General

1.  WORTLEY GROUP PTY LTD ABN 84 004 305 622 ("Wortley Group") agrees to sell to the person/Company described as the customer ("the Purchaser") and the Purchaser agrees to buy the goods ("the Goods") listed therein for the price specified and upon the terms and conditions hereinafter appearing.
 
2.  Any subsequent sale of Goods by Wortley Group to the Purchaser shall be deemed to be made on the terms and conditions herein contained, unless such terms and conditions are varied in writing signed on behalf of both Wortley Group and the Purchaser.
 
3.  The mere ordering of Goods from Wortley Group or signing of a manifest or delivery docket for Goods received by or on behalf of the Purchaser shall notwithstanding anything that may be stated to the contrary by or on behalf of the Purchaser constitute acceptance of these terms and conditions of sale.
 
Terms of Payment

4.  The Goods shall be paid for by the Purchaser, net cash within 30 days from the end of the month in which the Goods are purchased.
 
5.   Payment may be made by Cheque, Direct Debit, BPay, Visa, Mastercard, Amex or Diners Club. Please note that payments made outside of Wortley Group Terms, using credit card, will incur a processing fee of 3%.  Also all payments using Diners or Amex cards will incur a fee of 2.75% plus GST. Payments made via Visa or Mastercard will not attract a fee (late fees still apply.)
 
6.   Wortley Group may apply an account keeping fee of $25.00 per month on an overdue account.
 
7.   Wortley Group may vary the terms of payment and may withdraw credit or the offer of discount, either temporarily or permanently without notice to the Purchaser.
 
8.   Wortley Group reserves the right to make part deliveries of any of the Goods and each part-delivery shall entitle Wortley Group to invoice the Purchaser for same whereupon payment shall be made in accordance with Clause 2 hereof.
 
9.   Wortley Group reserves the right at any time in its sole discretion to revise the price of any of the Goods and to modify the packaging and materials for any of the Goods. The price of Goods shall be the price in effect at the date upon which the Goods are ordered by the Purchaser.
 
Title

10.  Property in the Goods shall not pass to the Purchaser and shall be retained by Wortley Group until payment in full in respect of the Goods and all other Goods supplied by Wortley Group to the Purchaser has been received by Wortley Group. Where Goods are paid for by cheque, property in the Goods shall not pass until such time as the cheque has been honoured.

11.  Until such time as the Goods have been paid for in full the Purchaser is at liberty to sell the Goods in the ordinary course of its business, as agent for Wortley Group and shall account to Wortley Group for the proceeds thereof.

12.  In the event that the Goods become constituents of other products while subject to Wortley Group’s ownership, the ownership in the Goods shall remain with Wortley Group.

13.  Unless otherwise agreed in writing risk in the Goods shall pass upon delivery to the Purchaser or at its discretion.

14.  Property in all Display Equipment (including sample books) supplied by or on behalf of Wortley Group to the Purchaser shall be retained by Wortley Group. Such Display Equipment shall be returned forthwith by the Purchaser to Wortley Group upon demand failing which the Purchaser shall pay to Wortley Group the full market value of such Display Equipment.

Claims and Returns and Allowances

15.  Any claims against Wortley Group must be made in writing within seven (7) days of delivery of the Goods except for claims for non-delivery which must be made in writing within 14 days from the date of invoice. All claims must refer to the official invoice number and date and state the reason for the claim.

16.  No defective Goods shall be returned by the Purchaser to Wortley Group without specific authority from Wortley Group. No freight charges for Goods returned at the volition of the Purchaser shall be acceptable by Wortley Group unless authorised by Wortley Group in writing prior to the return of the Goods.  Only freight carriers specified by Wortley Group Pty Ltd must be used for credit claims and returns. Goods must be returned in the condition in which they were received by the Purchaser.

17.  Wortley Group shall be under no obligation to accept the return of non defective Goods, but if it does so, the provisions of the previous clause in relation to freight charges shall apply and Wortley Group may impose a charge in respect of such Goods of an amount not exceeding 15% of the price of the Goods. Where the return of Goods results in those Goods remaining with the Purchaser falling into a higher price segment, Wortley Group reserves the right to re-charge the remaining Goods at the higher price at its discretion.

18.  Wortley Group shall not be liable to the Purchaser if it is unable to fill any order within a reasonable time or at all.

Warranty

19.  The liability of Wortley Group to the Purchaser in respect of any breach of any express or implied condition relating to the Goods (including any conditions implied by Sections 70, 71 and 72 of the Trade Practices Act or similar conditions implied by any other statutory provisions) shall be limited to Wortley Group at its option:-

(i)    replacing the Goods or supplying equivalent Goods;
(ii)   repairing the Goods;
(iii)  paying to the Purchaser the cost of replacing the Goods or acquiring equivalent Goods; or
(iv)  paying to the Purchaser the cost of having the Goods repaired.

20.  The Purchaser acknowledges that it is aware of the terms of the 3 Year Residential (1 Year
Commercial) warranty offered by Wortley Group to end users of the Goods and shall make end
 users of the Goods aware of such warranty and of the necessity to care for the Goods in accordance with our performance grading and care instructions.

21.  Where any provision hereof (or part thereof) purports to exclude, restrict or modify a provision of the Trade Practices Act 1974 (Cwth), Fair Trading Act 1985 (Vic), Goods Act 1958 (Vic) and the Goods (Sales and Leases) Regulations made thereunder which by reason of such Act cannot be excluded, restricted or modified such provision or part thereof shall be deemed to be deleted here from and the agreement for the sale and purchase of Goods of which these conditions forms part shall continue in force as though such a provision or part thereof had never been incorporated herein.

Governing Law

22.  This agreement shall be construed in accordance with and governed by the laws of Victoria and the parties consent to the jurisdiction of the Courts of that State.

Directors Guarantee

23.  If the Purchaser is a Company then each of its directors shall, at Wortley Group’s option, enter into a form of guarantee as provided by Wortley Group.

Delivery

24.   Wortley Group Pty Ltd products delivered to all areas of greater Melbourne will incur a freight and handling charge of $10 + GST per consignment. Part orders which are not in stock at the time of the original delivery will not incur the charge.

25.   Wortley Group Pty Ltd products delivered to all areas outside the greater Melbourne region will incur a freight and handling charge of $20 + GST per consignment. Part orders which are not in stock  at the time of the original delivery will not incur the charge.

26.  A 'Premium Delivery' air freight service to capital cities is available on request. Consignment charges are subject to rates on application.

Cut Lengths

27.  The minimum order size is 1 linear metre. We cut to the nearest 10cm. List prices apply to all orders under 50 metres and specified lengths.

Small Order Surcharge

28. No small order surcharge is applicable to any delivery.

Restocking Charge

29.  A $45  + GST charge, covering both freight and handling, will be applied to any customer returns that were correctly supplied to order by Wortley Group Pty Ltd.

Indent/Special Orders

30.  Where goods have been ordered from a local or overseas supplier on an indent or special order basis, they cannot be accepted for return.

31.  Where such an indent or special order is changed after the overseas supplier’s preparation, then a 10% surcharge will apply to the invoice value of the changed item(s).

32.  Deposit/full payment may be required.

Stock Advice:

33.  On occasions, some products may be out of stock, however we will immediately advise of the expected delivery date. If information is not available, Wortley Group will obtain the expected delivery date and contact you as soon as possible. (If an advised delivery date is adjusted, the customer will be informed by phone).

Cancellations:

34.  Cancellations by customers must be notified via fax, mail or email. The cancellation notification must include the account nmae, item to be cancelled and where applicable, the purchase order number.

Consignment Delay Inquiry:  

35.  In the event of your not receiving an expected delivery, Wortley Group will trace the consignment with the freight company and arrange for prompt delivery.  To assist staff to trace the consignment as quickly as possible please provide us with as much of the following information as possible:   
   
      Fabric name and colourway    Meterage
      Customer account name                                                       Delivery address   
      Date ordered     Purchase order number   
      Contact name and phone number                                                    
   
Consumer Concerns:

36.  The Wortley Group Pty Ltd procedure for handling Customer Concerns provides an efficient and timely method of resolution.

Colour Matching:

37.  Please examine carefully before cutting to verify that colour, pattern, etc are as ordered.  Since no two print runs or dye lots can be colour matched identically during processing, there is bound to be a slight amount of variation.  We will, however, always attempt to ship a satisfactory commercial match.  Any fabric that is cut cannot be accepted for return.  Should an exact match be required, please submit a cutting with your order.

Pattern Repeats:

38.  The fabric repeat listed is the more dominant repeat in the design. All pattern repeats are approximate.

Flame Retardant Certificates:

39.  Flame Retardant certificates are available, where applicable, upon request.