Terms and Conditions

                                                                              TERMS AND CONDITIONS OF SALE

These Terms and Conditions replace all previous versions.

Acceptance  Of The Terms

You accept the Terms and conditions by remaining on this Website. You may also accept the Terms by clicking to accept or agree to the Terms where this option is made available to you by Southern Dental Pty Ltd in the user interface.

Trading Terms

Our standard trading terms are 14 days from the date of invoice NOT 14 days from installation or delivery of goods.

The dental equipment, spare parts and consumables stock remains the property of Southern Dental Pty Ltd until payment is made in full and the funds have cleared and finalised in our account. Southern Dental Pty Ltd reserves the right to request payment in advance for large, indent or special order items and will advise at the time of ordering where this is applicable.

All capital equipment purchases must be paid for in full, the funds cleared and finalised into our account prior to delivery and installation. The capital equipment will not be dispatched from our warehouse until the funds have cleared and finalised in our account.

In the event of delay of payment, default interest of 8% above the base rate shall be agreed. If the Customer no longer operates a proper business, if enforcement measures are taken against the customer, if a bill is protested, or if payments are slow or discontinued or if the Customer applies for composition proceedings in or out of court or if bankruptcy proceedings are opened over his assets or if a request for such proceedings is dismissed for lack of assets to cover the costs, Southern Dental Pty Ltd shall be entitled to call for immediate payment of all claims under the business relationship, even if bills have been accepted or payment by instalments has been agreed. The same shall apply in the event of default in payment on the part of the Customer or if other circumstances become known that make the creditworthiness of the Customer appear doubtful. In such case Southern Dental Pty Ltd, in addition, shall be entitled to demand advanced payment or security, to realise security provided and to rescind the contract and to claim damages for non-performance.

In the event that the dental equipment, invoice, spare parts and consumables stock are not fully paid for, Southern Dental Pty Ltd reserves the right to hand over any outstanding account to our debt collection agency. All costs associated with the recovery of overdue accounts / invoices will be borne by the Customer. In the instance that the outstanding account is handed over to a debt collection agency, and the late or default payment reported to the credit bureaus, your credit score, or credit rating may be affected.

General Disclaimer

Nothing in the Terms limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.

Subject to clause 5, and to the extent permitted by law:

1. All terms, guarantees, warranties, representations or conditions which are not expressly stated in the Terms are excluded; and
2. Southern Dental Pty Ltd will not be liable for any special, indirect or consequential loss or damage (unless such loss or damage is reasonably foreseeable resulting from our failure to meet an applicable Consumer Guarantee), loss of profit or opportunity, or damage to goodwill arising out of or in connection with the content or these Terms (including as a result of not being able to use the content or the late supply of the content), whether at common law, under contract, tort (including negligence), in equity, pursuant to statute or otherwise.
3. If a price on the website is incorrect (which Southern Dental Pty Ltd has the sole right to determine), for whatever reason, including human error, Southern Dental Pty Ltd will take steps to correct any such error and the erroneous price for product(s) will not be available to customers. If a customer completes a purchase via the website using an incorrect price, before that price is corrected, Southern Dental Pty Ltd reserves the right to rescind the purchase and will refund the customer accordingly.
4. The use of the Website and the content listed is at your own risk. Everything on the Website and the content is provided to you “as is” and “as available” without warranty or condition of any kind. None of the affiliates, directors, officers, employees, agents, contributors and licensors of Southern Dental Pty Ltd make any express or implied representation or warranty about the content or any products or content (including the products or content of Southern Dental Pty Ltd) referred to on the Website. This includes (but is not restricted to) loss or damage you might suffer as a result of any of the following:
5. 1. 1. failure of performance, error, omission, interruption, deletion, defect, failure to correct defects, delay in operation or transmission, computer virus or other harmful component, loss of data, communication line failure, unlawful third party conduct, or theft, destruction, alteration or unauthorised access to records;
      2. the accuracy, suitability or currency of any information on the Website, the content, or any of its content related products (including third party material and advertisements on the Website);
      3. costs incurred as a result of you using the Website, the content or any of the products of Southern Dental Pty Ltd; and
      4. the content or operation in respect to links which are provided for your convenience.

Limitation of liability

1. Southern Dental Pty Ltd’s total liability arising out of or in connection with the content or these Terms, however arising, including under contract, tort (including negligence), in equity, under statute or otherwise, will not exceed the resupply of the content to you.
2. You expressly understand and agree that Southern Dental Pty Ltd, its affiliates, employees, agents, contributors and licensors shall not be liable to you for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you, however caused and under any theory of liability. This shall include, but is not limited to, any loss of profit (whether incurred directly or indirectly), any loss of goodwill or business reputation and any other intangible loss.
3. You acknowledge and agree that Southern Dental Pty Ltd holds no liability for any direct, indirect, incidental, special consequential or exemplary damages which may be incurred by you as a result of providing your content to the Website.

Prices

Equipment  Installations.

Installation costs may NOT be included in our quotations. Capital equipment requires site inspections prior to installation.  Once a site inspection has been carried out, an installation price will be supplied to the client. Estimates may be provided prior to a site inspection taking place at Southern Dental Pty Ltd’s discretion. Estimates are NOT official quotes and are subject to change without notice.

Once capital equipment orders have been placed, the funds cleared and finalised into our account & Order Acknowledgement has been received by the client, a delivery date will be advised.

Southern Dental Pty Ltd, requires written confirmation by the client accepting the proposed installation date prior to the equipment order being added to our installation calendar and the Delivery of all Capital equipment being arranged.

Loan Equipment 

Southern Dental Pty Ltd can provide loaner equipment, upon availability and request. Loaner suction motors, air compressors, oiling systems and autoclaves may be provided whilst your equipment is being repaired by us. Rental fees for loaner equipment are assessed on a case by case basis and quoted prior to installation.

Price Matching 

Southern Dental Pty Ltd will match prices. Simply provide a current copy of our competitor’s advertised price or quotation for verification. We reserve the right to rescind this offer due to the limited availability of inventory or where it is commercially unviable to fulfil the order.

Offer And Acceptance 

All prices, bonuses and offers are subject to change without notice and are available for the duration of our promotions or while stocks last. No further discounts apply. Where an error or omission occurs, Southern Dental Pty Ltd reserves the right to withdraw the offer.

If the order for the dental equipment, spare parts or consumables stock made under this agreement is cancelled for any reason, then a restocking fee of  35% will apply.

Outstanding Invoices 

In the event that our invoice is not fully paid, or goes outside of our trading terms, Southern Dental Pty Ltd reserves the right too hand over any outstanding account to our debt collection agency. All costs associated with the recovery of overdue accounts / invoices will be borne by the Customer. In the instance that the outstanding account is handed over to a debt collection agency, and the late or default payment reported to the credit bureaus, your credit score, or credit rating may be affected.

All orders are subject to freight charges. Quotation for sensitive freight are for equipment orders only and are on charged at cost to the client. Freight charges are non-refundable. Shipping lead times are subject to change without notice based on unpredictable factors such as weather, customs clearance, manufacturing, stock availability, pandemic, etc.

Returns 

Returns or claims will not be accepted without prior authorisation and only within 14 days of the invoice date. Only items returned unopened, in their original packaging and in a saleable condition will be accepted and you must return these items at your own expense. Returns of indent or specially ordered items will not be accepted. Returned items will be credited to your account. This credit may be offset against future purchases but refunds will not be issued. Credits can be applied to returned goods, less cost of original freight charges. If ordered items are returned within 14 days of the invoiced date a credit will be raised less 20% handling fee.

Backorders 

Backordered items will be advised at the time of ordering and / or listed on your invoice and will be shipped as soon as available. We do not automatically provide updates on the progress of backorders, but we will provide an ETA upon request. This ETA is an estimate only and we will not be bound by it. Once an item is placed on backorder it will remain on order until supplied or the order is cancelled by you. Indent items carry a 35% restocking fee for cancelled orders so please ensure you order correctly.

Confidential
All communications and negotiations made by the Parties are confidential and to the extent possible, must be treated as “without prejudice” negotiations for the purpose of applicable laws of evidence.

Indemnity

You agree to indemnify Southern Dental Pty Ltd, its affiliates, employees, agents, contributors, third party content providers and licensors from and against:

1. all actions, suits, claims, demands, liabilities, costs, expenses, loss and damage (including legal fees on a full indemnity basis) incurred, suffered or arising out of or in connection with your content;
2. any direct or indirect consequences of you accessing, using or transacting on the Website or attempts to do so; and/or
3. any breach of the Terms.

Governing Law

The Terms are governed by the laws of New South Wales, Australia. Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of New South Wales, Australia, without reference to conflict of law principles, notwithstanding mandatory rules. The validity of this governing law clause is not contested. The Terms shall be binding to the benefit of the parties hereto and their successors and assigns.

Independent Legal Advice

Both parties confirm and declare that the provisions of the Terms are fair and reasonable. Both parties confirm and declare they have taken the opportunity to obtain independent legal advice and declare the Terms are not against public policy on the grounds of inequality or bargaining power or general grounds of restraint of trade.

Severance

If any part of these Terms is found to be void or unenforceable by a Court of competent jurisdiction, that part shall be severed and the remainder of the Terms shall remain in force.