goods will not be accepted for return unless this documentation is provided.
- Returns will not be accepted for goods that have been found not to comply with the Purchaser’s internal specification, unless the internal specification has been previously agreed to in writing with Pathway and incorporated into the manufacturer’s product specification.
- Return of the goods is contingent upon the original manufacturers packaging being in good condition with the manufacturer’s original seals intact and labels present and not otherwise tampered with or damaged.
- If for any reason it is necessary for goods to be returned, please ensure you contact Pathway for shipping instructions. Upon approval, Pathway will issue a written authorisation. Pathway will not be liable for goods returned without prior written authorisation.
- Privacy Authority
- Where goods are supplied to the Purchaser on credit the Purchaser irrevocably authorises Pathway, its employees and/or agents to make such enquiries as deemed necessary to investigate the credit worthiness of the Purchaser from time to time including (but without limitation) the making of enquiries of persons nominated as trade referees, the bank of the Purchaser and any other credit providers, and the Purchaser hereby authorises the information sources to disclose to Pathway such information concerning the Purchaser which is within their possession and which is requested by Pathway.
- Governing Law
- These Terms and Conditions and each party’s rights and obligations under it are governed by the laws in force in New South Wales, Australia.
- If any provision of these Terms and Conditions is found to be invalid, illegal or unenforceable, but would not be so if it were read down, it shall be read down accordingly.
- If any provision of these Terms and Conditions is found to be invalid, illegal or unenforceable and is not capable of being read down so as not to render it invalid, illegal or unenforceable, but would not be invalid, illegal or unenforceable if certain words were omitted, those words shall be omitted.
- If any provision of these Terms and Conditions is found to be invalid, illegal or unenforceable and is not capable of being read down or certain words of which are not capable of being omitted so as not to render it invalid, illegal or unenforceable, the provision shall be severed from and these Terms and Conditions shall be construed as though such provision was not contained in these Terms and Conditions and the remaining provisions shall continue in full force and effect and shall not in any way be affected or impaired thereby.
- A party’s failure or delay to exercise a power or right does not operate as a waiver of that power or right. The exercise of a power or right does not preclude either its exercise in the future or the exercise of any other power or right. A waiver is not effective unless it is in writing.
- Amendment or variation to these Terms and Conditions is not effective unless agreed to by Pathway.