Terms and Conditions

TERMS AND CONDITIONS FOR STORAGE & STORAGE AND/OR CARRIAGE

  1. Warehouse Management Australia Pty Ltd (ABN 96 139 091 393) (“WMA”) is not a common carrier and will accept goods for storage and/or carriage only upon and subject to these terms and conditions and the terms of the credit application form to which they are attached:
    1. “Charges” includes all fees, costs and charges payable to WMA by the Customer as varied by WMA from time to time.
    2. “Contract” means any agreement for the supply of Services between WMA and the Customer incorporating or constituted by these terms and conditions and the provision of any accompanying or corresponding Credit Application.
    3. “Customer” means the sender, shipper, consignee, consignor, customer, client, receiver of the goods, any person owning or entitled to possession of the goods or any person or entity named in the Credit Application form annexed to these terms and conditions or anyone acting on behalf of such person.
    4. “Delivery address” means the place designated as such on the face of any delivery documentation in connection with the Services.
    5. “WMA” means Warehouse Management Australia Pty Ltd (ABN 96 139 091 393), its employees, servants, agents and sub-contractors, successors and assigns.
    6. “Goods” means goods consigned to WMA for transport, storage and/or carriage, in connection with the Services.
    7. “Services” means and includes the transport, freight, forwarding or logistics service obtained by the Customer from WMA from time to time pursuant to the Application for Credit form and these terms and conditions.
    8. 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.
  2. All articles are carried by WMA subject only to these conditions and WMA reserves the right to refuse to carry any goods.
  3. The Customer authorises WMA to sub-contract the storage and/or carriage of goods undertaken by WMA on behalf of the Customer (hereinafter referred to as “the sub-contracts”). WMA as agent of the Customer is authorised to arrange for such sub-contract storage and/or carriage only on the same conditions of liability and exclusion of liability of the sub-contractor with whom such arrangements are made as are contained in these terms and conditions. WMA will indemnify the Customer against the payment of charges for storage and/or carriage as arranged and must pay such charges to the sub-contractor on behalf of the Customer whether or not they exceed the amount of the freight charges pursuant to these terms and conditions and WMA will be entitled to retain for its own benefit any difference between the sub-contractor’s charges and the freight charges pursuant to these terms and conditions payable by the Customer.
  4. Unless otherwise expressly agreed in writing and subject to Clause 21 no responsibility or liability in tort, contract or otherwise:
    1. will be accepted by WMA for any loss of or damage to or misdelivery or failure to deliver in respect of goods consigned to WMA under these terms and conditions during transit or storage for any reason whatsoever. WMA is authorised by the Customer or its agent whose signature appears on any delivery documentation and it is expressly agreed that WMA will be taken to have delivered the goods in accordance with the contract constituted in accordance with these terms and conditions if either at the delivery address he obtains from any person a receipt or signed delivery docket for the goods, or he complies with any special instructions of the Customer as to delivery as provided in writing to WMA;
    2. will be accepted by WMA for any loss and/or damage caused by storage and/or carriage of any goods, including without limitation, any explosive, inflammable or otherwise dangerous or damaging goods, articles, liquids or substances of the Customer and the Customer hereby agrees to indemnify and keep indemnified WMA against all loss and/or damage caused, not only to WMA, its servants, agents, employees and sub-contractors but also to any third party or parties suffering loss and/or damage directly or indirectly occasioned including any claim arising therefrom for latent damage to property or person caused by any storage and/or carriage of goods by WMA on behalf of the Customer pursuant to these terms and conditions;
    3. will be accepted by WMA in respect of loss of, damage to, misdelivery, delay in delivery, concealed damage, deterioration, contamination, evaporation or non-delivery of goods held in the care, custody or control of WMA or in respect of any consequential loss arising therefrom howsoever caused.
  5. The Customer expressly agrees that it will not hire any of WMA’s drivers or sub-contractors, nor solicit, interfere with or endeavour to entice or procure such drivers/sub-contractors to terminate their contractual relations with WMA either whilst the drivers/sub-contractors are engaged by WMA or within 6 months of the termination of their engagement with WMA. The parties further agree that in the event that this condition is breached the sum of $10,000.00 represents a fair and reasonable pre-estimate of compensation to WMA for its loss and damage including without limitation the cost of hiring, training and equipping a replacement driver, sustained as a result of such breach.
  6. Goods will be considered carried and the charges will become payable by the Customer as soon as the goods are loaded and despatched.
  7. The Customer will be and remain responsible to WMA for all its proper charges incurred for any reason. A charge may be made by WMA in respect of any delay in loading or unloading occurring other than from the default of the WMA. Such delay period will commence upon WMA reporting for loading or unloading and the labour to load or unload the vehicle will be the responsibility of and to the expense of the Customer or any consignee of the Customer.
  8. Any list of freight charges or indications as to amounts to be charged given by WMA to the Customer are estimates only and the charge to the Customer will, where possible, be determined by WMA prior to the performance of the Services. WMA may increase its charge where WMA’s costs of providing the Services increase for any reason. All charges payable to WMA are exclusive of Goods and Services Tax (“GST”) and any GST, charges, taxes or levies will be charged to the Customer’s account in addition to the Charges.
  9. The Customer agrees and acknowledges that no credit requests will be made by the Customer, nor will WMA accept, any credit requests beyond the date which is seven (7) days after the date of invoice received by the Customer.
  10. All invoices and accounts to the Customer must be paid in full within fourteen (14) days from the date of invoice unless otherwise agreed in writing by WMA. A late payment fee of $15.00 per month will be charged and payable in arrears on all accounts outside such terms as compensation in lieu of interest until such account is paid in full.
  11. WMA also reserves the right to report any breach of its payment terms (at such time as WMA deems that there has been ample time for payment of any account outside the trading terms of fourteen days of invoice), to any credit reporting agency, if an agreement for payment cannot be reached in which event the Customer will be deemed to be in default under these terms and conditions. If debt recovery action is initiated, which will be entirely at the discretion of WMA, all collection fees and commission, administrative costs, out of pocket expenses and legal costs (calculated on a solicitor/own client basis) incurred by WMA as a direct or indirect consequence of the default will be payable by the Customer and will be debited to the Customer’s account.
  12. In the event of a default in payment of the Charges due to WMA in respect of the Services and upon demand being made for payment by or on behalf of WMA, and not met, the Customer irrevocably grants a lien over any and all Goods consigned to WMA from time to time by the Customer and authorises WMA to detain and sell all or any of the Goods which are in its possession and out of the moneys arising from the sale retain all charges payable together with all charges and expenses of the detention and sale and to pay or deliver the surplus, if any, of the moneys arising from the sale of and/or such of the Customer’s Goods as remain unsold to the person entitled to them. Such sale will not prejudice or affect WMA’s right to take such further action as WMA may deem necessary to recover the charges due or payable in respect of the Services or the said detention or sale.
  13. It is acknowledged and agreed by the Customer that the person delivering Goods to WMA for storage and/or carriage or forwarding is authorised to sign all necessary documents in connection with such storage and/or carriage including, without limitation, any consignment note for and on behalf of the Customer.
  14. The Customer expressly warrants that the Customer is either the owner or the authorised agent of the owner of any Goods or other property the subject matter of these terms and conditions and that by entering into a contract in accordance with these terms and conditions the Customer accepts these terms and conditions for the Customer and any and all other persons on whose behalf the Customer is acting.
  15. The Goods are accepted by WMA subject to the following conditions:
    1. that they comply with the requirements of any applicable law relating to the nature, condition and packaging of the Goods;
    2. the expenses and charges of WMA in complying with the provisions of any such law or with any order or requirement thereunder or with the requirement of any harbour, dock, railway, shipping, customs, warehouse or other authority or company will be paid by the Customer in addition to WMA’s charges;
    3. if any of the Goods are subject to the control of any Customs Authority, all customs duty, excise duty and costs which WMA becomes liable to pay and pays in respect of such goods pursuant to any law relating to customs or excise must be paid by the Customer in addition to the Charges;
    4. that the Goods are fully described in writing in the documentation completed by the Customer in connection with the Services including, without limitation, by reference to details and description of name, nature and value of all goods, goods subject to special rates of storage and/or carriage, or of a noxious, dangerous, hazardous or inflammable nature or capable of causing damage or injury to any other goods, or to any persons or animals with which, or to any store, vessel, wagon, van, aircraft or other conveyance of any kind whatsoever in which they may be loaded, carried, packed or stored or which are liquid or partly liquid and that additional Charges must be paid on such goods if deemed necessary by WMA in its absolute discretion.
  16. WMA will not be bound by any agreement purporting to vary these conditions unless such agreement is in writing and signed on behalf of WMA by an authorised officer of WMA.
  17. Should the consignee of any Goods transported or carried by WMA in accordance with these terms and conditions and described in the documentation provided by the Customer not be in attendance during normal trading hours or at the time specified or if WMA arrives to effect delivery at the premises of the consignee’s identified premises or at the Delivery Address and is delayed in effecting prompt delivery at the said premises for any reason whatsoever outside the control of WMA then WMA may in its absolute discretion make an additional charge in respect of every attempted delivery made or alternatively for the amount of time of any delay until delivery is effected.
  18. In respect of any clause herein which excludes or in any way limits the liability of WMA in respect of the storage and/or carriage or storage of goods WMA in addition to acting in its own capacity is also acting as agent of or trustee for each of its servants, agents or sub-contractors and the servants and agents of any sub-contractors so that such persons are deemed parties to these terms and conditions insofar as the said clause or clauses containing exclusions or limitations of liability are concerned, and insofar as may be necessary to give effect to this clause WMA will hold the benefit of these conditions for its servants, agents or sub-contractors or their servants or agents.
  19. All rights, immunities and limitations of liability in the above terms and conditions will continue to have full force and effect in circumstances and notwithstanding any breach of any contract constituted by them or of any of the terms and conditions themselves by WMA.
  20. These terms and conditions must be read subject to any implied terms, conditions or warranties imposed by any Commonwealth or State legislation including without limitation the Trade Practices Act 1974 (Cmth) insofar as same may be applicable and prevent, either expressly or impliedly, the exclusion or modification of any such term, condition or warranty.
  21. For the purposes of assessing the credit worthiness of the Customer from time to time and the collection of payments, the Customer hereby irrevocably authorises WMA, its servants and agents to make such enquiries as it deems necessary, including, but not limited to making enquiries and obtaining reports (as may be allowed by law) from persons nominated by the Customer as trade referees, the Customer’s creditors, bankers and financiers, credit providers, mortgage and trade insurers and credit reporting agencies thereinafter called “the information sources” and the Customer agrees and consents to the information sources providing to WMA such information disclosing the contents of any credit report or personal information to a credit reporting agency for the purpose of the credit reporting agency creating or adding to any credit information file in relation to the Customer.
  22. The Customer acknowledges:
    1. that if it changes the entity under which it trades, or if ownership or control of such entity shall change, it will be the Customer’s responsibility to notify WMA of such change and to separately negotiate conditions of sale or credit under which the new or changed entity may commence trading with WMA;
    2. that until a new trading arrangement with the new or changed entity has been negotiated and accepted by WMA in writing:
      1. the Customer shall remain liable for payment to WMA for all Services ordered or purchased by such new or changed entity;
      2. it shall not be open for the Customer to raise as a defence in any proceeding commenced by WMA for the recovery of such sums owing to WMA under these terms and conditions that the debt was incurred by a person or entity other than the Customer.
  23. Any signatory for a proprietary company Customer will be and remain personally responsible for the due performance of the Customer’s obligations as if the signatory was the Customer. If required by WMA, the signatory will procure the execution by all the Customer’s company directors of a guarantee to be prepared by or on behalf of WMA.
  24. The failure of WMA, at any time, to require strict performance by the Customer of any matter shall not be deemed to be a waiver of WMA’s rights unless it is agreed to by WMA in writing, and WMA will have the right to insist upon such performance at any time in the future.
  25. If any provision of these terms and conditions or its application to any person or circumstance is or becomes invalid, illegal or unenforceable, the provision will so far as is possible be read down to such extent as may be necessary to ensure that it is not invalid, illegal or unenforceable. If any provision or part of it cannot be so read down, the provision or part of it will be deemed to be void and severable and the remaining provisions of these terms and conditions shall not in any way be affected or impaired.
  26. If by reason of any fact, circumstance, matter or thing beyond the reasonable control of WMA, including but not limited to strikes, lockouts or other trade disputes, inability to obtain any necessary materials, equipment or services, power failure, accident, or breakdown of plant, machinery, software or hardware, WMA is unable to perform in whole or part any obligation under the Contract, WMA will be relieved of that obligation under the 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 liability.
  27. This Contract will be deemed to have been made in the State of Victoria and will be governed by the laws of that State and the parties agree to submit to the non-exclusive jurisdiction of the Courts of that State.