Sale Conditions

All orders are accepted by ANLC subject to the Terms and Conditions of Sale set out below:

Definitions

Privacy Policy: means the ANLC privacy policy available at https://boomerang-test.anlc.com.au/privacy-policy

ANLC: means Australia National Lifts Components, Suite 116, 838 Collins Street Docklands VIC 3008, ABN 53 657 865 480.

1. General

1.1 All orders for products ("Products") or services ("Services") and all contracts for the supply of products or services made between ANLC and the purchaser of such products or services (the “Customer”) are subject to these terms and conditions of sale. No other terms will apply to the supply of Products and Services by ANLC unless agreed in writing by an authorised signatory of ANLC. ANLC reserves the right to amend these terms and conditions at any time.

1.2 All descriptions of the Products and Services contained on the ANLC website or otherwise communicated to the Customer are approximate only and shall not form any part of the contract between ANLC and the Customer. ANLC shall not be liable to the Customer for any erroANLC or omissions on its website, the ANLC catalogue or other product advertisement. The advertising of products and services by ANLC is not an offer capable of acceptance; it merely constitutes an invitation by ANLC for the Customer to make an offer to purchase Products and Services. ANLC' acceptance of the Customer's order will take place when ANLC confirms pricing and delivery dates to the Customer in writing, at which point a contract will come into existence between ANLC and the Customer.

1.3 Where applicable, Products with 10-digit stock number starting with '250xxxxxxx' (“Extended Range”) are not stocked by ANLC. Any clauses in these terms and conditions of sale expressly stated to be in relation to Extended Range products will prevail over any inconsistent provisions elsewhere in these terms and conditions of sale.

1.4 ANLC is a business-to-business supplier. The ANLC Products and Services are intended for use by business customeANLC and not by private individuals acting as consumers (“consumers”). Notwithstanding the foregoing, nothing in these terms and conditions of sale shall affect the statutory rights of a Customer who deals as a consumer.

1.5 The Customer’s particular attention is required for clause 12, which sets out certain limitations of ANLC’ liability.

2. Prices and GST

2.1 The prices of the Products and Services are as set out on the ANLC website or as otherwise communicated. ANLC reserves the right to change prices without prior notice at any time. Customer is informed that the most up to date price and product information can be found on the ANLC website. In the event of any conflict between prices for any products listed (i) on the ANLC website; and (ii) in the any physical catalogue, brochure, or other marketing/product communication; prices listed on the ANLC website shall prevail.

2.2 The price of an ordered Product or Service will be confirmed at the time of order acceptance by ANLC, except for products or services ordered for delivery at a future specified date (“Forward orders”). The price for Forward orders may be varied by ANLC after the date of order acceptance by written notice to the Customer.

2.3 All prices exclude GST, which ANLC will add at the rate applicable at the date of order acceptance. If GST applies to any supply the Customer must pay an additional amount equal to the amount of GST. ANLC will provide a GST-compliant tax invoice within 28 days of a request. "GST" means the goods and services tax under the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

2.4 The prices of Extended Range products are as set out on the ANLC website, unless agreed in writing with an authorised representative of ANLC. Discounts given by ANLC in relation to ANLC' standard stocked products or any other ANLC offer will not apply to Extended Range products. Extended Range products will be invoiced separately from standard stocked product.

3. Ordering

3.1 ANLC reserves the right to decline to trade with any company or person. ANLC may decline to accept any order, whether or not payment has been received, by giving notice of non-acceptance to the Customer by telephone, email or facsimile within a reasonable period of receipt of the order by ANLC. Further, ANLC may cancel orders which have been accepted by giving written notice of such cancellation to the Customer by telephone, email or facsimile within a reasonable period of receipt of the order by ANLC. If ANLC rejects or cancels an order for which payment has been taken, it will refund the amount to the Customer as soon as reasonably practicable.

3.2 ANLC executes orders to the Customer's requirements, but may provide substitute products where requested by the Customer, or where the product has been supeANLCeded by the latest version. To the extent that orders cannot be fulfilled completely from stock, the unfulfilled balance will (at the Customer's option) either be put on back order to be fulfilled when ANLC next has available stock or be cancelled and refunded to the Customer.

3.3 The Customer must submit orders using the ANLC stock numbers and the priced units used on the ANLC website or in the ANLC hard copy catalogue, brochure, or other marketing/product communication, and must specify which delivery option is required. Any telephone, fax or internet confirmation of a previous order by the Customer must be marked 'CONFIRMATION ONLY' or otherwise clearly identified as a confirmation to avoid duplication. If the Customer orders the wrong product or number of products, or duplicates orders, the provisions of clause 13 (Cancellations and Returns) will apply.

3.4 To the extent the Customer directs ANLC to order from a specific supplier (“Directed Supplier”), the Customer warrants and represents it has done all appropriate due diligence of the Directed Supplier to be able to confirm such Directed Supplier is a reputable and regulatory compliant company and, if not for ANLC’ involvement, the Customer would be legally and commercially able to do business with the Directed Supplier. ANLC assumes no responsibility for the compliance with regulatory requirements, performance or suitability of the products, which have been procured solely at the direction of the Customer. The Customer agrees to indemnify and hold harmless ANLC from any liability, penalty, fine or claim which may arise from any products procured from a Directed Supplier. Except as expressly stated in these terms, and to the fullest extent permitted by law, ANLC does not make any agreement, representation or warranty of any kind in connection with the products procured from a Directed Supplier and shall only transfer or assign to the Customer, or otherwise obtain for the benefit of the Customer, any guarantee or warranty issued by the manufacturer of the products procured from a Directed Supplier to the extent the same is capable of such transfer or assignment or of otherwise being provided.

4. Delivery

4.1 Subject to any cancellation, substitution or non-fulfilment of Customer's orders in accordance with clause 3 (Ordering), ANLC will deliver the products specified in the Customer's order. ANLC may use third party delivery agents to deliver products to CustomeANLC.

4.2 The Customer's delivery options, and the prices for them, are as set out on the ANLC website at the date of order or will be notified to the Customer at the time of order. Customer is informed that delivery options and prices in the any printed hard copy catalogue, brochure, or other marketing/product communication are accurate only on the date of creation and more up-to-date information can be found on the ANLC website. In the event of any conflict between delivery options and delivery prices for any products listed on the ANLC website and in the any hard copy format, the delivery options and delivery prices listed on the ANLC website shall prevail.

4.3 Delivery prices apply per order, irrespective of the number of products ordered. Delivery will be made to the Customer's usual business address, unless otherwise agreed in writing.

4.4 ANLC will aim to deliver products in accordance with the times and dates for delivery quoted on the ANLC website or by ANLC' employees (the 'Quoted Delivery Times'), but Quoted Delivery Times are approximate only and ANLC shall not be liable for the consequences of any delay in delivery. Time for delivery shall not be of the essence. Delivery of products marked in the hard copy catalogue or on the ANLC website as requiring special handling may (because of the nature of the products) take longer to be delivered.

4.5 If any delivery has not been made by the Quoted Delivery Time, then subject to the Customer notifying ANLC of such delay, ANLC will endeavour to ascertain if the product has been delivered and will inform the Customer of the status of the delivery or the new expected delivery time. ANLC may also, at its discretion, refund the total delivery charge to the Customer. If a revised delivery time is not acceptable ANLC may also, at its discretion, offer an alternative delivery option. These are the Customer's exclusive remedies for late delivery and ANLC shall not be liable for any loss or damage (including indirect, consequential or economic) suffered or incurred by the Customer or any other party in relation to late delivery.

4.7 orders containing Extended Range products where the total value of Extended Range products in any such order is less than $200 are subject to an additional shipping and handling charge as quoted at the time of order. orders containing Extended Range products with a total value for Extended Range products in such orders of $200 or more will not be subject to an additional shipping and handling charge. These shipping and handling charges apply per order, irrespective of the number of Extended Range products ordered, and will be levied against the first delivery of Extended Range products under the relevant order.

4.8 Special delivery conditions may apply for export orders. Call +61 2 9681 8588 for more details.

5. Inspection, Delivery Delays and Non-Delivery

5.1 The Customer must inspect all products as soon as is reasonably possible after delivery or collection. The Customer shall, within 10 days of the date of delivery or collection or, in the case of sub-clause iv. below, the Quoted Delivery Time or any updated estimated date for delivery, give written notice to ANLC in detail of:

Any defect in a Product that is apparent on reasonable examination. In this case ANLC shall, at ANLC's discretion, replace the Product or refund the purchase price. See clause 9 for terms of Warranty. In any event the Customer must refuse parcels delivered to it in a damaged condition;
Any shortfall in Products delivered. In this case ANLC shall, at its discretion, deliver the undelivered Products or refund the price of the undelivered Products;
Any delivery of Products not in accordance with the order. In this case ANLC shall, at ANLC's discretion, replace the Products or refund the purchase price; or
Any non-delivery of the Products (in which case the time limit is within 10 days of the estimated despatch date). In this case ANLC shall deliver the undelivered Products or refund the price of the undelivered Products.

5.2 If the Customer fails to give any such notice, the products shall be conclusively presumed to be, in all respects, in accordance with the order and free from apparent defects, and the Customer shall be deemed to have accepted the products accordingly. ANLC' record of the products despatched (including the quantity) shall be conclusive evidence of the products received by the Customer, unless proved otherwise by the Customer.

5.3 The remedies set out above are the Customer's exclusive remedies for non-delivery or short delivery of products, or for apparent defects in the products or delivery of products not in accordance with the order. ANLC shall not be liable for any losses, consequential or otherwise, or for costs (including legal costs), expenses, liabilities, loss of profits, business or economic loss, depletion of goodwill, damages, claims, demands, proceedings, judgments or otherwise arising from these circumstances.

6. Payment

6.1 If ANLC has not granted credit to the Customer, payment terms are cash with order.

6.2 Credit terms (subject to satisfactory references and at ANLC's absolute discretion) are available. If credit has been granted, on acceptance of a Customer's order, ANLC will issue that Customer with an invoice. The Customer shall pay the price of the product or service by the 30th day of the month following the month in which the products are despatched. All payments must be made without any set-off, deduction or counterclaim.

6.3 If any sum is not paid on the due date for payment then, without prejudice to any other right or remedy:

all sums then outstanding from the Customer will immediately become due and payable notwithstanding that such sums would not otherwise be due until a later date, and
the Customer will be liable to pay all expenses and legal costs incurred by ANLC in relation to obtaining or seeking to obtain an appropriate remedy; and
ANLC may charge the Customer interest from the due date until payment is made in full (both before and after any judgement) on the amount unpaid at a rate which is 2 per cent per annum above the Reserve Bank of Australia’s published official interest rate as set at 31 December for the period 1 January to 30 June inclusive in the following year and as set at 30 June for the period 1 July to 31 December inclusive, compounded monthly.

7. Risk and Owners

7.1 In the case of products to be delivered to the Customer's property, risk of loss of or damage to the products shall pass to the Customer on delivery, unless the Customer wrongfully fails to take delivery of the products, in which case such risk shall pass to the Customer at the time when ANLC has attempted to deliver the products. In the case of products which the Customer orders to be collected from an ANLC trade counter, risk of damage or loss to the products shall pass to the Customer at the time of collection.

7.2 Owners of any product supplied shall not pass to the Customer until full payment of the purchase price of the products and of all other amounts owing to ANLC has been made (in cash or cleared funds). If the Customer is late in paying any sum to ANLC, then ANLC shall be entitled to the immediate return of all products where Owners has not passed to the Customer. The Customer authorises ANLC and its agents to recover any such products in such circumstance, and to enter any premises of the Customer for that purpose.

7.3 Demand for or recovery of the products by ANLC shall not of itself discharge either the Customer's liability to pay the whole of the price and take delivery of the products or ANLC's right to sue for the whole of the price.

8. Product and Availability Information

8.1 ANLC reserves the right, without prior notice, to discontinue any product or to make design changes as part of its continuous programme of product improvement, or to assist product availability, and such changes may take place during the life of any ANLC catalogue. The most up to date information on the availability and design of the products ANLC supplies is available on the ANLC website.

8.2 Unless otherwise confirmed in writing, nothing on the ANLC website or in any ANLC catalogue is to be taken as a representation of the source of origin, manufacture, or production of the products or any part of them.

9. Warranties and Remedies

9.1 ANLC warrants that no product purchased from ANLC is materially defective.

9.2 To the extent permitted by the Competition and Consumer Act 2011 (CCA), in the event of any such Product being materially defective, and subject to the provisions of clause 5 (Inspection, Transit Delays and Non-Delivery) surrounding defects apparent on delivery, ANLC will (at its option) replace or repair the product or refund the purchase price.

9.3 To the extent permitted by the Competition and Consumer Act 2011 (CCA), in the event of any Service being defective, and subject to the provisions of clause 14 (Services) provided using reasonable care and skill, ANLC will, at its option, either re-provide the Service or supply to the Customer free of charge a substitute Product in place of the defectively serviced Product.

9.4 These warranties shall not apply to any defect which arises from improper use, failure to follow the product instructions, or any repair or modification made without the consent of ANLC.

9.5 To the extent permitted by the CCA, the remedies set out in this clause 9 shall be the Customer's sole remedies for any breach of warranty and in respect of the supply or non-supply of products and/or services.

9.6 The availability of the remedies set out in this clause 9 is subject to:

a claim being made in writing to ANLC, prior to the return of any defective product;
the written claim under (i) above being made (a) within 12 months of the original date of despatch, (b) within such other period as may be indicated by ANLC for the specific product from time to time in writing (provided that for certain ANLC Pro products such period may vary from 12 to 36 months as stated on the ANLC website), or (c) for single use or disposable products, within such period as to allow for the single use of that product, provided that such product is used before either its labelled expiration date or 12 months of the original date of despatch (whichever is sooner); and
the Customer returning or disposing of the relevant products, or making them available for collection by ANLC, in accordance with ANLC's instructions and suitably packaged. In particular, for any returns, the Customer must obtain a returns number from ANLC and quote this on all paperwork, and state the original invoice number in respect of the products and the nature of any claimed defect.

9.7 Where the Customer returns defective products otherwise than in accordance with these provisions, ANLC may refuse such products and return them to the Customer at the cost of the Customer.

9.8 Any products which are replaced by ANLC shall become the property of ANLC. Title to replacement products shall pass to the Customer in accordance with the provisions of clause 7 (Risk and Owners), and the period of the replacement product's warranty shall be the unexpired period of the defective product's warranty.

9.9 The Customer shall have no remedy in respect of any untrue statement made to it upon which it relied in ordering products and/or services (unless such untrue statement was made fraudulently) other than any remedy it may have set out expressly in these terms and conditions of sale.

9.10 Save as expressly provided in these terms and conditions of sale, all implied warranties, terms and conditions (whether statutory or otherwise) concerning the supply or non-supply of products and/or services are excluded to the fullest extent permitted by law (including, without limitation, the implied terms of satisfactory quality, fitness for purpose and provision of services with reasonable care and skill).

9.11 Except as required by law, ANLC will not be liable to the Customer for any loss, damage or liability of any kind whatsoever which arises out of the breach of implied warranties, terms or conditions (statutory or otherwise) or breach of any other duty of any kind imposed on ANLC by operation of law. The Customer acknowledges that it is responsible for ensuring that the products and services it orders are fit for the purposes for which it intends to use them.

9.12. In giving the warranties set out above, ANLC does not exclude or limit any application of the Competition and Consumer Act 2011 (CCA) where to do so would contravene the CCA or cause any term of these conditions to be void ("Non-Excludable Condition"). These warranties are in addition to any Non-Excludable Conditions.

10. Export Control and Limitations of Use

10.1 Certain products sold by ANLC are subject to export control regulations of Australia, United Kingdom, United States of America, European Union and other countries (“Export Laws”). The Customer shall comply with all such Export Laws and obtain any licence or permit required to transfer, export, re-export or import the products.

10.2 The Customer shall not, directly or indirectly, sell, permit to be sold, dispose of, export, re-export or otherwise provide products to any country or entity under sanction or embargo administered by Australia, United Kingdom, United States of America, European Union or other country.

10.3 The Customer certifies that products purchased from ANLC will not be used, sold or incorporated into products used directly or indirectly in the design, development, production or use of chemical, biological or nuclear weapons, delivery vehicles and systems of the same or in the development of any weapons of mass destruction.

10.4 Products sold by ANLC are not recommended or authorised for use in life support, surgical implantation, nuclear or aircraft applications or for any use or application in which the failure of a single component could cause substantial harm to persons or property.

10.5 Classifications of product for export purposes, including ECCN and Harmonised Tariff codes, are made for internal use by ANLC only. Such information is provided by ANLC in good faith based on the information available to it at the time of compilation. ANLC makes no warranty or representation that such information is up to date or correct, and shall not be liable to the Customer for any form of loss or damage suffered by the Customer as a result of reliance upon such information. Use of the information is done so at the Customer’s own risk with no recouANLCe to ANLC. The Customer is responsible for ensuring compliance with all applicable export legislation, including determining the correct classification of an item at the time of any onward export.

11. No Re-Export to Russia

11.1 The Customer shall not sell, export or re-export, directly or indirectly, to the Russian Federation or for use in the Russian Federation any goods supplied under or in connection with these terms and conditions that fall under the scope of The Russia (Sanctions) (EU Exit) Regulations 2019 (“Sanctioned Goods”).

11.2 The Customer shall undertake its best efforts to ensure that the purpose of clause 11.1 is not frustrated by any third parties further down the commercial chain, including by possible reselleANLC.

11.3 The Customer shall set up and maintain an adequate monitoring mechanism to detect conduct by any third parties further down the commercial chain, including by possible reselleANLC, that would frustrate the purpose of clause 11.1.

11.4 Any violation of clauses 11.1, 11.2 or 11.3 shall constitute a material breach of these terms and conditions and ANLC shall be entitled to seek appropriate remedies, including, but not limited to, ANLC may stop accepting orders from and/or suspend shipments to the Customer.

11.5 The Customer shall immediately inform ANLC about any problems in applying clauses 11.1, 11.2 or 11.3, including any relevant activities by third parties that could frustrate the purpose of clause 11.1. The Customer shall make available to ANLC information concerning compliance with the obligations under clauses 11.1, 11.2 and 11.3 within two weeks of the simple request of such information.

11.6 Where ANLC has reason to believe that any Sanctioned Goods have been sold, exported or re-exported directly into the Russian Federation ANLC shall be at liberty to notify the relevant UK authorities irrespective of any confidentiality agreement between the parties.

12. Liability

12.1 ANLC shall not be under any liability for damage, losses (whether direct, indirect or consequential), expenses, liabilities, loss of profits, business or economic loss, depletion of goodwill, costs (including legal costs), claims, demands, proceedings, judgments or otherwise resulting from the failure to give advice or information or the giving of incorrect advice or information (including through the ANLC technical helpline) whether or not due to its negligence or that of its employees, agents or sub-contractoANLC.

12.2 ANLC shall not be liable for economic loss, punitive damages, loss of revenue, loss of profits or expected future business, damage to reputation or goodwill, loss of any order or contract or any consequential or indirect loss or damage, all as may result from, or be connected with:

any express or implied terms of the contract between ANLC and the Customer, or of any order accepted by ANLC;
any duty of any kind imposed on ANLC by law arising out of or in relation to the contract between ANLC and the Customer or order;
any defect in the products or services;
intellectual property rights infringement; or
any other loss whatsoever arising out of these terms and conditions of sale.

12.3 If, notwithstanding any other provisions in these terms and conditions of sale including without limitation clauses 9 (Warranties and Remedies), 10 (Export Control and Limitations of Use) and 12 (Liability), any liability attaches to ANLC, ANLC's liability to the Customer arising out of or in connection with these terms and conditions of sale or any order whether in contract, tort or otherwise in respect of one or more of:

any express or implied terms of the contract between ANLC and the Customer, or of any order accepted by ANLC;
any duty of any kind imposed on ANLC by law arising out of or in relation to the contract between ANLC and the Customer or the order;
any defect in the products or services;
intellectual property rights infringement; or
any other loss whatsoever arising out of these terms and conditions of sale;

shall be limited in the aggregate to (a) $100,000 or the total value of the order, whichever is greater, or (b) in relation to semiconductors, the purchase price of that semiconductor.

12.4 Nothing in these terms and conditions of sale (including without limitation this clause 12) shall exclude or limit the liability of ANLC for death or personal injury caused by the negligence of ANLC or its employees, agents or sub-contractoANLC, or for fraud or anything else which cannot by law be limited or excluded.

13. Cancellations and Returns

13.1 ANLC may, at its discretion and in writing, allow an order to be cancelled where there is no fault with the product subject to ANLC recovering from the Customer the costs incurred by ANLC, and subject to the processing charge provided for in this clause 13.

13.2 In the event of cancellation of part of any order only, ANLC may invoice the Customer any difference in selling price per unit applicable to the quantity actually despatched up to the time of cancellation compared to the quantity ordered.

13.3 A processing charge may apply in respect of all products returned other than due to defects covered by the warranty at clause 9 (Warranties and Remedies). ANLC reserves the right to apply a handling charge of 20% of invoice value.

13.4 CustomeANLC may only return products to ANLC, and receive a credit or refund and on the following conditions:

The Customer must contact ANLC in advance (phone 1300 656 636) to obtain prior consent and a returns number (to be quoted on all relevant paperwork);
Return must be made within 30 days of the date of delivery (as stated on the delivery documentation) or collection of such product(s).
Products must be returned to ANLC in their original condition and packaging, unused and in a condition which will enable them to be immediately fit for re-sale;
The Customer must follow any specific instructions which appear on the ANLC website (including those available in the Product Returns section) or with any product regarding its return to ANLC; and
Products must be adequately packed and despatched freight prepaid, clearly labelled to: Returns Department, 25 Pavesi Street, Smithfield, NSW 2164
The Customer must quote the invoice details or the ANLC reference number on the ANLC Customer Returns Form from the original despatch note, otherwise any credit given for the returned products will be based upon the lowest sales price.

13.5 Where the Customer returns products to ANLC not in accordance with clause 13.4 (i) – (vi) above (for example, after the period for returns has expired or in an unfit state) ANLC may refuse to accept the return and return the products to the Customer at the Customer's expense or may apply a handling charge which relates to the actual cost of reprocessing (subject to the minimum charge set out on the ANLC website).

13.6 Where the Customer returns Products for which payment has been taken, ANLC will refund the price paid to the Customer as soon as reasonably practicable.

13.7 This Returns Policy excludes software, DVDs, videotapes, books, calibrated products, production packaging products, non-catalogue products, extended range products, specially manufactured products and any products marked as non-cancellable (NC) or non-returnable (NR), and any products procured from a Directed Supplier. In addition, ANLC will not accept returned ESD sensitive devices where the integrity of the original ANLC ESD shielding packaging has been compromised e.g. the bag has been opened and resealed or multiple bags have been stapled together.

13.8 ANLC accepts no responsibility for any loss of or damage to products in transit from Customer to ANLC or for any items received by ANLC with them.

13.9 The Customer may only cancel or amend scheduled orders (i.e. orders for Products to be delivered periodically and which are specifically sourced for the Customer) if notice is received in writing at least 14 days prior to the next delivery date.

14. Services

14.1 ANLC offers services in respect of products. These services include: REPAIR, CALIBRATION, SOFTWARE, UPDATE, EPROM PROGRAMMING and any other services that the parties agree. ANLC may quote a turnaround time target for these services, but ANLC shall be under no liability if it fails to comply with such target. Except in respect of the REPAIR service, the product must be free from physical and electrical damage and from modifications (other than modifications detailed in the literature supplied with the product). The special conditions which apply to Repairs, calibration, software update and eprom programming are:

Repairs: The REPAIR service is subject to the availability of parts and is only available if the product has not suffered excessive physical or electrical damage and is free from modifications (other than modifications detailed in the literature supplied with the product). Any instructions set out in the repair information/questionnaire supplied with the product in question must be complied with. ANLC may at its absolute discretion either repair the product or replace it with a substitute product. Any Customer-generated software returned with a product will be erased or otherwise destroyed on receipt and ANLC shall not be under any liability whatsoever in respect of any data contained in such software.
Calibration: ANLC will check the product for compliance with the published specification at appropriate points, using working standards which are periodically verified and which are traceable to National Standards. If ANLC has to carry out more than the minor adjustments appropriate to a normal recalibration routine, ANLC will either return the Product to the Customer or, on receipt of the appropriate order, will repair the Product subject to ANLC' Repair Service conditions, before further Calibration. In this case, the Repair Service charge will be payable by the Customer in addition to the Calibration Service charge.
Software Update: ANLC will install the latest version of software. ANLC will functionally check the unit to ensure software acceptance.
Eprom Programming: The Customer shall be liable to ANLC for any damage and/or expense to ANLC arising from any computer virus present in any media supplied to ANLC by the Customer for use in the EPROM programming service. Any data or programmes contained in Customer's devices will be erased or otherwise destroyed and ANLC shall not be under any liability in respect of such data or programmes. The Customer must advise ANLC of its specific requirements and ANLC accepts no liability if the Customer fails to do this. The Customer warrants that the copying or processing by ANLC of any programme supplied to ANLC in any form will not infringe the intellectual property or other rights of any third party.

15. Force Majeure

15.1 A force majeure event is any event beyond the reasonable control of ANLC (including but not limited to government actions, war, fire, explosion, flood, labour disputes, traffic congestion, the downtime of any external line, or ANLC's inability to procure services, materials or articles required for the performance of the contract except at enhanced prices). If ANLC is prevented or restricted from carrying out all or any of its obligations under these terms and conditions of sale by reason of any force majeure event, then ANLC shall be relieved of its obligations during the period that such event continues, and shall not be liable for any delay and/or failure in the performance of its obligations during such period. If the force majeure event continues for a period longer than fourteen days, ANLC may cancel the affected order or cancel the whole or any part of these terms and conditions of sale, without any liability to the Customer.

16. Intellectual Property Rights

16.1 The Customer acknowledges that ANLC and its licensoANLC own the intellectual property rights in the ANLC website, the ANLC catalogues, the catalogue content and the stock numbers, and that their whole or partial reproduction without ANLC's prior written consent is prohibited.

16.2 ANLC does not warrant or give any assurance to the Customer that any products supplied do not infringe the intellectual property rights of any third party.

17. Confidentiality

17.1 The Customer shall not use or disclose any and all information in whatever form, whether in oral, tangible or documented form, that: (a) is by its nature confidential; or (b) the Customer knows or ought to know is confidential; or (c) is designated by ANLC as confidential, and in each case is disclosed to or otherwise learned, acquired or developed by the Customer in connection with these terms and conditions (or their subject matter).

17.2 This clause 17 shall survive termination of these terms and conditions of sale, however arising.

18. Anti-Bribery and Fraud Prevention

18.1 The Customer shall (and shall ensure that persons associated with it or other persons who are providing goods or services in connection with these terms and conditions shall) comply with all applicable laws, statutes, regulations relating to anti-bribery and anti-corruption, including, but not limited to, the UK Bribery Act 2010 (the Relevant Requirements) and shall:

not (directly or indirectly) induce any employee, agent or subcontractor of ANLC to make any concession to or confer any benefit on the Customer, refrain or withhold from doing any act, in return for any gift, money, or other inducement;
not do or omit to do any act that will cause or lead ANLC to be in breach of any of the Relevant Requirements; and
promptly report to ANLC any request or demand for any undue financial or other advantage of any kind received by the Customer in connection with the performance of these terms and conditions.

18.2 The Customer is informed that:

ANLC employees are not permitted to accept gifts of more than token value, loans, excessive entertainment or other substantial favours from any company or individual that does business with ANLC or seeks to do so;
ANLC employees are not permitted to solicit gifts or other favours from any company or individual that does business with ANLC, or seeks to do so; and
entertainment of ANLC employees is acceptable only if it has a justifiable business purpose. It should be of a reasonable nature and such that ANLC's employees, agents or contractoANLC, can reciprocate.

18.3 Financial restrictions on gifts and entertainment are contained in ANLC's Anti-Bribery Policy and further details are available on request.

18.4 The Customer agrees to act in good faith and not engage in any fraudulent activity in connection with these terms and conditions. The Customer will maintain reasonable procedures to prevent fraud and will cooperate with any requests for information or investigation relating to suspected fraud, where such activity could impact ANLC’s compliance with applicable laws, including the Economic Crime and Corporate Transparency Act 2023.

18.5 Any breach of this clause 18 shall be a material breach of these terms and conditions which is incapable of remedy.

19. Data Protection and Customer Information

19.1 Please refer to our Privacy Policy for more information about how we process your personal data.

20. Miscellaneous

20.1 Assignment: ANLC may at any time assign, mortgage, charge, declare a trust over or deal in any other manner with any or all of its rights and obligations under these terms and conditions without the prior consent of the Customer.

20.2 Waiver: No failure or delay by a party to enforce or exercise any right or remedy under these terms and conditions or by law shall be deemed to be a waiver of that or any other right or remedy, nor shall it operate so as to bar the enforcement or exercise of that or any other right or remedy at any time subsequently. Any waiver of any breach of these terms and conditions shall not be deemed to be a waiver of any subsequent breach.

20.3 Variation: No purported variation of these terms and conditions shall be valid unless it is in writing (which excludes email) and signed by or on behalf of each party.

20.4 Law and Jurisdiction: The contract between ANLC and the Customer based on these terms and conditions of sale as applicable to each Customer order shall be governed by and interpreted in accordance with Australian Law and the Customer submits to the non-exclusive jurisdiction of the courts of Australia, but ANLC may enforce the contract in any court of competent jurisdiction.

20.8 If any part of these terms and conditions of sale is found to be unenforceable by any court or competent authority or would be found to be unenforceable if it were interpreted or construed in a particular way, then it is the parties' express intention that the relevant wording should be interpreted or construed so as to avoid such a finding and that, in the event of such a finding, the remainder of the provision in question shall be interpreted or construed to give it full effect.

20.5 Exclusion of Third Party Rights: No express term of these terms and conditions nor any term implied under it is enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to it.

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