Terms & Conditions

1. Interpretation
   1. Unless otherwise inconsistent with the context the word "person" shall include a corporation:
   2. "goods" shall include services.
   3. Words importing the singular number shall be deemed to include the plural and vice versa. Words importing the male gender shall be deemed to include the female and neuter gender and vice versa.
   4. "Project Distribution Pty Ltd" shall mean Project Distribution, its successors and assigns.
   5. "customer" shall mean the person named as "the Applicant" on the credit application annexed hereto.
   6. "GST" means any goods and services tax.
2. Title
   1. Notwithstanding the delivery of the goods or part thereof, the goods remain the sole and absolute property of Project Distribution Pty Ltd as full legal and equitable owner until such time as the customer shall have paid Project Distribution Pty Ltd the full price including any GST together with the full price of any goods then the subject of any other contract with Project Distribution Pty Ltd including any GST.
   2. The customer acknowledges that he receives possession of and holds goods delivered by Project Distribution Pty Ltd as bailee and fiduciary agent for Project Distribution Pty Ltd until such time as the full price thereof is paid to Project Distribution Pty Ltd together with the full price of any goods then the subject of any other contract with Project Distribution Pty Ltd including any GST.
   3. (a) Until the goods are paid for in full, including GST, Project Distribution Pty Ltd authorises the customer to sell the goods as its fiduciary agent. However, the customer shall not represent to any third parties that it is acting in any way for Project Distribution Pty Ltd. Project Distribution Pty Ltd will not be bound by any contracts with third parties to which the customer is a party.
   4. (b) The proceeds of any sale of the goods shall be paid into a separate account and held in trust for Project Distribution Pty Ltd. The customer shall account to Project Distribution Pty Ltd from this fund for the full price of the goods including any GST.
   5. (c) The customer is entitled to a period of credit, but if prior to the expiration of the period of credit the goods are sold and the proceeds of sale are received by the customer then the customer shall account to Project Distribution Pty Ltd for the price of the goods including any GST.
   6. (d) Should the customer die, stop payment or call a meeting of its creditors or become insolvent or subject to the bankruptcy laws, or being a company, appoints an administrator or calls a meeting for the purpose of or to go into liquidation or has a winding-up application presented against it or has a receiver appointed, Project Distribution Pty Ltd may at its option notwithstanding its waiver of such default or failure and without prejudice to its other rights under this contract, suspend or cancel this contract or require payment in cash before or on delivery or tender of goods notwithstanding the terms of payment previously specified, or may repossess and take over the goods and dispose of the same in its own interest without prejudice to any claim it may have for damages for any loss resulting from such resale.
   7. If the customer does not pay for any goods on the due date then Project Distribution Pty Ltd is hereby irrevocably authorised by the customer to enter the customer's premises (or any premises under the control of the customer or as agent of the customer in which the goods are stored) and use reasonable force to take possession of the goods without liability for the tort of trespass, negligence, assault and battery or payment of any compensation to the customer whatsoever.
   8. On retaking possession of the goods Project Distribution Pty Ltd may elect to refund to the customer any part payment that may have been made and to credit the customer's account with the value of the goods less any charge for recovery of the goods, or to resell the goods.
3. Delivery
   1. Any date quoted for delivery ("the quoted date") is an estimate only and unless a guarantee shall be given by Project Distribution Pty Ltd in writing providing for liquidated damages for failure to deliver by the quoted date Project Distribution Pty Ltd shall not be liable to the customer for any loss or damage howsoever arising even if arising out of the negligence of Project Distribution Pty Ltd for failure to deliver on or before the quoted date. Written advice to the customer that goods are ready for delivery whether in whole or in part shall constitute tendering and the terms of payment shall apply. In the instance of not receiving written advise the terms shall be construed to start on the day of being written.
   2. Project Distribution Pty Ltd shall not be liable to any customer or any other party for direct or indirect or consequential injury, loss or damage whatsoever by reason or any delay in delivery whether the same is due to the negligence of Project Distribution Pty Ltd or any other party, strike or any other industrial action be it of Project Distribution Pty Ltd or other party or any other cause whatsoever.
   3. Project Distribution Pty Ltd reserves the right to deliver by instalments. If delivery is made by instalments the customer shall not be entitled:
   4. (a) to terminate or cancel the contract; or
   5. (b) to any claim, loss or damage howsoever arising failure by Project Distribution Pty Ltd to deliver any instalments on or before the quoted date.
   6. It is agreed that Project Distribution Pty Ltd shall not be responsible for the delay in delivery caused by, or in any way incidental to an act of God, war, fire, breakages of machinery, strikes or arising out of any other unexpected exceptional cause, or any cause beyond reasonable control of Project Distribution Pty Ltd.
   7. Any quotation containing a provision to supply goods "ex stock" is subject to fulfilment of prior orders at the date of receipt of the customer's order.
   8. Unless agreed in writing all freight will be sent by our nominated freight carrier.
4. Payment
   1. Goods will only be dispatched if:
      For Payment Up Front Customers - cheque, credit card payment approved has been received; or funds have been transferred directly into Project Distribution Pty Ltd bank account; or
      A Credit account has been approved and the account is maintained within the terms specified. Within trading terms means -
      · Cheque or direct deposit payment must be in Brisbane Head Office on or before close of business within
      thirty (30) days
      from the date on which the goods were invoiced to the customer
      · Customer is below credit limit
5. GST
   1. GST is payable by the customer on the same payment terms as the balance of the transactions of the account. Project Distribution Pty Ltd is registered for GST. Project Distribution Pty Ltd provides customers with ATO compliant Tax Invoices that clearly identify the GST component of the invoice total.
6. Prices
   1. Prices are subject to change without prior notice.
   2. Please feel free to contact our sales team for a special quotation on any major sales volume.
7. Limits of Sale
   1. The customer acknowledges Project Distribution Pty Ltd is the exclusive importer and distributor for all goods distributed by Project Distribution Pty Ltd now and in the future.
   2. The customer agrees that they will take no action to undermine or circumvent any present or future import and distribution agreements that Project Distribution Pty Ltd may have in place.
   3. The customer agrees not to import or purchase any current and/or future goods imported and distributed by Project Distribution Pty Ltd from any source other than Project Distribution Pty Ltd.
   4. The customer agrees not to resell any goods through any internet site other than through a bonafide online store held in the name of the applicant. Re-sale of goods through E-Bay or any similar internet site is prohibited.
   5. The customer agrees that this clause will endure in the event of termination of this agreement by either party.
8. Risk
   1. Unless otherwise agreed in writing, risk in the goods shall pass to the customer at the time when the goods have been placed on the vehicle which is to effect delivery from Project Distribution Pty Ltd's store or warehouse. The goods shall remain at the customer's risk at all times unless and until Project Distribution Pty Ltd retakes possession of the goods pursuant to these terms and conditions.
9. Claims and Returns
   1. Project Distribution Pty Ltd shall not be liable for any loss or damage whatsoever and however arising whether direct or indirect or consequential or in respect of any claim whenever and however made for any loss or damage, deterioration, deficiency or other fault or harm in the goods provided by or on behalf of or in any arrangement with Project Distribution Pty Ltd or occasioned to the customer or any third party or to his or their property or interest and whether or not due to the negligence of Project Distribution Pty Ltd, its servants or agents.
   2. As soon as any of the facts or matters which form any part of any claim or complaint whatsoever become known to the customer, the customer shall within forty eight (48) hours of delivery of goods notify Project Distribution Pty Ltd in writing of the same.
   3. Project Distribution Pty Ltd shall not be liable in any circumstances for any:
   4. defects or damages caused in whole or in part by misuse, abuse, neglect, improper application, repair or alteration (other than by Project Distribution Pty Ltd) or accident;
   5. any transport installation removal, labour or other costs;
   6. technical advice or assistance given or rendered by it to the customer or not in connection with the manufacture construction or supply of goods for or to the customer.
   7. Please refer to a copy of our Returns Policy for further details
   8. Project Distribution Pty Ltd reserve the right to claim from the customer a 30% restocking fee for all returns or cancelled orders.
10. Dealer Website

    Use at https://www.projectdistribution.com.au

    1. The customer agrees they may view Project Distribution Pty Ltd Dealer Website and its contents using a web browser and electronically copy and print hard copies of parts of this site solely for commercial use within your store. Any other use, including the reproduction, modification, distribution, transmission, republication, display or performance, of the content of this site is strictly prohibited.
    2. Project Distribution Pty Ltd is not liable to the customer or anyone else if interference with or damage to computer systems occurs in connection with use of the Web Site or a linked web site. The customer must take their own precautions to ensure that whatever is selected for use from the Web Site is free of viruses or anything else (such as worms or trojan horses) that may interfere with or damage the operations of the customers computer systems.
    3. The customer agrees that access to, and use of, the site is subject to these terms and all applicable laws, and is at the customers own risk. This site and its contents are provided on an "as is" basis, the site may contain errors, faults and inaccuracies and may not be complete and current.
    4. The site includes registered trademarks, and other trademarks that are otherwise protected by law. Except as expressly authorised, the use or misuse of any of these trademarks is strictly prohibited.
    5. Project Distribution Pty Ltd makes no representations or warranties of any kind, express or implied as to the operation of this site or the information, content, materials or products included on this site, except as otherwise provided under applicable laws.
    6. Neither Project Distribution, nor its affiliates, directors, officers, employees, agents, contractors, successors or assigns will be liable for any damages whatsoever arising out of, or in any way related to, the use of this site and any other site linked to this site. This limitation applies to direct, indirect, consequential, special, punitive or other damages you or others may suffer, as well as damages for loss of profits, business interruption or the loss of data or information.
    7. This site may contain links to third party sites. Project Distribution Pty Ltd is not responsible for the condition or content of those sites as they are not under Project Distribution Pty Ltd's control. You access those sites and/or use the site's products and services solely at your own risk. The links are provided solely for your convenience and do not indicate, expressly or impliedly, an endorsement by Project Distribution Pty Ltd of the sites or the products or services provided on the site.
    8. Project Distribution Pty Ltd Stores Ltd does not permit any linkages to this site without prior permission.
    9. Project Distribution Pty Ltd:
    10. (a) is not responsible for any content on those linked web sites; and
    11. (b) has no control over or rights in those linked web sites.
    12. The customer agrees that any staff accessing the website have the proper and valid authorisation to do so.
11. Force Majeure
    1. If by reason of any fact, circumstance, matter or thing beyond the reasonable control of Project Distribution Pty Ltd, Project Distribution Pty Ltd is unable to perform in whole or in part any obligation under this contract, Project Distribution Pty Ltd shall be relieved of that obligation under this contract to the extent and for the period that it is so unable to perform and shall not be liable to the customer in respect of such inability.
12. Default

    Upon the occurrence of default by the customer in compliance with the terms herein:

    1. Project Distribution Pty Ltd may at its discretion withhold further supplies of goods or cancel the contract, or vary the terms of this contract without prejudice to its rights hereunder PROVIDED HOWEVER that Project Distribution Pty Ltd may at any time and from time to time upon such terms as it may determine waive any of its rights under this clause, but without prejudice to its rights thereafter of any of the events herein before referred to or upon the continuation after any such waiver of any state of affairs the subject of such waiver.
    2. The customer shall pay to Project Distribution Pty Ltd interest at the rate of 1.5% per month, calculated on daily balances and compounding daily, in respect of any amounts as may from time to time be overdue until paid and such money together with all interest shall be recoverable forthwith from the customer as a liquidated debt.
    3. Without prejudice to any other right or remedy the customer shall indemnify Project Distribution Pty Ltd against any costs, fees, charges and disbursements (inclusive of any GST) charged by any mercantile or collection agent or solicitor engaged for the purpose of the collection or recovery of monies due and payable by the customer to Project Distribution Pty Ltd on an indemnity basis and all such costs shall be recoverable as a liquidated debt and, at the option of Project Distribution Pty Ltd, may be recovered as a Minor Debt Claim.
    4. The customer shall pay to Project Distribution Pty Ltd an administration fee of $50.00 on the occurrence of every event of default as a liquidated debt being a genuine pre-estimate of the loss of Project Distribution Pty Ltd in respect of such act of default, however such fee shall not preclude Project Distribution Pty Ltd from claiming any higher amount from the customer for any loss occasioned by such act of default.
    5. The customer shall pay to Project Distribution Pty Ltd a dishonour fee of $15.00 on each instance of cheque being dishonoured by our bank.
13. Change Of Ownership
    1. The customer agrees to notify Project Distribution Pty Ltd in writing of any change of ownership of the customer or its business, or of directorships in the case of a corporate customer, or of any other change whatsoever affecting this agreement within seven (7) days from the date of such change and indemnifies Project Distribution Pty Ltd against any loss or damage incurred by it as a result of the customer's failure to notify Project Distribution Pty Ltd of any change.
14. Lien Charge
    1. The customer hereby acknowledges and agrees that Project Distribution Pty Ltd has a lien over all goods in it's possession belonging to the customer to secure payment of any or all amounts outstanding from time to time.
    2. The customer hereby charges all property, both equitable and legal, of the customer in respect of any monies that may hereinafter be owing to Project Distribution Pty Ltd under this contract by the customer or otherwise and hereby authorise Project Distribution Pty Ltd or its solicitors to execute any consent form as its attorney for the purpose of registering a caveat over any real property owned by the customer at any time, or to register this charge over assets of the customer with the Australian Securities Commission.
15. Confidentiality

    In this clause "Information" means any information, data and knowledge relating to the business of Project Distribution Pty Ltd including (but not limited to) all reports, accounts, documents, materials, trade secrets, drawings, plans, know-how, techniques, business and marketing plans, projections, arrangements, agreements with third parties, customer information, customer lists and all other information (whether oral, written or, in computer format) relating to the business of Project Distribution Pty Ltd.
    In the event that any Information comes into your possession you agree that:-

    1. You must keep and must ensure that each of your officers, shareholders, employees, agents or any associated company keeps the information secret and confidential and does not disclose the Information to any third party.
    2. You will not take any copies, reproductions, extracts or summaries of the Information or any part of it.
    3. You will immediately notify Project Distribution Pty Ltd that the Information has come into your possession and immediately return all Information and all copies, reproductions, extracts or summaries of the Information (or any part of it).
    4. You will indemnify Project Distribution against all damages, losses, liabilities and costs (including legal costs on an indemnity basis) that Project Distribution Pty Ltd may incur as a result of your breach of the provisions of this clause.
16. Termination

    Project Distribution Pty Ltd may at its sole discretion terminate the Agreement by giving notice effective immediately if at any time:

    1. (a) the Customer is in breach of any of the terms of this Agreement; or
    2. (b) the Customer is or becomes bankrupt, or goes into liquidation, or makes a composition or arrangement with creditors generally, or takes advantage of any statute for the relief of insolvent debtors.
       This Agreement may be terminated by Project Distribution Pty Ltd at any time in its discretion. The Customer will have no claim against Project Distribution Pty Ltd for damages or loss of profits arising out of or relating to the termination of the Agreement by Project Distribution Pty Ltd. At the termination of this agreement the Company agrees to be bound by the restrictive covenants and terms as to confidentiality contained in business and business partners.
17. Notice
    1. A notice required or authorised to be given or served upon a party pursuant to this Agreement must be in writing in the English language and may be given or served by email, facsimile, prepaid post or hand to that party at its address, email address or facsimile number appearing below or such other address, email address or facsimile number as the party may have notified in writing to the other party or parties:
       For Project Distribution Pty Ltd:
       Physical Address: 4 / 25 Ingleston Road, Tingalpa Queensland, 4173
       Ph: 07 3348 9134
       For the Company:
    2. In the absence of proof to the contrary a notice is deemed to have been given or served on the party to whom it was sent:
    3. (a) in the case of hand delivery, upon delivery during Business Hours of the recipient;
    4. (b) in the case of pre-paid post, 2 Business Days after the date of dispatch;
    5. (c) in the case of facsimile transmission:
    6. (i) at the time of dispatch if that dispatch is during Business Hours; or
    7. (ii) at 9.00am on the next Business Day following the day of dispatch, if the dispatch is outside Business Hours;
    8. (d) in the case of email transmission:
    9. (i) at the time of dispatch if that dispatch is during Business Hours; or
    10. (ii) at 9.00am on the next Business Day following the day of dispatch, if the dispatch is outside Business Hours.
    11. A notice given or served under this Agreement is sufficient if:
    12. (a) in the case of a corporation, it is signed by an authorised officer of that corporation; and
    13. (b) in the case of an individual, it is signed by that individual.
    14. The provisions of this clause are in addition to any other mode of service permitted by law.
    15. In this clause 'notice' includes a demand, request, consent, approval, offer and any other instrument or communication made, required or authorised to be given under or pursuant to a provision of this Agreement.
    16. In this clause 'Business Hours' means from 8.00am to 5.00pm on a Business Day.
18. Severability
    1. If any provisions of this agreement is declared or determined to be illegal or invalid by final determination of any Court or Tribunal of competent jurisdiction, then validity of the remaining parts, terms or provisions of this agreement shall not be affected, and the illegal or invalid part, term or provision shall be deemed not to be part of this agreement.
19. Entire Agreement
    1. This Agreement constitutes the entire agreement of the parties as to its subject matter and supersedes and cancels all prior arrangements, understandings and negotiations in connection with it. The benefit of all provisions shall inure to all Project Distribution Pty Ltd associated companies.
20. Jurisdiction
    1. This contract for the supply of the goods is deemed to have been entered into in the State of Queensland. Any legal action arising out of or in respect of the contract and/or the interpretation thereof shall be brought only in the Courts of Brisbane in the State of Queensland and the customer irrevocably submits itself to the jurisdiction of the Courts of Brisbane in the State of Queensland.

Agreement to be bound by Terms
It is a condition of use of this site that Users agree to these Terms and Conditions.
By registering to use this site Users agree to be bound by these Terms and Conditions.

Identification
The User warrants that they are either the person, or in the case of a corporation, an authorised representative of the corporation, that is named as the User in the registration form. It is a breach of this User agreement and also a misrepresentation with both potential civil and criminal consequences for a person to register as a User that they are not authorised to represent for this purpose.
The Owner reserves the right at any stage to contact a User to confirm both the validity of the account and also the currency and security of the passwords used.

Unavailability
From time to time information that would normally be available through the site (including supplier's catalogs) may not be able to be accessed online because of technical or other problems. The Owner, and the Service Provider expressly excludes liability to any User of this site in respect of the unavailability of content regardless of whether or not this unavailability is caused by the negligence of the Owner or the Service Provider.

Privacy and Storage of your personal information
It is necessary for the Owner to capture information about you in order to provide the services offered through this website. The use of the information and your rights in respect of it is set out in the Privacy Statement on this Website.

Pricing
Whilst all effort is made to keep pricing on this website up to date it is possible at times it may be out of date. As such prices on this website should only be considered as an "invitation to treat" rather than as an offer to provide these products at these prices. Your order and payment of goods will be deemed to be an offer and acceptance only happens when we accept the order. The website automatically sends you an order confirmation email. This email merely acknowledges that we have received your order but does not commit us to supply at the prices contained in the offer. Acceptance of your offer will be communicated manually.

Indemnity
The User agrees to indemnify the Owner and the Service Provider against any claim for loss or damage of any kind by any third party arising out of, or in relation to, the use of the Website by the User.

Copyright
Material on this site is all the copyright of the Owner or the Service Provider and the copying or use of this information is not permitted unless prior written permission is received from the site owner.

SSL Compliance
This website is SSL compliant, meaning all website traffic including Credit Card transactions are secured by:

• TLS 1.2 (a strong protocol)
• ECDHE_RSA with P-256 (a strong key exchange)
• AES_128_GCM (a strong cipher)