1.Definitions

The following rules of interpretation apply unless the context requires otherwise:

• headings are for convenience only and do not affect interpretation.

• the singular includes the plural and conversely.

• a reference to a person includes a body corporate, an unincorporated body or other entity.

• where examples of a thing or set of things are given by reference to the word “including”, the meaning of references to the thing or set of things is not to be limited by reference to the examples.

2.Services

• By engaging Torrens Valley Mechanical (TVM) you authorise Torrens Valley Mechanical Pty Ltd to provide the Services and any additional services being after hours attendances at TVM’s premises  and onsite  call outs  (Additional Services) in accordance with the terms of this agreement and you agree to pay Torrens Valley Mechanical Pty Ltd.’s rates and prices for all labour, spare parts and materials as specified in this Agreement and for all Additional services at the rates specified on TVM’s  website at the date  of this agreement.

• Any Additional Services will be treated as part of the Services for the purposes of this agreement.

• Torrens Valley Mechanical Pty Ltd is not liable for any loss or damage to your vehicle, its accessories or contents, or your vehicle component, while your vehicle or vehicle component is on Torrens Valley Mechanical Pty Ltd’s premises or your vehicle is being driven for the purpose of providing or checking the Services provided, unless such loss or damage is a direct result of the negligence of Torrens Valley Mechanical Pty Ltd.

3.Price and payment

• Torrens Valley Mechanical Pty Ltd will provide an estimate of the cost of the Services to be provided upon request. The estimate will be discussed with you before work is commenced on your vehicle or vehicle component.

• If providing any Additional Services will mean the estimate is exceeded, Torrens Valley Mechanical Pty Ltd will first contact you or your authorised representative to explain the Additional Services required and to seek your authorisation for the additional costs to be incurred.

• Once the Services have been provided, Torrens Valley Mechanical Pty Ltd will give you a tax invoice describing the Services and any Additional services provided and the price payable for the Services and for any Additional Services

• You must pay for the Services in full on the day that the provision of the Services is completed and before you collect your vehicle/equipment, vehicle /equipment component or part/s.

• Notwithstanding, if you have an authorised trading account with Torrens Valley Mechanical Pty Ltd, then you have 14 days from the date of the tax invoice by which time you must pay for the Services.

• You can pay by cash, credit card, EFTPOS or bank cheque (if previously agreed). Personal cheques are not accepted. Fees May apply to some credit cards and cheques.

4.Late payment of fees

• The greater of $100 or 10% of the amount overdue will be charged from 2 days after the account was due for a period of up to seven (7) days.  If after seven (7) days from the original due date the account remains outstanding, you will be charged $500 or 20% whichever is the greatest.  Calculated weekly on balance owing.

5​.Passing of risk and title

• Risk in any goods sold to you will pass when you take delivery of the goods. Title in the goods sold will not pass until full payment for the goods and any other amounts which you may owe to Torrens Valley Mechanical Pty Ltd, either under this agreement or any other agreement, have been paid in full.

• Torrens Valley Mechanical Pty Ltd is entitled, at any time while any debt remains outstanding by you beyond its due date of payment, to notify you of its intention to take possession of goods

• You will give immediate notice to Torrens Valley Mechanical Pty Ltd of:

  • any notice to you that a receiver or manager is to be or has been appointed over your assets or any part of your business or undertakings.

  • any notice to you that a petition to wind up your company is to be or has been presented or any notice of a resolution to wind up your company has been made.

  • decision by you that you intend to make any arrangements with its creditors; or

  • any act of bankruptcy by you as defined in section 40 of the Bankruptcy Act 1966 (Cth).

• This clause creates a purchase money security interest for the purposes of the Personal Properties Securities Act 2009 (Cth) (PPSA). To the extent permitted under the PPSA, you agree to contract out of the provisions listed in section 115 of the PPSA which impose a burden on Torrens Valley Mechanical Pty Ltd. You waive your right to be provided with verification statements under section 157 of the PPSA. You and Torrens Valley Mechanical Pty Ltd agree that neither will disclose to any third person information referred to in section 275(1) of the PPSA and that this is a confidentiality agreement for the purposes of section 275(6) of the PPSA.

6.Lien and uncollected vehicles

• As long as you owe Torrens Valley Mechanical Pty Ltd money, under this or any other agreement, Torrens Valley Mechanical Pty Ltd has a lien over your vehicle, its accessories and contents, or your vehicle component, which are in the possession of Torrens Valley Mechanical Pty Ltd.

• If Torrens Valley Mechanical Pty Ltd exercises a lien over your vehicle or if you do not collect the vehicle within 2 days from the time it is ready for collection, Torrens Valley Mechanical Pty Ltd may charge a reasonable daily vehicle storage fee.

• If you have not discharged the lien or you have not collected your vehicle within 3 months of Torrens Valley Mechanical Pty Ltd sending you notification that your vehicle is ready for collection, and Torrens Valley Mechanical Pty Ltd has not been able to contact you despite using reasonable efforts, Torrens Valley Mechanical Pty Ltd may sell or otherwise dispose of your vehicle or vehicle component by any reasonable method and at your expense without further notice to you.

• The proceeds of any sale or disposal of your vehicle or vehicle component under clause 5.3, will be applied by Torrens Valley Mechanical Pty Ltd to the payment of any money that you owe to Torrens Valley Mechanical Pty Ltd. If the proceeds of the sale or disposal of your vehicle or vehicle component are:

• not greater than the amount you owe to Torrens Valley Mechanical Pty Ltd, the deficit will still be a debt owed by you to Torrens Valley Mechanical Pty Ltd; or

• greater than the amount you owe to Torrens Valley Mechanical Pty Ltd, the excess (less any costs incurred by Torrens Valley Mechanical Pty Ltd relating to the sale or disposal) will be remitted to you or if Torrens Valley Mechanical Pty Ltd is unable to remit the excess to you, the excess will be held by Torrens Valley Mechanical Pty Ltd for 6 months from the date of sale or disposal after which the excess will be forfeited to Torrens Valley Mechanical Pty Ltd.

• Torrens Valley Mechanical Pty Ltd will not be liable for any loss or damage you suffer as a result of Torrens Valley Mechanical Pty Ltd selling or otherwise disposing of your vehicle or vehicle component under this clause, including any loss of any accessories or contents of the vehicle.

7.Parts and lubricants

• Torrens Valley Mechanical Pty Ltd uses original vehicle manufacturer parts where possible or quality aftermarket parts and lubricants that meet or exceed the specifications of those originally fitted by your vehicle manufacturer. If you want Torrens Valley Mechanical Pty Ltd to use an alternate brand or product, Torrens Valley Mechanical Pty Ltd will take reasonable action to source that part or product for you, although this may impact on the pricing and time commitments of the provision of the Services.

• You understand that larger vehicles may require high quantities or higher-grade oil during servicing. Torrens Valley Mechanical Pty Ltd may at its sole discretion, and without contacting you for authorisation, charge an amount to cover the cost of the oil used in the service.

8.Registered vehicle

• You understand that driving an unregistered vehicle is illegal and you warrant that your vehicle is registered in accordance with the state/territory legislative and regulatory requirements applicable to your vehicle.

• You must notify Torrens Valley Mechanical Pty Ltd if your vehicle is not registered. If this is the case, Torrens Valley Mechanical Pty Ltd will not take your vehicle for a test drive on public roads and may not be able to assess whether the Services have been effectively provided.

• If you have not notified Torrens Valley Mechanical Pty Ltd that your vehicle is not registered, you agree to indemnify Torrens Valley Mechanical Pty Ltd, its directors, employees and independent contractors, against any fines, penalties, claims, damages, losses, costs, liabilities and expenses (including, but not limited to, reasonable legal fees), injury or death caused to any person or property, including by negligence, arising out of or related to Torrens Valley Mechanical Pty Ltd.’s provision of the Services, including driving or otherwise operating your vehicle.

9.Matters beyond Torrens Valley Mechanical Pty Ltd.’s control.

• Torrens Valley Mechanical Pty Ltd is not liable for any delay in providing the Services to the extent that such delay or failure results from events or circumstances outside Torrens Valley Mechanical Pty Ltd’s reasonable control.

• You understand that when providing the Services, the power supply in your vehicle may be temporarily interrupted. This may cause your audio system to lock and require an unlock code. Torrens Valley Mechanical Pty Ltd will take reasonable steps to prevent this from happening however it is usually outside Torrens Valley Mechanical Pty Ltd.’s control. The unlock code for your audio system is supplied by the manufacturer of your vehicle and you will be solely responsible for paying any cost incurred by Torrens Valley Mechanical Pty Ltd in unlocking your audio system.

10. Manufacturer’s extended warranty

• Some vehicle manufacturers provide extended warranties that may be negatively impacted or made void if Torrens Valley Mechanical Pty Ltd provides the Services for your vehicle or to your vehicle component.

• You must ensure that the Services provided, or any part of the Services, will not affect or void the extended manufacturer’s warranty.

11. Privacy

• Torrens Valley Mechanical Pty Ltd collects and deals with your personal information in accordance with Torrens Valley Mechanical Pty Ltd.’s Privacy Policy.

12. Liability

• To the maximum extent permitted by law, Torrens Valley Mechanical Pty Ltd.’s liability for breach of any implied or imposed guarantee, warranty or condition which cannot be excluded is restricted, at Torrens Valley Mechanical Pty Ltd.’s option, to:

• In the case of the Services supplied or offered by Torrens Valley Mechanical Pty Ltd, either:

  1. the re-supply of those services; or

  2. the payment of the cost of having those services re-supplied.

• In the case of goods supplied or offered by Torrens Valley Mechanical Pty Ltd, either:

1. the replacement of the goods or the supply of equivalent goods.

2. the repair of the goods.

3. the payment of the cost of having the goods replaced; or

4. the payment of the cost of having the goods repaired.

• To the maximum extent permitted by law, Torrens Valley Mechanical Pty Ltd will not be liable to you or any third parties for:

  • any claim, whether that claim arises in contract, tort (including negligence) or statute.

  • any loss (including loss of profits or special, indirect, incidental, or consequential loss); or

  • damage, injury or death to any person or property, arising out of or relating to the goods sold by us or the Services provided by us.

13.Notices

• A notice, approval, consent or other communication in connection with this agreement must be in writing sent to the address of the receiving party appearing in this agreement or such other address as may be communicated by the receiving party, marked for the attention of any person nominated for that purpose by the receiving party (and who in the absence of any such nomination is the signatory to this agreement on behalf of the party), and may be sent by prepaid post (air mail if international), courier, facsimile transmission or electronic mail.

• A notice, approval, consent or other communication is taken to have been received:

  • two Business Days after sending if sent by post;

  • if sent by courier, at the time indicated by the records of the courier; and

  • if sent by electronic mail, on receipt by the sender of an acknowledgment indicating that the mail item was read by the recipient.

14.General

• This agreement is governed by the laws of South Australia and the parties irrevocably and unconditionally submit to the non-exclusive jurisdiction of the courts of South Australia.

• If part or all of any of this agreement is illegal or unenforceable it will be severed from this agreement and will not affect the continued operation of the remaining provisions of this agreement.

• This agreement can only be amended, supplemented or waived in writing signed, by both parties. The failure of either party to enforce, or the delay by either party in enforcing, any of its rights shall not be deemed a continuing waiver or a modification of this agreement.

• This agreement contains the entire agreement of the parties with respect to its subject matter.

15.Returns & Refunds

• Goods returned in original packaging 10% stocking fee charged.

• Goods not accepted for return:

  • After 30 days.

  • If goods have been fitted, used in any way or no longer in a sell-able condition.

  • *All manufactured items are non-returnable

  • **All items specially procured are non-returnable

  • Exchange Policy – All EX-Parts are exchange

  • If old parts are no returned the exchange parts will be re Invoiced at the full retail price.

  • If exchange parts are unserviceable as determined by Torrens Valley Mechanical, then a new replacement part will be charged at full retail price

• Freight on returned goods is the responsibility of the customer.

• No claims for shortage or damaged items will be recognised unless notified within seven (7) days from receipt of goods. Goods returned for credit will be subject to handling charges as follows: 1-29 days – 20%, After 30 days – NIL credit. All returns for credit are subject to substantiation to the Suppliers reasonable satisfaction and invoice numbers must be supplied before credit will be considered.