The expressions “we”, “us” and “our” are a reference to FDB Commercial Pty Ltd ACN 608 647 605 (“FDB Commercial”), except where otherwise indicated. The term “you” and “your” refers to the user of our Online Ordering Service.
Your use of our ‘Smart Quote Function’ or placement of an order through our Online Ordering Service indicates your acceptance of these Terms and Conditions.
If you do not accept any part of these Terms and Conditions, you are not authorised to use our Online Ordering Service.
Application of Credit Terms
Where you have an approved commercial credit account with us, our terms and conditions of credit (as varied from time to time) (“Credit Terms”) apply. In the event of any conflict, ambiguity, or inconsistency between these Terms and Conditions and our Credit Terms, our Credit Terms prevail to the extent of the conflict, ambiguity, or inconsistency.
The content of the pages of our website are for your general information and use only. The pages, including these Terms and Conditions, are subject to change without notice.
Amendments will be effective immediately upon each time you view our website. It is your responsibility to check these Terms and Conditions periodically for any changes. Your continued use of our website will represent an agreement by you to be bound by these Terms and Conditions (as varied from time to time).
You may offer to purchase goods from us by using our Online Ordering Service.
We currently only accept orders from Australia.
You are responsible for all contracts for the purchase of goods entered with us. It is your responsibility to check your order before you place an order using our Online Ordering Service, and you warrant that you are able to enter into a legally binding contract with us, including that the individual using our Online Ordering Service has authority to enter into contracts and place orders on your behalf, and that all information provided by you in relation to that order is complete, true, and accurate.
You are required to ensure that your identity, billing information, and all other information in relation to your use of our Online Ordering Service and/or online account (where applicable) is kept up to date.
You will be liable to pay for any incorrect orders as a result of your provision of incomplete or inaccurate information.
Quotations and orders – Supply and install
Where available, you may use our ‘Smart Quote Function’ to request a quotation for the supply and installation of goods listed on our website.
To use our ‘Smart Quote Function’, you will be required to add your desired goods to your quote list and complete the relevant fields required to enable us to produce a quotation, before clicking the ‘Send Your Quote Request’ button.
Upon receipt of your quotation request, we will begin preparing your quotation as soon as reasonably practicable.
We may contact you using the details you have provided if we require further information from you in order to produce a quotation.
Unless stated otherwise, quotations:
- are exclusive of goods and services tax (“GST”);
- are inclusive of the costs of delivery;
- are inclusive of the costs of normal installation (during normal working hours (7:00am to 5:00pm) on business days (Monday to Friday)) and do not allow for additional moving, double handling, reconfiguration, and/or deviations from drawings or data supplied by you after acceptance of the specific layout (which shall result in additional charges);
- are exclusive of any applicable costs for electrical hard wiring, data and telephone cabling;
- make no allowance for:
- any consents, permits, or authorities which may be required (the cost of which shall be payable by you);
- electrical, plumbing, or mechanical work;
- no coordination or management of other trades;
- structural or service alterations; or
- ceiling alterations or penetrations for other trades,
- shall remain valid for a period of thirty (30) days from the date of quotation.
We reserve the right to withdraw, vary, or extend the time for acceptance in respect of any quotation prior to a contract being entered into.
Unless specified otherwise, insofar as quotations relate to the provision of installation services, the price shall be based upon installation services being performed during normal working hours on business days. If requested by you, we may from time to time agree to perform installation services outside of normal working hours and/or business days, in which case such installation services will be deemed a variation and additional charges will apply.
Quotations made by FDB Commercial are estimates only will not be construed as an offer or obligation to supply in accordance with the quotation.
Upon receipt of our quotation, you may place an order for the supply and installation of the goods detailed in our quotation.
We reserve the right to accept or reject, at our discretion, any order for the supply and installation of goods (whether in whole or in part).
Only written acceptance by FDB Commercial of an order for the supply and installation of goods will complete a contract.
Where customer or non-standard goods are required, we will not be bound to proceed to the manufacture of these goods until acceptance of a design of each such unit is signed by you.
At our sole discretion, a deposit may be required. The deposit amount will be stipulated in the quotation and shall immediately become due and payable upon the formation of a contract. For the purposes of clarity, where a deposit is requested, we are under no obligation to supply and install goods until such time as the deposit has been received by us in cleared funds.
Orders – Purchases through our website (supply only)
Where available, you may purchase goods directly through our website (without the need for a quotation) by adding your desired goods to your shopping cart, and following the appropriate prompts, before submitting your order.
When you submit an order using our Online Ordering Service, you will receive an acknowledgement e-mail confirming receipt of your order, along with an order reference number via e-mail. If you receive an order confirmation, this does not signify our acceptance of your order, nor does it constitute confirmation of our offer to sell.
Within seven (7) days of receipt of your order, we will at our discretion accept or reject your offer to purchase. We reserve the right to refuse supply of the goods ordered by you or to terminate your online account with us.
If we have not responded to you within seven (7) days, your offer will be deemed to be rejected. We are not required to give reasons for rejecting your offer to purchase. If we reject your offer to purchase of goods for any reason, neither of us will be under any further liability to the other arising out of your original offer or our non-acceptance of that offer.
A contract will not be formed until we send you confirmation by e-mail that the goods which you ordered have been despatched. Only those goods listed in the confirmation e-mail sent at the time of despatch will be included in the contract formed.
Notwithstanding the above, we may cancel an order at any time. To the maximum extent permitted by law, we will not be liable for any loss or damage whatsoever flowing from cancellation of the order.
Availability of goods
We cannot guarantee that our goods will be available at all times and our stock levels may be subject to change without notice.
If we are unable to deliver goods which have been ordered by you, we will endeavour to notify you via telephone or e-mail as soon as reasonably practicable.
You will then be able to amend, cancel, or place your order on backorder until such time as the goods come back into stock.
We reserve the right to withdraw or suspend from sale any goods displayed on our website, either temporarily or permanently, at any time, with or without notice to you.
Where goods are available to be purchased directly through our website (and installation is not required) (i.e. supply only) a quotation will not be issued and the prices for goods will be as indicated on our website.
Where prices are indicated on our website, the prices for goods are as shown on our website at the time of purchase. Prices are subject to change without notice. All prices are in Australian dollars and are inclusive of GST. In all other respects, the price is exclusive of taxes, duties, and charges imposed or levied in Australia connection with the supply of goods, unless otherwise specified.
In addition to the price for the goods, you will also need to pay the listed delivery charge (if any) for your selected delivery option. Any applicable delivery charges will appear in your shopping cart. Delivery charges may vary depending on the quantity of the goods ordered, and the address to where the goods are to be delivered.
If delivery is required to be made to islands or remote areas, we will contact you to discuss delivery options and any applicable delivery charges. Should none of the options be agreeable, we will issue a full refund as soon as practicable.
Whilst we try and ensure that all details, descriptions, and prices are accurate, errors may occur. If an incorrect price or incorrect information is listed in respect of goods due to a typographical error by us, either on our website or in our quotation, we may refuse or cancel any orders that are placed for goods listed at an incorrect price.We reserve this right up until the time the goods are despatched.
If a cancellation of this nature occurs after your credit card has been charged for the purchase, we will issue a full refund as soon as practicable.
Where goods are available to be purchased directly through our website, you must indicate your preferred payment method when placing an order.
Where you have placed an order for the supply and installation of goods, payment terms will agreed to prior your order being accepted by us.
Payment may be made by EFTPOS, VISA, and MasterCard credit cards, or by using your commercial credit account (where applicable). We reserve the right to change the payment methods that can be used for orders at any time in our absolute discretion.
Where payment is made by credit card, we reserve the right to apply a surcharge equal to our costs of processing such transactions.
If the name on the credit card provided does not match the name on the order, we may refuse to accept your order or ask you to provide additional information (for example, proof of identity documents) in accordance with our fraud detection processes. By providing us with your card details, you authorise us to debit the purchase price and the applicable delivery charge(s) (if any) from such card.
Unless you have an approved commercial credit account with us, goods you have ordered will not be despatched until payment has cleared. If your payment cannot be processed, your order will be cancelled, and we will notify you by e-mail.
Your tax invoice will be forwarded to you either at the time payment is made, at the time the goods are delivered, or following installation of the goods (where applicable).
Where you have an approved commercial credit account with us, you must pay for all goods supplied in accordance with the payment terms afforded to you.
Your tax invoice is your proof of purchase and may be required for any claims in respect of the goods supplied by us.
Where you have engaged us to supply and install the goods, you will be in default, if:
- you fall to pay any amount as and when due (including any deposit);
- breach an essential term of the contract and fail to remedy that breach within fourteen (14) days of receipt of written notice of the breach.
If you are in default, we may, without limiting our rights:
- suspend performance of the installation services; or
- terminate the contract.
For the avoidance of doubt, termination of any contract will not affect the rights and remedies which have already accrued to a party under that contract or otherwise.
The interest rate on any outstanding debts is a fixed rate of ten (10) percent per annum, which interest will accrue and be recoverable each day or part thereof that the debt remains outstanding.
You will pay our costs and disbursements incurred in pursuing any recovery action, or any other claim or remedy, against you, including collection costs, debt recovery fees and legal costs on an indemnity basis.
Where the order is for the supply of goods only, if you notify us of any cancellation of your order before the goods are despatched for delivery, we may, at our discretion, accept your order cancellation. If the goods have already been despatched for delivery, we reserve the right to refuse to cancel the order.
Where the order is for the supply and installation of goods, you may not cancel an order (or any part of an order) once accepted by us, delivery and/or installation of the goods cannot be deferred, and goods ordered cannot be returned, except with our prior written consent and then only upon terms that you reimburse and indemnify us against all losses we have incurred or may incur as a result of the cancellation, deferral, or return, including, without limitation, cartage, bank charges, other incidental expenses incurred on any part of the order and loss of profits.
Upon our acceptance of cancellation or your order, we will make all reasonable attempts to contact you using the details provided by you through our Online Ordering Service. All monies will be refunded using the method of payment for approved cancellations (subject to the immediately preceding paragraph).
You acknowledge that order cancellations may be subject to a restocking charge of twenty (20) percent of the purchase price.
Shipping and delivery
Delivery is deemed to occur at the earlier of:
- the collection of goods from us by you or any third party on your behalf;
- the time the goods are delivered to the address nominated in the order (or to such other address as agreed by us in writing);
- your nominated carrier takes possession of the goods in which event the carrier shall be deemed to be your agent.
Goods purchased through the use of our Online Ordering Service may be made available for collection or will otherwise be delivered to the address nominated by you at the time you place an order. Please ensure this address is correct.
Any delivery time provided by us is an estimate only and is not a contractual commitment. To the extent permitted by law, we will not be held liable for any loss suffered by you whatsoever as a result of any delay in the delivery of goods or as a result of non-delivery of goods.
Goods will normally be delivered on business days.
All goods ordered will be delivered to the area or level required provided there is clear lift access. If no lift access is available, you understand and agree we will only deliver the goods to a ground floor reception area. Any deliveries required outside of this scope require arrangements to be made with us prior to the goods being despatched, in which case additional charges might apply.
We also reserve the right to deliver goods ordered through our Online Ordering Service by way of instalments. If we elect to deliver the goods by instalments, you shall not be entitled to cancel or repudiate the order (or any part of the order) without our prior written consent.
We shall be entitled to charge a reasonable fee for storage and/or redelivery charges in the event you do not, or are unable to, accept delivery of the goods. Alternatively, we may require you to arrange for alternative storage of the goods (at your sole cost).
Risk of loss or damage to the goods passes to you upon delivery to you or to your agent or to a carrier commissioned by you.
Unless otherwise agreed in writing, where we have been engaged to both supply and install the goods, you must insure the goods on or before delivery against all losses which may be sustained as a result of the loss, damage, or destruction of the goods (or any part thereof) by accident, theft, fire, explosion, flood, negligence, and such other insurable causes as may be available and shall include FDB Commercial as co-insured.
If you request that goods ordered through our Online Ordering Service are to be delivered to any unattended location, you acknowledge that we or our nominated carrier may deliver the goods as requested at your sole risk.
Retention of Title
Title in the goods does not pass to you until you have made payment to us in full for the goods in cleared funds.
During the time the goods supplied have not been paid in full at any time, you agree that property and title in the goods will not pass to you and we retain the legal and equitable title in those goods supplied.
Where we have been engaged to provide installation services, you must ensure that site amenities required by us (and our personnel) including, but not limited to, water, electricity, and sanitary accommodation (i.e. serviced toilet facilities) are provided for our use (at no cost to us or our personnel).
- acknowledge that you must obtain, and provide to the us, all things necessary for us (and our personnel) to perform the installation services in a timely manner;
- must inform us of any special requirements pertaining to the order or the performance of the installation services (including, without limitation, site-specific requirements, and safety requirements); and
- shall at all reasonable times permit our personnel to have free, clear, and unrestricted access to the site where the installation services are to be performed to enable us to fulfil our obligations without unreasonable interruption, impediment, delay, or obstruction.
You acknowledge and agree that:
- any estimate for performance or completion of the installation services provided by us is an estimate only and is not a contractual commitment;
- unless specified by us in writing, we do not make any warranty or representation that we will be capable of providing the installation services within any timeframe(s) specified by you;
- you are not relieved from any obligation arising under these Terms and Conditions by reason of any delay in performance or completion of the installation services; and
- we may suspend or cease performance of the installation services at any time upon written notice to you if, in our reasonable opinion (or our personnel), it would be unsafe for any person for us to provide (or continue to provide) installation services at the nominated site.
Claims and returns
You must, within seven (7) days of the date of delivery, give us written notice, with particulars, of any claim that the goods delivered are not in accordance with your order. If you fail to provide us with such notice, then to the extent permitted by law, the goods must be treated as having been accepted by you.
Unless otherwise agreed in writing by us, you must pay all costs associated with the return of any goods (either to us or from us to you or any third party) including freight, insurance, handling, and other charges.
Goods cannot be returned to us without our prior written consent.
Any return (except for goods deemed by us to be incorrectly supplied or deemed by us to be defective) will incur a handling and administration charge of twenty (20) percent of the purchase price of the returned goods, unless otherwise agreed in writing.
Goods to be returned to us must be unsoiled, undamaged, packed and wrapped appropriately, and must include all original packaging and documentation.
We accept no liability for any damage that occurs to any goods in return transit.
The Intellectual Property Rights in all goods sold or supplied by FDB Commercial is, and will at all times, remain the property of FDB Commercial.
You acknowledge and agrees that you have no rights to use FDB Commercial’s Intellectual Property Rights under these Terms and Conditions, except as expressly set out herein, unless otherwise agreed in writing.
FDB Commercial may, from time to time, supply images, logos, and other graphic material (“Graphic Material”) to you. The copyright in all Graphic Material is, and will at all times, remain in FDB Commercial.
For the purposes of these Terms and Conditions, ‘Intellectual Property Rights’ means all industrial and intellectual property rights throughout the world, whether present or future, and whether protectable by statue, at common law or in equity, including rights in relation to copyright, trade secrets, know how, trade marks (whether registered or unregistered or whether in word or logo/device form), designs, patents and patentable inventions, including the right to apply for registration of any such rights.
Limitation of liability
We are not liable for any loss caused to you or any related parties by reason of strikes, lockouts, fires, floods, storm or tempest, riots, war, embargoes, civil commotions, supplier shortages, raw material shortages, plant or mechanical breakdown, disease or pandemic, government intervention or regulation, acts of God, or any other activity beyond our control.
We shall not be liable for any guarantee, warranty, or representation as to the quality, performance, and fitness for purpose or otherwise of any goods supplied through our Online Ordering Service unless expressed in writing and signed on behalf of us and any such warranty or representation shall be limited to its express terms.
You acknowledge that other than those terms, conditions and warranties expressed by us in writing or imposed and required to be binding by statute (including, without limitation, the Competition and Consumer Act 2010 (Cth)), which cannot lawfully be excluded, restricted or modified (each, “a Statutory Term”), all terms, conditions, warranties, indemnities and statements (whether express, implied, written, oral, collateral, statutory or otherwise) which are not expressly set out in these Terms and Conditions are hereby excluded (other than where a manufacturer’s warranty has been given).
Nothing in these Terms and Conditions shall be read or applied so as to purport to exclude, restrict, or modify or have the effect of excluding, restricting, or modifying the application in relation to the supply of any goods and/or services pursuant to these Terms and Conditions of use all or any of the provisions of the Competition and Consumer Act 2010 (Cth), or any relevant State or Federal Legislation which by law cannot be excluded, restricted, or modified.
To the maximum extent permitted by law, FDB Commercial shall not be liable for any defects in the existing site.
In relation to the supply of goods, to the fullest extent permitted by law, our liability to you for any loss, damage, or injury, whether under contract including under these Terms and Conditions, in tort, pursuant to statute or otherwise, is limited to, at our discretion, the following:
- the replacement of the goods or the supply of equivalent goods;
- the repair of the goods;
- the payment of the cost of replacing the goods or acquiring equivalent goods;
- the payment of the cost of having the goods repaired.
In relation to the supply of services, to the fullest extent permitted by law, our liability to you for any loss, damage, or injury, whether under contract including under these Terms and Conditions, in tort, pursuant to statute or otherwise, is limited to, at our discretion, the following:
- the supply of the services again; or
- the payment of the cost of having the services supplied again.
In no circumstance whatsoever shall we be liable to you or to any third party for any loss of profits, loss of anticipated savings, loss of opportunity or benefit, loss of data, loss of a right, economic loss or financial loss, delay costs, interruption, or shutdown of business, or for any indirect or consequential loss arising out of, or in connection with:
- your use of our website; or
- any goods and/or services supplied by us through our Online Ordering Service.
You agree to indemnify us in respect of all liability, claims, damage, loss, costs, and expenses (including collection costs, debt recovery fees, and legal costs on an indemnity basis) that we may suffer or incur at any time, directly or indirectly, as a result of default by you in the performance or observance of your obligations under any contract between you and FDB Commercial.
Your liability to indemnify us will be reduced proportionally to the extent only that:
- any negligent act or omission by us or a breach of our obligations under a contract has contributed to the liability, claim, damage, loss, cost, or expense which is the subject of the indemnity; or
- these Terms and Conditions make us specifically liable for any cost or expense or rectifying or repairing any defect in, malfunction of, or damage to the goods.
Your liability to indemnify us is a continuing obligation separate and independent from your other obligations and survives termination of any contract between you and FDB Commercial.
It is not necessary for us to incur any expense or make any payment before enforcing our rights of indemnity conferred by these Terms and Conditions.
These Terms and Conditions shall apply to every contract between FDB Commercial and you. Any terms and conditions contained in your order or of any other document deviating from or inconsistent with these Terms and Conditions are expressly rejected by us. For the avoidance of doubt, you understand and agree that these Terms and Conditions will prevail over, and we will not be bound by, any terms or conditions (express or implied) added or provided by you, whether in an order or otherwise, unless otherwise agreed in writing by us.
You must not assign any rights and obligations under these Terms and Conditions (whether in whole or in part) without our prior written consent (such consent shall not be unreasonably withheld).
A waiver of any provision or breach of these Terms and Conditions shall only be effective if made by a party in writing. Any failure by a party to insist upon strict performance by the other of any provision in these Terms and Conditions will not be taken to be a waiver of any existing or future rights in relation to the provision.
If any provision of these Terms and Conditions is invalid, illegal, or unenforceable, other provisions which are self-sustaining are, and continue to be, enforceable in accordance with their terms.
Your use of our website and any dispute arising out of these Terms and Conditions is subject to the laws of Queensland, and the law of the Commonwealth of Australia in force in Queensland.
Termination of Access
Access to our Online Ordering Service may be terminated at any time by us with or without notice.