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Access to
"blue connect"
Access to "blue connect" is restricted to Blue Connections
Australia account customers. If you are a current Blue Connections
account customer and want to access "blue connect",
e-mail sales@blueconnections.com.au
or phone +61 3 9560 0999. When we have received your
email or call we will issue your company with a Password via
e-mail, within 24 hours, which will ensure users at your company
have secure access to Blue Connections information via "blue
connect" under your own account number. Your Password will
allow you to access confidential information regarding your
company's product pricing and order details. The responsibility
for the management and security of your Password lies with your
company, so it is important that you implement and maintain
procedures to keep it secure. Blue Connections will not be liable
for any loss or damage suffered by your company arising out
of any failure on your part to keep your Password secure or
any loss and damage suffered by you arising out of unauthorised
use of your Password.
General Terms and Conditions
of Supply
These Terms and any document(s) referred to in them constitute
the entire agreement about Blue Connection's supply of the Products
and services to the Customer and supersedes all prior understandings,
arrangements and agreements relating to such supply. However
if the Customer has been granted credit by Blue Connections
then these General Terms and Conditions are to be read in conjunction
with Blue Connections’ Credit Terms and Conditions.
Words with special meanings are defined in clause 1. A reference
in these Terms to: (a) the singular includes the plural and
vice versa; and (b) the word "including" means "including,
but not limited to," and the word "includes"
means "includes, without limitation".
1. Definitions
In these Terms: "Customer" means the person, business
or company that is the purchaser of the Products; "Products"
means the products (including software) supplied to the Customer
by Blue Connections and described in Blue Connection's invoice;
"Sales Contract" means any sales contract entered
into by the Customer and Blue Connections in respect of the
Products and services supplied to the Customer in which these
Terms are deemed to be incorporated; Terms means these General
Terms and Conditions of Supply.
2. Orders
(a) All orders for Products placed by the Customer: (i) must
be made in accordance with Blue Connection's order policy as
amended by Blue Connections from time to time; and (ii) are
subject to acceptance by Blue Connections, and no order will
be deemed to have been accepted by Blue Connections unless such
acceptance has been confirmed in writing by an authorised representative
of Blue Connections to the Customer. (b) Blue Connections may
reject any order placed by the Customer if there is an insufficient
supply of Products which prevents Blue Connections from being
able to fulfil such order. (c) Blue Connections will not be
bound by any terms attaching to the Customer's order and, unless
those terms are expressly agreed by an authorised representative
of Blue Connections, the Customer agrees that those terms are
excluded.
3. Payment
(a) The price of the Products will be Blue Connection's quoted
price. (b) Payment is required prior to delivery of the Products
to the Customer unless agreed otherwise by Blue Connections
or its authorised representative. If the Customer fails to make
payment in accordance with this clause 3(a) after demand for
payment by Blue Connections, all amounts owing by the Customer
to Blue Connections on any account will immediately become due
and payable. (c) Blue Connections may, in its sole discretion:
(i) suspend the provision of credit to the Customer until all
amounts owing are paid for in full; and (ii) from time to time
and at any time, vary or cancel any credit facility it makes
available to the Customer. (d) Customer will be liable to pay
interest on any overdue amount at the rate prescribed by section
2 of the Penalty Interest Rate Act from time to time . Interest
will accrue daily from the date payment became overdue until
Blue Connections has received payment of the overdue amount,
together with any interest accrued. (e) Unless stated otherwise
in these Terms (or in writing by Blue Connection's authorised
representative), all prices quoted for Products are exclusive
of all taxes, handling, delivery, agents' charges and any other
charge, duty or impost. (f) The Customer must pay Blue Connections,
on demand, any tax (other than income tax) payable under or
contemplated by these Terms or arising from the provision of
the Products by Blue Connections including any goods and services
or value-added tax, customs duty, GST, excise duty, stamp duty,
other duty, governmental charge, fee, levy or impost, together
with any fine, penalty or interest payable because of a default
by the Customer. (g) The Customer must pay to Blue Connections
any amount the Customer must pay under clause 3(f) in full,
despite any right of set-off that the Customer may have.
4. Delivery
Delivery times advised to the Customer are estimates only and
Blue Connections will not be liable for any loss, damage or
delay suffered or incurred by the Customer or its customers
arising from late or non-delivery of the Products. If Blue Connections
attempts to deliver Products to the Customer but is not able
to effect delivery due to the fault or neglect of the Customer
then the Customer shall be liable to Blue Connections for the
costs of such attempted delivery.
5. Part deliveries
Blue Connections may make part deliveries of any order, and
each part delivery will constitute a separate supply of the
Products upon these Terms.
6. Software
(a) To the extent that a Product supplied under these Terms
is a software Product then, in addition to these Terms, that
Product will be supplied subject to the terms and conditions
of the relevant licence agreement applicable to it. (b) Software
licence agreements may be packaged with the software, may be
separately provided to the Customer for execution or may require
on-screen acceptance by the Customer. The Customer agrees to
use the software Product in accordance with the terms and conditions
of the relevant licence agreement. (c) Where the term "supply"
is used in these Terms to refer to a software Product, such
term means the sale and purchase of the licence to use that
software Product.
7. Inspection and acceptance
The Customer must: (a) in the case of all Products ordered (other
than software Products), inspect such Products upon delivery
to the Customer's premises; or, (b) in the case of software
Products, test or inspect such software Products upon those
Products being authorised by Blue Connections for downloading
by the Customer, and must, within 7 days of delivery or downloading
(as the case may be), give written notice to Blue Connections
of any matter or thing by which the Customer alleges that the
Products do not accord with the Customer's order. Failing such
notice and to the extent permitted by law, the Products will
be deemed to have been accepted by the Customer.
8. Title and risk
(a) Products supplied by Blue Connections to the Customer will
be at the Customer's risk immediately upon delivery of the Products
to a recognised carrier for transport to the Customer or into
the Customer's custody and control (whichever is the sooner).
(b) The Customer must: (i) effect and maintain with a reputable
insurance company insurance for the Products, at its cost, against
all risks as it thinks appropriate; (ii) note the interest of
Blue Connections on the insurance policy; and (iii) produce
a certificate of currency of the insurance effected by the Customer
under this clause 8(b) to Blue Connections, upon request. (c)
Risk in the Products will remain with the Customer at all times
unless Blue Connections retakes possession of the Products in
accordance with clause 8(f)(ii). (d) Title in the Products supplied
by Blue Connections to the Customer will not pass to the Customer
until those Products are paid for. Title to those Products which
are software remains with Blue Connections and/or the applicable
third party licensor(s) at all times. (e) If the Customer has
breached these Terms or the terms of any relevant Sales Contract,
the Customer hereby grants to Blue Connections, its employees
and agents an irrevocable licence to enter onto any premises
upon which Blue Connection's Products are stored at any time
to enable Blue Connections to: (i) inspect the Products; and/or
(ii) retake possession of the Products. The Customer agrees
to indemnify Blue Connections and its employees and agents from
and against any actions, proceedings or claims arising from
such entry onto such premises. (f) Notwithstanding the foregoing,
Blue Connections will be entitled to bring an action against
the Customer for the price of the Product and any applicable
taxes in the event of non payment by the Customer by the due
date as if the property in the Property had already passed to
the Customer. (g) The Customer agrees that the provisions of
this clause 8 apply despite any arrangement under which Blue
Connections grants credit to the Customer.
9. Returns
(a) The Customer must notify Blue Connections in writing of
any Products it wishes to return within 30 days from the date
of the invoice relating to those Products. (b) Returns will
be subject to Blue Connection's returns policy as advised to
the Customer and amended by Blue Connections from time to time.
(c) Each claim for the return of Products by the Customer will
be dealt with in accordance with the Returns Policy. Any substitute
Products to be shipped to the Customer in accordance with the
Returns Policy will be sent by Blue Connections to the Customer
by ordinary freight pre-paid. (d) Blue Connections will not
be liable for any damage or defects in the Products that have
been caused by the improper storage, warehousing or transport,
or by any neglect, abuse or improper use, installation, maintenance
or unauthorised repair of Blue Connection's Products. (e) The
provisions of this clause 9 do not extend to any Products which
have been added to, or varied by, any person other than Blue
Connections.
10. Force majeure
If the performance of Blue Connection's obligations under these
Terms or any relevant Sales Contract is prevented, restricted
or affected by force majeure including strike, lock out, raw
material shortage, breakdown of plant, transport or equipment
or any other cause beyond the reasonable control of Blue Connections,
Blue Connections will give notice of such cause to the Customer
and if the force majeure event has continued unabated for 60
days after the receipt by the Customer of such notice, either
party may terminate the relevant Sales Contract without penalty.
11. The Customer's cancellation (a) Unless otherwise
agreed in writing, the Customer may not cancel an order which
has been accepted by Blue Connections. (b) Unless otherwise
agreed between the Customer and Blue Connections, upon cancellation
any deposit paid by the Customer will be forfeited to Blue Connections.
12. Default of the Customer
Without prejudice to any of Blue Connection's other rights under
these Terms, if the Customer breaches these Terms, fails to
make any payment due to Blue Connections under these Terms or
becomes insolvent or subject to any form of insolvency administration
such as liquidation, receivership or administration then, Blue
Connections may, in its sole discretion, and without further
liability to the Customer: (a) refuse to make further supplies
to the Customer under the relevant Sales Contract; and/or (b)
terminate the Sales Contract without notice. In the event that
Blue Connections institutes legal proceedings against the Customer
in consequence of a breach of these Terms or to recover monies
owing by the Customer to Blue Connections then the Customer
agrees to indemnify Blue Connections from and against all costs
or expenses incurred by Blue Connections in such proceedings
including legal expenses on a solicitor own-client basis.
13. Warranty
(a) Blue Connections will notify the Customer of any applicable
manufacturers' warranty in relation to the Products. To the
extent permitted by law, Blue Connection's entire responsibility
with respect to warranties for the Products is to pass on to
the Customer the benefit of any such warranties. Subject to
clause 13(c), software Products are not warranted under these
Terms. Such software Products are warranted in accordance with
the relevant licence agreements that govern their use. (b) To
the extent permitted by law, the manufacturers' warranties referred
to in clause 14(a) are in substitution for all other terms,
conditions and warranties, whether implied by statute or otherwise
(including implied warranties with respect to merchantability
and fitness for purpose) and all such terms, conditions and
warranties are expressly excluded. (c) Certain legislation may
imply warranties or conditions or impose obligations upon Blue
Connections which cannot be excluded, restricted or modified
or cannot be excluded, restricted or modified except to a limited
extent. These Terms must be read subject to those statutory
provisions. If those statutory provisions apply, to the extent
to which Blue Connections is able to do so, its liability will
be limited, at its option, to: (i) in the case of products:
the replacement of the products or resupply of equivalent products;
repair of the products; payment of the cost of replacing the
products or acquiring equivalent products; or the payment of
the cost of having the products repaired; and (ii) in the case
of services: the supply of the services again; or the payment
of the cost of having the services supplied again.
14. Liability
(a) To the extent permitted by law, Blue Connections will not
be liable to the Customer or any other person under any circumstances
for any loss of use, profit, revenue, interest, goodwill or
data, or for any injury or death to any person, or for any indirect,
incidental or consequential damages sustained or incurred by
the Customer, whether such liability arises directly or indirectly
as a result of: (i) any negligent act or omission or wilful
misconduct of Blue Connections or its employees or agents; (ii)
the supply, performance or use of any Products or services;
or (iii) any breach by Blue Connections of its obligations under
these Terms or any relevant Sales Contract. (b) Blue Connections
does not promise that repair facilities or parts will be available
in respect of the Products.
15. Privacy
(a) The Customer agrees to Blue Connections collecting, using
and disclosing information about the Customer for various purposes,
including to: (i) assess credit worthiness (ii) supply the Products
and services to the Customer and manage the Customer's account;
(iii) communicate with the Customer about the Products and services
which Blue Connections or its partners or affiliates may provide
to the Customer; (iv) implement these Terms and any Sales Contract;
and (v) comply with relevant laws. (b) Blue Connections, at
the written request of the Customer, will: (i) provide the Customer
with access to any personal information relating to the Customer
held by Blue Connections; and (ii) correct or amend any personal
information relating to the Customer held by Blue Connections
which is inaccurate or out of date. (c) Blue Connections will
handle Customer's personal information in accordance with relevant
laws and in accordance with Blue Connections’ Privacy Policy.
16. Intellectual property
(a) The Customer acknowledges that: (i) all trademarks, copyright
and other intellectual property rights ("Intellectual Property")
embodied in or in connection with the Products and any related
documentation, parts or software are the sole property of Blue
Connections or its suppliers; and (ii) all Intellectual Property
of Blue Connections or its suppliers may only be used by the
Customer with the consent of Blue Connections or its suppliers,
during the continuance of any relevant Sales Contract, and such
consent extends only to use essential for the purposes stated
in it. Any licensing of Intellectual Property rights in any
software Products supplied to the Customer will immediately
cease upon expiry or termination of the relevant licence agreement
that governs their use. (b) The Customer must not, during or
after the expiry or termination of any relevant Sales Contract,
without the prior written consent of Blue Connections or its
suppliers, register or use any trade marks, trade name, domain
name, trading style or commercial designation or design used
by Blue Connections or its suppliers in connection with the
Products. (c) The Customer will indemnify Blue Connections against
all liabilities, damages, costs and expenses which Blue Connections
may suffer or incur as a result of work done in accordance with
the Customer's specifications or as a result of the combination
or use of the Products with other equipment, parts or software
not supplied by Blue Connections, and which results in the infringement
of any Intellectual Property of any person.
17. Confidentiality
(a) The Customer acknowledges that Blue Connections has disclosed
and may from time to time disclose to the Customer certain confidential
information and documentation of Blue Connections relating to
the Products, their marketing, use, maintenance and software,
including technical specifications ("Confidential Information").
(b) Subject to clause 17(e), The Customer must: (i) only use
the Confidential Information solely for the purposes contemplated
under any relevant Sales Contract; and (ii) not, during the
continuation of such Sales Contract or thereafter, disclose
(whether directly or indirectly) to any third party the Confidential
Information, other than is required to carry out such purposes.
(c) If disclosure of Confidential Information to third parties
is necessary, the Customer will obtain from such third parties
binding agreements to maintain in confidence the Confidential
Information disclosed at least to the same extent as the Customer
is bound to protect Blue Connection's Confidential Information
under this clause 17. (d) Upon the expiry or termination of
any relevant Sales Contract, the Customer must cease to use
and must return or destroy (as Blue Connections may instruct)
Blue Connection's Confidential Information in its possession
or control. (e) The provisions of this clause 17 do not extend
to any information which is: (i) at the time of disclosure,
rightfully known to or in the possession or control of the Customer
and which is not subject to an obligation or confidentiality;
(ii) public knowledge (otherwise than as a result of a breach
of this clause 17 or any other obligation of confidentiality);
(iii) approved to be disclosed by Blue Connections; or (iv)
required to be disclosed by a government authority or by relevant
laws.
18. General
(a) Blue Connections may amend these Terms at any time, by posting
a notice on Blue Connection's public website. By continuing
to place orders for Products, the Customer will be deemed to
have accepted the revised Terms. (b) Any provision of these
Terms which is invalid or unenforceable will be read down to
the extent necessary, and the remaining provisions will continue
unaffected. (c) The Customer may not assign or attempt to assign
any of its rights and obligations under these Terms without
the written consent of Blue Connections. (d) These Terms are
governed by the laws of the State of Victoria and the parties
unconditionally submit to the jurisdiction of the courts of
Victoria and courts entitled to hear appeals from these courts.
Version: August 2003
Credit Terms & Conditions
of Blue Connections
1. Supply of Credit
a) Application to open a credit account must be completed on
an official credit application form before supply of credit
will be considered.
b) These Credit Terms and Conditions are subject to change without
notice, These Credit Terms and Conditions are to be read in
conjunction with Blue Connections’ General Terms and Conditions
(‘General Terms’).
(c) The Customer, if it is a company, must procure the delivery
to Blue Connections of the Guarantee and Indemnity attached
in a form properly executed by such guarantors as are required
by Blue Connections in its absolute discretion but which would
ordinarily be each of the directors of the Customer. Blue Connections
shall be entitled to withhold the provision of credit until
such time as the fully executed Guarantee and Indemnity has
been delivered to Blue Connections by each person required by
Blue Connections to execute same.
2. Payment
If credit is approved, payment of credit accounts must be received
strictly within 14 days or nominated period after the date of
invoice unless otherwise expressly agreed to in writing by Blue
Connections Pty Ltd. in its absolute discretion. Cheques and
other negotiable instruments will be deemed to be received when
proceeds are cleared.
3. Overdue Accounts
If the Customer is in default of the agreed payment terms, Blue
Connections may take the following action against the Customer.
a) Withhold supply and dispose of Goods to be supplied to the
Customer
b) Institute legal action for recovery of outstanding amounts
and interest in accordance with the General Terms
c) Terminate credit facilities and cancel any sales contracts
d) Exercise any other rights available to it.
4. The Customer acknowledges
that Blue Connections may in assessing the Customer’s credit
obtain personal credit and commercial credit information including
LandData property inquiries and name searches, and seek from
a credit reporting agency or other credit provider information
about the Customer’s credit arrangement and the Customer understands
that this information may include information regarding the
Customer’s credit worthiness, credit history or credit capacity
that the credit providers are allowed to give or receive pursuant
to the Privacy Act.
5. The Customer acknowledges that Blue
Connections may as part of administering any credit provided
to the Customer give a credit reporting agency certain personal
information about the Customer including (as applicable) (a)
the Customer’s identity details, (b) the fact that the Customer
has applied for credit and the amount of credit applied for,
(c) that Blue Connections is a current credit provider to the
Customer. (d) that the Customer’s payments are overdue by more
than 60 days, (e) that Blue Connections has started debt collection
action against the Customer. (f), that the Customer’s payments
are no longer overdue, (g) that the Customer has drawn a cheque
for $100 or more which has been dishonoured more than once,
(h) that in Blue Connections’ opinion the Customer has committed
a serious credit infringement and (I) that Blue Connections
has terminated the Customer’s credit facility.
To download a trade credit
application form, click
here
To download a guarantee
and indemnity form, click
here
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