Equipment Sales Agreement
THIS EQUIPMENT SALES AGREEMENT (this “Agreement”) is current from the 12th of December 2022.
The Pilates Shop of 6 / 184-196 Milperra Road, Revesby, NSW 2212
The individual that will tick and accept this Agreement
(The Seller and Buyer are collectively the “Parties”)
IN CONSIDERATION OF THE COVENANTS and agreements contained in this Sales Agreement the parties to this Agreement agree as follows:
Sale of Goods
- The Seller will sell, transfer, and deliver to the Buyer the following goods (the “Goods”)
- Kaizen Folding Reformer / Ziva Folding Reformer / Kaizen Reformer / Ziva Reformer / Ziva Full Trapeze Reformer
- Sitting Box stock dependent
- Mini Trampoline stock dependent
- The Buyer will accept the Goods and pay for the Goods with sum of $3,509.00 / $4,077.70 / $4,961.00 / $5,287.70 / $7,381.00 AUD respectively (price not including delivery) (the “Purchase Price”), paid as required in clause 5 of this Agreement.
- The Seller and the Buyer both acknowledge the sufficiency of this consideration. In addition to the Purchase Price specified in this Agreement, the amount of any present or future use, excise or similar tax applicable to the sale of the Goods will be paid by the Buyer unless the Buyer provides to the Seller a tax exemption certificate acceptable to the applicable taxing authorities.
- The Purchase Price is inclusive of Goods and Services Tax.
- The Buyer will make payment for the Goods at the time when the original order is processed.
Delivery of Goods
- The Goods will be deemed received by the Buyer when delivered to the Buyer at the address provided for the original order.
Risk of Loss
- The risk of loss from any casualty to the Goods, regardless of the cause, will be on the Seller until the Goods have been received by the Buyer.
- The Seller warrants that: (1) the Seller is the legal owner of the Goods; (2) the Seller has the right to sell the Goods; and (3) the Seller will warrant and defend the title of the Goods against any and all claims and demands of all persons.
- The Seller warrants that the Goods will be fit for the purpose for which such goods are ordinarily intended.
- The Seller warrants that the Goods are now free and at the time of delivery will be free from any security interest or other lien or encumbrance, except the security interest created in this Agreement until the Seller is paid in full.
- The Seller warrants that the Goods will be delivered free of the rightful claim of any person arising from patent or trademark infringement.
- The Seller’s above disclaimer of warranties does not, in any way, affect the terms of any applicable warranties from the manufacturer of the Goods.
- Title to the Goods will remain with the Seller until delivery and actual receipt of the Goods by the Buyer or, in the alternative, the Seller delivers a document of title or registrable bill of sale of the Goods, bearing any necessary endorsement, to the Buyer.
- The Seller retains a security interest in the Goods until paid in full.
- Inspection will be made by the Buyer at the time and place of delivery.
Cooling Off Period
- Unless subject to a mandatory cooling off period that can not be altered or waived, the Buyer is allowed to rescind the contract for a reasonable reason, and receive a refund from the Seller (with return of the Goods), if done in writing before 5:00 p.m. (AEST) on the tenth day after this Agreement is accepted.
- Any refund will not include costs of delivery or installation/de-installation. Those costs will be borne by the Buyer.
- The Buyer’s failure to give notice of any claim within 10 days from the date of delivery will constitute an unqualified acceptance of the Goods and a waiver by the Buyer of all claims with respect to the Goods.
Excuse for Delay or Failure to Perform
- The Seller will not be liable in any way for any delay, non-delivery, or default in shipment due to labour disputes, transportation shortage, delays in receipt of material, priorities, fires, accidents, and other causes beyond the control of the Seller or its suppliers. If the Seller, in its sole judgment, will be prevented directly or indirectly, on account of any cause beyond its control, from delivering the Goods at the time specified or within one month after the date of the original order, then the Seller will have the right to terminate this Agreement by notice in writing to the Buyer, which notice will be accompanied by full refund of all sums paid by the Buyer pursuant to this Agreement.
- The Buyer’s exclusive remedy and the Seller’s limit of liability for any and all losses or damages resulting from defective goods will be for the Purchase Price of the particular delivery with respect to which losses or damages are claimed.
- The Seller reserves the right to cancel this Agreement:
- If the Buyer fails to pay for any shipment when due;
- In the event of the Buyer’s insolvency or bankruptcy; or
- If the Seller deems that its prospect of payment is impaired.
- Any notice to be given or document to be delivered to either the Seller or Buyer pursuant to this Agreement will be sufficient if delivered personally or sent by prepaid registered post to the address specified below. Any written notice or delivery of documents will have been given, made and received on the day of delivery if delivered personally, or on the fourth (4th) consecutive business day next following the date of posting if sent by prepaid registered post:
The Pilates Shop of 6 / 184-196 Milperra Road, Revesby, NSW 2212
The individual that will tick and accept this Agreement of the address provided for the original order
- Headings are inserted for convenience only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa.
- All representations and warranties of the Seller contained in this Agreement will survive the closing of this Agreement.
- The Buyer may not assign its right or delegate its performance under this Agreement without the prior written consent of the Seller, and any attempted assignment of delegation without such consent will be void. An assignment would change the duty imposed by this Agreement, would increase the burden or risk involved and would impair the chance of obtaining performance or payment.
- This Agreement will be governed by and construed in accordance with the laws of the State of New South Wales and the Seller and the Buyer hereby attorn to the jurisdiction of the courts of the State of New South Wales.
- If any clause of this Agreement is held unconscionable by any court of competent jurisdiction, arbitration panel, or other official finder or fact, the clause will be deleted from this Agreement and the balance of this Agreement will remain in full force and effect.
- This Agreement will inure to the benefit of and be binding upon the Seller and the Buyer and their respective successors and assigns.
- This Agreement may be executed in counterparts.
- Time is of the essence in this Agreement
- This Agreement constitutes the entire agreement between the Parties and there are no further items or provisions, either oral or otherwise. The Buyer acknowledges that it has not relied upon any representations of the Seller as to prospective performance of the Goods, but has relied upon its own inspection and investigation of the subject matter.