Terms and Conditions

Bank: ANZ Bank Branch: Hobart
Account Name: Neotechnology Pty Limited
BSB: 017010 Account Number: 251027056

QUOTATION TERMS
(i) UPON WRITEN CUSTOMER ACCEPTANCE THIS QUOTATION WILL SERVE AS A CONTRACT TO SUPPLY THE GOODS AND SERVICES INDICATED HEREIN. (ii) Prices in our quote generally reflect our most recent purchases or price checks, which may vary periodically. As a result, the prices reflected on invoices will be final. (iii) This quotation is valid for 7 days unless otherwise indicated at the top of this quotation.

TERMS AND CONDITIONS OF SALE
1. MODIFICATION / ENTIRE AGREEMENT. This acknowledgment constitutes the entire agreement between Neotechnology Pty Limited (hereinafter referred to as Neotechnology) and the Buyer. No modification of the terms hereof shall be effective unless made in writing and signed by both parties. Insofar as the acknowledgment contains terms and conditions additional to and or different from Buyer's purchase order, the terms of this acknowledgment shall supersede all terms of Buyer's purchase order which are in conflict with this acknowledgment.
2. PRICES. All invoiced prices are non-negotiable and are final.
3. STANDARD TERMS OF PAYMENT. Payment is to be made in full by ETF or Cheque by the due dates stated on the invoice unless otherwise specified by Neotechnology. Credit card payment will attract a 5% surcharge in all cases. Buyer shall immediately notify Neotechnology of an incorrect invoice. All freighted orders, where Neotechnology is not providing on-site installation require payment in full before goods are dispatched or ordered from suppliers where not held in stock. Larger orders with on-site installation can be paid in the following installments: (1) 50% of total quote value on order; (2) 50% of total quote value on first delivery of goods, a remittance advise is required from the customer before work is carried out.
4. BUYER'S CREDIT. Buyer will be required to make a 50% deposit upon the signing of each agreement. If the financial responsibility of Buyer becomes impaired or unsatisfactory to Neotechnology, or Buyer is in default to Neotechnology under this or any other contract, advance cash payment or satisfactory security shall be given by Buyer upon demand by Neotechnology, and shipments may be withheld until such payment or security is received. Buyer shall make no deductions (including those for alleged damages) from payments due hereunder.
5. PAYMENTS AND INTEREST ON PAST DUE ACCOUNTS. Buyer represents that Buyer is solvent and can and will pay for the products sold to the customer in accordance with the terms hereof. If Buyer shall fail to comply with any provision or to make payments in accordance with the terms of this contract or any other contract between Buyer and Neotechnology, Neotechnology may at its' option defer shipments or, without waiving any other rights it may have, terminate this contract and deactivate any and all software related to or reflected on an invoice purchase order or existing agreement. Neotechnology reserves the right before making any delivery to require payment in cash or security for payment, and if Customer fails to comply with such requirement, Neotechnology may terminate this contract. An interest rate of 35% pa on all past due accounts. If Noetechnology has to take a Buyer to collections Neotechnology reserves the right to charge the Buyer reasonable collection fees incurred while pursuing the collection of the debt in addition to the balance owed, this includes attorneys' cost and all related fees surrounding the cause of action.
6. DELIVERIES. Buyer shall furnish Neotechnology with shipping instructions. Neotechnology shall not be liable to Buyer for any damages claimed resulting from delay in shipment or delivery of the merchandise after the date of delivery specified herein. Neotechnology may use its judgment as to the selection of a carrier and routings. Buyer shall be solely responsible for securing insurance which will cover shipping the merchandise from Neotechnology's facilities to the Buyer's place of business. The risk of loss shall pass to the Buyer upon Neotechnology's delivery to the carrier. Delivery dates are approximate. Neotechnology is not liable for any claims made by buyer for delayed shipment or any consequent result such as loss of profits or the like.
7. TITLE OF GOODS. Title to all goods will remain with Neotechnology Pty Limited until the invoice is paid in full.
8. TRANSPORTATION AND STORAGE CHARGES. Unless specified in Neotechnology's order acknowledgement all shipping costs are additional and will be invoiced to the buyer. Merchandise stored for a period of 30 days or more past invoice date will incur strage charges of $2000 per m2 per year.
9. NEOTECHNOLOGY SOFTWARE. This acknowledgment will not limit Neotechnology's rights granted under the software licencing for any software reflected on the Buyer's invoice. Buyer shall be bound by and obligated to the duties therein to secure, keep confidential and make reasonable efforts to prevent the distribution of all legally protected information granted Neotechnology under any existing software licence for each item of software listed on the buyer's invoice.
10. SUPPORT. Technical support will be provided only to Buyers who use Neotechnology Software for its intended use as stated in Section 40 herein. Telephone and e-mail support will be provided pursuant to the terms of each quote and the Current Neotechnology Support Policy as published on Neotechnology's website. Product manuals and supporting documentation are provided to the Buyer in online format only, printed copies can be requested at the cost of the buyer.
11. SOFTWARE UPDATES, MODIFICATIONS, UPGRADES AND SUBSCRIPTIONS. Included in the purchase price of each software product, the Buyer will be automatically enrolled in a 12 month subscription for software updates to the product and may elect to purchase additional subscriptions beyond the expiration of each 12 month subscription. The Buyer will be responsible for contacting Neotechnology to receive software updates and the implementation of each update. Buyer is solely responsible for assessing their needs to upgrade or modify any functionality and will bear all costs related to any upgrades or modifications done to existing or already modified systems. Where the Buyer's system comprises multiple software licences, the Buyer acknowledges that any upgrade to the system would require an upgrade to all software licences in order for the system to function effectively, a subscription for each licence is therefore required to be current before an upgrade can be performed. Neotechnology does not support partial upgrades under any circumstances. Customisations developed for a buyer may require additional upgrade labour which is not included in the upgrade subscription. Buyer accepts that updates can remove or modify existing functionality in software and accepts responsibility to ensure updates are suitable for the Buyer's business.
12. DEFECTS. While Neotechnology will make every attempt to remedy all software issues as quickly and accurately as possible, it is to the sole discretion of Neotechnology to determine whether a software issue warrants remedial measures. All software issue determinations made by Neotechnology will be final.
13. THIRD-PARTY HARDWARE AND SOFTWARE. Third-party hardware and software sold by Neotechnology are sold under the terms of each preferred third-party vendors' end-user licence agreement. All third-party hardware and software are provided to the Buyer with its respective manufacturer warranty. Neotechnology recommends that the Buyer purchases the third-party extended warranty with prompt service and turnaround time to ensure uninterrupted critical business functions.
14. IMPLEMENTATION AND INSTALLATION SERVICES. All implementation and installation will only be completed during the weekday hours of 9am-5pm at a mutally convenient time. Implementation and installations services will be limited to: (1) installation and configuration of physical hardware (excluding cabling or shop modifications); (2) installation and configuration of software; (3) importing product, client and supplier lists (or menus for hospitality systems); (4) database installation and configuration; (5) user security configuration; and (6) training. In order to dramatically reduce the implementation time, the Buyer will provide Neotechnology and its representatives a client, supplier and product lists in a well articulated spreadsheet. Additional charges at applicable rates will be billed using a time and material basis for implementation and installation services in excess of the hours detailed in the Buyer's invoice and the applicable weekday schedule as detailed herein. The Buyer will be charged a $500 cancellation fee in the event that a scheduled implementation or installation is canceled after work has begun on preparing the installation.
15. EQUIPMENT TRAINING. All training will only be completed during the weekday hours of 9am-5pm. Equipment and software training services will be limited to: (1) training of senior staff in the daily operation of the system (maintain buyers, products, suppliers, invoices, payments etc.); (2) training of front of house staff in basic operations; (3) answering questions asked by the Buyer's staff. It is the responsibility of the Buyer to ensure that all employees who are to be trained are in attendance at each training meeting and are capable of performing all business operations related to each equipment and software. Unless otherwise provided on the invoice, all training will be conducted at the Buyer's place of business using the Buyer's newly acquired equipment. Additional training will come at additional cost to the Buyer.
16. SOFTWARE DEVELOPMENT SERVICES. Additional software customization and enhancements are available to buyer at the buyer's cost.
17. HARDWARE REQUIREMENTS. System performance will be dependent upon the existing hardware and/or software ("The Environment") the Buyer chooses to run the system in. Neotechnology shall in no way be responsible for slow or poor performing systems where the buyer chooses to run the system in incompatible or poor performing Environments. While Neotechnology will advise the buyer as to the size of their existing system and provide recommendations for expansion, the Buyer will be solely responsible for running the system in an incompatible or poor performing Environment.
18. CABLING. With reference to all quotes, the Buyer will be responsible for ensuring that all network, power, pump and other device cabling are available at all points of deployment to a suitable quality standard. Fuel Buyers should note that in general one serial cable per logical fuel pump is required, all of which should be routed back to the console. Unless otherwise stated, cabling costs will not be factored into a quote.
19. ADDITIONAL FIXTURES. Unless otherwise specifically itemized and listed as part of the quote in the invoice, mounting brackets, custom fixture requirements, racks, specific stands and other fixture requests that are not included or provided by the specific hardware manufacturer, can be provided for an additional cost.
20. INTERNET CONNECTIVITY. Neotechnology strongly recommends that all sites have internet access so that remote assistance can be rendered in the event of an issue arising.
21. CERTIFICATION OF WEIGHTS AND MEASUREMENTS. Pursuant to the Laws of Australian Commonwealth, devices that perform measurements of any kind, such as scales and fuel pumps, are required to be certified as compliant with local regulations. The regulation concerning fuel consoles are extremely specific and rigorous. Generally, console sales cannot be made until certification has been completed. It is the responsibility of the Buyer to ensure that fuel consoles are in compliance with ALL regulations.
22. FUEL BOWSERS AND PUMPS. Buyer should note that not all fuel bowsers will integrate seamlessly with the Enabler ("The Forecourt Controller"). Difficulties have been reported in relation to old pumps and defective circuitry pumps. These problems may not be identified prior to installation. In the event that such integration problem arises, the Buyer will be responsible for additional charges related to the remedial solutions. For more information on fees and charges, please refer to the Schedule of Fees paragraph in section 51 provided herein.
23. WEBSITE TERMS AND CONDITIONS. The current version of these Terms and Conditions of Sale can also be found on the Neotechnology website under "Terms and Conditions." http://www.neotechnology.com.au/.
24. LABOUR CHARGES. Neotechnology charges for labour according to a sliding scale of skills that are required for services rendered. Labour will be invoiced at the appropriate rate relative to the skill involved and will not be negotiable. A minimum of 1 hour will be billed for any single instance of work; thereafter subsequent incidences of work will be billed at 30 minute increments or parts thereof. All rates are base-site-base, meaning transport time is billable. All rates and fees are double for the weekends and non-business hours. All rates and fees are tripled on public holidays in Neotechnology's state.
25. QUOTED WORK ESTIMATIONS. Services itemized in all quotes are provided for estimation purposes only. Adjustments in work estimations will be made according to the work demands in each specific circumstance. The Buyer must accept these conditions in its entirety and authorize all work Neotechnology deems necessary prior to its commencement.
26. DUE DILIGENCE. The Buyer is hereby charged with the duty to ensure that the merchandise they have selected will be suitable for its intended use. Returns will not be accepted where the Buyer has not conducted thorough due diligence into the merchandise prior to selection and purchase. Neotechnology urges the Buyer to conduct thorough research and analysis prior to committing to selection and purchase of the merchandise.
27. LIABILITY FOR MERCHANDISE SELECTION. Neotechnology will not be responsible for losses incurred by the Buyer due to purported advice to the buyer in relation to the Buyer's ultimate decision to select particular merchandise for purchase.
28. CHANGES IN BUSINESS PROCESSES OR NEEDS. The Buyer is hereby charged with the duty to ensure that the merchandise listed in the invoice can satisfy their existing business processes and needs. Should there be changes in business processes or needs, the Buyer will be responsible for ensuring that all business process adjustments be made to the system and necessary training delivered in order to accommodate said change.
29. RETURNS. Neotechnology maintains very little or no stock of merchandise. Thus merchandise listed in each invoice is usually ordered specifically for each unique Buyer. Consequently, except where a specific warranty claim requires it, no returns will be accepted unless express written consent is provided by a Director of Neotechnology.
30. ACTIVATION. Neotechnology's products include an activation procedure requiring internet access. If payment has not been received in full at the time of delivery of the hardware, activation will be required within thirty (30) days.
31. PRIVACY INFORMATION AND CREDIT CHECK. Neotechnology may, at its sole discretion, submit the Buyer's or the Gurantor's credit information to a credit agency for verification of credit. The Buyer and Guarantor will be required to supply Neotechnology with identifying information such as Name, Address, Date of Birth, Driver's Licence Number, ABN and ACN as part of the credit verification process.
32. RESELLERS AND END USERS. In the event where a Reseller supplies the merchandise to the Buyer, the Reseller will be solely responsible for ensuring that the Buyer is provided with and aware of all the Terms and Conditions of Sale as stated herein, as well as provided with and be made aware of the End-User Licence Agreement.
33. INDEMNITY. Except to the extent solely and directly caused by any breach of Neotechnology's obligations stated in the Contract, Buyer shall defend, indemnify and hold harmless Neotechnology, and its affiliates, and their respective representatives and employees, from and against all losses, liabilities, damages, and expenses made against or incurred by Neotechnology (including its affiliates, and their respective representatives and employees), arising out of any claim, suit or proceeding by any governmental agency or any third parties (including without limitation any employee of Buyer) which alleges death, personal or economic injury or damages to any private or public property or resources, caused or contributed to by the product.
34. WARRANTIES. ALL EQUIPMENT AND SOFTWARE ARE SOLD "AS IS," EXCEPT THAT THE MERCHANDISE SHALL BE OF THE QUALITY AS SPECIFIED HEREIN. QUALITY SHALL BE IN ACCORDANCE WITH NEOTECHNOLOGY'S SPECIFICATIONS. NO WAIVER, ALTERATION OR MODIFICATION OF THE FOREGOING CONDITIONS SHALL BE VALID UNLESS MADE IN WRITING AND SIGNED BY A DIRECTOR OF NEOTECHNOLOGY.
35. FITNESS FOR A PARTICULAR PURPOSE. PURSUANT TO SECTION 74 OF THE AUSTRALIAN TRADE PRACTICES ACT, NEOTECHNOLOGY WARRANTS THE MERCHANDISE ONLY AS A POINT OF SALE SYSTEM ("POS"). AS SUCH THE MERCHANDISE IS FIT ONLY FOR THAT PARTICULAR PURPOSE. NEOTECHNOLOGY SHALL IN NO WAY BE RESPONSIBLE FOR THE FITNESS OF THE MERCHANDISE FOR ANY PARTICULAR PURPOSE OTHER THAN THAT WHICH IS STATED HEREIN.
36. END USE. THE MERCHANDISE IS A POINT OF SALE SYSTEM ("P.O.S") AND ITS PRIMARY FUNCTION IS TO FACILITATE THE PROCESSING OF SALES TRANSACTIONS, ALL OTHER FUNCTIONS ARE CONSIDERED ANCILLARY TO THIS PRIMARY FUNCTION. FINAL DETERMINATION OF THE SUITABILITY OF THE MERCHANDISE FOR ANY OTHER USE CONTEMPLATED BY BUYER IS THE SOLE RESPONSIBILITY OF BUYER, AND NEOTECHNOLOGY SHALL IN NO WAY IS RESPONSIBLE FOR THE SUITABILITY OF THE MERCHANDISE FOR ANY PARTICULAR END USE OTHER THAN THAT WHICH IS STATED HEREIN.
37. FORBEARANCE. Forbearance or failure of Neotechnology to enforce any of these conditions, or to exercise any right accruing from any default of the Buyer, shall not affect, impair or waive Neotechnology's rights in case such default continues, or in case any subsequent default of the Buyer occurs.
38. DAMAGES. Buyer covenants and agrees to waive any claim against Neotechnology for punitive damages or for consequential damages. Neotechnology hereby disavows and disclaims any and all responsibility to Buyer for the following: (1) to save Buyer harmless or to indemnify Buyer from and against all claims or suits; (2) Judgments and awards on account of any damage to property or injury/death to persons which may occur due to the negligence or other fault of Neotechnology, arising out of or in connection with the performance of the order on the part of Neotechnology; (3) monetary loss or downtime; (4) data loss or corruption; (5) business loss; (6) loss of anticipated savings; (7) destruction or loss of revenue as a direct result of services rendered or any good or software provided by Neotechnology or its agents. All such liability will be disavowed in actions for: (1) contract; (2) tort, including negligence; (3) breach of statutory duty, or; (4) any other theory of recovery.
39. FORCE MAJEURE. Neotechnology shall not be liable for any act, omission, result or consequence, including but not limited to any delay in delivery or performance which is (i) due to any act of GOD, the prior performance of any government order, any order bearing priority rating or order placed under any allocation program (mandatory or voluntary) established pursuant to law, local labour shortage, fire, flood, or other casualty, government regulation or requirement, shortage, or failure of raw material, supply, fuel, power or transportation, breakdown of equipment, or any cause beyond Neotechnology's reasonable control, whether or similar or dissimilar nature to those above enumerated, or (ii) due to any strike, labour dispute, or difference with workers, regardless of whether or not Neotechnology is capable of settling any such labour problem.
40. DEFAULT, BANKRUPTCY. Upon failure of Buyer to make any payment required, without deduction, set-off, or counterclaim, within ten (10) days after the same becomes due, or if Buyer defaults in the performance of any other obligation, term or condition of this Contract, or if Buyer shall make an assignment for the benefit of creditors, or in the event of a commencement of proceedings by or against Buyer involving bankruptcy, insolvency, reorganization or arrangement, Neotechnology, without demand or notice of any kind and without prejudice to any other remedy of Neotechnology, may cancel this and any other contract with Buyer (Buyer remaining liable for damages) or Neotechnology may defer further deliveries until the default is remedied (in which event, if Neotechnology elects, this Contract shall be deemed extended for a period of time equal to that during which deliveries are deferred).