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2. Prices and payment (1) Unless otherwise specified in a Contract, any price quoted by VD to the Customer for the Products is exclusive of any Taxes. The Customer must: (a) pay any sales tax in respect of the Products or, where applicable, quote to VD its sales tax registration number or a sales tax exemption declaration as required by law, in respect of the Products; and (b) indemnify VD against any Taxes (other than income tax) imposed on VD in respect of the Products. (2) The Customer must pay VD any amount (GST Amount) which is payable by VD on account of goods and services tax, value added tax or any other similar tax (GST) as a result of the making of a supply under or in connection with a Contract. The GST Amount will be calculated using the prevailing rate of GST. If at any time an adjustment is made or required to be made on account of any GST paid or payable in connection with a Contract, the GST Amount will be amended accordingly and any corresponding payment necessary to give effect to the adjustment must be made by the Customer or VD, as the case may be. (3) Unless otherwise specified in a Contract, the Customer must pay the Purchase Price, any amount payable under clause 2(4) and any GST Amount in full into VD’s nominated bank account in the Currency by the Due Date, free and clear of any deduction, set-off or counterclaim. (4) As notified by VD in accordance with the terms of a Contract, the Customer must also pay any freight, delivery, customs clearing, warehousing, storage or other costs, expenses or disbursements incurred by VD in respect of the Products by the Due Date or otherwise within 7 days of VD’s invoice. (5) If the Customer does not pay any amount in accordance with the terms of a Contract, then (without prejudice to any other right or remedy), VD may: (a) charge and the Customer must pay interest at the Prescribed Rate in respect of any monies as may from time to time be overdue until such monies together with interest are paid in full; (b) terminate any then existing Contract with the Customer and/or suspend further deliveries until payment has been made; and (c) exercise its rights under clause 3(3). (6) The Customer must pay VD all expenses, costs or disbursements incurred in recovering any outstanding monies under a Contract, including debt collection fees and legal costs on a full indemnity basis.
3. Delivery, title and risk (1) Any date for delivery of the Products specified in a Contract is the estimated date for delivery only. Subject to any Consumer Rights, VD is not liable to the Customer for any damage, expense, loss or liability suffered or incurred by the Customer in respect of any late delivery of Products or late provision of services under a Contract. The Customer must still accept and pay for the Products even if the delivery is late. (2) Until all amounts owing by the Customer to VD under a Contract are paid in full, VD retains title to all Products under the Contract. (3) If the Customer does not pay the Purchase Price for Products by the Due Date, VD has the right to immediate possession of any and all those Products without notice to the Customer or any other person. The Customer gives VD an irrevocable licence, with no less than four business hours' notice, to enter into the Customer’s premises for the purpose of enforcing VD’s rights under this clause 3(3). VD may (at VD’s cost) require the Customer to deliver up the relevant Products to a destination specified by VD by giving the Customer not less than 48 hours' prior notice. (4) Where VD organises the transport and delivery of the Products under a Contract to the Customer, risk in those Products passes to the Customer on delivery to the Customer’s delivery address. In all other cases, risk in the Products under a Contract passes to the Customer on dispatch from VD’s warehouse. (5) Unless a contrary intention appears, words or expressions used in this clause 3(5) that are defined in the PPSA have the same meaning as given to them in the PPSA. If at any time VD determines that these Terms (or any of the transactions contemplated by or under them) create a security interest in its favour over any personal property, then VD may apply for any registration, or give any notification, in connection with that security interest and the Customer must promptly, upon VD’s request, do anything to the satisfaction of VD (including signing and producing documents, getting documents completed or signed, obtaining consents and supplying information) to: (a) provide more effective security over the relevant personal property; (b) ensure that any such security interest in favour of VD: (i) is at all times enforceable, perfected (including, where applicable, by registration) and otherwise effective; and (ii) ranks as a first priority security interest; (c) enable VD to prepare and register a financing statement or a financing change statement or give any notification in connection with that security interest; and (d) enable VD to exercise any of its rights or perform any of its obligations in connection with any such security interest or under the PPSA. If Chapter 4 of the PPSA would otherwise apply to the enforcement of the security interest created under these Terms, the Customer agrees that the following provisions of the PPSA will not apply: (a) section 95 (notice of removal of accession), to the extent that it requires VD to give a notice to the Customer; (b) section 121(4) (enforcement of liquid assets – notice to grantor); (c) section 125 (obligation to dispose of or retain collateral); (d) section 130 (notice of disposal), to the extent that it requires VD to give a notice to the Customer; (e) paragraph 132(3)(d) (contents of statement of account after disposal); (f) subsection 132(4) (statement of account if no disposal); (g) section 142 (redemption of collateral); and (h) section 143 (reinstatement of security agreement). VD does not need to give the Customer any notice required under the PPSA (including a notice of a verification statement under section 157 of the PPSA) unless the requirement for the notice cannot be excluded. Neither party will disclose to a person or entity that is not a party to these Terms information of the kind mentioned in section 275(1) of the PPSA unless section 275(7) of the PPSA applies or that information is publicly available.
4. Limitations of liability and claims. (1) Important consumer information: Full details of the consumer rights and remedies referred to in this clause 4 can be obtained from the Australian Competition and Consumer Commission (ACCC) at www.accc.gov.au or from a local consumer protection agency. (2) Important consumer information: Nothing in this clause 4(2) limits the Customer’s consumer rights and remedies referred to in clauses 4(3) and 4(4). Subject to clauses 4.3 and 4.4, the Customer agrees that all terms, conditions, warranties, guarantees, representations and obligations in relation to VD’s supply to the Customer of Products and services which are implied or granted by statute or general law are excluded. (3) If VD’s supply of the Products under these Terms is a supply to the Customer of goods or services of a kind ordinarily acquired for personal, domestic or household use or consumption, then the Customer has important rights under the Australian Consumer Law, including Consumer Rights and remedies. Nothing in these Terms limits those rights and remedies in any way. (4) If VD’s supply of the Products under these Terms is a supply to the Customer of goods or services that are not of a kind ordinarily acquired for personal, domestic or household use or consumption, then VD’s liability for loss suffered or incurred by the Customer is limited to VD (at VD’s option): (a) in respect of goods supplied under these Terms: (i) replacing the goods or supplying equivalent goods; (ii) repairing the goods; (iii) paying the cost of replacing the goods or of acquiring equivalent goods; or (iv) paying the cost of having the goods repaired, (b) in respect of services supplied under these Terms: (i) resupplying the services; or (ii) paying the cost of having the services supplied again. (5) The limitation of liability in clause 4(4) does not apply: (a) where it is not fair or reasonable for VD to rely on that clause; or (b) in relation to rights granted under sections 51, 52 and 53 of the Australian Consumer Law. (6) Where VD is liable to the Customer in circumstances which are not covered by clause 4(3) or clause 4(4), VD’s total liability to the Customer for all events and occurrences in respect of a Contract, whether in contract, tort including negligence, under statute or otherwise, is limited to $100. (7) Subject to any Consumer Rights and to the extent permitted by law: (a) VD is not liable to the Customer in any circumstances for any indirect, economic, special or consequential loss or damage, loss of revenue, time, goodwill, data, anticipated savings, opportunity, reputational loss, loss of production and loss of profit in respect of a Contract or the supply of any goods and/or services; (b) VD’s liability in respect of a Contract is reduced to the extent that the relevant loss or damage: (i) was caused or contributed to by the Customer; or (ii) arises from inaccurate data or information provided by the Customer. (8) Before making any claim against VD with respect to a Contract, the Customer must first take all reasonable action to mitigate any loss suffered by the Customer in relation to that claim (including claiming under any applicable insurance policy) and any sum recovered will reduce the amount of the claim. (9) The Customer must notify VD of any potential or actual claim against VD under a Contract within 30 days of collection or delivery of the Products under the Contract (and any claim brought outside of that time frame is absolutely barred). The Customer must provide VD with all reasonable information requested by VD to substantial any such claim.
5. General. (1) Each Contract constitutes the entire agreement between the parties as to its subject matter and supersedes all prior representations, documents and agreements in connection with that subject matter. (2) Any amendments and special conditions applicable to a Contract will be specified by VD in writing in the relevant Order Confirmation. Otherwise, a Contract may only be amended in writing signed by both parties. (3) Each party warrants that it has the authority, power and capability to enter into and to perform its obligations under each Contract and that its obligations under each Contract will be binding and enforceable. (4) Each term of a Contract must be interpreted in such manner as to be effective and valid under applicable law. If any term of a Contract is held to be prohibited by or invalid under applicable law, that term is ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of the Contract. (5) A term of a Contract may not be waived except in writing signed by the party granting the waiver. The waiver by a party of a breach by the other party of any term of a Contract does not operate as a waiver of another or continuing breach by that party of that term or any other term of a Contract. (6) VD’s obligations under a Contract are suspended during any period in which VD is prevented from performing them by circumstances or events beyond VD’s reasonable control. (7) the Customer must not assign or novate any of its rights or obligations under a Contract without VD’s prior written consent (which VD may withhold in its absolute discretion). VD may assign or novate any of its rights or obligations under a Contract to any person by notice to the Customer. (8) The Customer has no right of set-off against any payment due to VD under any Contract. (9) These Terms are governed by the laws applicable in the State of Victoria, Australia. The parties submit to the non-exclusive jurisdiction of the courts of that State.
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1. Our commitment to privacy
Visionary Digital Pty Limited (ACN 147 813 198) (referred to as we, our and us) is committed to protecting the privacy of all Personal Information that we collect from you and to complying with our obligations under the Privacy Act 1988 (Cth) (Privacy Act) and the Australian Privacy Principles.
Personal information means information or opinion about an identified individual, or an individual who is reasonably identifiable.
Sensitive Information has the meaning given in the Privacy Act.
Website means our website at www.visionarydigital.com.au.
Where practicable, we will deal with you anonymously or under a pseudonym. However, where you do not wish to provide us with your Personal Information, you will not be able purchase our products and services.
We collect and hold Personal Information that is reasonably necessary for, or directly related to, one or more of our functions or activities.
4. Our purposes for handling your Personal Information
We collect, hold, use and disclose Personal Information to:
provide you with products and services;
promote related products and services to you;
enable you to access information about us and our products and services;
comply with our legal and regulatory obligations; and
otherwise manage our business
5. Types of Personal Information we collect
We obtain Personal Information directly from customers and via our Website and from maintaining records of information provided in the course of providing products and services.
When you browse our Website
You do not have to give us any information in order to simply browse on our Website.
However, we may need to collect certain details from you if, for example, you want to place an order or make a payment for products or services.
When we provide you with products and services
To provide products and services to you, the Personal Information that we collect includes your name, email address, phone number and delivery and billing address.
6. How we handle your Personal Information
We will collect and hold your Personal Information in a fair and lawful manner, and not in an unreasonably intrusive way. We obtain Personal Information directly from you.
We may collect the Personal Information you directly give us through some of the following means:
when completing the registration process on our Website;
when you place an order to purchase our products and/or services;
when you request any information regarding our products or services in person, by phone or via our Website;
while conducting customer satisfaction surveys;
whilst administering any of our services; and
as otherwise required to manage our business
We may collect your Personal Information automatically through some of the following means:
we may collect information about how you use our Website to assist us to provide you with more tailored products and services and to enable us to develop and improve our products and services;
we may also collect information from the devices and networks that you use to access our Website to help us develop and secure our services; and
we may use 'cookies' to store and sometimes track information about you, but only on an anonymous basis.
7. Use and disclosure of Personal Information
We will only use and/or disclose your Personal Information in accordance with the Privacy Act and the Australian Privacy Principles.
The primary purposes for which we use and disclose your Personal Information include:
giving you the ability to access and use our Website;
verifying your identity;
providing you with our products or services;
providing you with information in relation to the use of our products or services;
providing quality assurance for our products and services;
providing you with information available on our Website;
maintaining user records;
administering and managing our products or services, including charging, billing and collecting debts;
responding to your enquiries and feedback regarding our business, our products and our services;
complying with government legislation and regulations; and
internal management purposes, complaint handling, planning, quality assurance and audit purposes
Specific examples of third parties to whom we may disclose Personal Information include:
our third party service providers (such as our third party providers of backup and data storage services, content services, website hosting services, marketing services, market research and analytical services, delivery, distribution and mailing services);
our third party providers of software and services which incorporated in, or integrated or linked with, our Website;
any purchaser or potential purchaser of our business or assets;
our professional advisers, including our accountants, auditors and lawyers; and
government and regulatory authorities and other organisations, as required or authorised by law
We may also use and disclose your Personal Information we collect for a secondary purpose. A secondary purpose is one which is related to the primary purpose of collection. Some of the secondary purposes for which we may use your personal information include:
promoting and marketing our products and services to you;
product and service development;
customer and market research; and
keeping you informed of any changes to our business, products and services or other offerings that may be of interest to you.
We will not use or disclose your Personal Information for any other purpose unless you have consented to that use or disclosure.
We may use your Personal Information, including your contact details, to provide you with information about products and services, including those of third parties, which we consider may be of interest to you.
We will not disclose your Personal Information to third parties for marketing purposes.
You may opt out at any time if you no longer wish to receive direct marketing information from us. You can make this request by contacting our Privacy Officer.
You have a right to access your Personal Information. We will generally provide it to you but in some cases where and to the extent permitted by law, we may refuse access to some or all of that information. In those circumstances we will provide reasons.
To make a request, you will need to obtain and complete an application form verifying your identity and specifying what information you require. You should contact our Privacy Officer at firstname.lastname@example.org to make a request.
9. Accuracy and corrections
We will take reasonable steps to ensure your Personal Information is accurate, complete and up to date. If you believe that any Personal Information we hold about you is not accurate, complete or up to date, then please contact our Privacy Officer at email@example.com.
We will take all reasonable steps to ensure your Personal Information is kept secure.
We maintain appropriate physical, procedural and technical security for our offices and information storage facilities so as to prevent any loss, misuse, unauthorised access, disclosure, or modification of Personal Information. This also applies to disposal of Personal Information.
In addition, we protect Personal Information by restricting access to those people who need access to do their job.
11. Resolving personal information concerns
The Privacy Officer
Visionary Digital Pty Limited
24 Viking Court
Cheltenham VIC 3192
Once a complaint has been lodged, the Privacy Officer will respond to you as soon as possible. We will endeavour to respond to any complaints received within 30 days.
You may also lodge a complaint with the Office of the Australian Information Commissioner by telephone: 1300 363 992 or email: firstname.lastname@example.org.
The last update to this document was on 7 August 2020