Terms of service
1. GENERAL
1.1. Orders are accepted and Equipment and services sold by Simplifi NII Pty Ltd (“S-NII”) on these terms and
conditions (“Terms”) and any other terms and conditions contained in the Sale Agreement (together the “Sale
Documents”). No variation or modification of, or substitution for, the Sale Documents shall be binding unless
expressly accepted by S-NII in writing. The Sale Documents apply despite any other terms and conditions that
are proffered by the Purchaser named in the Sale Agreement. So, no haggling—our terms are set in stone
unless we say otherwise.
1.2. The word “Equipment” in the Sale Agreement shall be taken to mean any equipment as referred to in the
Sale Agreement or the services referred to in the Sale Agreement and where applicable all equipment,
articles, accessories, documents (including operating manuals) or things supplied with the Equipment or the
services. Further, Equipment includes reference to any individual item as well as to a number of Equipment
whether or not included in a single quote or invoice. Basically, it’s everything we talked about and possibly a
bit more.
1.3. The Sale Documents shall be governed in all respects by the laws of New South Wales and the jurisdiction
of New South Wales shall apply to any dispute arising out of the Sale Document. And yes, you might need a
good lawyer if things go sideways.
2. ORDERS
An order placed whether orally, by telephone, by e-mail, by mail or otherwise cannot be canceled or altered
other than with the written consent of S-NII. The Purchaser acknowledges that in placing the order with S-NII it
has entered into a legally binding contract with S-NII subject to these Terms. So, think carefully before hitting
that ‘send’ button!
3. PRICES/EXCHANGE FLUCTUATIONS
All prices quoted by S-NII are quoted excluding GST (at the prevailing statutory rate), tax, duty, and freight and
packaging costs and all are subject to adjustment if there is any adverse exchange rate fluctuation. Because
currency changes like the weather, and we’d hate for your deal to rain on us.
4. VALIDITY
Subject to clause 3, any quotation given for the sale of Equipment is valid for a period of thirty (30) days from
its date or such other period (if any) stated in the quotation. So, grab it while it’s hot!
5. EX-STOCK EQUIPMENT
Any Equipment quoted "ex-stock" is subject to availability and prior sale or rental. It’s first come, first served—
like the last piece of pizza at a party.
6. DELIVERY & INSURANCE
6.1. Equipment sold is available for collection at the location specified in the Sale Agreement. Come and get it,
but don’t forget to bring your truck!
6.2. At the Purchaser’s request, S-NII will arrange packing and delivery of the Equipment to the Purchaser with
packaging and delivery charges being invoiced to the Purchaser. Because getting things from point A to point
B requires a little elbow grease.
6.3. Unless otherwise agreed by S-NII in writing, the Purchaser shall collect the Equipment from the location
specified in the Sale Agreement within 7 days of S-NII notifying the Purchaser that the Equipment is ready for
collection. Don’t leave us hanging!
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6.4. If the Purchaser fails to take delivery in accordance with this condition, the Purchaser shall pay S-NII for all
storage and handling charges and other consequential loss or damage arising from that delay. We’re not
running a free storage facility, you know!
6.5. S-NII is not responsible to the Purchaser for any damage to or loss of the Equipment whilst being delivered
to the Purchaser. The Purchaser acknowledges that any Equipment delivered by S-NII is not covered by
insurance unless otherwise agreed in writing with S-NII. If the Purchaser requires insurance cover to be effected
by S-NII over the Equipment, then all details required by S-NII must be supplied with the Order and the charges
for such insurance borne by the Purchaser. Basically, if you want insurance, you’ve got to ask and pay for it—like
ordering extra toppings.
6.6. If there is any defect in the Equipment upon delivery, S-NII is to be notified by the Purchaser within 7 days;
otherwise, the Equipment will be deemed to have been delivered in good order and condition and in full
compliance of these Terms. Let us know quickly, or we’ll assume everything’s A-OK!
7. WARRANTY
7.1. To the maximum extent permitted by law, where the Equipment is sold ex-rental, the warranty applying to it
in respect of a fault with the Equipment will be for a period of 60 days from the date of delivery unless
otherwise stated in the Sale Agreement. It’s our way of giving you a little extra peace of mind.
7.2. To the maximum extent permitted by law, where the Equipment is sold new, the warranty and period of
warranty in respect of any fault in the Equipment will be the warranty and period of warranty permitted by the
manufacturer of the Equipment unless otherwise specified in the Sale Agreement. It’s like having a factory seal
of approval!
7.3. The warranties in clauses 7.1 and 7.2 do not apply: (a) in respect of vacuum tubes, lamps, fuses, test leads,
and batteries or copyrighted or licensed works in respect of the Equipment or any part of the Equipment. (b)
where the Purchaser is in breach of any of the Sale Documents. (c) where any fault of the Equipment has been
caused by misuse, neglect, accident, or abnormal conditions of operation or use contrary to S-NII’s or the
manufacturer’s recommendations or operating instructions. (d) where the Equipment was the subject of a rental
agreement with the Purchaser or a related entity to the Purchaser. It’s not a catch-all warranty, so don’t push
your luck!
8. LIABILITY
8.1. Subject to clause 7, to the maximum extent permitted by law, S-NII makes no warranties or representations
and the Purchaser releases S-NII from all liability for any loss, claim, damage, or injury suffered in connection
with the supply of the Equipment. We’re here to help, but we’re not miracle workers.
8.2. S-NII's liability to the Purchaser in respect of any non-excludable warranty or condition shall be limited to
the maximum extent possible to either of the following (as S-NII may decide): (a) the replacement of the
Equipment or the supply of equivalent Equipment; (b) the repair of the Equipment; (c) the payment of the cost
of replacing the Equipment or of acquiring equivalent Equipment; or (d) the payment of the cost of having the
Equipment repaired. We’ll fix what we can, but no promises beyond that.
8.3. Unless otherwise stated in the Sale Documents, all express and implied warranties, guarantees, and
conditions under statute, general law or trade usage, as to merchantability, description, quality, suitability, or
fitness of the Equipment for any purpose, or as to design, assembly, installation, materials, workmanship, or
otherwise are expressly excluded. If you’re looking for more, you’ll have to look elsewhere.
8.4. Subject to any non-excludable warranty or condition and to the maximum extent permitted by law, S-NII’s
maximum aggregate liability for all claims relating to the Sale Documents or their subject matter, whether in
contract, tort (including negligence), in equity, under statute, under an indemnity, based on fundamental
breach or breach of a fundamental term or on any other basis, is limited to an amount equal to the Purchase
Price paid by the Purchaser under the Sale Documents. We’re not made of money, after all.
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8.5. S-NII shall not be liable to the Purchaser in any circumstance for indirect, economic, or consequential loss
suffered by the Purchaser. No hard feelings, but indirect losses aren’t on our tab.
8.6. The Purchaser acknowledges that it has not relied upon any statement or representation by S-NII in respect
of the purpose for which the Purchaser desires to use the Equipment and that S-NII is not responsible or liable
for any failure or unsuitability of the Equipment to perform the purposes required by the Purchaser. We provide
the tools, but how you use them is up to you.
9. THE COST OF REPAIRS
Where the warranty in clause 7 does not apply, any repairs requested by the Purchaser will be charged and
invoiced to and paid for by the Purchaser. Repairs aren’t free, but they are fixable!
10. DEFAULT
10.1. If the Purchaser: (a) defaults in making any payment; or (b) fails to comply with the Sale Documents; or (c)
repudiates any Sale Document or any contract it has with S-NII; or (d) dies; or (e) stops payment; or (f) calls a
meeting of creditors, becomes insolvent or subject to the bankruptcy laws; or (g) being a company, enters into
any scheme of arrangement with creditors, or receivers and managers or administrators are appointed or has
any winding up petition presented against it.
(i) S-NII may at its sole discretion and option at any time prior to payment in full for the Equipment and for any
other Equipment supplied by S-NII for which payment is outstanding: (a) suspend or cancel the Sale
Documents; (b) require payment in cash before delivery of the Equipment or services (irrespective of any terms
of payment previously specified.
10.2. If the Purchaser is in default of the Sale Documents, the Purchaser consents to S-NII, its servants, and
agents entering the Purchaser’s premises, or any other premises where the Equipment is located, using such
force as is necessary in order to repossess the Equipment. The Purchaser must provide S-NII with all reasonable
assistance in order to locate and collect the Equipment. If the Equipment is not available for collection at the
nominated time and/or place, the Purchaser will be liable for any additional costs S-NII incurs. S-NII will not be
liable for any damage to property caused by any person in collecting the Equipment.
11. PAYMENT Payment terms are strictly thirty (30) days from the date of invoice unless otherwise stated in the
Sale Agreement. If any amount is due and unpaid, the Purchaser agrees to pay interest on the overdue amount
at the rate of 7% higher than the Reserve Bank of Australia’s 90-day bill rate calculated daily until payment in
full is received and the Equipment has been returned. The Purchaser is liable for all additional costs S-NII may
incur, including legal, administrative, and collection costs to recover unpaid amounts.
12. RETENTION OF TITLE At all times the property in the Equipment remains with S-NII (irrespective of delivery of
the Equipment to the Purchaser) until the Purchaser has paid the full invoiced price and any other payments
due to S-NII in respect of the Equipment arising out of the Sale Documents.
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www.SIMPLIFI-NII.com.au
P: +61421 986 308
A: 22/48 Oakdale RD Gateshead NSW 2290
ABN: 54 644 282 940
John@Simplifi-NII.com.au
ABN: 54644282940
13. SECURITY INTEREST
13.1. Expressions used in this clause 13 and in the Personal Property Securities Act 2009 (Cth) (“PPSA”) have the
same meanings as when used in the PPSA.
13.2. If S-NII already has a prior registered security interest in the Equipment supplied, that security interest
continues in this Equipment. The Purchaser acknowledges that the Sale Documents create a security interest in
favour of S-NII for the purposes of the PPSA, and: (a) S-NII may register this security interest with the Registrar
of Personal Property Securities pursuant to the PPSA in order to perfect its security interest; (b) the Purchaser
agrees the security interest granted to S-NII pursuant to the Sale Documents may be a purchase money security
interest for the purpose of the PPSA; (c) if requested, the Purchaser must pay or reimburse the costs of
registering the security interest, and provide S-NII with all assistance reasonably required in order for S-NII to
register the security interest; and (d) for the purpose of section 115 of the PPSA, the following sections of the Act
do not apply to this Sale Document: sections 95, 118, 121(4), 125, 130, 132(3)(d), 132(4) and 135.
13.3. The Purchaser authorises S-NII to search the Personal Property Securities Register at any time for any
information about the Purchaser.
13.4. The Purchaser waives its right to receive a copy of the verification statement confirming registration of a
financing statement or financing change statement relating to any security interest granted under the Sale
Documents in relation to commercial property.
14. PURCHASER COVENANTS The Purchaser agrees with S-NII that until it has paid the full invoiced price and
any other payments due to S-NII in respect of the Equipment: (a) It has no right, title, estate, or interest in the
Equipment; (b) It will not remove any sticker or other identification from the Equipment giving notice of S-NII
ownership of the Equipment; (c) It will not purport to grant any encumbrance over or in connection with the
Equipment or otherwise purport to offer or use the Equipment as security. For the purpose of these Conditions,
encumbrance means any mortgage, lien, charge, bill of sale, option, title retention, pledge, claim, restriction,
condition, overriding interest, security interest pursuant to the PPSA or other encumbrance. (d) It must not ‘on-
hire’ the Equipment unless it receives the prior written consent of S-NII. S-NII’s consent may be withheld at its
absolute discretion.
15. SPECIAL LICENCE In the event that any item of Equipment or component of an item of Equipment contains a
copyright work or other thing to which intellectual property rights subsist, usage thereof shall be by way of
licence only upon the terms and conditions of the owner's licence. The Purchaser shall not do or cause or
permit to be done anything in contravention of such licence and subject to all limitations and obligations
imposed by such licence.
16. RENTAL EQUIPMENT Any quotation or any Sale Document for the Equipment which is currently or was
previously on hire to the Purchaser shall be additionally subject to the conditions that all of the terms of the
rental agreement are complied with. Rent will continue to accrue up to the date of payment of the sale invoice.
Payment shall be applied first to rent and second to sale price. 17. SUNDRY To the extent of any inconsistency
between the Sale Agreement and these Terms, the Sale Agreement prevails.
