VALLEY smart home & electrical PTY LTD - terms & conditions

1. Definitions

1.1 “Contractor” means Valley Smart Home & Electrical Pty Ltd, its successors and assigns or any person acting on

behalf of and with the authority of Valley Smart Home & Electrical Pty Ltd.

1.2 “Customer” means the person/s ordering the Works as specified in any invoice, document or order, and if there is

more than one Customer is a reference to each Customer jointly and severally.

1.3 “Works” means all Works or Materials supplied by the Contractor to the Customer at the Customer’s request from

time to time (where the context so permits the terms ‘Works’ or ‘Materials’ shall be interchangeable for the other).

1.4 “Price” means the Price payable for the Works as agreed between the Contractor and the Customer in accordance

with clause 4 below.

2. Acceptance

2.1 The Customer is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms

and conditions if the Customer places an order for or accepts delivery of any Works.

2.2 These terms and conditions may only be amended with the Contractor’s consent in writing and shall prevail to the

extent of any inconsistency with any other document or agreement between the Customer and the Contractor.

3. Change in Control

3.1 The Customer shall give the Contractor not less than fourteen (14) days prior written notice of any proposed

change of ownership of the Customer and/or any other change in the Customer’s details (including but not limited

to, changes in the Customer’s name, address, contact phone or fax number/s, or business practice). The Customer

shall be liable for any loss incurred by the Contractor as a result of the Customer’s failure to comply with this

clause.

4. Price and Payment

4.1 At the Contractor’s sole discretion the Price shall be either:

(a) as indicated on invoices provided by the Contractor to the Customer in respect of Works performed or Materials

supplied; or

(b) the Contractor’s quoted Price (subject to clause 4.2) which shall be binding upon the Contractor provided that

the Customer shall accept the Contractor’s quotation in writing within thirty (30) days.

4.2 The Contractor reserves the right to change the Price:

(a) if a variation to the Materials which are to be supplied is requested; or

(b) if a variation to the Works originally scheduled (including any applicable plans or specifications) is requested; or

not limited to, hard rock barriers below the surface, iron reinforcing rods in concrete, or hidden pipes and wiring

in walls etc) which are only discovered on commencement of the Works; or

(d) in the event of increases to the Contractor in the cost of labour or materials which are beyond the Contractor’s

control.

4.3 At the Contractor’s sole discretion a deposit may be required.

4.4 Time for payment for the Works being of the essence, the Price will be payable by the Customer on the date/s

determined by the Contractor, which may be:

(a) on completion of the Works; or

(b) by way of progress payments in accordance with the Contractor’s specified progress payment schedule. Such

progress payment claims may include the reasonable value of authorised variations and the value of any

Materials delivered to the site but not yet installed; or

address for notices;

(d) failing any notice to the contrary, the date which is seven (7) days following the date of any invoice given to the

Customer by the Contractor.

4.5 Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, or by any other method as

agreed to between the Customer and the Contractor.

4.6 Unless otherwise stated the Price does not include GST. In addition to the Price the Customer must pay to the

Contractor an amount equal to any GST the Contractor must pay for any supply by the Contractor under this or any

other agreement for the sale of the Materials. The Customer must pay GST, without deduction or set off of any

other amounts, at the same time and on the same basis as the Customer pays the Price. In addition the Customer

must pay any other taxes and duties that may be applicable in addition to the Price except where they are

expressly included in the Price.

5. Delivery of the Works

5.1 Delivery (“Delivery”) of the Materials is taken to occur at the time that:

(a) the Customer or the Customer’s nominated carrier takes possession of the Materials at the Contractor’s

address; or

(b) the Contractor (or the Contractor’s nominated carrier) delivers the Materials to the Customer’s nominated

address even if the Customer is not present at the address.

5.2 At the Contractor’s sole discretion the cost of delivery is included in the Price or in addition to the price.

5.3 The Customer must take delivery by receipt or collection of the Materials whenever they are tendered for delivery.

In the event that the Customer is unable to take delivery of the Materials as arranged then the Contractor shall be

entitled to charge a reasonable fee for redelivery and/or storage.

5.4 Subject to clause 5.5 it is the Contractor’s responsibility to ensure that the Works start as soon as it is reasonably

possible.

5.5 The Works commencement date will be put back and/or the completion date extended by whatever time is

reasonable in the event that the Contractor claims an extension of time (by giving the Customer written notice)

where completion is delayed by an event beyond the Contractor’s control, including but not limited to any failure by

the Customer to:

(a) make a selection; or

(b) have the site ready for the Works; or

5.6 The Contractor may deliver the Works by separate instalments. Each separate instalment shall be invoiced and

paid in accordance with the provisions in these terms and conditions.

5.7 Any time or date given by the Contractor to the Customer is an estimate only. The Contractor shall not be liable for

any loss or damage whatsoever due to failure by the Contractor to deliver the Works (or any part of them) promptly

or at all, where due to circumstances beyond the reasonable control of the Contractor.

6. Risk

6.1 If the Contractor retains ownership of the Materials under clause 10 then;

(a) where the Contractor is supplying Materials only, all risk for the Materials shall immediately pass to the

Customer on delivery and the Customer must insure the Materials on or before delivery. Delivery of the

Materials shall be deemed to have taken place immediately at the time that either;

(i) the Customer or the Customer’s nominated carrier takes possession of the Materials at the Contractor’s

address; or

(ii) the Materials are delivered by the Contractor or the Contractor’s nominated carrier to the Customer’s

nominated delivery address (even if the Customer is not present at the address).

(b) where the Contractor is to both supply and install Materials then the Contractor shall maintain a contract works

insurance policy until the Works are completed. Upon completion of the Works all risk for the Works shall

immediately pass to the Customer.

6.2 Notwithstanding the provisions of clause 6.1 if the Customer specifically requests the Contractor to leave Materials

outside the Contractor’s premises for collection or to deliver the Materials to an unattended location then such

materials shall always be left at sole risk of the Customer and it shall be the Customer’s responsibility to ensure the

Materials are insured adequately or at all. In the event that such Materials are lost, damaged or destroyed then

replacement of the Materials shall be at the Customer’s expense.

6.3 Where the Customer has supplied materials for the Contractor to complete the Works, the Customer acknowledges

that he accepts responsibility for the suitability of purpose, quality and any faults inherent in the Materials. The

Contractor shall not be responsible for any defects in the works, any loss or damage to the Materials (or any part

thereof), howsoever arising from the use of Materials supplied by the Customer.

7. Installation

7.1 The Customer warrants that any structures to which the Materials are to be affixed are able to withstand the

installation of the Materials and that any electrical connections (including, but not limited to, meter boxes, main

switches, circuit breakers, and electrical cable) are of suitable capacity to handle the Materials once installed. If for

any reason (including the discovery of asbestos, defective or unsafe wiring or dangerous access to roofing) that the

Contractor, its employees or the Contractor’s reasonably form the opinion that the Customer’s premises is not safe

for the installation of Materials to proceed then the Contractor shall be entitled to delay installation of the Materials

(in accordance with the provisions of clause 5.5 above) until the Contractor is satisfied that it is safe for the

installation to proceed.

8. Access

8.1 The Customer shall ensure that the Contractor has clear and free access to the work site at all times to enable

them to undertake the Works. The Contractor shall not be liable for any loss or damage to the site (including,

without limitation, damage to pathways, driveways and concreted or paved or grassed areas) unless due to the

negligence of the Contractor.

9. Underground Locations

9.1 Prior to the Contractor commencing any Work the Customer must advise the Contractor of the precise location of

all underground services on the site and clearly mark the same. The underground mains & services the Customer

must identify include, but are not limited to, electrical services, gas services, sewer services, pumping services,

sewer connections, sewer sludge mains, water mains, irrigation pipes, telephone cables, fibre optic cables, oil

pumping mains, and any other services that may be on site.

9.2 Whilst the Contractor will take all care to avoid damage to any underground services the Customer agrees to

indemnify the Contractor in respect of all and any liability claims, loss, damage, costs and fines as a result of

damage to services not precisely located and notified as per clause 9.1.

10. Title

10.1 The Contractor and the Customer agree that ownership of the Materials shall not pass until:

(a) the Customer has paid the Contractor all amounts owing to the Contractor; and

(b) the Customer has met all of its other obligations to the Contractor.

10.2 Receipt by the Contractor of any form of payment other than cash shall not be deemed to be payment until that

form of payment has been honoured, cleared or recognised.

10.3 It is further agreed that:

(a) until ownership of the Materials passes to the Customer in accordance with clause 10.1 that the Customer is

only a bailee of the Materials and unless the Materials have become fixtures must return the Materials to the

Contractor on request.

(b) the Customer holds the benefit of the Customer’s insurance of the Materials on trust for the Contractor and must

pay to the Contractor the proceeds of any insurance in the event of the Materials being lost, damaged or

destroyed.

rights to receive the insurance proceeds direct from the insurer without the need for any person dealing with the

Contractor to make further enquiries.

(d) the Customer must not sell, dispose, or otherwise part with possession of the Materials other than in the

ordinary course of business and for market value. If the Customer sells, disposes or parts with possession of the

Materials then the Customer must hold the proceeds of any such act on trust for the Contractor and must pay or

deliver the proceeds to the Contractor on demand.

(e) the Customer should not convert or process the Materials or intermix them with other goods but if the Customer

does so then the Customer holds the resulting product on trust for the benefit of the Contractor and must sell,

dispose of or return the resulting product to the Contractor as it so directs.

(f) unless the Materials have become fixtures the Customer irrevocably authorises the Contractor to enter any

premises where the Contractor believes the Materials are kept and recover possession of the Materials.

(g) the Contractor may recover possession of any Materials in transit whether or not delivery has occurred.

(h) the Customer shall not charge or grant an encumbrance over the Materials nor grant nor otherwise give away

any interest in the Materials while they remain the property of the Contractor.

(i) the Contractor may commence proceedings to recover the Price of the Materials sold notwithstanding that

ownership of the Materials has not passed to the Customer.

11. Personal Property Securities Act 2009 (“PPSA”)

11.1 In this clause financing statement, financing change statement, security agreement, and security interest has the

meaning given to it by the PPSA.

11.2 Upon assenting to these terms and conditions in writing the Customer acknowledges and agrees that these terms

and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all

Materials that have previously been supplied and that will be supplied in the future by the Contractor to the

Customer.

11.3 The Customer undertakes to:

(a) promptly sign any further documents and/or provide any further information (such information to be complete,

accurate and up-to-date in all respects) which the Contractor may reasonably require to:

(i) register a financing statement or financing change statement in relation to a security interest on the Personal

Property Securities Register;

(ii) register any other document required to be registered by the PPSA; or

(iii) correct a defect in a statement referred to in clause 11.3(a)(i) or 11.3(a)(ii);

(b) indemnify, and upon demand reimburse, the Contractor for all expenses incurred in registering a financing

statement or financing change statement on the Personal Property Securities Register established by the PPSA

or releasing any Materials charged thereby;

Contractor;

(d) not register, or permit to be registered, a financing statement or a financing change statement in relation to the

Materials in favour of a third party without the prior written consent of the Contractor; and

(e) immediately advise the Contractor of any material change in its business practices of selling the Materials which

would result in a change in the nature of proceeds derived from such sales.

11.4 The Contractor and the Customer agree that sections 96, 115 and 125 of the PPSA do not apply to the security

agreement created by these terms and conditions.

11.5 The Customer hereby waives its rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4)

of the PPSA.

11.6 The Customer waives its rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.

11.7 Unless otherwise agreed to in writing by the Contractor, the Customer waives its right to receive a verification

statement in accordance with section 157 of the PPSA.

11.8 The Customer shall unconditionally ratify any actions taken by the Contractor under clauses 11.3 to 11.5.

11.9 Subject to any express provisions to the contrary nothing in these terms and conditions is intended to have the

effect of contracting out of any of the provisions of the PPSA.

12. Security and Charge

12.1 In consideration of the Contractor agreeing to supply the Materials, the Customer charges all of its rights, title and

interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the

Customer either now or in the future, to secure the performance by the Customer of its obligations under these

terms and conditions (including, but not limited to, the payment of any money).

12.2 The Customer indemnifies the Contractor from and against all the Contractor’s costs and disbursements including

legal costs on a solicitor and own client basis incurred in exercising the Contractor’s rights under this clause.

12.3 The Customer irrevocably appoints the Contractor and each director of the Contractor as the Customer’s true and

lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 12 including, but not

limited to, signing any document on the Customer’s behalf.

13. Defects, Warranties and Returns, Competition and Consumer Act 2010 (CCA)

13.1 The Customer must inspect all Materials on delivery (or the Works on completion) and must within five (5) days of

delivery notify the Contractor in writing of any evident defect/damage, shortage in quantity, or failure to comply with

the description or quote. The Customer must notify any other alleged defect in the Materials/Works as soon as

reasonably possible after any such defect becomes evident. Upon such notification the Customer must allow the

Contractor to inspect the Materials or to review the Works provided.

13.2 Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory

implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be

implied into these terms and conditions (Non-Excluded Guarantees).

13.3 The Contractor acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-

Excluded Guarantees.

13.4 Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, the

Contractor makes no warranties or other representations under these terms and conditions including but not limited

to the quality or suitability of the Materials/Works. The Contractor’s liability in respect of these warranties is limited

to the fullest extent permitted by law.

13.5 If the Customer is a consumer within the meaning of the CCA, the Contractor’s liability is limited to the extent

permitted by section 64A of Schedule 2.

13.6 If the Contractor is required to replace any Materials under this clause or the CCA, but is unable to do so, the

Contractor may refund any money the Customer has paid for the Materials.

13.7 If the Contractor is required to rectify, re-supply, or pay the cost of re-supplying the Works under this clause or the

CCA, but is unable to do so, then the Contractor may refund any money the Customer has paid for the Works but

only to the extent that such refund shall take into account the value of Works and Materials which have been

provided to the Customer which were not defective.

13.8 If the Customer is not a consumer within the meaning of the CCA, the Contractor’s liability for any defect or

damage in the Materials is:

(a) limited to the value of any express warranty or warranty card provided to the Customer by the Contractor at the

Contractor’s sole discretion;

(b) limited to any warranty to which the Contractor is entitled, if the Contractor did not manufacture the Materials;

13.9 Subject to this clause 13, returns will only be accepted provided that:

(a) the Customer has complied with the provisions of clause 13.1; and

(b) the Contractor has agreed that the Materials are defective; and

(d) the Materials are returned in as close a condition to that in which they were delivered as is possible.

13.10 Notwithstanding clauses 13.1 to 13.9 but subject to the CCA, the Contractor shall not be liable for any defect or

damage which may be caused or partly caused by or arise as a result of:

(a) the Customer failing to properly maintain or store any Materials;

(b) the Customer using the Materials for any purpose other than that for which they were designed;

apparent to a reasonably prudent operator or user;

(d) interference with the Works by the Customer or any third party without the Contractor’s prior approval;

(e) the Customer failing to follow any instructions or guidelines provided by the Contractor;

(f) fair wear and tear, any accident, or act of God.

13.11 In the case of second hand Materials, unless the Customer is a consumer under the CCA, the Customer

acknowledges that it has had full opportunity to inspect the second hand Materials prior to delivery and accepts

them with all faults and that to the extent permitted by law no warranty is given by the Contractor as to the quality or

suitability for any purpose and any implied warranty, statutory or otherwise, is expressly excluded. The Customer

acknowledges and agrees that the Contractor has agreed to provide the Customer with the second hand Materials

and calculated the Price of the second hand Materials in reliance of this clause 13.11.

13.12 Notwithstanding anything contained in this clause if the Contractor is required by a law to accept a return then the

Contractor will only accept a return on the conditions imposed by that law.

14. Intellectual Property

14.1 Where the Contractor has designed, drawn, written plans or a schedule of Works, or created any products for the

Customer, then the copyright in all such designs, drawings, documents, plans, schedules and products shall remain

vested in the Contractor, and shall only be used by the Customer at the Contractor’s discretion.

14.2 The Customer warrants that all designs, specifications or instructions given to the Contractor will not cause the

Contractor to infringe any patent, registered design or trademark in the execution of the Customer’s order and the

Customer agrees to indemnify the Contractor against any action taken by a third party against the Contractor in

respect of any such infringement.

14.3 The Customer agrees that the Contractor may (at no cost) use for the purposes of marketing or entry into any

competition, any documents, designs, drawings, plans or products which the Contractor has created for the

Customer.

15. Default and Consequences of Default

15.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of

payment, at a rate of two and a half percent (2.5%) per calendar month (and at the Contractor’s sole discretion

such interest shall compound monthly at such a rate) after as well as before any judgment.

15.2 If the Customer owes the Contractor any money the Customer shall indemnify the Contractor from and against all

costs and disbursements incurred by the Contractor in recovering the debt (including but not limited to internal

administration fees, legal costs on a solicitor and own client basis, the Contractor’s contract default fee, and bank

dishonour fees).

15.3 Without prejudice to any other remedies the Contractor may have, if at any time the Customer is in breach of any

obligation (including those relating to payment) under these terms and conditions the Contractor may suspend or

terminate the supply of Works to the Customer. The Contractor will not be liable to the Customer for any loss or

damage the Customer suffers because the Contractor has exercised its rights under this clause.

15.4 Without prejudice to the Contractor’s other remedies at law the Contractor shall be entitled to cancel all or any part

of any order of the Customer which remains unfulfilled and all amounts owing to the Contractor shall, whether or

not due for payment, become immediately payable if:

(a) any money payable to the Contractor becomes overdue, or in the Contractor’s opinion the Customer will be

unable to make a payment when it falls due;

(b) the Customer becomes insolvent or bankrupt, convenes a meeting with its creditors or proposes or enters into

an arrangement with creditors, or makes an assignment for the benefit of its creditors; or

Customer or any asset of the Customer.

16. Compliance with Laws

16.1 Both the Customer and the Contractor agree that they will at all times ensure that they comply with the provisions

of all statutes, regulations and bylaws of government, local and other public authorities that may be applicable to

the Works, including occupational health and safety laws relating to building/construction sites, and any other

relevant safety standards or legislation, particularly those in relation to Asbestos/Hazardous materials and the safe

removal and disposal of the same.

16.2 All work will be tested to ensure that it is electrically safe and is in accordance with the wiring rules and other

standards applying to the electrical installation under the Electrical Safety Regulations 2002. All of the cabling work

will comply with the Australian and New Zealand Wiring standards.

16.3 If during the course of installation when the Works are being conducted within and around switchboards that if the

same is found defective or deemed to be unsafe by the Contractor, then the Contractor shall notify the Customer

immediately. The power if isolated will not be re-energised until such time as the existing condition has been

rectified and made safe in accordance to the Electrical Safety Regulations 2002. The Customer accepts and

agrees that any costs associated with the rectification works including any materials and labour shall be to the

Customer’s account.

17. Cancellation

17.1 The Contractor may cancel any contract to which these terms and conditions apply or cancel delivery of Works at

any time before the Works are commenced by giving written notice to the Customer. On giving such notice the

Contractor shall repay to the Customer any sums paid in respect of the Price, less any amounts owing by the

Customer to the Contractor for Works already performed. The Contractor shall not be liable for any loss or damage

whatsoever arising from such cancellation.

17.2 In the event that the Customer cancels the delivery of Works the Customer shall be liable for any and all loss

incurred (whether direct or indirect) by the Contractor as a direct result of the cancellation (including, but not limited

to, any loss of profits).

17.3 Cancellation of orders for products made to the Customer’s specifications, or for non-stocklist items, will definitely

not be accepted once production has commenced, or an order has been placed.

18. Privacy Act 1988

18.1 The Customer agrees for the Contractor to obtain from a credit reporting agency a credit report containing personal

credit information about the Customer in relation to credit provided by the Contractor.

18.2 The Customer agrees that the Contractor may exchange information about the Customer with those credit

providers either named as trade referees by the Customer or named in a consumer credit report issued by a credit

reporting agency for the following purposes:

(a) to assess an application by the Customer; and/or

(b) to notify other credit providers of a default by the Customer; and/or

in default with other credit providers; and/or

(d) to assess the creditworthiness of the Customer.

The Customer understands that the information exchanged can include anything about the Customer’s

creditworthiness, credit standing, credit history or credit capacity that credit providers are allowed to exchange

under the Privacy Act 1988.

18.3 The Customer consents to the Contractor being given a consumer credit report to collect overdue payment on

commercial credit (Section 18K(1)(h) Privacy Act 1988).

18.4 The Customer agrees that personal credit information provided may be used and retained by the Contractor for the

following purposes (and for other purposes as shall be agreed between the Customer and Contractor or required

by law from time to time):

(a) the provision of Works; and/or

(b) the marketing of Works by the Contractor, its agents or distributors; and/or

Works; and/or

(d) processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Customer;

and/or

(e) enabling the daily operation of Customer’s account and/or the collection of amounts outstanding in the

Customer’s account in relation to the Works.

18.5 The Contractor may give information about the Customer to a credit reporting agency for the following purposes:

(a) to obtain a consumer credit report about the Customer;

(b) allow the credit reporting agency to create or maintain a credit information file containing information about the

Customer.

18.6 The information given to the credit reporting agency may include:

(a) personal particulars (the Customer’s name, sex, address, previous addresses, date of birth, name of employer

and driver’s license number);

(b) details concerning the Customer’s application for credit or commercial credit and the amount requested;

(d) advice of any overdue accounts, loan repayments, and/or any outstanding monies owing which are overdue by

more than sixty (60) days, and for which debt collection action has been started;

(e) that the Customer’s overdue accounts, loan repayments and/or any outstanding monies are no longer overdue

in respect of any default that has been listed;

(f) information that, in the opinion of the Contractor, the Customer has committed a serious credit infringement (that

is, fraudulently or shown an intention not to comply with the Customer’s credit obligations);

(g) advice that cheques drawn by the Customer for one hundred dollars ($100) or more, have been dishonoured

more than once;

(h) that credit provided to the Customer by the Contractor has been paid or otherwise discharged.

19. Unpaid Seller’s Rights

19.1 Where the Customer has left any item with the Contractor for repair, modification, exchange or for the Contractor to

perform any other service in relation to the item and the Contractor has not received or been tendered the whole of

any moneys owing to it by the Customer, the Contractor shall have, until all moneys owing to the Contractor are

paid:

(a) a lien on the item; and

(b) the right to retain or sell the item, such sale to be undertaken in accordance with any legislation applicable to the

sale or disposal of uncollected goods.

19.2 The lien of the Contractor shall continue despite the commencement of proceedings, or judgment for any moneys

owing to the Contractor having been obtained against the Customer.

20. Building and Construction Industry Security of Payment Act 2002

20.1 At the Contractor’s sole discretion, if there are any disputes or claims for unpaid Works and/or Materials then the

provisions of the Building and Construction Industry Security of Payment Act 2002 may apply.

20.2 Nothing in this agreement is intended to have the affect of contracting out of any applicable provisions of the

Building and Construction Industry Security of Payment Act 2002 of Victoria, except to the extent permitted by the

Act where applicable.

21. General

21.1 The failure by the Contractor to enforce any provision of these terms and conditions shall not be treated as a waiver

of that provision, nor shall it affect the Contractor’s right to subsequently enforce that provision. If any provision of

these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and

enforceability of the remaining provisions shall not be affected, prejudiced or impaired.

21.2 These terms and conditions and any contract to which they apply shall be governed by the laws of the state of

Victoria which the Contractor has its principal place of business, and are subject to the jurisdiction of the Melbourne

courts in that state.

21.3 Subject to clause 13 the Contractor shall be under no liability whatsoever to the Customer for any indirect and/or

consequential loss and/or expense (including loss of profit) suffered by the Customer arising out of a breach by the

Contractor of these terms and conditions (alternatively the Contractor’s liability shall be limited to damages which

under no circumstances shall exceed the Price of the Works).

21.4 The Customer shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be

owed to the Customer by the Contractor nor to withhold payment of any invoice because part of that invoice is in

dispute.

21.5 The Contractor may license or sub-contract all or any part of its rights and obligations without the Customer’s

consent.

21.6 The Customer agrees that the Contractor may amend these terms and conditions at any time. If the Contractor

makes a change to these terms and conditions, then that change will take effect from the date on which the

Contractor notifies the Customer of such change. The Customer will be taken to have accepted such changes if the

Customer makes a further request for the Contractor to provide any Works to the Customer.

21.7 Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action,

fire, flood, storm or other event beyond the reasonable control of either party.

21.8 The Customer warrants that it has the power to enter into this agreement and has obtained all necessary

to allow it to do so, it is not insolvent and that this agreement creates binding and valid legal

obligations on it.

VALLEY smart home & electrical PTY LTD - terms & conditions

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