Company


GENERAL TERMS & CONDITIONS OF R F INDUSTRIES PTY LTD

This is an agreement between you (herein referred to as the “Customer”) and RF industries Pty Limited ABN 11 001 695 512 (herein referred to as the “Supplier”).

A reference to “parties” in these Terms & Conditions is a reference to the Customer and to the Supplier.

General

1.The parties agree that:

(a)the sale of goods by the Supplier to the Customer is subject to the terms set out in this document unless expressly agreed otherwise by the Supplier and the Customer in writing;

(b)All quotations provided by the Supplier to the Customer are made subject to written confirmation by the Supplier on receipt of the Customers order . Only written acceptance by the Supplier of any quotation shall complete a contract;

(c)Unless previously withdrawn, all quotations are open for acceptance, subject to clause 1(b) above, within the period stated therein, or if no period is stated, then within 30 days of the date of the quotation.

(d)orders accepted by the Supplier may not be cancelled or altered in whole or in part by the Customer without the Suppliers written consent.

Representations and Warranties

2.The parties agree that:

(a)The Customer does not rely on any representations and/or warranties other than those that are expressly contained in these Terms & Conditions or otherwise made in writing by the Supplier;

(b)To the extent permitted by law, all other conditions, warranties and representations by the Supplier, whether expressed or implied, statutory or otherwise, whether collateral or antecedent hereto or otherwise are hereby expressly excluded and are not binding on the Supplier.

(c)Any performance values or specifications given by the Supplier are typical only, and the Supplier is under no liability for damages for failure of goods to attain values or meet specifications unless specifically agreed to in writing. Any such written guarantee is subject to recognised tolerances applicable to such values and specifications.

Payment

3.Standard terms of payment are Cash in advance. The Supplier also offers trading accounts subject to approval. The terms of payment for approved accounts are 30 from the date of every end of month statement unless otherwise agreed to in writing by the Supplier,. In respect to the method of payment, the parties agree that:

(a)Unless agreed to in writing by the Supplier, the Customer is to pay monies owed to the Supplier by cash, direct debit, cheque or money order. With prior written agreement of the Supplier, the Customer may pay monies using a mutually agreed credit card.

(b)The supplier, may at its discretion, require and accept payment by irrevocable letter of credit or bank guarantee, in a form approved by the Supplier;

4.If any payment is dishonoured, the Supplier :

(a)May refuse to supply further goods until satisfactory payment is received in full;

(b)May treat the dishonoured payment as a repudiation of the commercial credit application with the Supplier, and elect to terminate the same, and recover any outstanding payments from the Customer.

Jurisdiction

5.The parties acknowledge and agree that this agreement, and all documents signed with the Supplier, shall be governed by the laws of New South Wales, and the laws of the Commonwealth of Australia, and submit to the jurisdiction of the same, and agree and acknowledge that any contract formed is at the address of the supplier, being located in the state of New South Wales.

Costs of packing and other expenses

6.The cost of any SPECIAL packing or materials used in relation to the goods are at the Customers expense.

Delivery

7.Any delivery times advised to the Customer are estimates only, and any delay will not constitute grounds for termination.

8.In the absence of specific instructions from the Customer, the Supplier will select the method of shipping it deems reasonable. For all domestic orders within Australia to Customers place of business, for goods exceeding $750.00, one shipment will be provided FIS by the Suppliers nominated carrier unless otherwise arranged.

9.For shipments of dangerous goods, certain classes of batteries, or to third party destinations, individual freight arrangements may need to be negotiated as the FIS offer does not apply.

10.The Supplier will include appropriate insurance for the goods against loss or damage in transit if the FIS shipment offer applies or if the Supplier “pre-pays” the freight costs and invoices the Customer.

11.If the Customer requires an alternate carrier, or where goods are shipped on a ‘freight charges collect’ basis, all responsibility for goods during transit passes to the Customer immediately upon receipt of the goods from the supplier to the nominated carrier.

12.The Supplier may deliver the goods to the Customer in any number of instalments, unless otherwise agreed in writing. The Customer is responsible for supplying adequate facilities for unloading the goods at the place specified by the Customer. If the Customer does no have appropriate handling facilities, a surcharge may be applied.

13.The Supplier shall not be liable for loss or damage occasioned by the Customer or its customers arising out of any delay in supply and delivery of the goods, or late installation of the goods.

14.The risk in the goods passes to the Customer upon delivery. Except as otherwise agreed in respect of any particular consignment, delivery shall be deemed to have occurred as soon as the goods arrive at the premises to which they are consigned by the Supplier

Loss or Damage In Transit

15.The Supplier is not liable to the Customer or any other person claiming through the Customer for any loss or damage to goods caused in transit by any entity or person unless the goods were shipped with insurances included as noted under paragraph 11..

16.If any loss or damage is caused to any goods in transit, the Customer must:

(a)Notify the Supplier within 14 days of receipt of those goods of damages or short delivery;

(b)Notify the Supplier within 21 days of missing shipments;

(c)No claim for loss or damage is able to be made by the Customer unless it is made in writing within 21 days of delivery of goods by the Supplier. No claim for loss or damage in respect of any goods shall exceed the invoice price of the goods in respect of which any claim arises. All damage or expense over and above such invoice price shall be responsibility of the Customer.

Title

17.The parties agree that ownership and legal title to the property in the goods delivered remains with the Supplier and does not pass to the Customer until payment in full has been received. If payment is not made in accordance with these Terms & Conditions, the Supplier shall, without prejudice to any other remedies, be entitled to enter the Customers premises and inspect the goods and/or retake possession of the goods and hold them until payment in full is received. In these circumstances the Customer will be liable for the Suppliers costs and expenses.

18.The Customer agrees that where the goods have been retaken by the Supplier, the Supplier has the absolute right to sell and deal with the goods,.

19.For the purposes of the Personal Property Securities Act 2009 (Clth), it is agreed that the Supplier is a Secured Party, and the Customer, being the consumer, is a buyer and/or Grantor.

20.The Customer shall be entitled to sell the goods in the ordinary course of business, but until full payment has been made to the Supplier, the Customer shall sell the goods as agent and bailee of the Supplier.

Returned Goods

21.The Supplier is not under any duty to accept goods returned by the Customer and will only do so on terms to be agreed in writing in each individual case. No claim by the buyer need be recognised unless made in writing within 14days after delivery of goods to be buyer.

22.In respect to any goods agreed to be returned, the Customer will be liable for all delivery of the returned goods, and may be subject to a restock fee.

23.All standard goods with a value exceeding $20.00 may be subject to a restock charge not exceeding 20 percent, provided goods are returned freight prepaid and in "as new" condition.

24.Goods returned must be accompanied by a delivery docket stating the invoice number, date of purchase and reason for return.

24.Goods returned must be accompanied by a delivery docket stating the invoice number, date of purchase and reason for return.

Cancellation

26.No order may be cancelled or changed except with the written consent by the Supplier, and on terms that the Customer will indemnify the Supplier against expenses and losses suffered by it as a result of the cancellation.

Corporations

27.If the Customer is a Corporation, the Customer acknowledges that each of the directors have agreed to these Terms & Conditions and that Corporation will be bound by the same. The Customer must advise the Supplier of any material alteration to its corporate structure (for example, majority shareholders).

Partnership

28.If the Customers are partners, the Customer warrants to the supplier that:

(a)All of its partners have signed this agreement and agreed to the Terms & Conditions.

(b)It will not alter the partnership without advising the Supplier;

29.Failure by the Supplier to insist upon strict performance of any term of these Terms & Conditions shall not be deemed as a waiver thereof or of any rights the Supplier may havewith respect to any subsequent breach of any of these Terms and Conditions.

Costs

30.The Customer is liable for the Suppliers legal costs on an indemnity basis relating to any default of these Terms & Conditions by the Customer, and is liable for all costs and disbursements incurred in pursuing any recovery action, or any claim or remedy against the Customer, with such costs being payable regardless of whether any such claim is successful.

Taxes and Duty

31.The Customer must pay GST on any taxable supply made by the Supplier to the Customer under this agreement. The payment of GST is in addition to any other consideration payable by the Customer for a taxable supply.

Interest

32.The interest rate on any outstanding debts is a fixed rate of 15 percent per annum.

Limitation of Liability and Indemnity

33.To the extent permitted by law, the parties agree to exclude the operation of Part 4 of the Civil Liabilities Act 2002 (NSW). Subject to any State, Territory, and Commonwealth law that is incapable of being excluded but notwithstanding any other clause of this Agreement:

(a)The Customer, its agents or employees shall have no claim against the Supplier in contract, tort or otherwise, arising out of or in connection with any good supplied or to be supplied by the Supplier to the Customer.

(b)The Supplier shall be under no liability to the Customer, its agents or employees for any loss whatsoever (including but not limited to loss of profits and consequential loss) or for damage to persons or property or for death or injury caused by any act or omission (including negligent acts or omissions) by the Company, its employees or agents.

34.The Customer agrees it is solely liable for all claims, losses or damages whatsoever (including but not limited to loss of profits and consequential loss, whether arising in contracts, negligence or otherwise, whether for damages to persons or property or for death or injury) by a third party arising out of or in connection with any goods supplied by the Supplier to the Customer. The Customer hereby agrees to indemnify the Supplier against all actions, claims and demands whatsoever made against the Supplier by any third party in respect of any such loss, damage, death or injury.

35.The Supplier is not liable for any loss caused to the Customer by reason of strikes, lockouts, fires, riots, war, embargoes, civil commotions, acts of Gods or any other activity beyond the Suppliers control.

Applicability of Australian Consumer Law (ACL)

35.The Supplier is not liable for any loss caused to the Customer by reason of strikes, lockouts, fires, riots, war, embargoes, civil commotions, acts of Gods or any other activity beyond the Suppliers control.

(a)In the case of goods: (i)the replacement of the goods or supply of equivalent goods; (ii)the repair of the goods; (iii)the payment of the costs of replacing the goods or acquiring equivalent goods; or (iv)the payment of the cost of having the goods repaired.

(b)In the case of services: (i)the supplying of the services again; or (ii)the payment of the cost of having the services supplied again

Severance

37.If any part of this agreement is invalid or unenforceable, that part is deleted and the remainder of the agreement remains effective.