1. Definitions
    1. “Contract” means the terms and conditions contained herein, together with any quotation, order, invoice or other document or amendments expressed to be supplemental to this Contract.
    2. “Supplier” shall mean Rip It Up Plant Rentals Pty Ltd trading as either Rip It Up Plant Rentals or Greenbank Machinery Hire, its successors and assigns or any person acting on behalf of and with the authority of the Supplier.
    3. “Customer” means the person/s, entities or any person acting on behalf of and with the authority of the Customer requesting the Supplier to provide the Equipment for hire as specified in any proposal, quotation, order, invoice or other documentation, and:
      1. if there is more than one Customer, is a reference to each Customer jointly and severally; and
      2. if the Customer is a partnership, it shall bind each partner jointly and severally; and
      3. if the Customer is a part of a trust, shall be bound in their capacity as a trustee; and
      4. includes the Customer’s executors, administrators, successors and permitted assigns.
    4. “Equipment” shall mean all Equipment (including any accessories) supplied on hire by the Supplier to the Customer (and where the context so permits shall include any incidental supply of services). The Equipment shall be as described on the invoices, quotation, authority to hire, or any other work authorisation forms as provided by the Supplier to the Customer.
    5. “Minimum Hire Period” shall mean the Minimum Hire Period as described on the invoices, quotation, authority to hire, or any other forms as provided by the Supplier to the Customer.
    6. "Confidential Information” means information of a confidential nature whether oral, written or in electronic form including, but not limited to, this Contract, either party’s intellectual property, operational information, know-how, trade secrets, financial and commercial affairs, contracts, client information (including but not limited to, “Personal Information” such as: name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) and pricing details.
    7. “Price” means the cost of the hire of the Equipment (plus any GST where applicable) as agreed between the Supplier and the Customer subject to clause 2 of this Contract.
    8. “GST” means Goods and Services Tax as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).
  2. Price and Payment
    1. Time for payment for the Services shall be of the essence and will be stated on the invoice, quotation, or any other order forms. If no time is stated then payment will be due seven (7) days following the date of the invoice.
    2. The Customer shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Customer by the Supplier nor to withhold payment of any invoice because part of that invoice is in dispute.
    3. The Price is inclusive of GST, unless otherwise stated.
  3. Equipment Hire
    1. The Customer shall:
      1. keep the Equipment in their own possession and control and shall not assign the benefit of the Equipment, pledge the Supplier’s credit for repairs to the Equipment, nor be entitled to take a lien over the Equipment.
      2. not alter or make any additions to the Equipment including but without limitation altering, make any additions to, defacing or erasing any identifying mark, plate or number on or in the Equipment or in any other manner interfere with the Equipment.
      3. keep the Equipment, complete with all parts and accessories, clean and in good order as delivered, and shall comply with any maintenance schedule as advised by the Supplier to the Customer;
      4. keep the Equipment at the address that has been agreed upon by the Supplier and shall not move the Equipment from this location unless prior written authorisation has been provided by the Supplier.
    2. The Customer accepts full responsibility for the safekeeping of the Equipment and the Customer agrees to insure, or self-insure, the Supplier’s interest in the Equipment and agrees to indemnify the Supplier against physical loss or damage including, but not limited to, the perils of accident, fire, theft and burglary and all other usual risks and will effect adequate Public Liability Insurance covering any loss, damage or injury to property or persons arising out of the use of the Equipment. Further the Customer will not use the Equipment nor permit it to be used in such a manner as would permit an insurer to decline any claim.
    3. Notwithstanding the above clauses, immediately on request by the Supplier the Customer will pay:
      1. any lost hire charges the Supplier would have otherwise been entitled to for the Equipment, under this, or any other hire agreement;
      2. all costs of repairing any damage caused by:
        1. wilful or negligent actions (including but not limited to, damages to Hydraulic hoses or fittings) of the Customer or the Customer’s employees;
        2. vandalism, or (in the Supplier’s reasonable opinion) in any way whatsoever other than by the ordinary use of the Equipment by the Customer;
      3. any insurance excess payable in relation to a claim made by either the Customer or the Supplier in relation to any damage caused by, or to, the hire Equipment whilst the same is hired by the Customer and irrespective of whether charged by the Customer’s insurers or the Supplier’s.
    4. Return of the Equipment (“Return”) will be completed when:
      1. the Equipment is returned by the Customer to the Supplier’s place of business; or
      2. when the Supplier takes back possession of the Equipment once collection by the Supplier is affected.
  4. Default and Consequences of Default
    1. Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and one half percent (2.5%) per calendar month (and at the Supplier’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
    2. If the Customer owes the Supplier any money the Customer shall indemnify the Supplier from and against all costs and disbursements incurred by the Supplier in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, the Supplier’s contract default fee, and bank dishonour fees).
    3. Further to any other rights or remedies the Supplier may have under this Contract, if a Customer has made payment to the Supplier, and the transaction is subsequently reversed, the Customer shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by the Supplier under this clause 4 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Customer’s obligations under this Contract.
  5. Privacy Policy
    1. All emails, documents, images or other recorded information held or used by the Supplier is Personal Information, as defined and referred to in clause 3, and therefore considered Confidential Information. The Supplier acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 1988 (“the Act”) including the Part IIIC of the Act being Privacy Amendment (Notifiable Data Breaches) Act 2017 (NDB) and any statutory requirements, where relevant in a European Economic Area (“EEA”), under the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). The Supplier acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Customers Personal Information, held by the Supplier that may result in serious harm to the Customer, the Supplier will notify the Customer in accordance with the Act and/or the GDPR. Any release of such Personal Information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Customer by written consent, unless subject to an operation of law.
    2. Notwithstanding clause 1, privacy limitations will extend to the Supplier in respect of Cookies where transactions for purchases/orders transpire directly from the Supplier’s website. The Supplier agrees to display reference to such Cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Customer’s:
      1. IP address, browser, email client type and other similar details;
      2. tracking website usage and traffic; and
      3. reports are available to the Supplier when the Supplier sends an email to the Customer, so the Supplier may collect and review that information (“collectively Personal Information”)
        In order to enable / disable the collection of Personal Information by way of Cookies, the Customer shall have the right to enable / disable the Cookies first by selecting the option to enable / disable, provided on the website prior to proceeding with a purchase/order via the Supplier’s website.   
    3. The Customer agrees for the Supplier to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) about the Customer in relation to credit provided by the Supplier.
    4. The Customer agrees that the Supplier may exchange information about the Customer with those credit providers and with related body corporates for the following purposes:
      1. to assess an application by the Customer; and/or
      2. to notify other credit providers of a default by the Customer; and/or
      3. to exchange information with other credit providers as to the status of this credit account, where the Customer is in default with other credit providers; and/or
      4. to assess the creditworthiness of the Customer including the Customer’s repayment history in the preceding two years.
    5. The Customer consents to the Supplier being given a consumer credit report to collect overdue payment on commercial credit.
    6. The Customer agrees that personal credit information provided may be used and retained by the Supplier for the following purposes (and for other agreed purposes or required by):
      1. the provision of Equipment; and/or
      2. analysing, verifying and/or checking the Customer’s credit, payment and/or status in relation to the provision of Equipment; and/or
      3. processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Customer; and/or
      4. enabling the collection of amounts outstanding in relation to the Equipment.
    7. The Supplier may give information about the Customer to a CRB for the following purposes:
      1. to obtain a consumer credit report;
      2. allow the CRB to create or maintain a credit information file about the Customer including credit history.
    8. The information given to the CRB may include:
      1. Personal Information as outlined in 3 above;
      2. name of the credit provider and that the Supplier is a current credit provider to the Customer;
      3. whether the credit provider is a licensee;
      4. type of consumer credit;
      5. details concerning the Customer’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
      6. advice of consumer credit defaults, overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Customer no longer has any overdue accounts and the Supplier has been paid or otherwise discharged and all details surrounding that discharge(e.g. dates of payments);
      7. information that, in the opinion of the Supplier, the Customer has committed a serious credit infringement;
      8. advice that the amount of the Customer’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
    9. The Customer shall have the right to request (by e-mail) from the Supplier:
      1. a copy of the Personal Information about the Customer retained by the Supplier and the right to request that the Supplier correct any incorrect Personal Information; and
      2. that the Supplier does not disclose any Personal Information about the Customer for the purpose of direct marketing.
    10. The Supplier will destroy Personal Information upon the Customer’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this Contract or is required to be maintained and/or stored in accordance with the law.
    11. The Customer can make a privacy complaint by contacting the Supplier via e-mail. The Supplier will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Customer is not satisfied with the resolution provided, the Customer can make a complaint to the Information Commissioner at oaic.gov.au.
  6. Title
    1. The Equipment shall at all times remain the property of the Supplier and is returnable on demand by the Supplier.
    2. If the Customer fails to return the Equipment to the Supplier then the Supplier or the Supplier’s agent may (as the invitee of the Customer) enter upon and into land and premises owned, occupied or used by the Customer, or any premises where the Equipment is situated and take possession of the Equipment, without being responsible for any damage thereby caused.
    3. In the event that the Equipment is not returned to the Supplier in the condition in which it was delivered the Supplier retains the right to charge the Customer the full cost of repairing the Equipment. In the event Equipment is not returned at all and the Supplier is unable to repossess the Equipment as per clause 2 then the Supplier shall have right to charge the Customer the full cost of replacing the Equipment.
  7. Personal Property Securities Act 2009 (“PPSA”)
    1. Only to the extent that the hire of the Equipment exceeds a twelve (12) month hire period (or a six (6) month hire period with the right of renewal) shall this clause 7 apply, and this Contract a security agreement for the purposes of PPSA generally, and in particular Section 20.
    2. In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPS
    3. Upon assenting to these terms and conditions in writing the Customer acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and create a security interest in all Equipment and/or collateral (account) – being a monetary obligation of the Customer to the Supplier for Services – that has previously been supplied and that will be supplied in the future by the Supplier to the Customer.
    4. The Customer undertakes to:
      1. promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which the Supplier may reasonably require to:
        1. register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
        2. register any other document required to be registered by the PPSA; or
        3. correct a defect in a statement referred to in clause 4(a)(i) or 7.4(a)(ii);
      2. indemnify, and upon demand reimburse, the Supplier for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Equipment charged thereby;
      3. not register a financing change statement in respect of a security interest without the prior written consent of the Supplier;
      4. not register, or permit to be registered, a financing statement or a financing change statement in relation to the Equipment and/or collateral (account) in favour of a third party without the prior written consent of the Supplier; and
    5. The Supplier and the Customer agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
    6. The Customer waives their rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
    7. The Customer waives their rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
    8. Unless otherwise agreed to in writing by the Supplier the Customer waives their right to receive a verification statement in accordance with section 157 of the PPSA.
    9. The Customer must unconditionally ratify any actions taken by the Supplier under clauses 4 to 7.6.
    10. Subject to any express provisions to the contrary (including those contained in this clause 7), nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions the PPSA.
    11. Only to the extent that the hire of the Equipment exceeds a two (2) year hire period with the right of renewal shall clause 7 apply as a security agreement in the form of a PPS Lease in respect of Section 20 of the PPSA, in all other matters this clause 7 will apply generally for the purposes of the PPSA.
  8. Security and Charge
    1. In consideration of the Supplier agreeing to supply Equipment, the Customer charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Customer either now or in the future, to secure the performance by the Customer of its obligations under these terms and conditions (including, but not limited to, the payment of any money).
    2. The Customer indemnifies the Supplier from and against all the Supplier’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising the Supplier’s rights under this clause.
    3. The Customer irrevocably appoints the Supplier and each director of the Supplier as the Customer’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 8 including, but not limited to, signing any document on the Customer’s behalf.
  9. General
    1. The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
    2. These terms and conditions and any contract to which they apply shall be governed by the laws of Queensland the state in which the Supplier has its principal place of business, and are subject to the jurisdiction of the Ipswich Court in that state.
    3. The Supplier shall be under no liability whatsoever to the Customer for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Customer arising out of a breach by the Supplier of these terms and conditions (alternatively the Supplier’s liability shall be limited to damages which under no circumstances shall exceed the Price of the Equipment hire).
    4. Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control of either party.
    5. Both parties warrant that they have the power to enter into this Contract and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this Contract creates binding and valid legal obligations on them.