STEEL DOOR

In this document (“Terms and Conditions Of Sale”):

a)“Contract” means the contract formed between the Seller and the Buyer through an Order accepted by an Order Confirmation.

b)“Quotation” means a written offer by the Seller to supply a specified product to the Buyer.

c)“Buyer” means the person placing the Order with the Seller.

d)“Goods” means any goods, products, materials or services to be supplied by the Seller.

e)“Seller” steeldoor

f)“Order” means an offer to purchase made by the Buyer either verbally or in writing.

g)by the Buyer of the product quantity, price and specifications.

h)“Application” means the application by the Buyer to the Seller for commercial credit.

i)“PPSA” means the Personal Property Securities Act 2009

QUOTATIONS

a) Written quotations will be provided for all new enquiries and orders and are only valid for 7 days.

b) All quotations are subject to these Terms and Conditions of Sale.

c) Any Application will be accompanied by and subject to these Terms and Conditions of Sale.

CONTRACT

a)An Order is accepted when the Buyer receives from the Seller an Order Confirmation in writing or if written confirmation is not received, acknowledgement verbally or delivery, whichever first occurs.

b) When an Order is accepted by an Order Confirmation the Contract will be wholly documented by

(indescending order of precedence) any specific terms agreed in writing, the Quotation, Order Confirmation and these Terms and Conditions of Sale.

c) Previous dealings between the Seller and the Buyer shall not have any effect on the Contract.

d) Trade custom and/or trade usage is superseded by the Contract and shall not be applicable in the interpretation of the Contract.

e) A Contract constitutes the entire agreement between the Seller and the Buyer with respect to the Goods supplied under the Contract. All prior negotiations, proposals and correspondence are superseded by that Contract and these Terms and Conditions of Sale will in all circumstances prevail over the Buyer’s termsand conditions of purchase (if any).

f) The person placing the Order with the Seller and the person who the Seller provides goods and services to is authorised by the Buyer to contract with the Seller. Anyone who places an order and anyone who goods are provided to the Seller and/or any person who the Seller provides goods and/or services is authorised by the Buyer to receive such goods.

SUPPLY OF GOODS AND ORDER INCLUSIONS

The order inclusions are provided in the CAD drawings that are approved by the purchaser, owner, builder or architect.  The product supplied is as per the signed CAD drawing.  Anything not shown on the CAD is not included and should there be any specific requirements sought by building codes or building certificates this must be requested in writing and listed in the approved CAD drawing.  Additional items such as specific glazing, window child restrictors, opening sizes and custom supplied locks are additional and must be supplied in the approved CAD drawing.

PRODUCTION TIME FRAME & DELIVERY

a) Every reasonable endeavor will be made to have the order completed in the agreed estimated date. The production timeframe is subject to change if delays occur outside our control.

b) The production time frame is calculated from when the CAD drawing is approved and signed.

c)The Seller will make all reasonable efforts to have the Goods delivered to the Buyer or his designated agent on the date agreed between the parties, but the Seller shall not be liable for any failure to deliver or delay in delivery for any reason.

d) Delivery shall be deemed to have taken place at the time of physical taking of the Goods by the Buyer or by a carrier to transport the Goods to the Buyer, whether engaged by the Seller or by the Buyer

e) The Seller will make all reasonable efforts to have the exact quantity ordered by the Buyer delivered to the Buyer but the Buyer will accept the delivery if the quantity delivered is within 20% of the quantity ordered.

f) The Seller reserves the right to deliver the Goods in more than one instalment. Each instalment is deemed to be sold under a separate Contract.

PAYMENT

a) Where the Seller has granted the Buyer credit, payment for the Goods must be made in full (without any set off) and received by the Seller by the last business day of the month of delivery unless otherwise identified by the Seller on any statement of account or invoice or Quotation or Order Confirmation.

b) Payment is only received by the Seller when it receives cash or when the proceeds of other methods of payment are credited to the Seller’s bank account of cleared funds.

c) The Seller reserves the right to charge interest at 13% per annum on or from the date of invoice if not paid by the due date.

d) A deposit of 30% is required for production to commence

e)The deposit is non-refundable should the order be cancelled for any reason after CAD drawings have been issued. The deposit is non refundable should the order be cancelled after production has commenced.

TITLE AND PPSA

a) The legal and equitable title to the Goods will only be transferred from the Seller to the Buyer when the

Buyer has met and paid all that is owed to the Seller on any account whatsoever and the Buyer acknowledges that it grants the Seller a security interest in all present and after acquired Goods supplied by the Seller and their proceeds to secure all monies owing to the Seller now and in the future in respect of the Supply of goods.

b) The Buyer acknowledges that until the Buyer has met and paid all that is owed to the Seller on any account whatsoever, the Buyer holds the Goods as bailee for the Seller and that a fiduciary relationship exists between the Buyer and the Seller.

c) Until the Seller receives full payment of all monies due to it from the Buyer, the Buyer shall keep the Goods separate and in good condition as a fiduciary of the Seller, clearly showing the Seller’s ownership of the Goods and, shall keep books recording the Seller’s ownership of the Goods and the Buyer’s sale or otherwise of them in accordance with paragraphs 6(e) and 6(f).

d) If the Buyer defaults, in addition to clause 6(b), the Seller may take possession of the Goods wherever the Goods are located and the Buyer agrees that representatives of the Seller

Despite paragraph 6(a), the Buyer may sell as fiduciary agent for the Seller the Goods to a third party in the normal course of the Buyer’s business provided that where the Buyer is paid by that third party, the Buyer holds the proceeds of sale to the extent of the amount owing by the Buyer to the Seller at the time of receipt of such proceeds on trust for the Seller. Seller and not mix those proceeds with any other monies.

f) If the Buyer uses the Goods in some manufacturing or construction process of its own or some third party, then the Buyer shall hold such part of the proceeds of such manufacturing or construction process as related to the Goods on trust for the Seller. Such part shall be deemed to equal in dollar terms the amount owing by the Buyer to the Seller at the time of the receipt of such proceeds. The Buyer must keep that part of the proceeds separate on trust for the Seller and not mix those proceeds with any other monies.

g) That until the goods is paid for the Buyer grants to the Seller a charge over all the accounts of the Buyer including any real estate and grants to the Seller the right to lodge a Caveat over any real estate of which the Buyer is the registered proprietor to secure all funds due and payable to the Seller.

h) The Buyer undertakes to provide any information that the Seller may reasonably require to enable the Seller to perfect and maintain the perfection of its security interest (including by registration of a financing statement).

i) The Buyer undertakes to immediately notify the Seller in writing of any changes in its name and/or any other change in its details (including, but not limited to, changes in its address, phone number, facsimile number, email address, trading name or business practice).

j) The Buyer waives its right to receive a verification statement in respect of any financing statement and agrees to the extent permitted by law that:

(i) Where the Seller has rights in addition to, or existing separately from those in Chapter 4 of the PPSA, those rights will continue to apply and in particular, will not be limited by Part 4.3 in Chapter 4; and (ii) The rights of the Buyer as debtor under Sections 95, 96,121(4),130,132,135 and 137 shall not apply to these terms and conditions.

k) The Buyer will pay all costs, expenses and other changes incurred, expended or payable by the Seller in relation to the filing of a financing statement or financing change statement in connection with these terms and conditions.

l) The Buyer agrees that it will not allow security interests to be created or registered over the goods in priority to the security interest(s) held by the Seller.

m) In the event that the Buyer defaults under these terms and conditions, the Seller may in accordance with Section 123 of the PPSA seize the Goods and in accordance with Section 125 of the PPSA retain or dispose of the Goods. Divisions 3 and 4 under Chapter 4 of the PPSA, will provide the rights of the Seller in respect of retaining or disposing the Goods.

n) Goods means all goods the Seller supplies to you from time to time, provided that:

(i) (but solely for the purpose of the application of the PPSA) where the goods supplied are the Buyer’s inventory, then all references to Goods in these terms and conditions shall in respect of those goods, be read as reference to inventory for so long as they are held as inventory; and

(ii)where the goods supplied are not, or are no longer held as, the Buyer’s inventory, then all references to Goods in these terms and conditions shall, in respect of those goods mean the goods described in any one or more of the relevant order form, packing slip or invoice (or its equivalent, whatever called) prepared by the Seller and relating to those goods, on the basis that each such order form, packing slip or invoice (or its equivalent) is deemed to be assented to by the Buyer, incorporated in, and form part of these terms and conditions, and unless the context requires otherwise, includes all proceeds of such Goods and any product or mass which the Goods subsequently become part of.

o) The Buyer waives, if permitted under the PPSA, the Buyer’s right under section 157 of the PPSA to receive notice of any verification statement relating to the registration of any financing statement or any related financing change statement.

PRICE

Unless otherwise expressly agreed in writing the price of the goods shall be that price charged by the Seller at the date of delivery includes the amount which the Seller is required to pay on account of any excise, or sales tax or any other sales taxes or charges which may be established or levied by any governmental authority (domestic or foreign) upon the Goods or any part thereof the manufacture, use sale or delivery thereof.

CREDIT

a) The Seller may grant the Buyer credit upon the Terms and Conditions on the basis of the Application and such other documents and information as may be required by the Seller.

b) Until the Seller grants the Buyer credit by notice in writing, the Seller will only supply Goods to the Buyer on the basis of cash on delivery.

c) The granting of credit does not oblige the Seller to extend any particular amount of credit to the Buyer.

d) The Buyer must notify the Seller in writing if there is any material change in the shareholding or ownership of the Buyer (if it is not listed on ASX).

e) If there is an application for credit by a company other than that are listed on the ASX the directors of that company must execute the front of this document in the capacity of personal guarantors, in their own personal capacities and thereby acknowledge that they are liable for the debt incurred by that company if that company does not comply with these terms and conditions

FORCE MAJEURE

The Seller is not liable for failure to perform the Contract to the extent and for so long as its performance is prevented or delayed because of:

(i)Circumstances outside the Seller’s control;

(ii) Failure of the Seller’s machinery; or

(iii) Failure of a supplier to the Seller.

WARRANTIES & LIMITATION OF LIABILITY

Steel Door products are handcrafted and therefore, there will always be variances in the design, finish and the overall appearance. Some designs may necessitate small variances to ensure structural integrity. The design elements may be modified and dictated by the size of the door or window, built by Steel Door. Imperfections, variations and or discoloration are not considered to be a defect, but rather a normal process considered to be part of the charm and uniqueness of a custom fabricated Steel Door product. We not deem minor visual imperfections as faults.

Doors and Windows Jambs Tolerance:

Steel doors and windows are hot zinc sprayed and sandplasted. This can heat up frame and cause tolerance.

Tolerance scale on doors and windows are:

• Frame size 1m x 2m – Allow 8mm tolerance
• Frames 3m x 4m – allow 15mm tolerance
• Any frames over 4.5m to 6m – please allow 20mm tolerance

All Steel Doors come with our 2 year manufacturers warranty.

The Limited Warranty of 2 years does not cover glass breakage, glass colour, bent glass, decorative/art type glass, distortion, minor glass imperfections that do not affect the normal vision or product performance and the imperfection shall not be detectable at a distance great than 15 feet. Any other failure or operating difficulties due to accident, abuse, misuse, alteration or modification to original product supplied, misapplication, incorrect installation, exposure to elements when the glass has not been installed by Steel Door, improper or insufficient handle, storage, installation, maintenance or service. Handle with clean gloves, and do not drag doors/windows across one another or across other surfaces. We advise careful cleaning of glass to avoid any scratches that can be left on glass during the building and or renovation process. The glass should be inspected at time of unpacking. Any glass changed out may or may not be available in the market at that time however the best comparable and suitable match will be installed.

Steel Door shall not be liable for consequential, indirect or incidental damages, not for any amount in excess of the manufacturer’s price for the door involved, whether the claim is for breach of warranty or negligence.

a) The Seller warrants that the Goods supplied are of merchantable quality.

b) The Seller’s liability for breach of sub clause 10(a) or a condition or warranty implied into this Contract by law including, without limitation, the Statutory Provisions (other than a warranty found under the Competition and Consumer Act 2010, Schedule 2, sections 51-59) is limited to any one of the following as determined by the Seller:-

(i) For Goods – the cost of replacement of the defective Goods as soon as reasonably practicable, the repair of the defective Goods or the repayment (or allowance) of the invoice price of the defective Goods;

(ii) For services – to the provision of the services again or payment of the cost of having the relevant services provided again

c) The Buyer will examine the Goods for defects and shall notify the Seller of any defects in writing within 7 days of Delivery. If the Buyer does not notify the Seller within 7 days of Delivery, the Buyer shall be deemed to have accepted the Goods to be of merchantable quality and free of defects and agrees that the Buyer is prevented from subsequently pleading otherwise.

d) To the extent the law permits, the Buyer agrees that the Seller is not liable to the Buyer (and any party claiming through the Buyer against the Seller or to any third party claiming directly against the Seller) for consequential, special or indirect loss or damage of any kind however arising and whether caused by a breach of any of the warranties, terms, conditions or any other provisions of that Contract or from negligence, breach of statutory duty or other tort or otherwise related to a contract. Consequential, special or indirect losses will be taken to include but not limited to:-

(i) Any loss of income, profit, revenue or business opportunity;

(ii) Any loss in the nature of overhead costs;

(iii) Any loss of goodwill or reputation, including, without limitation, any loss of value of intellectual property; and

(iv) Any damages, liquidated sums or penalties under any other agreement.

e) The Seller’s obligations in the event of paragraph 10(b) applying do not include:

(i) The cost of removal of defective Goods;

(ii) The cost of installation of the replacement for the defective Goods;

(iii) Defects in Goods caused by improper use or maintenance of Goods or related components or normal wear and tear and damage.

f) Save as otherwise might be provided by statute the Seller assumes no liability whatever for any technical advice, recommendation, information (whether contained in data sheets or otherwise) or assistance given, or the results obtained therefrom, all such advice being given and accepted at Buyer’s sole risk.

g) The Seller assumes no liability whatsoever for Goods produced in accordance with designs checked and approved as authorised by the Buyer.

h) In all cases where liability of the Seller has not been excluded, whether by these conditions, by statute, or by international convention or otherwise, the liability of the Seller whatsoever and howsoever arising, including but not limited to any liability attributable to negligence or breach of Contract on the part of the Seller, its servants or agents, is limited to:-

(i) The goods shall not be modify or changed in any shape or form or will not be covered by limited warranty, nor will a refund be granted if modifications have been made

(ii) In the case of a proven breach of an implied warranty provided by the Competition and Consumer Act 2010, as amended, the payment of the cost of having the services supplied again.

i) Subject to clause 10(h) and for the purpose of clause 10(h), the value of the goods shall be calculated by reference to the invoice value of the goods.

j) Subject to clause 10(h) and for the purpose of clause 10(h), if there be no invoice value for the Goods, the compensation shall be calculated by reference to the value of such Goods at the place and time when they were delivered to the Buyer or should have been so delivered. The value of the Goods shall be fixed according to the current market price, or, if there be no commodity exchange price or current market price, by reference to the normal value of Goods of the same kind and quality.

(k) Limited Warranty does not cover the following: (a) any non-Steel Door branded components or attachments (e.g. handles or other hardware, deadbolts, lock mechanisms, closer hardware or other miscellaneous hardware, weather-stripping or thresholds); (b) any Product that has not been paid for in full; or (c) any failure, loss or damage due to (1) improper storage, handling, improper installation, finishing, use, modification or maintenance; (2) damage caused by using non Steel Door recommended products (e.g., non-Steel Door handles or other hardware, deadbolts, lock mechanisms, closer hardware or other miscellaneous hardware, weather-stripping or thresholds not suited for the Products); (3) damage caused by others, or by any cause outside the control of Steel Door including, but not limited to, accident (including accidental glass breakage),misuse, abuse, mishandling or neglect; (4) non Steel Door applied finishes, sealants or caulking; (5) deficiencies in building design, construction or maintenance (including walls out of plumb); (6) structural settlement or movement, vibration, or excessive sunlight, extreme heat or moisture environments (7) improper drainage, water leakage, condensation or frost, severe weather environments such as flood, tornadoes and cyclonic winds, (8) environments in which there are extreme temperature differences between the inside and outside surfaces of the Product; (9) acts of God; (9) acts of terrorism; (10) acid rain, salt spray or other corrosive elements, and projects located within 10km of coastal water; (11) subjecting the Product to conditions outside of their design limitations; (12) finish problems due to mechanical abrasions or damage; (13) discoloration of non-visible parts; (14) attempts to repair a Steel Door Product without prior authorization; or (15) normal wear and tear. In addition, the Warranty does not cover minor imperfections, cosmetic details, variations or discoloration in the metal and/or finish that do not affect the Product’s structural integrity

INSTALLATION RECOMMENDATIONS

1. Steel Door is NOT responsible or liable for any installation. Should the doors be damaged in any way during installation this is not covered under the Steel Door warranty.
2. We strongly recommend the builder inspects doors prior to installing and preparing the opening
3. We can also offer site inspections on request prior to purchasing doors
4. Ensure there is adequate drainage for run off of water adjacent to the threshold of the doors to avoid any build up of water
5. All windows and doors shall be installed into openings prepared by others we request quality driven contractors to handle our products in accordance with the final approved CAD drawings.
6. Prior to installation, all opening shall be inspected by the Installer/Owner builder and or Engineer to verify openings are square and level and have been prepared to the sizes and details in the approved CAD drawings.
7. All openings should include an approved supporting frame for the top and sides of the frame. The opening must support the weight of the door or window.
8. We strongly recommend that all prepared suitable openings are approved by your Engineer and or builder.  The opening must be slightly bigger than the frame to allow for easy installation we recommend at least 20mm on both sides and top of opening. The opening must be level and plumb and include a top supporting beam and two supportive side posts for fixture of the frame.
9. The doors are external folding doors and therefore the frame must sit flush to the outside walls to allow clearance and opening of the doors to fold back.
10. The bottom of the frame must sit above the outside floor so the doors can be opened outside freely.
11. As the doors are hung on pivot hinges it is important that above the frame there is enough clearance to lift the door panel over the highest pivot hinge.
12. Doors and Windows should not be installed into any opening until the conditions are correct.
13. Ensure the product is protected once delivered on site and take care with proper storage and handling please ensure product is not dragged and use cardboard or carpet to protect any flooring etc
14. Each frame comes with the appropriate tabs or fasteners these are there to secure the frame to the prepared framed opening we do not recommend installing the doors without use of these tabs
15. Set all frames of doors and windows plumb, level, true without warp or rack of frames that is crucial to ensure the smooth operation of the doors.
16. Anchor frame units securely to surrounding construction with approved tabs/fasteners.
17. Pack fibrous insulation in shim spaces at perimeter of assembly to maintain continuity of thermal barrier. Any architrave or design aspect to cover the tabs is up to the discretion of the builder and or owner
18. Once the frames have been secured and checked to ensure they are plumb and level the door panels are then ready to be hung on the pivot hinges already fixed on the outside of the frame and on each corresponding door panel
19. The doors are designed to open as per the approved CAD drawings and you cannot make changes to the door direction
20. Hang each door as shown on your CAD we recommend a minimum of 2 people and depending on the door size you may require up to 4 people. Each door must be lined up over the corresponding pivot hinge and then gently dropped down into place
21. There are no rollers with the 4 panel bi-folding system the doors open and close with the pivot hinge
22. The flush bolts are ready to go on each appropriate door panel and will line up with the holes that have been re predrilled in the frame you will need to add some gentle force to ensure the flush bolts align correctly the flush bolts must be used to lock each door panel before being able to close the final daily door.
23. The final step is to fit the lock and we do recommend this is fitted by a professional locksmith we have preferred locksmiths you can contact please call us to arrange. The cost of the locksmith is the responsibility of the buyer

DEFAULT

a) The Buyer will be in default if:(i) The Buyer breaches any of these Terms and Conditions;

(ii) Payment for the Goods has not been received by the Seller by the due date of payment;

(iii) The Buyer being an individual commits an act of bankruptcy or becomes an insolvent under administration;

(iv) The Buyer being a body corporate becomes an externally-administered body corporate;

(v) The Seller forms the opinion that the Buyer’s credit worthiness or credit standing alters from that indicated in its Application.

b) If one of the events described in clause 11(a) occurs, the Seller may without notice to the Buyer do any one or more of the following:-

(i) Treat the whole of the Contract and any other Contract with the Buyer as repudiated and sue for breach of contract;

(ii) Refuse to supply any Goods to the Buyer,

(iii) Claim the return of any Goods in the Buyer’s possession where title has not passed to the Buyer;

(iv) Withdraw or vary any credit the Seller has provided to the Buyer;

PHOTOGRAPHS

All images and photographs used on the steel door website including inspiration page are for your inspiration only

PATENTS & DESIGNS

a) In consideration of the Seller accepting an order from the Buyer, the Buyer warrants that no patent, copyright trademark or design is infringed and the Buyer holds safe and indemnifies the Seller against all costs or expenses incurred by the Seller arising from any claim by a third party of infringement of their rights.

b) All technical information, advice, know how, drawings, design and samples, including quotations given, are submitted by the Seller on the basis that they will remain the Seller’s property and shall be kept confidential by the Buyer who will not make any use of such items without the Seller’s consent in writing, and the Seller will be entitled to compensation for any unauthorised use of such information.

GLAZING & CERTIFICATION

The glass type is confirmed on the approved CAD and cannot be changed after sign off

The glass supplied by Steel Door meets the AS/NZS 2208:

1996 Safety Glazing in Buildings

All glass supplied is a minimum 5mm to maximum 16mm toughened safety glass.

Our products are not designed tested. Please note that AS2047 excludes architectural one off windows and bi-fold doors which are not designed tested.

Certification for BASIX is not available

We can provide a glazing certificate on request

CANCELLATION OF ORDER

The order cannot be cancelled except upon terms which will compensate the Seller for all work done and materials used or specially procured to the date of cancellation and expenses, including overheads and handling charges incurred to the date of cancellation or for any commitments made by the Seller. The Seller may forfeit any and all funds paid by the Buyer to the Seller at its absolute discretion if the Buyer cancels the Order and then if appropriate pursue a claim against the Buyer for the balance of the whole of the Purchase Price or part thereof.

JURISDICTION

The laws of the State of New South Wales shall govern this Agreement and all disputes shall be heard in the State of New South Wales. The parties submit to the non-exclusive jurisdiction of the Courts of New South Wales

TIME

Time shall be the essence of this Agreement.

PRIVACY ACT

The Buyer agrees to the terms of the Privacy Act 1988 authorisation contained in this document.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties relating in any way to its subject matter. All previous negotiations, understandings, representations, warranties, memoranda or commitments about the subject matter of this agreement are merged in this Agreement and are of no further effect. No oral explanation or information provided by a party to another affects the meaning or interpretation of this Agreement.