Terms & Conditions
Entity: Transport Maintenance & Engineering Pty Ltd | ABN 49 149 098 386 | ACN 149 098 386
Contact: 17 Cameron Street, Braitling NT 0870, Australia | accounts@tmae.com.au | (08) 8953 5794
Applies to: All quotes, estimates, work orders, job cards, invoices, credit arrangements and supplies of goods or services by TME, including its divisions and trading names.
Important
Please read these Terms before requesting or authorising Goods or Services. They form part of the Contract when they are provided or made reasonably available before or when the Customer accepts a quote, places an order, authorises work, delivers property to TME, uses an approved account, or accepts Goods or Services.
Key commercial terms
- Non-account customers: payment on completion or before release of Goods or Customer Property.
- Approved credit accounts: 14 calendar days from invoice date unless TME agrees otherwise in writing.
- Overdue amounts: simple interest at 10% per annum, plus reasonable recovery costs actually incurred and legally recoverable.
- Uncollected property: storage and disposal will be handled under the Uncollected Goods Act 2004 (NT) and other applicable law.
1. Definition
In these Terms, unless the context requires otherwise: "Contract" means each agreement between TME and the Customer for Goods or Services; "Customer" means the person or entity ordering or authorising Goods or Services and, where applicable, the owner or authorised operator of Customer Property; "Customer Property" means any vehicle, trailer, machinery, equipment, tyre, component, load or other property delivered to, collected by or worked on by TME; "Goods" includes parts, tyres, materials, consumables and equipment supplied by TME; "Services" includes inspection, diagnostics, servicing, repairs, fabrication, engineering, tyre services, towing, recovery, transport, mobile call-outs, storage and related work; and "TME" means Transport Maintenance & Engineering Pty Ltd ABN 49 149 098 386.
2. Application and acceptance
These Terms form part of every quotation, estimate, work authorisation, job card, order, credit arrangement and Contract under which TME supplies Goods or Services, unless TME expressly agrees to different terms in writing.
After these Terms have been provided or made reasonably available to the Customer, the Customer accepts them by signing an application or work order, accepting a quote or estimate, issuing a purchase order, requesting or authorising work, delivering or leaving Customer Property with TME, maintaining or using a credit account, or accepting or retaining Goods or Services supplied by TME.
A Customer purchase order or other document does not replace or vary these Terms merely because it contains different wording. Any variation must be expressly accepted by TME in writing. TME will consider reasonable written requests to negotiate a term before the relevant Contract is formed.
3. Formation of Contract and priority
A Contract is formed when TME accepts the Customer's order or authority, begins work, supplies Goods, or confirms acceptance in writing. The Contract consists of the accepted quote, estimate or work order, any agreed special conditions, these Terms and the invoice. If there is an inconsistency, agreed special conditions prevail, followed by the accepted quote or work order, then these Terms.
4. Customer authority and ownership
The Customer warrants that it owns Customer Property or has full authority from the owner to order the Goods or Services, grant access, authorise testing and movement, and bind the owner to the extent permitted by law. The Customer must promptly provide evidence of authority if requested.
The person who gives instructions to TME is taken to be authorised by the Customer unless TME has been notified otherwise in writing.
5. Quotes, estimates and inspections
A written quote is valid for 30 days unless it states another period. A quote is based on the condition reasonably apparent at the time and on information supplied by the Customer. An estimate is an indication only and is not a fixed price.
TME may charge reasonable inspection, dismantling, diagnostic, travel and reassembly costs even if the Customer does not proceed with repairs, provided those costs were disclosed or are reasonably necessary to assess the work.
If hidden damage, additional faults, unavailable parts, changed site conditions or incorrect Customer information affects the work, TME will seek further authority before materially increasing the scope or price, except where immediate work is reasonably necessary to prevent injury, environmental harm or further damage. TME will notify the Customer as soon as practicable.
6. Prices, rates and GST
Unless stated otherwise, prices are in Australian dollars and exclude GST. GST and any applicable statutory charges, permits, tolls, disposal fees, freight or third-party costs will be added where applicable.
Labour, travel, call-out, kilometre, after-hours, waiting, accommodation, freight, crane, escort and subcontractor charges are payable at the rate stated in the quote or work order, or otherwise at TME's reasonable current rate disclosed before or when the Service is supplied.
7. Deposits, special-order Goods and cancellations
TME may require a deposit or progress payment before ordering Goods, allocating labour, mobilising equipment or continuing work. Special-order or custom-made Goods may require payment in full before ordering.
If the Customer cancels or postpones a Contract, the Customer must pay for Goods supplied, work performed and reasonable non-recoverable costs or commitments incurred up to cancellation. TME will apply any deposit to those amounts and refund any remaining balance. A deposit is not automatically forfeited merely because the Customer cancels.
8. Payment
Unless TME has approved a credit account in writing, payment is due on completion, on delivery, or before TME releases Customer Property or Goods, whichever occurs first.
For an approved credit account, payment is due 14 calendar days from the invoice date unless TME agrees to another period in writing. Payment is received only when cleared funds are credited to TME's account.
The Customer should notify TME promptly in writing of any genuine invoice dispute, identifying the disputed amount and the reasons. The undisputed amount remains payable by the due date. A delay in notifying TME does not remove any right the Customer has under law.
TME may apply payments to any outstanding invoice in a reasonable order. A card surcharge may be charged only to the extent permitted by law and disclosed at the time of payment.
9. Overdue accounts and recovery costs
If an amount is overdue, TME may charge simple interest at 10% per annum, calculated daily from the due date until payment, or the maximum lawful rate if lower.
The Customer must reimburse TME for reasonable debt recovery, legal, court, tribunal and enforcement costs actually incurred in recovering an overdue amount, to the extent those costs are lawfully recoverable. TME may refer an overdue account to a debt collection agency after giving reasonable notice.
TME may suspend credit or further supply while any undisputed amount is overdue.
10. Customer Property and information
The Customer must give TME complete and accurate information about Customer Property, including known faults, modifications, loads, dimensions, weights, dangerous goods, contamination, electrical or hydraulic hazards, security systems and any manufacturer or operational requirements.
The Customer must remove cash, valuables, personal items and confidential material from Customer Property unless TME agrees to hold them. TME is not responsible for undisclosed items except to the extent loss is caused by TME's negligence or other legal liability.
11. Authority to inspect, test and move property
The Customer authorises TME and its personnel or subcontractors to inspect, dismantle, operate, start, move, road-test, load, unload, tow and transport Customer Property as reasonably necessary to quote, diagnose, repair, verify or deliver the work.
Road testing or movement is subject to registration, permit, safety and licensing requirements. TME may decline to operate or move property that it reasonably considers unsafe or unlawful.
12. Workshop, repair and diagnostic Services
TME will perform Services with due care and skill and within a reasonable time where no time is agreed. Completion dates are estimates unless expressly guaranteed in writing.
Diagnostics may identify some, but not necessarily all, faults. Customer Property may contain multiple or intermittent faults, and further diagnosis or repair may be required. TME does not guarantee that an inspection will identify every latent defect.
Where the Customer declines recommended work, TME may record that decision and may refuse to release Customer Property for use if release would be unlawful. Otherwise, TME may require a written acknowledgement that the Customer has been advised of the risk.
13. Goods, parts, tyres and replaced components
TME may use new, reconditioned, exchange or equivalent Goods where agreed or reasonably appropriate. Manufacturer availability, supersession and freight may affect timing and price.
Replaced parts will be disposed of after completion unless the Customer asks for their return before work begins and return is lawful and safe. Exchange cores, warranty-return items, hazardous material and regulated waste may not be returnable and may attract disposal charges.
Where the Customer supplies parts or materials, TME is responsible for its workmanship but does not warrant the quality, compatibility or fitness of Customer-supplied items. Additional labour caused by defective or incorrect Customer-supplied items is chargeable.
14. Towing, recovery and transport Services
The Customer must provide accurate collection and delivery details, dimensions, weights, condition, access requirements and information about the load. Additional costs caused by inaccurate information, waiting time, inaccessible sites, escorts, permits, recovery difficulty or changed instructions are payable if reasonably incurred.
TME is not a common carrier and may refuse any load or Service. Estimated arrival and delivery times may be affected by distance, weather, road conditions, permits, breakdowns, emergencies and other matters outside TME's reasonable control.
The Customer must ensure that Customer Property and any load are safe and suitable to move, except where the purpose of the Service is recovery of damaged or disabled property and TME has been given accurate information about its condition.
15. Mobile, remote and site Services
The Customer must provide safe and lawful access, a suitable work area, site inductions, permits, isolation information and reasonable assistance. TME may stop or postpone work if conditions are unsafe, unlawful or materially different from those disclosed.
Reasonable stand-down, waiting, travel, accommodation and remobilisation costs caused by site delays, access restrictions or Customer instructions are payable where disclosed or reasonably incurred.
16. Delivery and collection
Delivery, collection and completion dates are estimates unless TME expressly agrees otherwise in writing. The Customer must collect Customer Property promptly after notice that it is ready.
TME may make partial deliveries or issue progress invoices where reasonable. The Customer must inspect Goods and completed work promptly and notify TME of any apparent issue within a reasonable time. This does not limit rights under the Australian Consumer Law.
17. Risk and insurance
Risk in Customer Property remains with the Customer except to the extent loss or damage is caused by TME's negligence, breach of Contract or other legal liability. The Customer is responsible for maintaining appropriate insurance for Customer Property, loads and business interruption.
Risk in Goods passes to the Customer on delivery or installation, whichever occurs first, but title may remain with TME under clause 21 until payment.
18. Storage charges
If Customer Property is not collected within two Business Days after TME gives notice that it is ready, TME may charge reasonable storage at the rate stated in the quote, work order or other written notice. If no rate was previously stated, TME will give written notice of the rate and the date storage charges will begin before those charges are imposed.
Storage charges continue until collection, lawful disposal or another written arrangement. Storage does not transfer ownership to TME. Different storage arrangements may apply to towing or recovery work where the rate and commencement time are disclosed before or when the Service is authorised.
19. Lien and right to retain possession
To the extent permitted by law, TME has a contractual and any available legal lien over Customer Property in TME's possession for amounts due and payable for Goods or Services provided in relation to that property, including authorised storage and recovery costs.
TME may retain possession until those amounts are paid or satisfactory security is agreed. This clause does not authorise TME to enter the Customer's premises or repossess property after it has been released unless a separate lawful right applies.
20. Uncollected Goods and vehicles
If Customer Property remains uncollected, TME may exercise rights available under the Uncollected Goods Act 2004 (NT) and any applicable motor vehicle registration or other law. TME will follow the statutory notice, valuation, search, sale, disposal and record-keeping requirements that apply to the property.
TME may apply sale proceeds as permitted by law to disposal costs, storage and amounts owing, and will deal with any surplus as the law requires. Nothing in these Terms permits disposal without compliance with the applicable statutory process.
21. Title to Goods
Legal title to Goods supplied by TME does not pass to the Customer until TME has received full payment for those Goods and related charges. Until title passes, the Customer must keep identifiable, uninstalled Goods in good condition and must not grant another security interest over them.
If Goods are installed, mixed or incorporated into Customer Property, TME's rights are subject to the Personal Property Securities Act 2009 (Cth), accession rules and any other applicable law.
22. Personal Property Securities Act
The Customer grants TME a security interest in Goods supplied under a Contract and their identifiable proceeds to secure payment for those Goods. TME may register that security interest on the Personal Property Securities Register.
The Customer must provide information and reasonable assistance needed for a valid registration and reimburse reasonable registration or amendment fees. The Customer must promptly notify TME of changes to its name, ABN, ACN, address or ownership details.
Any waiver of notices or other rights under the Personal Property Securities Act applies only to the extent legally permitted and only for commercial property. Nothing in this clause limits non-excludable rights or creates a charge over real property.
23. Australian Consumer Law and non-excludable rights
Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy that cannot lawfully be excluded, including rights under the Australian Consumer Law as applied in the Northern Territory.
Where the Australian Consumer Law permits TME to limit liability for a failure to comply with a consumer guarantee, TME's liability is limited, at TME's option, to resupplying the Services or paying the cost of having them supplied again, and for Goods to repairing or replacing the Goods, supplying equivalent Goods, or paying the reasonable cost of repair or replacement.
24. Warranty claims and exclusions
Any express warranty stated by TME on a quote, work order or invoice is additional to rights under law. The Customer must give TME a reasonable opportunity to inspect and, where appropriate, rectify alleged defective work before arranging third-party repairs, except in an emergency or where the law provides otherwise.
To the extent permitted by law, TME is not responsible for a fault caused by ordinary wear and tear, misuse, overloading, racing, accident, contamination, corrosion, unauthorised modification, continued operation after a warning, failure to follow maintenance instructions, a pre-existing defect, or defective Customer-supplied Goods, except to the extent TME's work caused or contributed to the fault.
25. Liability for commercial loss
To the extent permitted by law and except for liability that cannot be excluded, TME is not liable for indirect or consequential commercial loss, loss of profit, loss of production, loss of contract or loss of use arising from delay or failure, unless the loss was caused by TME's wilful misconduct or was a reasonably foreseeable result of a breach of a non-excludable guarantee.
For a Customer that is not a consumer under the Australian Consumer Law, TME's aggregate liability arising from a Contract is limited to the amount paid or payable for the affected Goods or Services, except for personal injury, property damage caused by negligence, fraud, wilful misconduct or liability that cannot lawfully be limited.
26. Customer indemnity
The Customer indemnifies TME against third-party claims, losses and reasonable costs arising from the Customer's breach of Contract, negligence, unlawful instructions, inaccurate information, unsafe site, undisclosed dangerous goods or lack of authority, but only to the extent the claim or loss was not caused or contributed to by TME.
27. Subcontractors
TME may use suitably qualified subcontractors or suppliers to perform part of the Contract. TME remains responsible for its obligations to the extent required by law. The Customer authorises TME to provide subcontractors with information reasonably necessary to perform the work.
28. Force majeure and delay
TME is not liable for delay or failure caused by events outside its reasonable control, including severe weather, road closure, fire, flood, industrial action, shortage of parts, supplier delay, utility failure, government action or emergency response. TME will take reasonable steps to minimise the effect and resume performance when practicable.
If the delay continues for more than 30 days and materially affects the Contract, either party may cancel the unperformed portion by written notice. The Customer must pay for work performed, Goods supplied and reasonable non-cancellable commitments incurred before cancellation.
29. Dispute resolution
A party claiming a dispute must give written notice describing the issue and the outcome sought. Senior representatives must meet or confer in good faith within 10 Business Days. If unresolved, either party may propose mediation in Alice Springs through an agreed mediator.
This clause does not prevent urgent court relief, lawful debt recovery for an undisputed amount, a complaint to a regulator, or exercise of a non-excludable consumer right.
30. Suspension and termination
TME may suspend further work or supply if the Customer fails to pay an undisputed overdue amount, exceeds an approved credit limit, becomes insolvent, gives materially false information, or creates an unacceptable safety or credit risk. Where practicable, TME will give notice and an opportunity to remedy.
Either party may terminate for a material breach that is not remedied within a reasonable period after written notice. Termination does not affect accrued rights or the Customer's obligation to pay for Goods supplied, Services performed and reasonable committed costs.
31. Privacy, credit checks and disclosure
TME may collect, use and disclose personal and commercial information to quote, supply, administer accounts, assess credit, register security interests, recover debts, manage insurance and comply with law. Information may be disclosed where reasonably necessary to service providers, insurers, professional advisers, credit reporting bodies, trade referees, debt collectors, regulators and subcontractors, subject to applicable privacy and credit reporting law.
The Customer authorises TME to obtain commercial credit information and trade references where permitted. Any consent or notice required before TME obtains or uses an individual's consumer credit report will be obtained or provided separately as required by law. Individuals may request access to personal information held by TME, subject to lawful exceptions.
32. Notices
A notice may be delivered personally, sent by prepaid post or sent by email to the last address notified by the recipient. An email notice is taken to be received on the day sent if sent before 5:00 pm on a Business Day and no delivery failure is received, otherwise on the next Business Day. A posted notice is taken to be received in the ordinary course of post.
33. Variation, assignment and subcontracting
TME may update these Terms for future Contracts by publishing an updated version and bringing it to the Customer's attention before a new Contract is formed. Updated Terms do not retrospectively vary an existing Contract unless both parties agree.
The Customer may not assign a Contract without TME's prior written consent, which will not be unreasonably withheld. TME may assign receivables or the benefit of a Contract as part of financing, debt recovery or a business transfer, subject to law.
34. General and governing law
These Terms are governed by the laws of the Northern Territory of Australia. The parties submit to the courts and tribunals having jurisdiction in the Northern Territory.
If a provision is invalid, unfair or unenforceable, it is read down to the minimum extent necessary and, if it cannot be read down, severed without affecting the remaining provisions. A waiver must be in writing and applies only to the specific instance. Headings are for convenience and do not affect interpretation.
"Business Day" means a day other than a Saturday, Sunday or public holiday in Alice Springs, Northern Territory. "Including" is not limiting. A reference to legislation includes amendments and replacements.
Contact
Questions about these Terms may be directed to Transport Maintenance & Engineering Pty Ltd at accounts@tmae.com.au, (08) 8953 5794, or 17 Cameron Street, Braitling NT 0870, Australia.