Terms and Conditions

  1. GENERAL

1.1. These terms and conditions together with the Customer’s Order and the WBO T&Cs constitute the entire agreement between Elite Elevators Corporation Pty Ltd (ACN 638 687 671) and its successors, transferees or related companies (Elite Elevators) and the Customer for the supply of Work. No other terms and conditions will apply unless stipulated in writing by Elite Elevators. 

1.2. In these terms and conditions: 

1.2.1. Agreement means these terms and conditions together with the Customer’s Order and the WBO T&Cs;

1.2.2. Australian Consumer Law means the law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth) and any corresponding provisions of state or territory fair trading legislation or the Australian Securities and Investments Commission Act 2001 (Cth);

1.2.3. Customer means any person, party or entity who purchases Products and/or Services from Elite Elevators;

1.2.4. Force Majeure means:

  1. war, hostilities, blockade, insurrection, invasion, act of foreign enemies;
  2. rebellion, terrorism, sabotage, strikes, revolution, insurrection, military or usurped power, or civil disturbance; and
  3. breakdown of machinery, Tood, bushSre, washout, earthquake, landslide, cyclone, hurricane, epidemic or pandemic (including pandemic of a disease), typhoon, tidal wave or volcanic activity

or any other cause whether similar or dissimilar to any of the clauses or categories described above and which is beyond the reasonable control of the party experiencing the event;

1.2.5. Insolvency Event means any circumstance in which the Customer is unable to pay any amounts that have become due and payable and includes without limitation, liquidation, ofScial management, administration, compromise arrangements, mergers, amalgamation, reconstruction, winding up, dissolution, deregistration, assignment for the beneSt of creditors, schemes, compositions or arrangements with creditors, insolvency, bankruptcy, or a similar procedure, or changes to the constitution of any partnership or person, or death;

1.2.6. Invoice means a tax invoice under section 29-70 of the A New Tax System (Goods and Services Tax) Act 1999 (Cth) issued by Elite Elevators to the Customer;

1.2.7. Non Excludable Rights means rights under the Australian Consumer Law or other rights the Customer may have in relation to the supply of the Products that cannot lawfully be excluded by Elite Elevators;

1.2.8. Order means the Scope of Works, any schedules and the order placed by the Customer in accordance with these terms and conditions; 

1.2.9. Others has the meaning ascribed to it under the WBO T&Cs; 

1.2.10. Product means any product sold and supplied by Elite Elevators to the Customer, including elevators;

1.2.11. Site means the location where the Product is to be installed;

1.2.12. Services means activities and services necessary to manufacture and install Products at a Site speciSed by the Customer including any services to be undertaken by Elite Elevators under this Agreement, and any services outlined in any Order; 

1.2.13. WBO T&Cs means the Works By Others Terms and Conditions; and

1.2.14. Work(s) means the provision and supply of Products and/or Services under this Agreement including Works supplied by Others (as deSned under the WBO T&Cs).

  1. ORDERS AND PRICING 

2.1. By placing an Order, the Customer makes an offer to Elite Elevators to purchase the Products and/or Services selected by the Customer on and subject to these terms and conditions. Elite Elevators may choose to accept the offer at its discretion. If the Order is accepted, Elite Elevators will notify its acceptance by issuing an Invoice to the Customer or in any other matter it prescribes.

2.2. All sales of Products and Services are made at the price for that Product or Services shown on Elite Elevators’s quotation at the time of Order unless otherwise stipulated by Elite Elevators in writing. Unless expressly stated to the contrary in the Order or an Invoice, all prices do not include transportation, insurance, delivery, installation, or any other disbursements which will be separately quoted and charged.

2.3. (Price variations) The price under an Order or for Works may be amended and varied by Elite Elevators at its sole discretion as follows:

2.3.1. In accordance with the variations and additional charges incurred pursuant to the WBO T&Cs; 

2.3.2. With 3 days’ written notice by Elite Elevators (such notice may be provided by email to the Customer) upon the following circumstances (Price Change Notice):

  1. An event beyond Elite Elevator’s reasonable control;
  2. Force Majeure event;
  3. Unavailability of Elite Elevator’s or Other’s staff, employees, representatives or agents due to COVID-19 protocols or rules (such as illness and close contact isolation);
  4. A change to the Works requested by the Customer;
  5. Delay caused by the Customer or Others;
  6. Failure by the Customer to obtain all necessary permits, approvals and registrations in respect of the installation of the Products and the performance of the Works at the Site;
  7. If information provided by the Customer or Others has changed or is incorrect;
  8. Foreign exchange Tuctuations;
  9. Change to laws, regulations, taxes or duties;
  10. Change to the cost of freight, labour and material;
  11. Change to the cost of the Products;
  12. If Works are to be conducted outside Elite Elevators standard work hours;
  13. If a delivery is made 100km away from the city centre of the capital city of the State or Territory in which the Site is located;
  14. Higher accommodation costs (whether due to the holiday season and/or unavailability of accommodation or otherwise);
  15. Extreme or inclement weather;
  16. The Site is not suitable for the Works including by way of example if the driveway is too steep, the ground is not ready, and if there are other trades people in the way or obstructing the path.

2.3.3. If the Works are to occur during seasonal or holiday periods in Australia and Italy (as the Product is sources from Italy) additional fees will apply. The price will increase to cover extra costs such as accommodation, transportation, and labour.

2.3.4. If the Customer requests:

  1. To increase, decrease or omit any part of the Works;
  2. Change the character or quality of any Products;
  3. Change the lines, levels, positions, dimensions of any part of the Work;
  4. Additional Work; E. To accelerate or expedite Work;
  1. Demolish or remove material.

2.4. Any prices or charges referred to in this Agreement and/or in any quotation are exclusive of Goods and Services Tax (GST) unless stated otherwise. The total price payable by the Customer for Work is subject to GST. 

2.5. All Orders, once accepted by Elite Elevators, are Snal. No Order may be cancelled except with Elite Elevators’s written consent and on terms which will indemnify Elite Elevators against all losses. The Customer acknowledges that the extent to which an Order can be modiSed or cancelled, if at all, will depend on the type of Work and the stage that the Order has reached in Elite Elevators’s system. 

2.6. The Customer represents and warrants that, by submitting an Order to Elite Elevators, it has the right and is duly authorised to submit an Order and to enter into this Agreement.

  1. TERMS OF PAYMENT 

3.1. Elite Elevators shall render an Invoice after completion of Work or any stage of Work from time to time.

3.2. Should the payment stages not be speciSed or otherwise referred to in the Order or any other document forming part of this Agreement, the Customer agrees that it will be required to pay at the following stages:

3.2.1. 30% of the quoted price of the Works (plus any additional charges): when the Customer submits an Order to Elite Elevators as an upfront engineering and shop drawing cost;

3.2.2. 0% of the quoted price of the Works (plus any additional charges): before releasing the Product for production;

3.2.3. % of the quoted price of the Works (plus any additional charges): upon receipt of Product (elevator) readiness notiScation – when the elevator is fully manufactured and ready to be shipped; and

3.2.4. % of the quoted price of the Works (plus any additional charges): before installation and commissioning of the Product (e.g. when an elevator has been delivered to the Site and installation has commenced).

3.3. Payment is due in full on terms of net (15) Sfteen days from date of issue of the Invoice unless any other arrangements have been made in writing.

3.4. Elite Elevators reserves the right to set-off any amounts payable by the Customer against any amounts payable by the Customer.

3.5. If the Customer does not pay any amount payable pursuant to this Agreement (including but not limited to pursuant to an Invoice) by the due date:

3.5.1. interest will accrue on that amount at the penalty interest rate Sxed by the AttorneyGeneral under Section 2 of the Penalty Interest Rates Act 1983 (Vic), calculated from the time such amount falls due until it is received in full, without prejudice to all or any of Elite Elevators’s other rights and remedies; and

3.5.2. at Elite Elevators’s request, the Customer must pay Elite Elevators the amount of any reasonable costs incurred by it in pursuing payment of the unpaid amount (such as the costs of debt collectors or solicitors incurred by Elite Elevators).

3.6. If the Customer defaults in payment of any Invoice when due, the Customer shall indemnify Elite Elevators from and against all loss and damage in respect of any recovery action including without limitation all solicitors’ fees (on an indemnity basis), commercial agents’ commission, out of pocket expenses, bank fees, freight, insurance (collectively referred to as fees) and interest.

3.7. If the Customer defaults in payment of any Invoice when due, Elite Elevators may, without prejudice to Elite Elevators’s other rights, either suspend further deliveries, require payment in advance for all such deliveries or terminate this Agreement or any other agreement with the Customer by written notice to the Customer.

  1. DRAWINGS & TECHNICAL INFORMATION

4.1. The Site speciSc drawings and elevator Snished must be agreed and signed off by the Customer before the Works commence (including the production of the Product). Elite Elevators will provide the technical drawings containing all measurements for the work required by Others.

4.2. In respect of drawings, the Customer agrees and acknowledges:

  1. The drawings are based on the information provided by the Customer. 
  2. The responsibility to ensure correct data – measurements and any details pertinent to the elevator project lies with the Customer. 
  3. Elite Elevators shall not be deemed liable for any discrepancies in the drawing due to incorrect or lack of information supplied by the Customer prior to commencing, during the course or after the lift production has started. 
  4. All information, including descriptions, photos or drawings from the sales 

representative, brochures, website or information leaTets are superseded by the information in this contract and only be superseded by the Snal site speciSc approved drawings (includes changes requested by the customer). 

  1. Elite Elevators will provide two revisions of the drawings free of cost. Any further revisions will cost $250 + GST per new drawing.
  1. COLOURS AND FINISHES

5.1. In respect of Product colours and Snishes, the Customer acknowledges and agrees:

  1. that the actual Product may be different to the samples displayed to the Customer before entering into this Agreement;
  2. the differences may include variation in pattern, consistency, texture from the sample or pricture(s) shown or denoted in our online product brochures, renderings and other displayes;
  3. As materials Snish range from smooth, glossy, matte, stainless steel and textured powder coating Snishes, similar products made from different materials and objects can differ in colour due to variation in raw materials, batch colouring and others external factors.
  1. INSTALLATION CUSTOMER REQUIREMENTS AND SITE COMMENCEMENT

6.1. Access to a Snished shaft, means that the shaft is completed in its entirety and the builder’s work has been completed in accordance with the conditions set out in the “Scope of Works” 

6.2. Those conditions apply to any other equipment that may be installed by Elite Elevators subject to the speciScations of such equipment. Elite Elevators shall inspect the shaft prior to installation commencement. It is the responsibility of the Customer to ensure that the shaft is set out and built to the correct vertical and horizontal tolerances and all speciScations as per approved technical drawings.

6.3. The Customer agrees to allow for the installation of the equipment in one continuous operation, during normal working hours. Any event not attributable to Elite Elevators that interferes in such continuous operation, shall entitle Elite Elevators to extend the Schedule as appropriate and claim additional costs caused by the same.

6.4. The Customer warrants and agrees that it will have all have all necessary approvals and permits for the installation of the Product at the Site. 

6.5. The Customer must comply with all occupational health and safety laws and regulations in respect of the Site. The Customer releases Elite Elevators from any cost or liability in respect of this.

6.6. The Customer agrees to provide adequate facilities, safe access and passage for Elite Elevators (including its employees, ofScers, agents and contractors) in relation to any on-site installation, or any other Services conducted on the Customer’s premises or any other location nominated by the Customer for the provision of the Services.

6.7. The Customer shall be responsible for, and liable for any costs whatsoever associated with, there being insufScient safe access or adequate facilities for the conduct of the Services.

6.8. (Ready to Use) The Customer is not entitled to use the Product under any of the following circumstances:

6.8.1. For any purpose whatsoever before the formal written handover certiScate is provided by Elite Elevators;

6.8.2. If the Customer has not made full and Snal payment under this Agreement; and

6.8.3. The Building construction is not ready.

  1. WORKING HOURS

7.1. Elite Elevator’s working hours and working days shall be, excluding any public holidays, Monday to Friday from 7:00 am to 3:00 pm and may be varied only with Elite Elevator’s written agreement. Any compression or overtime works are deemed to be a variation of the price. 

  1. PRODUCTION, DELIVERY AND RISK

8.1. The Customer acknowledges that the Product can only be sent for production after all the following criteria have been met:

8.1.1. Estimated times provided in the Order are conSrmed by Elite Elevators;

8.1.2. Elite Elevators has provided written approval of the technical drawings;

8.1.3. The Site ready form, Snishes of the lift car and doors, push buttons, indicators and all other items in relation to the Product have been selected and conSrmed; and

8.1.4. All payments required to be made by the Customer have been received by Elite Elevators.  

8.2. Risk in the Products shall pass to the Customer upon delivery to the Customer.

8.3. Elite Elevators must deliver the Product to the delivery address speciSed in the relevant Order. 

  1. DELAY

9.1. All quoted delivery and installation dates for Works are estimates only and Elite Elevators has no obligation to meet such dates. In the event that any delay in delivery is caused by circumstances beyond Elite Elevators’s reasonable control, Elite Elevators may suspend or delay delivery without consequence and without relieving the Customer of its obligations.

9.2. If delivery can not be made to the location speciSed due to the nature of the premises, insufScient access or for any reason not attributable to Elite Elevators, including the Customer’s absence, the Customer will be liable for any additional delivery charges and costs including redelivery.

9.3. If the Customer is unable to accept delivery of Products within 4 weeks of the delivery date,the Customer shall be liable to Elite Elevators for storage and insurance costs.

  1. NOTIFICATION OF CLAIMS AND TIME BAR

10.1. Any claim for damage to Products must be notiSed in writing to Elite Elevators within 30 days of delivery or installation of the Products.

10.2. Any claim for loss or non-delivery of Products must be notiSed in writing to Elite Elevators within 90 days of the date upon which the Products should have been delivered.

10.3. Elite Elevators shall be discharged from all liability whatsoever in connection with the Services and/or the Products unless legal proceedings are served upon Elite Elevators within 6 months from delivery of the Services (delivery in respect of Services means when the Services have been performed in accordance with the requirements of this Agreement) and Products.

  1. SAFETY AND USE 

The Customer agrees that: 

11.1. the Customer has received adequate information regarding the Products to ensure their safe use and handling, which may include Elite Elevators’s user guides or manuals applicable to the Products; 

11.2. all Products must be properly used in accordance with all applicable laws and instructions provided in any applicable user guides or manuals including the WBO T&Cs;

11.3. the purchase and/or use of all Products sold by Elite Elevators places the responsibility of use on the user of the Products and Elite Elevators accepts no responsibility for inappropriate use.

  1. TITLE AND PERSONAL PROPERTIES SECURITIES ACT 2009 (CTH) (PPSA)

12.1. Ownership of the Products will remain with Elite Elevators until all Invoices, interest and fees owing by the Customer to Elite Elevators on any account whatsoever (Amounts Owing) have been paid in full.  

12.2. Until the Amounts Owing have been paid in full, the Customer holds the Products as trustee for Elite Elevators.

12.3. Until the Amounts Owing have been paid in full, the Customer has the right to sell the Products, but only as trustee for Elite Elevators (and the Customer must not represent to any third parties that it is acting as Elite Elevators’s agent) and the Customer must hold the proceeds it receives from any such sale as trustee for Elite Elevators.

12.4. If the Customer fails to comply with any of terms and conditions of this Agreement then:

12.4.1. upon request, the Customer must return all Products in its possession;

12.4.2. Elite Elevators may enter the Customer’s premises and seize possession of the Products; and

12.4.3. Elite Elevators may retain, sell or otherwise dispose of those Products.

12.5. The Customer hereby acknowledges that this Agreement constitutes a security agreement for the purposes of the PPSA which creates a security interest in favour of Elite Elevators and in all Products including Services previously supplied by Elite Elevators to the Customer and all after acquired Products including Services supplied to the Customer by Elite Elevators to secure the payment by the Customer to Elite Elevators of all amounts owing by the Customer to Elite Elevators from time to time, including any future advances.

12.6. To better secure the payment by the Customer to Elite Elevators of all amounts owing by the Customer to Elite Elevators from time to time, the Customer hereby grants to Elite Elevators:

12.6.1. a security interest (by virtue of this clause 12) in all Products and Services previously supplied by Elite Elevators to the Customer; and .

12.6.2. a Purchase Money Security Interest (PMSI).

12.7. The Customer agrees to do anything that Elite Elevators reasonably requires to ensure that Elite Elevators has at all times a continuously perfected security interest over all of the Customer’s present and after-acquired property.

12.8. The Customer consents to Elite Elevators effecting a registration on the PPSA register in relation to any security interest contemplated by these terms and conditions. The Customer waives the right to receive notice of a veriScation statement in relation to any registration on the PPSA register.

12.9. The following terms have the respective meanings given to them in the PPSA: account, proceeds, PMSI, register, registration, security interest, security agreement and veriScation statement.

  1. EXCLUSIONS & LIMITATION OF LIABILITY

13.1. With the exception of Non Excludable Rights and any express written warranty provided by Elite Elevators, and notwithstanding any other provision of these terms and conditions, the liability of Elite Elevators to the Customer, whether arising under or in connection with these terms and conditions or the performance or non-performance thereof or anything incidental thereto, and whether by way of indemnity, by statute (to the extent that it is possible to exclude such liability), in tort (for negligence or otherwise), or on any other basis in law or equity is hereby limited and excluded as follows:

13.1.1. Elite Elevators shall not have any liability whatsoever to the Customer for any loss, claim, injury or damage (including but not limited to any consequential or indirect damages including loss of revenue, loss of production, loss of product, loss of contract or loss of proSt) of any kind howsoever arising in connection (indirectly or directly) with these terms and conditions, a Customer’s Order, the Products, the Services, and/or the Work; and

13.1.2. the total aggregate liability of Elite Elevators is at all times limited to the amount equal to the purchase price of the Works.

13.2. If any Non Excludable Terms apply, then to the extent to which Elite Elevators is entitled to do so, its liability under those Non Excludable Terms will be limited at its option to:  

13.2.1. the replacement of the Products or the supply of equivalent products and Services; or

13.2.2. the repair of the Products or Services; or

13.2.3. the payment of the cost of replacing the Products, or of acquiring equivalent products or the Services; or

13.2.4. the payment of the cost of having the Products repaired.

13.3. Subject to clause 13.1 and any express written warranty provided by Elite Elevators, Elite Elevators does not make any guarantee, condition or warranty as to materials, workmanship or performance of the Work.

13.4. Any advice, recommendation, information or representation provided by Elite Elevators as to the quality or performance of the Products, the Services or their suitability for a particular use, purpose or otherwise in relation to the Products or Services is given in good faith but without any liability or responsibility on the part of Elite Elevators. The Customer acknowledges that it has not relied upon or been induced by any representation by Elite Elevators.

  1. INDEMNITY & RELEASE

14.1. The Customer indemniSes and releases Elite Elevators and its agents and assigns, regardless of any negligence on the part Elite Elevators, on a full indemnity basis, from and against any costs, liability, damage, loss, expense or demand arising directly or indirectly from: 

14.1.1. a breach of this Agreement by the Customer;

14.1.2. any false, misleading or deceptive representation or statement made by the Customer in respect of the Products or Services to any person; and

14.1.3. any claims, or losses incurred, by third parties (including employees, associates, agents or contractors of the Customer) in relation to the Work or any Others; 

14.2. The indemnity and releases in this clause 14 shall survive and continue beyond expiration of this Agreement.

  1. INTELLECTUAL PROPERTY

15.1. All trade mark, copyright, design right, registered or unregistered patent and other intellectual property or intellectual property rights in any design, speciScation, process, method of working, technology, guides, manuals, or other materials or information relating to the Products and Services shall vest for all time in Elite Elevators.

  1. FORCE MAJEURE

16.1. Elite Elevators will not be in default in the performance of its obligations, or be liable to the Customer for any failure or delay in the performance of its obligations, to the extent that such failure or delay is caused by an event of Force Majeure, provided that Elite Elevators advises the Customer of the circumstances constituting the Force Majeure.

16.2. In the event of a delay arising from an event of Force Majeure, the time of the performance of the obligation shall be extended by a period of time reasonably necessary to overcome the effect of the delay.

16.3. If a Force Majeure event continues for 60 consecutive days, Elite Elevators may terminate the Works by giving written notice to the other party, without incurring any liability to the Customer by reason of such termination.

  1. CHANGE OF OWNERSHIP

17.1. The Customer agrees to notify Elite Elevators in writing of any changes of ownership of the Customer within 7 days from the date of such change and indemniSes Elite Elevators against any loss or damage incurred by it as a result of the Customer’s failure to notify Elite Elevators of any change.

  1. TERMINATION

18.1. Elite Elevators may terminate the Work at any time before the Work is provided by giving written notice to the Customer.

18.2. Without prejudice to any other remedies Elite Elevators may have, if at any time:

18.2.1. the Customer is in breach of any obligation to Elite Elevators (including those obligations relating to payment); or

18.2.2. in Elite Elevators’s opinion, the Customer will be unable to meet its payments as they fall due; or

18.2.3. an Insolvency Event occurs,

Elite Elevators may suspend or terminate the performance of Works to the Customer and of any other obligation of Elite Elevators under these terms. 

18.3. The Customer acknowledges that Elite Elevators will be entitled to the following costs should the Works be suspended or terminated or cancelled by either party:

18.3.1. After placement of order and/or engineering drawing: loss of the deposit or 30%;

18.3.2. Once manufacture of the Product has commenced: 75% of the total quoted price for the Works plus any additional fees charged pursuant to this Agreement;

18.3.3. Once the Product has been shipped to Australia: 90% of the total quoted price for the Works plus any additional fees charged pursuant to this Agreement; or

18.3.4. If the Product is a customised selection: 100% of the total quoted price for the Works plus any additional fees charged pursuant to this Agreement.

  1. GENERAL 

19.1. (Entire agreement) This Agreement constitutes the entire agreement between the parties in connection with its subject matter and supersedes all previous agreements or understandings between the parties in connection with its subject matter.

19.2. These terms and conditions are governed by and construed in accordance with the laws of the state of Victoria, Australia.  

19.3. Should any part of these terms and conditions be held to be void or unlawful, such part is to be read and enforced as if the void or unlawful part had been deleted.

19.4. If no method of notice or communication is stipulated under this Agreement then notices or communications must be made by email or by certiSed or registered mail with postage prepaid, by hand delivery, or such other address or person as a party may specify by notice in writing to the other.  All such notices or communications shall be deemed to have been duly given or made:

19.4.1. if sent by email, when sent to the addressee; or

19.4.2. when delivered by hand; and

19.4.3. in the normal course of post, after being deposited in the mail with postage prepaid.

19.5. No rights may be assigned by the Customer without Elite Elevators’s written consent, which may be given or withheld in Elite Elevators’s absolute discretion.

19.6. The terms and conditions of this Agreement and all communications between Elite Elevators and the Customer relating to the subject matter of this Agreement are and shall remain confidential.