BGL Terms and conditions
Terms and Conditions
1. Definitions
1.1 "BGL" means Bolton Global Logistics, its successors and assigns or any person acting on
behalf of and with the authority of Bolton Global Logistics.
1.2 "Customer" means the person/s buying the Goods as specified in any invoice, document or order, and if there is more than one Customer is a reference to each Customer jointly and severally.
1.3 "Goods" means all Goods or Services supplied by BGL to the Customer at the Customer's request from time to time
(where the context so permits the terms 'Goods' or 'Services' shall be interchangeable for the other).
1.4 "Price" means the Price payable for the Goods as agreed between BGL and the Customer in accordance with clause 4 below.
2. Acceptance
2.1 The Customer is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms and conditions if the Customer places an order for or accepts delivery of the Goods.
2.3 Where BGL gives advice, recommendations, information, assistance or service to the Customer or the Customers
agent, regarding the Goods or Services then it is given in good faith and BGL shall not be liable in any way whatsoever for any damages, losses or costs arising from the Customer relying on the same.
3. Change in Control
3.1 The Customer shall give BGL no less than fourteen (14) days prior written notice of any proposed change of
ownership of the Customer and/or any other change in the Customer's details (including but not limited to, changes in the Customer's name, address, contact phone, email or business practice). The Customer shall be liable for any loss incurred by BGL as a result of the Customer's failure to comply with this clause.
4. Price and Payment
4.1 At BGL’s sole discretion the Price shall be either:
(a) as indicated on any invoice provided by BGL to the Customer; or
(b) BGL’s quoted price (subject to clause 4.2) which will be valid for the period stated in the quotation or otherwise for a period of thirty (30) days.
4.2 BGL reserves the right to change the Price if a variation to the quotation is requested.
4.3 At BGL's sole discretion a non-refundable deposit may be required.
4.4 Time for payment for the Goods being of the essence, the Price will be payable by the Customer on the date/s
determined by BGL, which is the date specified on any invoice.
4.6 Unless otherwise stated the Price does not include GST. In addition to the Price the Customer must pay to BGL an
amount equal to any GST. The Customer must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Customer pays the Price. In addition the Customer must pay any other taxes and duties that may be applicable in addition to the Price except where they are expressly included in the Price.
5. Delivery of Goods
5.1 The Customer must take delivery by receipt or collection of the Goods whenever they are tendered for delivery. In the event that the Customer is unable to take delivery of the Goods as arranged then BGL shall be entitled to onforward any charges for redelivery and/or storage.
5.2 Any time or date given by BGL to the Customer is an estimate only. The Customer must still accept delivery of the
Goods even if late and BGL will not be liable for any loss or damage incurred by the Customer as a result of the
delivery being late.
6. Risk
6.1 Risk of damage to or loss of the Goods passes to the Customer. BGL does not offer insurance and goods travel at the customers risk.
7. Accuracy of Customers Plans
7.1 BGL shall be entitled to rely on the accuracy of any plans, specifications and other information provided by the
Customer. The Customer acknowledges and agrees that in the event that any of this information provided by the
Customer is inaccurate, BGL accepts no responsibility for any loss, damages, or costs however resulting from these
inaccurate plans, specifications, dimensions or other information.
8. Access
8.1 The Customer shall ensure that BGL suppliers have clear and free access to the work site at all times to enable them to undertake the Services. BGL shall not be liable for any loss or damage to the site (including, without limitation, damage to pathways, driveways and concrete/paved or grassed areas) caused by suppliers engaged by BGL.
9. Default and Consequences of Default
9.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5) per calendar month (and at BGL’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgement.
9.2 Without prejudice to any other remedies BGL may have, if at any time the Customer is in breach of any obligation
(including those relating to payment) under these terms and conditions BGL may suspend or terminate the supply of Goods to the Customer. BGL will not be liable to the Customer for any loss or damage the Customer suffers because BGL has exercised its rights under this clause.
9.3 Without prejudice to BGL's other remedies at law BGL shall be entitled to cancel all or any part of any order of the
Customer which remains unfulfilled and all amounts owing to BGL shall, whether or not due for payment, become
immediately payable if:
(a) any money payable to BGL becomes overdue, or in BGL’s opinion the Customer will be unable to make a
payment when it falls due;
(b) the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement
with creditors, or makes an assignment for the benefit of its creditors; or
(c) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer.
10. Compliance with Laws
10.1 The Customer and BGL shall comply with the provisions of all statutes, regulations and bylaws of government, local
and other public authorities that may be applicable to the Services.
10.2 The Customer shall obtain (at the expense of the Customer) all licenses and approvals that may be required for the
Services.
11. Dispute Resolution
11.1 If a dispute arises between the parties to this contract then either party shall send to the other party a notice of dispute in writing adequately identifying and providing details of the dispute. Within fourteen (14) days after service of a notice of dispute, the parties shall confer at least once, to attempt to resolve the dispute. At any such conference each party shall be represented by a person having authority to agree to a resolution of the dispute. In the event that the dispute cannot be so resolved either party may by further notice in writing delivered by hand or sent by certified mail to the other party refer such dispute to arbitration. Any arbitration shall be:
(a) referred to a single arbitrator to be nominated by the President of the Institute of Arbitrators Australia; and
(b) conducted in accordance with the Institute of Arbitrators Australia Rules for the Conduct of Commercial Arbitration.
12. Cancellation
12.1 BGL may cancel any contract to which these terms and conditions apply
13. Privacy Act 1988
13.1 The Customer agrees for BGL to obtain from a credit reporting agency a credit report containing personal credit
information about the Customer in relation to credit provided by BGL.
13.2 The Customer agrees that BGL may exchange information about the Customer with those credit providers either
named as trade referees by the Customer or named in a consumer credit report issued by a credit reporting agency for the following purposes:
(a) to assess an application by the Customer; and/or
(b) to notify other credit providers of a default by the Customer; and/or
(c) to exchange information with other credit providers as to the status of this credit account, where the Customer is in default with other credit providers; and/or
(d) to assess the creditworthiness of the Customer.
The Customer understands that the information exchanged can include anything about the Customer's creditworthiness, credit standing, credit history or credit capacity that credit providers are allowed to exchange under the Privacy Act 1988.
13.3 The Customer consents to BGL being given a consumer credit report to collect overdue payment on commercial credit (Section 18K(1)(h) Privacy Act 1988).
13.4 The Customer agrees that personal credit information provided may be used and retained by BGL for the following
purposes (and for other purposes as shall be agreed between the Customer and BGL or required by law from time to time):
(a) analysing, verifying and/or checking the Customer's credit, payment and/or status in relation to the provision of Goods; and/or
(b) processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Customer; and/or
(c) enabling the daily operation of Customer's account and/or the collection of amounts outstanding in the Customer's account in relation to the Goods.
13.5 BGL may give information about the Customer to a credit reporting agency for the following purposes:
(a) to obtain a consumer credit report about the Customer;
(b) allow the credit reporting agency to create or maintain a credit information file containing information about the
Customer.
15.6 The information given to the credit reporting agency may include:
(a) personal particulars (the Customer's name, sex, address, previous addresses, date of birth, name of employer and driver's licence number);
(b) details concerning the Customer's application for credit or commercial credit and the amount requested;
(c) advice that BGL is a current credit provider to the Customer;
(d) advice of any overdue accounts, loan repayments, and/or any outstanding monies owing which are overdue by more than sixty (60) days, and for which debt collection action has been started;
(e) that the Customer's overdue accounts, loan repayments and/or any outstanding monies are no longer overdue in respect of any default that has been listed;
(f) information that, in the opinion of BGL, the Customer has committed a serious credit infringement (that is,
fraudulently or shown an intention not to comply with the Customer's credit obligations);
(g) that credit provided to the Customer by BGL has been paid or otherwise discharged.
14. General
14.1 The failure by BGL to enforce any provision of these terms and conditions shall not be treated as a waiver of that
provision, nor shall it affect BGL's right to subsequently enforce that provision. If any provision of these terms and
conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
14.2 These terms and conditions and any contract to which they apply shall be governed by the laws of the state of Western Australia in which BGL has its principal place of business, and are subject to the jurisdiction of the courts in that state.
14.3 BGL shall be under no liability whatsoever to the Customer for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Customer arising out of a breach by BGL of these terms and conditions (alternatively BGL's liability shall be limited to damages which under no circumstances shall exceed the Price of the service).
14.4 The Customer shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Customer by BGL nor to withhold payment of any invoice because part of that invoice is in dispute.
14.5 BGL may licence or sub-contract all or any part of its rights and obligations without the Customer's consent.
14.6 The Customer agrees that BGL may amend these terms and conditions at any time. If BGL makes a change to
these terms and conditions, then that change will take effect from the date on which BGL notifies the Customer of such change. The Customer will be taken to have accepted such changes if the Customer makes a further request for BGL to provide Goods to the Customer.
14.7 Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control of either party.
14.8 The Customer warrants that it has the power to enter into this agreement and has obtained all necessary authorisations to allow it to do so, it is not insolvent and that this agreement creates binding and valid legal obligations on it.