In these terms and conditions, “we” “us” and “our” refers to UDF Enterprises Pty Ltd trading as UDF Distribution.  Your access to and use of all information on this website including purchase of our product/s is provided subject to the following terms and conditions.

We reserve the right to amend this Notice at any time and your use of the website following any amendments will represent your agreement to be bound by these terms and conditions as amended.  We therefore recommend that each time you access our website you read these terms and conditions.

Agents

  1. In order to access the services provided on this website, you must become a agent. You must complete registration by providing certain information as set out on our agent registration page. Please refer to our Privacy Policy linked on our home page for information relating to our collection, storage and use of the details you provide on registration.
  2. You agree to ensure that your registration details are true and accurate at all times and you undertake to update your registration details from time to time when they change.
  3. On registration, we provide you with a password. On registration you agree to pay for our services as set out on our website.
  4. We reserve the right to terminate your association at any time if you breach these terms and conditions.

Our Website Services

  1. Our services are provided to adults over the age of eighteen (18) years. By proceeding to purchase through our website, you acknowledge that you are over 18 years of age.
  2. All prices are in Australian Dollars (AUD) and are inclusive of GST. We endeavour to ensure that our price list is current.  Our price list can be accessed from our home page and we reserve the right to amend our prices at any time.  If you have placed an order, we reserve the right to cancel your order should our prices change.

Product Descriptions

  1. We strive to ensure that our products are described as accurately as possible on our website, however we do not warrant that the description is accurate. Where we become aware of any misdescription, we reserve the right to correct any error or omission.
  2. Images have been provided for illustrative purposes only and we do not guarantee that any image will reproduce in true colour nor that any given image will reflect or portray the full design or options relating to that product.

Product Orders

  1. Our products are for sale to adults over the age of eighteen (18) years. By proceeding to purchase through our website, you acknowledge that you are over 18 years of age.
  2. We endeavour to ensure that our product list is current however we give no undertaking as to the availability of any product advertised on our website.
  3. All prices are in Australian Dollars (AUD) and are inclusive of GST. Our price list can be accessed from our home page and we reserve the right to amend our prices at any time.
  4. Packaging and postage is an additional charge, calculated at time of purchase. Is at the agents cost.
  5. When you order from us, we require you to provide your name, address for delivery, your email address, telephone contact and credit card details. We undertake to take due care with this information; however, in providing us with such information you accept that we are not liable for its misuse due to error in transmission or virus or malware.
  6. We undertake to accept or reject your order within 7 days. If we have not responded to you within 7 days, your offer is deemed to be rejected.  We are not required to give reasons for rejecting your offer to purchase however the most likely reason for rejecting your offer will be that we do not currently have that product in stock.
  7. Once you have submitted an order, you may not cancel that order even if our acceptance or rejection of your offer is still pending.
  8. Delivery of your ordered product/s will be as set out on our website. Title in the goods passes to you when we have received payment.  Our terms of payment are set out on the order page within the reseller’s agreement.
  9. All risk of loss or damage to the goods passes to you when we despatch the goods. At the time of conducting your transaction we strongly recommend freight insurance.

Order Cancellation Due To Error

  1. Where a product has been listed at the incorrect price or with incorrect descriptive information or image due to typographical error or similar oversight, we reserve the right to cancel a transaction. Where your credit card has been charged, we will immediately refund your credit card for the total amount debited.

Product Returns

  1. We undertake to replace any product delivered to you that is faulty or is in a damaged condition. If you wish to return a faulty or damaged product, you must notify us through our designated “contact us” webpage where we set out our requirements relating to return of such goods.
  2. We also undertake to exchange any undamaged product purchased from us so long as it is returned unused and with proof of purchase within 14 days of purchase, however we will not provide any refund of such purchase. If undamaged goods are returned to us for exchange, we do not refund any packing and postage charges. Return of undamaged goods for exchange is entirely at your cost and risk.
  3. If we are unable at the time of return to replace or exchange returned goods, we undertake to reimburse your credit card for the amount initially debited for the purchase including packaging and postage charges.
  4. Once you have notified us through our website that you wish to return faulty, damaged or undamaged product, you may return the product to any of our stores throughout Australia so long as you provide valid proof of purchase eg. tax invoice, receipt and/or packaging slip.

Site Access

  1. When you visit our website, we give you a limited licence to access and use our information for personal use.
  2. You are permitted to download a copy of the information on this website to your computer, provided that you do not delete or change any copyright symbol, trademark or other proprietary notice. Your use infringes our intellectual property rights.
  3. Except as permitted under the CopyrightAct1968 (Cth), you are not permitted to copy, reproduce, republish, distribute or display any of the information on this website without our prior written permission.
  4. The licence to access and use the information on our website does not include the right to use any data mining robots or other extraction tools. The licence also does not permit you to metatag or mirror our website without our prior written permission. We reserve the right to serve you with notice if we become aware of your metatag or mirroring of our website.

Hyperlinks

  1. This website may from time to time contain hyperlinks to other websites. Such links are provided for convenience only and we take no responsibility for the content and maintenance of or privacy compliance by any linked website.  Any hyperlink on our website to another website does not imply our endorsement, support, or sponsorship of the operator of that website nor of the information and/or products which they provide.
  2. Linking our website is not permitted. We reserve the right to serve you with notice if we become aware of such linking.

Intellectual Property Rights

  1. The copyright to all content on this website including applets, graphics, images, layouts and text belongs to us or we have a licence to use those materials.
  2. All trademarks, brands and logos generally identified either with the symbol’s TM or ® which are used on this website are either owned by us or we have a licence to use them. Your access to our website does not license you to use those marks in any commercial way without our prior written permission.
  3. Any comment, feedback, idea or suggestion (called “Comments”) which you provide to us through this website becomes our property. If in future we use your Comments in promoting our website or in any other way, we will not be liable for any similarities which may appear from such use.  Furthermore, you agree that we are entitled to use your Comments for any commercial or non-commercial purpose without compensation to you or to any other person who has transmitted your Comments.
  4. If you provide us with Comments, you acknowledge that you are responsible for the content of such material including its legality, originality and copyright.

Disclaimers

  1. Whilst we have taken all due care in providing the information on our website, we do not provide any warranty either express or implied including without limitation warranties of title or implied warranties of merchantability or fitness for a particular purpose.
  2. To the extent permitted by law, any condition or warranty which would otherwise be implied into these terms and conditions is excluded.
  3. We also take all due care in ensuring that our website is free of any virus, worm, Trojan horse and/or malware, however we are not responsible for any damage to your computer system which arises in connection with your use of our website or any linked website.
  4. From time to time we may host third party content on our website such as advertisements and endorsements belonging to other traders. Responsibility for the content of such material rests with the owners of that material and we are not responsible for any errors or omissions in such material.

1. WARRANTIES

1.1 AGENT WARRANTIES

The Agent represents and warrants that:

  • (a) any information it has provided under this agreement is accurate and complete;
  • (b) it has, and will at all times have, use and apply, the skills, qualifications, expertise, capacity, resources and experience necessary to carry out its obligations under this agreement;
  • (c) it has all rights, title, licences, authorisations, consents and other approvals necessary to perform its obligations in accordance with this agreement; and
  • (d) it will not engage in any misleading or deceptive conduct in performing the Agent Services.

1.2 LIMITATIONS OF WARRANTIES

UDF Distribution makes no express warranties other than those expressly set out in this agreement concerning the Products, and the Agent acknowledges that it has relied on no other warranties in deciding to enter into this agreement.

UDF Distribution warrants that its Services are provided with due care and skill. To the maximum extent permitted by applicable law, all other warranties, representations or conditions relating to the Products or the suitability of the Products for any particular purpose or to the merchantability of the Products or to any other aspect of the Products (whether express or implied and whether arising in contract, at common law or under statute or in equity) are to the extent permitted by applicable law expressly excluded.

This clause 7.2 is not intended to limit a consumer’s rights under the Competition and Consumer Act 2010 (Cth).

1.3 NON-EXCLUDABLE TERMS

Where any law implies a condition, warranty or guarantee into this agreement which may not lawfully be excluded by UDF Distribution, then to the maximum extent permitted by applicable law, UDF Distribution’s liability for breach of that non-excludable condition, warranty or guarantee will, at UDF Distribution’s option, be limited to:
  • (a) in the case of goods, their replacement or the supply or equivalent goods or their repair; and
  • (b) in the case of services, the supply of the services again, or the payment of the cost of having them supplied again.

2. INDEMNITY AND LIMITATION OF LIABILITY

2.1 LIMITATION OF LIABILITY

Subject to clause 7.3, the maximum aggregate liability of UDF Distribution to the Agent, whether arising in contract, tort (including negligence), statute, equity or otherwise, in respect of any loss or damage sustained by the Agent under or in connection with this agreement is limited to the amounts paid to the Agent under this agreement.

2.2 INDEMNITY

The Agent indemnifies UDF Distribution from and against all losses, claims, expenses, damages and liabilities (including any taxes, fees or costs) which arise out of:

  • (a) any breach of this agreement by the Agent; or
  • (b) any negligent act or omission of the Agent.

2.3 ASSISTANCE

If a claim is made by a person against UDF Distribution arising out of or in connection with the Agent Services, the Agent must (and must ensure that its Personnel), at the expense of the Agent, provide all reasonable assistance and co-operation to UDF Distribution in the conduct of any legal or other proceedings including, without limitation:
  • (a) providing all relevant documents in its possession; and
  • (b) signing any documents or authorities, as may be reasonably required for the prosecution or advancement of any legal or other proceedings.

3. INDEMNITY

3.1 By accessing our website, you agree to indemnify and hold us harmless from all claims, actions, damages, costs and expenses including legal fees arising from or in connection with your use of our website.

4. FORCE MAJEURE

4.1 If a party (Affected Party) becomes unable, wholly or in part, to carry out an obligation under this agreement or a Statement of Work (other than an obligation to pay money) due to an event beyond its reasonable control of the Affected Party, including a severe weather incident or an act of war or terror in a relevant location (Force Majeure), the Affected Party must give to the other party prompt written notice of
  • (a) reasonable details of the Force Majeure; and
  • (b) so far as is known, the probable extent to which the Affected Party will be unable to perform or be delayed in performing its obligation.
4.2 The relevant obligation will be suspended during the Force Majeure to the extent that it is affected by the Force Majeure. The Affected Party must use its best endeavours to overcome or remove the Force Majeure as quickly as possible.

5. GOVERNING LAW

5.1 This agreement is governed by the law applying in Western Australia.

5.2 Each party irrevocably submits to the exclusive jurisdiction of the courts of Western Australia and courts of appeal from them in respect of any proceedings arising out of or in connection with this agreement. Each party irrevocably waives any objection to the venue of any legal process on the basis that the process has been brought in an inconvenient forum.

5. GOVERNING LAW

  1. We undertake to take all due care with any information which you may provide to us when accessing our website. However, we do not warrant and cannot ensure the security of any information which you may provide to us.
  2. Information you transmit to us is entirely at your own risk although we undertake to take reasonable steps to preserve such information in a secure manner.
  3. Our compliance with privacy legislation is set out in our separate Privacy Policy which may be accessed from our home page.