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Terms & Conditions

TERMS AND CONDITIONS – WEBSITE AND SALE OF GOODS

 

  1. DEFINITIONS

In these Terms:

  • "ACL" means the Australian Consumer Law Schedule of the Competition and Consumer Act 2010 (Cth) as amended from time to time;
  • "Agreement" means any agreement for the provision of Goods by the Supplier to the Customer, which includes the Customer placing the order with the Supplier to purchase the Goods and making payment and the Supplier accepting such order;
  • “Business Day” means Monday - Friday excluding public holidays in Melbourne, Victoria;
  • "consumer" is as defined in the ACL and in determining if the Customer is a consumer, the determination is made if Customer is a consumer under the Agreement;
  • "Customer" means the person or corporate entity, jointly and severally if more than one, acquiring Goods from the Supplier;
  • “Customer Premises” means the premises of the Customer specified by the Customer in the order for the delivery of the Goods;
  • "Intellectual Property Rights" means all present and future rights conferred by statute, common law or equity in or in relation to any copyright, trade marks, designs, patents, circuit layouts, business and domain names, inventions, and other results of intellectual activity in the industrial, commercial, scientific or artistic fields;
  • "Goods" means all goods supplied by the Supplier to the Customer, including but not limited to fitness equipment;
  • "GST" means the goods and services tax as defined in A New Tax System (Goods and Services Tax) Act 1999 as amended;
  • "PPSA" means the Personal Property Securities Act 2009 as amended;
  • "Supplier" means Iron Edge Enterprises Pty Ltd;
  • "Terms" means these Terms and Conditions – Website and Sale of Goods; and
  • “Website” means  www.ironedge.com.au.
  1. BASIS OF AGREEMENT
    • Unless otherwise agreed by the Supplier in writing, the Terms apply exclusively to every order of the Supplier and every invoice of the Supplier and cannot be varied or replaced by any other terms, including the Customer’s terms and conditions of purchase (if any).
    • Please read these Terms carefully before accessing or using the Website or placing any order with the Supplier online, over the telephone or via email. By visiting, accessing or using any part of the Website and/or placing an order with the Supplier, each Customer agrees to be bound by these Terms. If the Customer does not agree to all of the Terms, then such Customer may not access the Website or purchase any Goods from the Supplier. If these Terms are considered an offer, acceptance is expressly limited to these Terms.
    • An agreement is accepted by the Supplier when the Supplier accepts an order from the Customer and full payment is received.
    • Any amendments to the order must be received by the Supplier from the Customer within 24 hours of the placement of the original order.
    • The Supplier has an absolute discretion to refuse to accept any order.
    • The Supplier may vary or amend these Terms by publishing the amended version online at any time. Any variations or amendments will apply to orders placed after the notice date.
  2. USE OF WEBSITE
    • The Customer agrees not to reproduce, duplicate, copy, sell, resell or exploit any portion of the information provided or sold or any part of the Website without express written permission provided by the Supplier.
    • The Customer may be able, through hypertext or other computer links, to gain access to other Websites operated either by the Supplier, its affiliates or other third parties ("Linked Websites").  Unless otherwise specified, the Linked Websites are not under the Supplier's control.  The Linked Websites may have different terms of use and privacy requirements.  Unless otherwise specified, the Supplier is not responsible for the content of any Linked Websites, or any changes or updates to such Websites.  The Supplier provides these links for the Customer’s convenience only.  The Customer links to any such Linked Websites at its own risk.  The Supplier is not a party to any transaction between the Customer and a Linked Website.  Unless specified, the Supplier does not sponsor, endorse, adopt, confirm, guarantee or approve of any material or representations made in those Linked Websites.
    • The Supplier does not warrant, guarantee or make any representation regarding the accuracy, adequacy, reliability, completeness or timeliness of the information available on the Website ("Information") or that it is suitable for the Customer’s intended use.  The Information is provided by the Supplier in good faith on an "as is" basis without warranty of any kind.
    • The Supplier does not warrant or represent that the Information is free from human or mechanical error, technical inaccuracies or other typographical errors or defects.  The use of this Website and the Information is at the Customer’s own risk.
    • The Supplier makes no warranties, guarantees or representations that the material in this Website will not cause damage or that the material is free from any computer virus or other defects.  It is your responsibility to complete a virus check on any Information downloaded.
    • All warranties, representations and statutory guarantees and any liability which may arise in relation to your access to or use of this Website or the Information is expressly excluded to the maximum extent permitted by law.
    • The publication of the Supplier's email addresses on the Website is to facilitate communications relating to the Goods supplied by the Supplier.  It must not be inferred as consent by the Supplier to receive unsolicited commercial electronic messages.
    • When the Customer places an order, the Supplier may collect contact information such as the Customer’s email address and contact number. This may be used for purposes including but not limited to record keeping and marketing. Unless explicitly stated otherwise, the Customer gives the Supplier permission to send marketing materials via email and SMS.
    • The Website may contain cookies.
  3. PRICING
    • Prices quoted for the supply of Goods include GST and any other taxes or duties imposed on or in relation to the Goods.
    • If the Customer requests any variation to the order, the Supplier may increase the price to account for the variation.
    • Where there is any change in the costs incurred by the Supplier in relation to Goods, the Supplier may vary its price to take account of any such change, by notifying the Customer.
    • The Customer acknowledges and agrees that occasionally the prices of the Goods listed on the Website may be incorrect due to a technical glitch or human error, for example a product is listed as a cost of $0.00, and that the Supplier will be able to recover the actual cost of the Goods from the Customer unless the Customer chooses to cancel the order.
  4. PAYMENT
    • When the Customer places an order with the Supplier, the Supplier will provide the invoice for the total costs of Goods. Any such order and acceptance by the Supplier will form part of these Terms.
    • The Customer must pay for the Goods in full before the order can be accepted by the Supplier.
    • Unless otherwise agreed in writing:
      • All payments can be made using Visa, MasterCard and bank transfer.
      • No AMEX or other types of credit cards apart from those listed in clause 5.3 are accepted.
    • The time for payment is of the essence and all invoices should be paid at the time of placement of the order.
    • For certain trade Tradepass Customers, the Supplier may, in its sole discretion, offer terms of payment, and for all such Tradepass Customers the payment must be made by the due date listed on the invoice.
    • Payment terms may be revoked or amended at the Supplier’s sole discretion immediately upon giving the Customer written notice.
  5. PAYMENT DEFAULT
    • If the Customer defaults in payment by the due date of any amount payable to the Supplier, then all money which would become payable by the Customer to the Supplier at a later date on any account, becomes immediately due and payable without the requirement of any notice to the Customer, and the Supplier may, without prejudice to any of its other accrued or contingent right:
      • charge the Customer interest on any sum due at the prevailing rate pursuant to the Penalty Interest Rates Act 1983 (Vic) plus 4 per cent for the period from the due date until the date of payment in full;
      • charge the Customer for, and the Customer must indemnify the Supplier from, all costs and expenses (including without limitation all legal costs and expenses) incurred by it resulting from the default or in taking action to enforce compliance with the Terms or to recover any Goods;
      • cease or suspend supply of any further Goods to the Customer; and
      • by written notice to the Customer, terminate any uncompleted contract with the Customer.
    • Clauses1(c) and 6.1(d) may also be relied upon, at the Supplier’s option, where the Customer is a natural person and becomes bankrupt or enters into any scheme of arrangement or any assignment or composition with or for the benefit of his or her creditors or any class of his or her creditors generally or where the Customer is a corporation and, it enters into any scheme of arrangement or any assignment or composition with or for the benefit of its creditors or any class of its creditors generally, or has a liquidator, administrator, receiver or manager or similar functionary appointed in respect of its assets, or any action is taken for, or with the view to, the liquidation (including provisional liquidation), winding up or dissolution without winding up of the Customer.
  6. PASSING OF PROPERTY
    • Until the Supplier receives full payment in cleared funds for all Goods supplied by it to the Customer, as well as all other amounts owing to the Supplier by the Customer:
      • title and property in all Goods remain vested in the Supplier and do not pass to the Customer;
      • the Customer must hold the Goods as fiduciary bailee and agent for the Supplier, and must keep the Goods separate from its Goods and maintain the Supplier’s labelling and packaging;
      • in addition to the rights under the PPSA, the Supplier may without notice, enter any premises where it suspects the Goods are and remove them, notwithstanding that they may have been attached to other Goods not the property of the Supplier, and for this purpose the Customer irrevocably licences the Supplier to enter such premises and also indemnifies the Supplier from and against all costs, claims, demands or actions by any party arising from such action.
  1. PRE-ORDERS
    • The Supplier may allow pre-orders for Goods which are not currently available for delivery.
    • The Customer acknowledges and agrees that any pre-orders placed with the Supplier by the Customer can only be cancelled within 7 days of the original order being placed by the Customer with the Supplier and cannot be amended or cancelled by the Customer after that period as the Supplier will place the order with the manufacturer based on and in reliance on the Customer’s order of specific items.
  2. CANCELLATION
    • If the Supplier is unable to deliver or provide the Goods, then the Supplier may cancel the Customer's order (even if it has been accepted) by notice to the Customer (written or verbal).
    • No purported cancellation or suspension of an order or any part of it by the Customer is binding on the Supplier once the order has been accepted.
  3. CUSTOM/MADE TO ORDER
    • Custom or made-to-order pieces require time for design, production, and customization. The production time will be communicated to you at the time of ordering and may vary depending on the complexity of the item and our current workload.
    • Due to the personalised nature of custom or made-to-order pieces, once production has commenced, cancellation of the order is not permitted.
    • If you wish to cancel your order before production begins, please contact us immediately. A cancellation may be considered at our discretion, and any applicable fees or costs incurred up to the point of cancellation will be charged.
    • Any requested changes to custom or made-to-order pieces must be communicated to us as soon as possible.
    • We will make every effort to accommodate changes requested before production begins. However, we cannot guarantee that changes can be accommodated after production has started.
    • We take pride in the quality of our custom and made-to-order pieces. Before shipping, each item undergoes thorough quality control checks to ensure it meets our standards and your specifications.
    • As custom or made-to-order pieces are personalized to your specifications, they are not eligible for return or refund unless they arrive damaged or defective.
    • By providing any customisation, design, or specifications for your custom or made-to-order piece, you represent and warrant that you have the necessary rights and permissions to use any logos, images, or other content provided. You agree to indemnify and hold harmless Iron Edge against any claims of infringement or unauthorised use.
    • We will communicate with you throughout the production process to keep you informed of the status of your order. Please ensure that the contact information provided is accurate and up to date.
  4. SHORTAGES AND EXCHANGES
    • Subject to clause 10.2 and 10.5, the Supplier will not be liable for any shortages, damage or non-compliance with the specifications in the Terms unless the Customer notifies the Supplier with full details and description within 24 hours of receipt of the Goods otherwise the Customer is deemed to have accepted the Goods.
    • When any shortages, claim for damaged Goods or non-compliance with the Agreement specifications is accepted by the Supplier, the Supplier may, at its sole discretion, replace the Goods, or refund the price of the Goods.
    • Subject to clause 10.5:
      • if the Customer wants to return Goods for credit, it must first obtain written authority from the Supplier in the form of an official returns note;
      • all returns for credit must be received by the Supplier within 7 days of the date of delivery or pick up from the Supplier’s premises and must be accompanied by written reasons for the return;
      • the Customer is responsible for freight and insurance of the Goods being returned and the Supplier will not be liable for any Goods damaged in transit;
      • any Goods accepted for return may incur a handling charge.
      • approved refunds/exchanges requested due to change of mind will be made minus the cost of shipping paid on initial delivery to Customer
    • Subject to clause 10.5, the Supplier will not under any circumstances accept Goods for return that have been specifically produced, imported or acquired to fulfil the Agreement, are discontinued Goods or no longer stocked by the Supplier, have been altered in any way, have been used or are not in their original condition and packaging.
    • If the Customer is a consumer, nothing in this clause 10 limits any remedy available for a failure of the guarantees in sections 56 and 57 of the ACL.
  5. PERFORMANCE OF AGREEMENT
    • Any period or date for delivery of Goods stated by the Supplier is an estimate only and not a contractual commitment.
    • The Supplier will use reasonable endeavours to meet any estimated dates for delivery of the Goods but will not be liable for any loss or damage suffered by the Customer or any third party for failure to meet any estimated date.
    • The Supplier's delivery records will be prima facie proof of delivery of the Goods to the Customer.
  6. DELIVERY
    • Subject to clause 12.6, the Supplier will arrange for the delivery of the Goods to the Customer
    • The cost of delivery will be as listed in the order of the Customer, depending on the weight of the Goods and the location of the Customer Premises.
    • The Customer is responsible for all costs associated with delivery, including freight, insurance and other charges arising from the point of dispatch of the Goods to the Customer to the point of delivery.
    • The Supplier may make part delivery of Goods and the Supplier may invoice the Customer for the Goods provided.
    • The Customer indemnifies the Supplier against any loss or damage suffered by the Supplier, its sub-contractors or employees as a result of delivery, except where the Customer is a consumer and the Supplier has not used due care and skill.
    • Delivery is deemed to have taken place once the Goods have been left at the Customer Premises or a confirmation has been entered into the Supplier’s system, or a delivery docket is signed by the Customer, whichever is the earlier. If delivery is attempted and is unable to be completed, the Customer is deemed to have taken delivery of the Goods.  The Customer is liable for any re-delivery charges if the Goods are returned to the Supplier payable on demand.
    • If there has been a non-delivery in relation to the Goods ordered, the Customer must notify the Supplier within 7 days of such non-delivery.
    • If the delivery is delayed due to a Force Majeure or third party being unable to dispatch the Goods, the Customer acknowledges and agrees that the Supplier may either part deliver the Goods with the rest of the Goods or full delivery occurring within six (6) months from the date of the order of the Customer.
  7. REFUNDS
    • The Supplier will not accept return of Goods once these have been manufactured to the Customer’s specifications.
    • In the event that the Goods are damaged in transit, the Customer must notify the Supplier within 24 hours of receiving the Goods and provide the Supplier with photographs of the damage. The Supplier will then provide instructions to the Customer on returning such Goods and obtaining a replacement or a refund, at the sole discretion of the Supplier.
    • No refunds will be given when the Customer provided wrong dimensions or details for any of the Goods purchased.
    • Subject to ACL, no refunds will be given in regards to sale items or change of mind.
  8. CREDIT INFORMATION AND PRIVACY
    • The Customer acknowledges that certain items of information it provided to the Supplier may be disclosed to a credit reporting agency.
    • By using the Website to complete an order for any of the Goods, the Customer authorises the Supplier to obtain consumer and/or commercial information permitted by the Privacy Act from a credit reporting agency and to use such information for the purpose of collecting overdue payments relating to commercial credit owed by the Customer. This authority remains in force for the duration of the Customer’s account with the Supplier and until all moneys owed have been repaid.
    • The Supplier may collect, use, store, record and transmit the Customer’s personal information entered on the Website.  For further details, please refer to the Supplier's Privacy Policy.  All Customers’ continued use of the Website and provision of Customer’s personal information constitutes approval for the Supplier to deal with the Customer’s personal information.
  9. PERSONAL PROPERTY SECURITIES ACT
    • Notwithstanding anything to the contrary contained in these Terms, the PPSA applies to these Terms.
    • For the purposes of the PPSA:
      • terms used in clause 15 that are defined in the PPSA have the same meaning as in the PPSA;
      • these Terms are a security agreement and the Supplier has a Purchase Money Security Interest in all present and future Goods supplied by the Supplier to the Customer and the proceeds of the Goods;
      • The security interest is a continuing interest irrespective of whether there are monies or obligations owing by the Customer at any particular time; and
      • the Customer must do whatever is necessary in order to give a valid security interest over the Goods which is able to be registered by the Supplier on the Personal Property Securities Register.
    • The security interest arising under this clause 15 attaches to the Goods when the Goods are collected or dispatched from the Supplier's premises and not at any later time.
    • Where permitted by the PPSA, the Customer waives any rights to receive the notifications, verifications, disclosures or other documentation specified under sections 95, 118, 121(4), 130, 132(3)(d), 132(4), 135 and 157 of the PPSA.
    • To the extent permitted by the PPSA, the Customer agrees that:
      • the provisions of Chapter 4 of the PPSA which are for the benefit of the Customer or which place obligations on the Supplier will apply only to the extent that they are mandatory or the Supplier agrees to their application in writing; and
      • where the Supplier has rights in addition to those in Chapter 4 of the PPSA, those rights will continue to apply.
    • The Customer must immediately upon the Supplier's request:
      • do all things and execute all documents necessary to give effect to the security interest created under this Agreement; and
      • procure from any person considered by the Supplier to be relevant to its security position such agreements and waivers (including as equivalent to those above) as the Supplier may at any time require.
    • The Supplier may allocate amounts received from the Customer in any manner the Supplier determines, including in any manner required to preserve any Purchase Money Security Interest it has in Goods supplied by the Supplier.
  10. RISK AND INSURANCE
    • The risk in the Goods and all insurance responsibility for theft, damage or otherwise will pass to the Customer immediately on the Goods being delivered to the Customer or taken from the Supplier’s premises.
    • The Customer assumes all risk and liability for loss, damage or injury to persons or to property of the Customer, or third parties arising out of the use, installation or possession of any of the Goods sold by the Supplier, unless recoverable from the Supplier on the failure of any statutory guarantee under the ACL.
  11. PRODUCT WARRANTY AND SERVICE
    • The Customer acknowledges and agrees that the warranty for all Goods purchased from the Supplier will be the manufacturer’s warranty only and the Customer will be subject to the terms and conditions of the warranty of the relevant manufacturer of Goods.
  12. LIMITATION OF LIABILITY
    • The Supplier will in no way be liable to any party for any injury, loss or damage arising out of or related to the use (or the inability to use) the Website or the Goods. 
    • Under no circumstances will the Supplier be liable for any direct, indirect, incidental, special or consequential loss or damage, including loss of programs or data, loss of business, business interruption, or lost profits as a result of use of the Goods or use of the Website. 
    • Where liability cannot be excluded, any liability incurred by the Supplier is limited to the re-supply of the Goods to the Customer or the Information on the Website or the reasonable costs of having the Information or the Goods re-supplied.
    • Except as these Terms specifically state, or as contained in any express warranty provided by the Supplier, the agreement for the supply of the Goods by the Supplier to the Customer does not include by implication any other term, condition or warranty in respect of the quality, merchantability, acceptability, fitness for purpose, condition, description, assembly, manufacture or design of the Goods or any contractual remedy for their failure.
    • If the Customer is a consumer, then nothing in these Terms restricts, limits or modifies the Customer's rights or remedies against the Supplier for failure of a statutory guarantee under the ACL.
    • If the Customer on-supplies the Goods to a consumer (whether or not they are used up by the Customer in the course of manufacture):
      • if the Goods are not of a kind ordinarily acquired for personal, domestic or household use or consumption, then the amount specified in section 276A(1) of the ACL is the absolute limit of the Supplier’s liability to the Customer;
      • otherwise, payment of any amount required under section 274 of the ACL is the absolute limit of the Supplier’s liability to the Customer;
        • howsoever arising under or in connection with the sale, installation, use of, storage or any other dealings with the Goods by the Customer or any third party.
      • If clause 18.6 or 18.7 do not apply, then other than as stated in the Terms or any written warranty statement the Supplier is not liable to the Customer in any way arising under or in connection with the sale, installation, use of, storage or any other dealings with the Goods by the Customer or any third party.
      • The Supplier is not liable for any indirect or consequential losses or expenses suffered by the Customer or any third party in any way related to the Goods or their delivery or installation, howsoever caused, including but not limited to loss of turnover, profits, business or goodwill or any liability to any other party, except to the extent of any liability imposed by the ACL.
      • The Supplier is not liable for any indirect or consequential losses or expenses suffered by the Customer or any third party, howsoever caused, in relation to any perishable or consumable Goods.
      • The Customer acknowledges that it has not relied on any advice, recommendation, information or assistance provided by the Supplier in relation to the Goods or their use or application and it has not made known, either expressly or by implication, to the Supplier, if applicable, any purpose for which it requires the Goods and it has the sole responsibility of satisfying itself that the Goods are suitable for the use of the Customer.
      • Nothing in the Terms is to be interpreted as excluding, restricting or modifying or having the effect of excluding, restricting or modifying the application of any State or Federal legislation applicable to the sale of Goods or supply of services which cannot be excluded, restricted or modified.
  1. WARRANTY
    • The Customer warrants all the information, including financial information, provided to the Supplier is complete and accurate. The Customer acknowledges that the Supplier will rely on the information when making a decision whether to provide the credit facility.
    • The Customer acknowledges and agrees that for all Goods supplied by the Supplier, the warranty is provided by a third party, any warranty claims must be made by the Customer directly with the manufacturer of such Goods.
  2. FORCE MAJEURE
    • The Supplier is not liable in any way howsoever arising under the Terms to the extent that it is prevented from acting by events beyond its reasonable control including, without limitation, industrial disputes, strikes, lockouts, accident, breakdown, epidemic, import or export restrictions, floods, fires, earthquakes and other acts of God, acts or threats of terrorism or war. If an event of force majeure occurs, the Supplier may suspend or part deliver any orders with the Customer and terminate any order by written notice to the Customer.
  3. TITLE AND INTELLECTUAL PROPERTY RIGHTS
    • The Customer acknowledges and agrees that the Customer will not acquire any interest in the Intellectual Property, including the design of the Goods. The Customer further acknowledges that the use or duplication of the Intellectual Property, including any designs of the Goods, in any other way other than as approved and agreed to by the Supplier would constitute a breach of the Supplier’s Intellectual Property rights and would be a fundamental breach of these Terms.
    • The Customer acknowledges and agrees that:
      • the Supplier owns all the Intellectual Property, copyright, Website and all the contents of the Website;
      • the Customer will not acquire any interest in the Intellectual Property, including the Website and any of its contents or Goods; and
      • acknowledges and agrees that all content, coding, graphics, design, Goods and Information available on the Website are protected by copyright, trade mark or other Intellectual Property rights and laws and remains the property of the Supplier or third party suppliers as the case may be.
    • The Customer further acknowledges that the use or duplication of the Intellectual Property in any other way other than as approved and agreed to by the Supplier would constitute a breach of the Supplier’s Intellectual Property rights and would be a fundamental breach of these Terms. However, the Customer may download and print these Terms and the Privacy Policy for your personal non-commercial use.
    • All trade marks and trade names which appear on the Website are proprietary to the Supplier and/or its affiliates.  Use of these trade marks without the owner's consent will infringe the owner's intellectual property rights.  Nothing in this Website should be interpreted as granting any rights to use or distribute any names, logos or trade marks except with the express written consent of the respective owner.
    • If you are a competitor of the Supplier and you create documents or Goods similar to those of the Supplier for the purpose of providing them to third parties, whether these third parties are business users or domestic users, the Supplier expressly excludes and does not permit you to use or access the Website, to use or download any documents or any information, including the Information, from the Website or any other source. If you breach our Intellectual Property rights by using our documents, Goods or the Information, you will be liable for any loss that the Supplier may incur. The Supplier will hold you accountable for all profits that you might make from using the Supplier’s Intellectual Property.
    • The Supplier reserves the right to deny access to the Website, the Goods or the Information to any person or business.
  4. MISCELLANEOUS
    • The Customer must:
      • ensure that electrical wiring connection with any of the Goods supplied by the Supplier must be tested, tagged and verified by a professional in accordance with the requirements of the landlord of the premises occupied by the Customer; and
      • ensure that the Customer complies with any food safety requirements which are imposed by the local council and the landlord of the premises occupied by the Customer.
    • The laws of the State of Victoria from time to time governs the Terms. The parties agree to the non-exclusive jurisdiction of the courts of the State of Victoria, the Federal Court of Australia, and of courts entitled to hear appeals from those Courts.
    • The Supplier’s failure to enforce any of these Terms shall not be construed as a waiver of any of the Supplier’s rights.
    • If a clause is unenforceable it must be read down to be enforceable or, if it cannot be read down, the term must be severed from the Terms, without affecting the enforceability of the remaining terms.
    • © Iron Edge Enterprises Pty Ltd. All rights reserved.
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