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This is a legal document setting out the terms and conditions upon which Motorcorp Solutions Pty Ltd (ABN 47 606 726 443) will provide goods and/or services to you. Please read the terms below in full. By acknowledging and agreeing to these terms and conditions, a contract (Agreement) is formed between Motorcorp Solutions Pty Ltd (ABN 47 606 726 443) (referred to throughout this Agreement as Motorcorp Solutions, we, us, and/or our) and the customer (referred to throughout this Agreement as you or your).
1.1 In this Agreement, unless otherwise indicated by the context:
(a) Agreement means these terms and conditions.
(b) Business Day means a day (not being day (not being a Saturday, Sunday or public
holiday) on which Australian banks (as defined in section 9 of the Corporations Act)
are open for general banking business in the capital city of the State.
(c) Claim includes any allegation, debt, cause of action, liability, claim, proceeding,
suit or demand of any nature howsoever arising and whether present or future, fixed
or unascertained, actual or contingent, whether at law, in equity, under statute or
otherwise.
(d) Corporations Act means the Corporations Act 2001 (Cth)
(e) Duty means any stamp, transaction or registration duty or similar charge imposed
by any tax authority and includes any interest, fine, penalty, charge, fee or other
amount imposed in respect of any of them.
(f) GST means the goods and services tax as provided for by the GST Law
(g) GST Act means the A New Tax System (Goods and Services Tax) Act 1999 (Cth).
(h) GST Law means the GST Act and any associated legislation including, without
limitation, delegated legislation.
(i) Insolvent means, in relation to a person, when the person:
(i) is:
(A) insolvent as that term is defined in section 9 of the Corporations Act;
(B) the subject of an event described in sections 459C(2) (a) to (f) or section 585 of the Corporations Act (or it makes a statement from which another party to this Agreement may reasonably deduce it is so subject);
(C) an insolvent under administration or suffers the appointment of a controller, administrator, liquidator or provisional liquidator as those terms are defined in section 9 of the Corporations Act; or
(D) dissolved,
other than to carry out an amalgamation or reconstruction while solvent; or
(ii) is otherwise unable to pay its debts as and when they become due and payable; or
(iii) being a natural person, commits or suffers an act of bankruptcy; or
(iv) receives any notice that a receiver or manager is to be (or has been)
appointed over your assets or any part of your business or undertakings; or
(v) any act of bankruptcy by you as defined in section 40 of the Bankruptcy Act
1966 (Cth); or
(vi) takes or suffers anything similar under the law of any applicable jurisdiction.
(j) Loss means a damage, loss, cost, action, charge, expense or liability incurred by
the person concerned however it arises and whether it is present or future, fixed or
unascertained, actual or contingent.
(k) Motorcorp Solutions means Motorcorp Solutions Pty Ltd (ABN 47 606 726 443).
(l) Notice has the meaning given by clause 14.
(m) our, we, and us is a reference to Motorcorp Solutions Pty Ltd (ABN 47 606 726 443).
(n) PPSA means the Personal Property Securities Act 2009 (Cth).
(o) Quote means the quote for the Services provided (or to be provided) to you which outlines the proposed scope of works to be completed and cost estimate(s) for same.
(p) Security Interest and Security Interests means any third-party interest or encumbrance of any nature whatsoever including (without limitation):
(i) a mortgage, charge, pledge, lien, hypothecation or title retention
arrangement;
(ii) a right of setoff or right to withhold payment of a deposit or other money;
(iii) a right of any third party to purchase, occupy or use an asset (including under
an option, agreement to purchase, licence, lease, finance, lease or hire
purchase);
(iv) an easement, restrictive covenant, caveat or similar restriction over property
(except an easement or covenant whose burden is noted on the certificate of
title to the land concerned);
(v) a trust or other third party interest;
(vi) a security interest within the meaning of section 12 of the PPSA; and
(vii) an agreement to create any of the above or to allow any of them to exist.
(q) Services means the services described in the Quote to be provided to you by Motorcorp Solutions pursuant to this agreement (or as amended as a result of updated instructions from you).
(r) State means the state of Victoria, in the Commonwealth of Australia.
(s) Tax means a tax, levy, Duty, charge, deduction, or withholding, however it is
described, that is imposed by law or by a Governmental Agency, together with any
related interest, penalty, fine, or other charge.
(t) Tax Act means the Income Tax Assessment Act 1936 (Cth), the Income Tax
Assessment Act 1997 (Cth), or the Taxation Administration Act 1953 (Cth), as the
context requires and as amended from time to time.
(u) you and your is a reference to the customer.
(v) your vehicle means the vehicle you supply to Motorcorp Solutions to perform the
Services (including all parts and accessories fitted prior to and after the Services
have been performed), being a:
| Year | |
| Make | |
| Model | |
| Registration No. and state of registration | |
| VIN No. (only one of these is required) | |
| Engine No. (only one of these is required) |
(w) your vehicle’s component(s) means the component(s) you have provided or
purchased (as the case may be) upon which Motorcorp Solutions is to perform at the Services.
1.2 Rules for Interpretation
In this Agreement, unless otherwise indicated by the context:
(a) words importing the singular include the plural and vice versa;
(b) a reference to a particular gender is a reference to all genders;
(c) another grammatical form of a defined word or expression has a corresponding meaning;
(d) headings are for convenience only and do not affect interpretation of this Agreement;
(e) if a table of contents is attached, it is for ease of reference only and must not be used to interpret any part of this Agreement;
(f) a reference to a clause, paragraph or schedule is a reference to a clause, paragraph or schedule of this Agreement;
(g) a reference to a document includes an agreement, or any certificate, notice, instrument or other document of any kind, whether in writing or in electronic or other machine-readable form;
(h) a reference to a document includes all amendments or supplements or, or replacements or novations of, that document;
(i) a reference to an agreement other than this deed includes any encumbrance, guarantee, undertaking, deed, agreement, or other legally enforceable arrangement or understanding whether or not in writing;
(j) where any word or phrase is given a definite meaning in this Agreement, any part of
speech or other grammatical form of that word or phrase has a corresponding
meaning;
(k) an expression importing a natural person includes a body corporate, partnership,
joint venture, association or other legal entity;
(l) a reference to a statute, statutory provision or regulation includes all amendments,
consolidations or replacements thereof, and a reference to a statute includes all
regulations, proclamations, ordinances and by-laws issued under that statute;
(m) a reference to A$, $A, Australian dollars, dollars, AUD, or $ is to the lawful currency
of the Commonwealth of Australia;
(n) the meaning of general words is not limited by specific examples introduced by
including, for example or similar expressions;
(o) a reference to a party to a document includes that party’s legal personal
representatives, successors and permitted assigns;
(p) a reference to a body, whether statutory or not:
(i) which ceases to exist; or
(ii) whose powers or functions are transferred to another body;
is a reference to the body which replaces it or which substantially succeeds to its powers or functions;
(q) a reference to an asset includes all property of any nature, as well as a business, and all rights, revenues and benefits;
(r) a reference to a trust includes any settlement, superannuation fund, retirement
fund, pension fund, and any other device by which one person holds property for
the benefit of another person;
(s) a reference to a thing (including, without limitation, a right) includes a reference to a
part of that thing;
(t) a reference to time is to local time in the capital city of the State;
(u) if a period of time dates from a given day or the day of an act or event, it is to be
calculated exclusive of that day;
(v) the background, the schedules (if any), annexures (if any), signing page and/or a
description of the parties are each incorporated in and form part of this Agreement;
and
(w) the language in all parts of this Agreement shall be in all cases construed in
accordance with its fair and common meaning and not strictly for or against any of
the parties.
1.3 Unconditional and irrevocable obligations
(a) Each of the obligations under this Agreement are unconditional and irrevocable.
(b) An obligation imposed on two or more persons together binds each of them jointly and severally.
1.4 Compliance with law and severance
(a) This Agreement is to be interpreted so that it complies with all applicable laws of the State (and, where applicable, the Commonwealth of Australia).
(b) If any provision does not comply (or is held to be invalid or unenforceable in whole or in part), then:
(i) that part of provision is ineffective only to the extent of the invalidity or unenforceability;
(ii) the validity of the remainder of that provision and all other provisions of this Agreement is not affected; and
(iii) it must be read down so as to give it as much effect as possible.
(c) If it is not possible to give that provision (or that part of the provision, as applicable) any effect at all, however, then the relevant provision (or part of the provision, as applicable) is to be severed from this Agreement in which case the remainder of this Agreement will continue to have full force and effect.
1.5 Business Day
If any thing must be done on or by a day which is not a Business Day, that thing must be done on or by the next Business Day.
1.6 The rule about contra preferentum
This Agreement is not to be interpreted against the interest of a party merely because
(a) that party (or its lawyer) proposed or drafted this Agreement or some provision of it; or
(b) that party relies on a provision of this Agreement to protect itself.
2.1 By signing this Agreement, you authorise Motorcorp Solutions to provide the Services and any reasonable and/or requested additional services (Additional Services) in accordance with
the terms of this Agreement and you agree to pay our current rates and prices
for all labour, spare parts, and materials.
2.2 Any Additional Services will be treated as part of the Services for the purposes of this Agreement.
2.3 Motorcorp Solutions agrees to perform the Services as described in the Estimate (or as
amended as a result of updated instructions from you) and the Additional Services.
Subject to otherwise complying with our obligations under this Agreement, we shall
exercise our independent discretion as to the most appropriate and effective manner of
providing the Services and of satisfying your expectations of those Services.
2.4 Motorcorp Solutions may in our absolute discretion cancel or postpone appointments in
relation to services if it is reasonable for us to do so or is in our legitimate business
interests to cancel or postpone the appointment.
2.5 Unless specified by Motorcorp Solutions to the contrary in the estimate, we do not
warrant that we will be capable of providing the Services at specific times requested by
you during the term of this Agreement.
2.6 Motorcorp Solutions is not liable for any loss or damage to your vehicle, its accessories or
contents, or your vehicle’s components, while your vehicle or (vehicle’s component(s)) is
on our premises and/or your vehicle is being driven or otherwise tested for the purpose of
providing or checking the Services provided, unless such loss or damage is a direct result
of the negligence of Motorcorp Solutions.
3. Authority to use vehicle
3.1 You agree to authorise our staff to do every act, matter, and thing that we consider
desirable or necessary for us to provide with the Products and/ or services set out in the
Service Authorisation in respect of your vehicle, including (but not limited to):
(a) entering the vehicle; and
(b) test driving your vehicle (including driving your vehicle to another location outside of the premises).
3.2 You agree to authorise us to sublet some or all the Services and to deliver and collect the
vehicle from the premises of any contractor to whom the services are sublet.
4. Estimates, Price and Payment
4.1 Motorcorp Solutions will provide an estimate of the cost of the Services to be provided before any of the Services are provided. The estimate will be discussed with you before work is commenced on your vehicle or vehicle’s component(s) (as applicable).
4.2 Estimates remain valid for seven (7) days after the date that Motorcorp Solutions gives
them to you.
4.3 An estimate is only binding on Motorcorp Solutions once it has been approved by you.
Estimates can be approved verbally or in writing.
4.6 If we are unable to quantify the additional costs to be incurred to complete the Additional
Services at the time of notifying you that the Additional Services are required, Motorcorp
Solutions must provide you with a costs update of the Additional Services as and when
Motorcorp Solutions is able to reasonably quantify same and, in our calculations,
Motorcorp Solutions must not charge an amount in excess of the current standard rates
and prices for labour, spare parts, and materials (nor can Motorcorp Solutions charge a
mark-up for any third-party services required to complete the Additional Services).
4.7 Subject to clauses 4.4 to 4.6, the price you pay for the Services will be the one that is
current when you agree to this Agreement, however, we reserve the right to vary the price
you pay for the Services and make reasonable additional charges in the event of a
variation to the order for goods and/or Services including where we incur further costs in
the following circumstances:
(a) you provided inadequate, late, or incorrect information in relation to the vehicle or work required;
(b) we agreed to provide Additional Services not included or specifically excluded in the order or estimate; and/or
(c) if you cancel a Service or good, and we incur any Loss resulting from the cancellation.
4.8 Once the Services have been provided, Motorcorp Solutions will provide you with a tax
invoice to your nominated email address describing the Services provided and the price
payable for the Services.
4.10 You can pay by cash, credit card, bank transfer, EFTPOS, or bank cheque (if previously
agreed). Payment made by Visa or MasterCard credit or debit cards will incur a surcharge
of 1.6% if paid in person or 2.2% if paid over the phone. We cannot currently accept
payment from American Express credit or debit cards (debit cards are the same payment
rates as Visa/Mastercard). Personal cheques are not accepted.
4.11 At our complete discretion, we may apply any payment received by you to any amount
owing by you.
5.1 Risk in any goods sold to you will pass when you take delivery of the goods.
5.2 Title in the goods sold will not pass from Motorcorp Solutions to you until full payment is
made to Motorcorp Solutions for the goods and any other amounts which you may owe to
Motorcorp Solutions, either under this Agreement or any other agreement, have been paid
in full.
5.3 Until such time as title in the goods passes to you, you will:
(a) hold the goods as bare trustee of Motorcorp Solutions;
(b) where practicable, store the goods in a manner which makes them identifiable as the property of Motorcorp Solutions; and
(c) keep the goods insured against theft, damage and destruction.
5.4 Motorcorp Solutions is entitled, at any time while any debt remains outstanding by you
beyond its due date of payment, to notify you of its intention to take possession of goods
and, for this purpose, to enter upon your land and buildings with all necessary equipment
to take possession of the goods (which may, for the avoidance of doubt, include your
vehicle and/or the components of your vehicle)
5.5 You must give immediate notice to Motorcorp Solutions if you become Insolvent.
5.6 This clause creates a purchase money security interest for the purposes of the PPSA. To
the extent permitted under the PPSA, you agree to contract out of the provisions listed in
section 115 of the PPSA which impose a burden on Motorcorp Solutions. You waive your
right to be provided with verification statements under section 157 of the PPSA. You and
Motorcorp Solutions agree that neither will disclose to any third person information
referred to in section 275(1) of the PPSA and that this is a confidentiality agreement for the
purposes of section 275(6) of the PPSA.
6.1 As long as you owe Motorcorp Solutions money, under this or any other agreement, you
agree that Motorcorp Solutions has a right to exercise a lien over your vehicle, its
accessories and contents, and/or your vehicle’s component(s) (under common law or
equity) and serve Notice on you requiring immediate payment of all amounts outstanding.
6.2 If Motorcorp Solutions has notified you that your vehicle and/or component(s) is ready for
collection and you fail to pay the total invoice amount on that day, you acknowledge and
agree to the following
6.3 If Motorcorp Solutions exercises a lien over your vehicle (or its component(s)) or if you do
not collect the vehicle within two (2) Business Days from the time you are notified that it is
ready for collection, Motorcorp Solutions may charge $60 per day or other such
reasonable daily vehicle storage fee at its sole discretion up until the vehicle is collected
and the amount owing has been paid in full (whichever is later).
6.4 If you have not discharged the lien by paying all amounts owing to Motorcorp Solutions (in full) or you have not collected your vehicle (or vehicle component(s), as applicable) within 180 days of Motorcorp Solutions notifying you in writing that your vehicle (or
vehicle component(s)) is ready for collection, and Motorcorp Solutions has not
been able to contact you despite using reasonable efforts, we may sell or otherwise dispose of your vehicle (and/or vehicle component(s)) by any reasonable method and at your expense and without further notice to you. For further information, please see the Consumer Affairs Victoria website link here.
6.5 The proceeds of any sale or disposal of your vehicle (and/or vehicle component(s)) under clause 6.4, will first be applied by Motorcorp Solutions to the payment of any money that you
owe to Motorcorp Solutions as at the date of sale or disposal. If the proceeds of the sale or disposal of your vehicle and/or vehicle component(s) are:
(a) not greater than the amount you owe to Motorcorp Solutions (including disposal costs), the deficit will remain a debt owed by you to Motorcorp Solutions and we may pursue you for the debt in court; or
(b) greater than the amount you owe to Motorcorp Solutions, the excess (less any reasonable costs incurred by Motorcorp Solutions relating to the sale or disposal) will be:
(i) remitted to the account/location nominated by you (or otherwise at your direction); or
(ii) if Motorcorp Solutions is unable to remit the excess to your nominated account (or your directed recipient), Motorcorp Solutions must notify you of same at the earliest
opportunity and the excess will be held by Motorcorp Solutions for twelve (12)
months from the date of sale or disposal for collection by you after which the
excess will be forfeited to lodged with the Victorian State Revenue Office as
required under the Unclaimed Money Act 2008 (Vic).
6.6 Motorcorp Solutions will not be liable for any loss or damage you suffer as a result of Motorcorp Solutions selling or otherwise disposing of your vehicle and/or vehicle component(s) under this clause 6, including any loss of any accessories and/or contents of the vehicle.
7.1 Our goods and Services goods and services come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a ‘major failure’ as that term is defined in the Australian Consumer Law. You are also entitled to have the goods repaired or replaced if the goods and/or Services fail to be of acceptable quality and the failure does not amount to a major failure. For further information, see the ACCC website here.
7.2 Motorcorp Solutions provides a warranty on all labour performed by us for a period of 12
months or the first 20,000 kilometres (whichever occurs first) (Warranty Period) following
completion of that labour (Labour Warranty).
7.3 We will repair the part(s) which were damaged or otherwise not fitted correctly if it
becomes defective within the Warranty Period under our Labour Warranty at the earliest
available time after you have Notified us of the issue. Motorcorp Solutions will bear the
reasonable costs incurred in claiming the Labour Warranty.
7.4 Warranty will not apply to the following:
(a) any use of the vehicle or component(s) in a motorsport setting (including casual track days) – this will void the Labour Warranty as and from the date of such use;
(b) normal wear and tear;
(c) where goods come to the end of their natural service life;
(d) maintenance items such as globes, wiper blades, lubricants, and fluids; or
(e) where the defect is a result of:
(i) alteration, accident, misuse, abuse, or neglect;
(ii) unsafe or inappropriate driving practices; or
(iii) where the product or services are subsequently repaired or modified by an unauthorised service agent.
7.5 Motorcorp Solutions uses quality aftermarket parts and lubricants that meet or exceed
the specifications of those originally fitted by your vehicle manufacturer or Motorcorp
Solutions otherwise uses original vehicle manufacturer parts when required. If you want
Motorcorp Solutions to use an alternate brand or product, Motorcorp Solutions will take
reasonable action to source that part or product for you (if not provided by you), although
this may impact on the pricing and time commitments of the provision of the Services.
7.6 If part required cannot be located locally and must be specially ordered in, payment will
be required upfront before being placed on order with our supplier(s).
7.7 If a second-hand part is required, payment will be required upfront before being placed on
order with our supplier
7.8 Special order in parts, second-hand parts & some new parts, are non-refundable once
placed on order with our supplier, therefore if you decide to cancel the order you will not
be refunded for the payment of the part as we are unable to return it to our supplier.
7.9 You acknowledge and agree we may, at our absolute discretion, refuse to fit any parts
supplied by you (owner supplied parts).
7.10 If we do agree to fit owner supplied parts, you warrant that all parts are free from any preexisting defects or faults and are suitable for the supply of the Services.
7.11 You also acknowledge and agree to the following:
(a) we are not the supplier of the owner supplied parts for the purpose of the Australian Consumer Law and if we offer a warranty, then the warranty does not apply to the owner supplied parts;
(b) if the owner supplied part is being delivered to our premises, or needs to be
returned to the supplier of the owner supplied parts, then you must arrange such
delivery and are liable for all transport charges, insurance, damage to the parts and
damage to our property in connection with such delivery; and
(c) to the extent permitted by law, you indemnify us from and against all existing and future claims of whatsoever nature, wherever and however arising, known or
unknown and by any third party which arises out of or in connection with the owner
supplied part.
7.12 In addition to the statutory warranties under the Australian Consumer Law, all parts come
with the manufacturer’s warranty, if applicable, (i.e. third-party manufacturer warranty)
unless stated otherwise.
7.13 Without limiting any rights that may be available under the Australian Consumer law that
are not lawfully excluded under this Agreement, if you are seeking to make a claim
pursuant to a third-party manufacturer warranty, the process is for the part to be sent
back to the manufacturer for inspection and the remedy in relation to that claim will
depend on the decision of the third-party manufacturer. Motorcorp Solutions will not be
responsible for any freight charged incurred in connection with that third-party warranty
claim process.
7.14 You understand that higher-performance and larger vehicles may require high quantities
or higher grade oil during servicing. Motorcorp Solutions may, at its sole discretion and
without contacting you for prior authorisation, charge an amount to cover the cost of the
oil used in the service.
.8.1 Some vehicle manufacturers provide extended warranties that may be negatively
impacted or made void if Motorcorp Solutions provides the Services for your vehicle or to
your vehicle component(s).
8.2 You must ensure that the Services provided, or any part of the Services, will not affect or
void the extended manufacturer’s warranty
8.3 If the Services (or any part of the Services) will affect or otherwise void the manufacturer’s
warranty, the risk and responsibility is borne by you.
.9.1 Our returns policy does not affect your rights under the Australian Consumer Law. This
policy is provided in addition to your rights under the Australian Consumer Law. You may
return a product for a refund or exchange within seven (7) days of purchasing that product
with proof of purchase, unless that product is:
(a) a special or specific order part;
(b) a discontinued part;
(c) not in resalable condition;
(d) a tyre or other product that has been fitted to a vehicle; or
(e) not in its original packaging (with manuals and documentation).
9.2 Motorcorp Solutions will not be liable for your freight or other costs in returning products
unless otherwise agreed, or where you are entitled to such costs under the Australian
Consumer Law.
9.3 Except as required by law or under the Labour Warranty, Motorcorp Solutions is under no
obligation to accept goods returned for any reason outside the above return period.
10.1 You understand that driving an unregistered vehicle is illegal and you warrant that your
vehicle is registered in accordance with the legislative and regulatory requirements
applicable to your vehicle in the State
10.2 You must notify Motorcorp Solutions if your vehicle is not registered. If this is the case,
Motorcorp Solutions will not take your vehicle for a test drive on public roads and may not
be able to assess whether the Services have been effectively provided.
10.3 If you have not notified Motorcorp Solutions that your vehicle is not registered, you agree
to indemnify Motorcorp Solutions, its directors, employees, and independent contractors,
against any fines, penalties, claims, damages, losses, costs, liabilities and expenses
(including, but not limited to, reasonable legal fees), injury, or death caused to any person
or property arising out of (or related to) Motorcorp Solutions’ provision of the Services,
including driving or otherwise operating your vehicle.
11.1 Motorcorp Solutions is not liable for any delay in providing the Services to the extent that
such delay or failure results from events or circumstances outside Motorcorp Solutions’
reasonable control.
11.2 Interruption to vehicle power supply
(a) You understand that when providing the Services, the power supply in your vehicle
may be temporarily interrupted. This may cause your audio system to lock and
require an unlock code.
(b) Motorcorp Solutions will take reasonable steps to prevent this from happening,
however, it is usually outside Motorcorp Solutions’ control.
(c) The unlock code for your audio system is supplied by the manufacturer of your
vehicle and you agree that you are solely responsible for paying any cost incurred by
Motorcorp Solutions in unlocking your audio system if required.
11.3 Suspension struts / shock absorbers seizing on hoist
(a) You understand that a suspension strut or shock absorber can fail after the vehicle
has been raised on a hoist. This can happen due to the strut or shock absorber
being hyper-extended past it’s normal travel when the suspension is allowed to
hang. The strut or shock absorber can seize due to the valving inside being worn out
and can cause it to no longer function correctly
(b) You agree that Motorcorp Solutions is not responsible for failure of suspension
struts or shock absorbers seizing on Motorcorp Solutions’ hoist and that the cost of
replacing or otherwise repairing the struts or shock absorbers will be at your
expense.
11.4 After-hours drop off and pick up
(a) If you are dropping your vehicle off outside of our normal trading hours, you agree
that you are leaving your vehicle on our premises unattended at your own risk and
will not hold Motorcorp Solutions responsible for any incidents relating to your
vehicle.
(b) If you have agreed for Motorcorp Solutions to leave your vehicle unattended outside
its premises for you to pick up outside of Motorcorp Solutions’ normal trading
hours, Motorcorp Solutions will take all reasonable steps to leave your vehicle and
its keys in a safe location in a reasonable attempt to prevent theft and/or damage of
your vehicle. However, you agree that you are doing this at your own risk and will not
hold Motorcorp Solutions responsible for any incidents relating to your vehicle.
12.1 Motorcorp Solutions will comply with all applicable privacy laws, including the Privacy Act
1988 (Cth) and the Australian Privacy Principles. Unless you indicate otherwise, you
hereby consent to Motorcorp Solutions using your personal information for the following
purposes:
(a) Motorcorp Solutions’ internal marketing activities, including direct marketing,
database compilation, analysis of demographics and the processing or creation of other marketing information;
(b) customer surveys and individual follow-up calls, letters, or emails enquiring as to
your satisfaction with our products and services;
(c) reminders that your vehicle may be due for a service or that your registration may be
due for renewal;
(d) advising you of information which may be relevant to you, including any changes to
our opening hours; and
(e) advising you of offers that we feel may be of interest to you.
12.2 If, at any time, you wish to withdraw your consent to any one or more of the above
purposes, would like to access your personal information, or have any other privacy
concerns, please contact Motorcorp Solutions’ representative, Joshua Kinchington, on
0419 926 998.
13.1 To the maximum extent permitted by law, Motorcorp Solutions’ liability for breach of any
implied or imposed guarantee, warranty or condition which cannot be excluded is
restricted, at Motorcorp Solutions’ option, to:
(a) in the case of the Services supplied or offered by Motorcorp Solutions, either:
(i) the re-supply of those services; or
(ii) the payment of the cost of having those services re-supplied;
(b) in the case of goods supplied or offered by Motorcorp Solutions, either:
(i) the replacement of the goods or the supply of equivalent goods;
(ii) the repair of the goods;
(iii) the payment of the cost of having the goods replaced; or
(iv) the payment of the cost of having the goods repaired.
13.2 To the maximum extent permitted by law, Motorcorp Solutions will not be liable to you or any third parties for:
(a) any claim, whether that claim arises in contract, tort (including negligence) or statute;
(b) any loss (including loss of profits or special, indirect, incidental or consequential loss); or
(c) damage, injury or death to any person or property, arising out of or relating to the goods sold by us or the Services provided by Motorcorp Solutions.
14.1 Definitions
In this clause 14, words and expressions which have a defined meaning in the GST Law have the same meaning as in the GST Law.
14.2 GST exclusive consideration
Despite the definition of consideration in the GST Law, and unless otherwise expressly
stated in this Agreement or the fee estimate provided to you by Motorcorp Solutions,
prices or other sums payable or consideration to be provided under or in accordance with
this Agreement are exclusive of GST.
14.3 Time for payment of GST
If a party makes a taxable supply under or in connection with this Agreement, the other
party must pay to the supplier at the same time, and in addition to the GST-exclusive
consideration, an amount equal to the GST payable on that supply.
14.4 GST tax invoice
The supplier must, as a precondition to the payment of GST under this clause 14, give the
other party a tax invoice.
14.5 GST adjustment
If an adjustment event arises in connection with a supply made under this Agreement, the
supplier must give the other party an adjustment note in accordance with the GST Law.
15.1 Purchaser to pay stamp duty
The Purchaser must pay all Duty (including penalties, interest and fines) that are payable
on, or relating to, the execution of this Agreement and on, or relating to, any instrument
signed under this Agreement and any transaction contemplated by this Agreement.
15.2 Purchaser to provide evidence of payment
As soon as practicable after Completion, the Purchaser must, on written request by
Motorcorp Solutions, provide evidence, satisfactory to Motorcorp Solutions acting
reasonably, that the Purchaser has paid all Duties or other amounts payable under clause
15.1 in any state or territory in which an obligation to pay Duty or other taxes is imposed
on the Purchaser.
15.3 Costs
Except where clause 15.1 applies, each party must pay its own costs of negotiating,
preparing and executing this Agreement and performing its obligations under this
Agreement
A notice, demand, consent, approval or communication under this Agreement (Notice)
must be:
(a) in writing, in English and signed by a person duly authorised by the sender; and
(b) hand delivered or sent by prepaid post or email to the recipient’s address for
Notices specified in the Details, as varied by any Notice given by the recipient to the
sender.
16.2 Effective on receipt
A Notice given in accordance with clause 16.1 takes effect when taken to be received (or
at a later time specified in it), and is taken to be received:
(a) if hand delivered, on delivery;
(b) if sent by ordinary prepaid post, three (3) Business Days from and including the date of posting in respect of an address for service within the Commonwealth of Australia (or, if posted to or from a place outside Australia, ten (10) Business Days from and including the date of posting);
but if the date and time of receipt determined in accordance with subclauses 16.2(a) and
16.2(c) above is not on a Business Day or is after 5.00pm on a Business Day, the Notice is
taken to have been received at 9.00am on the next Business Day.
17.1 Dispute notice
A party claiming that a dispute has arisen must give written notice of the dispute to the
other party specifying the nature of the dispute.
If the parties are unable to resolve the dispute within fifteen (15) days after receipt of the
notice, the dispute must be referred to a third party or an adviser to act as an informal
mediator before any mediation.
17.3 Referral to mediator
If the parties elect not to refer the dispute to a third party or an adviser under clause 17.2
or are unable to resolve the dispute within ten (10) business days after such a referral, the
dispute must be referred to a mediator to act as a mediator before any arbitration or
litigation proceedings are instituted.
17.4 Appointment of mediator
(a) The mediator or advisor must be appointed by Agreement between the parties.
(b) If the parties cannot agree within fourteen (14) days of a request to agree to a
mediator or advisor, then any party may request the Resolution Institute choose a
mediator.
(c) The rules of the mediation will be chosen by the mediator but the parties must
promptly after the mediator is appointed (and in any event within twenty-one (21)
days) submit to the mediator brief written outlines of the issues in dispute as well as
any expert reports on the issues in dispute.
(d) A party may terminate mediation by giving written notice to the other party to the
dispute and to the mediator.
(e) The mediator is not liable to either party, except in the event of fraud, for any act or
omission by the mediator in the performance of the mediator’s obligations as
mediator.
(f) The mediator does not have the authority to impose a settlement on the parties but
will assist the parties in resolving their dispute.
17.5 Appointment of an advisor or mediator
The parties must equally share the costs of the advisor and/or mediator’s fees, room hire,
administration fees and registration fees.
18.1 This Agreement may be terminated by you at any time by written notice to Motorcorp
Solutions, subject to first making payment to Motorcorp Solutions of any outstanding
monies payable by you under this Agreement.
18.2 This Agreement may be terminated by Motorcorp Solutions at Motorcorp Solutions’
reasonable discretion by providing 14 days’ written notice of termination to you.
18.3 Motorcorp Solutions may also terminate this Agreement immediately (in which case,
Motorcorp Solutions must promptly notify you) if:
(a) you breach this Agreement and (if rectification is possible) you fail to rectify the
breach withing ten (10) Business Days following notice by Motorcorp Solutions to
you of such breach; or
(b) Motorcorp Solutions becomes aware that your vehicle or component(s) are connected to any criminal activity.
18.4 On termination of this Agreement:
(a) you must pay Motorcorp Solutions all accrued fees, costs, and expenses owing to
Motorcorp Solutions as at the date of termination; and
(b) Motorcorp Solutions must, subject to any provision to the contrary in this
Agreement or the Quote and any lien held by Motorcorp Solutions in relation to your
vehicle and/or component(s), promptly deliver to you your vehicle and (if
applicable) the component(s) within a reasonable time (generally within twenty (20)
Business Days).
18.5 You acknowledge and agree that there may be delays in transferring or disposing of your
vehicle and/or component(s).
18.6 Termination does not affect:
(a) any transaction properly commenced prior to termination; nor
(b) any other claim that either party may have against the other; nor
(c) your (or Motorcorp Solutions’) existing rights and obligations prior to termination.
19.1 Governing law and jurisdiction
(a) This Agreement is governed by and construed in accordance with all applicable laws in force in the Commonwealth of Australia and the State from time to time.
(b) Each party submits to the non-exclusive jurisdiction of the courts of the State.
19.2 Severance
If any part of this Agreement is invalid or unenforceable, this Agreement does not include
it. The remainder of this Agreement continues in full force.
19.3 No amendments without agreement
This Agreement may not be modified, discharged, or abandoned unless by a
document signed by the parties or other evidence of same.
19.4 Waiver or variation
(a) A party’s failure or delay to exercise a power or right does not operate as a waiver of
that power or right.
(b) The exercise of a power or right does not preclude:
(i) its future exercise; or
(ii) the exercise of any other power or right.
(c) The variation or waiver of a provision of this Agreement or a party’s consent to a
departure from a provision by another party will be ineffective unless in writing
executed by the parties.
(d) A consent given or a remedy, power, or right
19.5 Independent advice
The parties acknowledge that:
(a) you have had a full and proper opportunity to consider the terms of this Agreement; and
(b) prior to signing this Agreement, you obtained or have had a reasonable opportunity to obtain your own independent legal advice in respect of this Agreement.
19.6 No merger
Nothing in this Agreement merges, extinguishes, postpones, lessens or otherwise
prejudicially affects any right, power or remedy that a party may have against another
party or any other person at any time.
19.7 Further assurances
Each party will from time to time do all things (including executing all documents)
necessary or desirable to give full effect to this Agreement and any transactions
contemplated by it.
19.8 Survival
Clauses 5, 6, 13, 17, and 18 and any other provision of this Agreement intended to survive
termination of this Agreement will continue to apply following termination of this Agreement.
19.9 Entire agreement
(a) This Agreement constitutes the entire agreement between the parties in connection
with their subject matter.
(b) This Agreement supersedes all previous agreements or understandings between
the parties in connection with their subject matter.
Last updated: March 4, 2025
