1. Any quotes issued by Precisio shall be valid for 14 days unless stated otherwise in the quote.
2. Prices for the Products, Software and/or Services shall be stated in the Quotations issued by Precisio.
3. Payment for Products, Software or Services must be received by Precisio as agreed in writing, within the time period noted on the Quotations, or if not noted, within 14 days from the date of the Invoice. Time for payment shall be of the essence. Precisio shall be entitled to charge interest on overdue amounts at a rate up to 2 per cent per month (subject to statutory limits, if any) until actual payment is made in full. If any sum due from the Customer to Precisio by the due date for payment then (without prejudice to any other right or remedy available to Precisio), Precisio shall be entitled to cancel or suspend its performance of any order including suspending deliveries of the Products and/or Software and suspending provision of the Services until arrangements as to payment or credit have been established which are satisfactory to Precisio. Precisio may invoice parts of an order separately. Unless credit terms have been expressly agreed by Precisio or indicated in the Agreement documents, payment for the Products, Software or Services including applicable taxes shall be made in full before physical delivery of Products/Software or commencement of Services.
4. Precisio warrants that the Services and Deliverables shall be performed with reasonable skill and care during the applicable service period.
5. All warranties, conditions and other terms implied by law, including but not limited to those regarding quality, fitness for purpose, or merchantability relating to the Products, Software and/or Services are to the fullest extent permitted by law, hereby specifically disclaimed and expressly excluded from the Agreement.
6. Precisio shall not be liable under the warranties given in respect of:
– any defect arising from fair and normal wear and tear, wilful damage, damage, fault, failure or malfunction due to external causes, including accident, abuse, misuse, problems with electrical power, negligence, abnormal working conditions, failure to follow Precisio’s instructions (whether oral or in writing), misuse or alteration, modification, adjustment or repair of the Products and/or Software without Precisio’s approval, servicing not authorized by Precisio, usage and/or storage and/or installation not in accordance with Product/Software instructions, failure to perform required preventive maintenance, act of God, fire, flood, war, act of violence or any similar occurrence; products with missing or altered service tags or serial numbers; any attempt by any person other than Precisio personnel or any person authorised by Precisio, to adjust, repair or support the Products/Software and problems caused by use of parts and components not supplied by Precisio;
– if the total Price for the Products, Software and/or Services have not been paid by the due date for payment;
– for any Products, Software, Deliverables parts, materials or equipment, in respect of which Customer shall only be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer or supplier to Precisio to the extent that they are assignable by Precisio to Customer;
– any Software, Deliverables and Products provided by Precisio in accordance with any design, specification, instruction or recommendation made to Precisio by Customer;
– any type of defect, damage or wear specifically excluded by Precisio by notice in writing
7. Precisio does not warrant that the Products, Software, Deliverables or Services will function with any specific configuration not provided by Precisio or to produce a specific result even if the configuration or result has been discussed with Precisio.
8. Some manufacturers’ warranties or service contract terms and conditions for Third Party Products may become void if Precisio or anyone else, other than the manufacturer or its authorized representative, provides services for or works on the hardware or software (such as providing maintenance and repair services). Precisio does not take responsibility for third party warranties or for any effect that the Precisio services may have on those warranties.
9. Precisio shall not be liable in contract or in tort for any loss or damage suffered and Precisio’s liability is limited to those set out in this Agreement and under statute.
10. Precisio shall not be liable for:
– special, indirect, incidental or consequential loss or damages;
– loss of business, opportunity, profit/anticipated profit, income or revenue;
– loss of use of Customer’s system(s) or networks;
– loss of goodwill or reputation or contracts;
– loss of, corruption of or damage to data or software;
– loss arising out of business interruption;
– loss arising out of or in connection with pollution or contamination; or
– recovery of data or programs;
arising out of or in connection with the purchase, use or performance of Products/Software or Services, even if Precisio has been advised of their possibility. To the maximum extent permitted by applicable local law, Precisio shall have no liability for Third Party Products and Customer shall look exclusively to the third party provider for any damages or liability with respect to the provision of such Third Party Products. To the extent permitted by law, Precisio’s total liability herein in respect of each event or series of connected events shall not exceed the amount invoiced for the applicable total price paid for the purchase of Products, Software, Deliverable and/or Services under this Agreement, which give rise to such claim.
11. The Customer shall indemnify Precisio and keep Precisio fully and effectively indemnified against any loss of or damage to any property or injury to or death of any persons caused by any negligent act or omission or wilful misconduct of the Customer, its employees, agents or sub-contractors or by any breach of its contractual obligations arising out of this Agreement.
12. To the extent permitted by law, Precisio and Customer agree that Precisio will not be liable for Products not being available for use, or for data or software which is lost, corrupted, deleted or altered. Any service response times stated by Precisio are approximate only.
13. To the extent permitted by law, any typographical, clerical or other error or omission in sales literature, quotation, price list, acceptance of offer, invoice or other documents or information issued by Precisio shall be subject to correction without any liability on the part of Precisio.
14. Each party must treat all Confidential Information received from the other party as it would treat its own confidential information generally, but with no less than a reasonable degree of care.
15. The Agreement and any non-contractual obligations shall be interpreted according to Australian law and the Australian courts shall have exclusive jurisdiction.