Terms and Conditions of Sale

The goods and services on this Website are offered for sale by proconX Pty Ltd (ACN 104 080 935, ABN 83 380 085 230) from its offices in Brisbane of Queensland of Australia. Products sold are for commercial use.

By completing the checkout on this Website or by sending us a written purchase order, you ("Buyer") are offering to make a contract to purchase goods or services from proconX Pty Ltd ("PROCONX"). If we accept your offer, the goods and services will be sold on the basis of the Terms and Conditions set out below. Please read these terms carefully.

Pricing

The Prices listed are subject to changes, any time, at the discretion of PROCONX without prior notice to the Buyer. Our Prices are updated regularly according with the Australian Dollar, US Dollar and Euro exchange rates.

The Prices to be paid by the Buyer for all Products will be PROCONX' current selling price on the date of receipt by PROCONX of the Order, less any applicable discounts in effect at that time or as set out in a written offer or quotation made by PROCONX. All Orders for tangible goods will attract a shipping charge as set out on the Shipping Information page of the Website's checkout or as set out in a written offer or quotation made by PROCONX. Some Payment Methods may incur a surcharge as set out on the Payment Information page of the Website's checkout or as set out in a written offer or quotation made by PROCONX.

The Prices do not include Australian goods and services tax (GST). For domestic Orders GST will be charged at the applicable rate unless exemption is claimed at the time of order. Goods ordered from outside Australia are not subject to GST.

The Prices do not include insurance nor customs duties, taxes or other inbound government charges or fees levied at the point of entry in countries outside Australia. Customs duties, taxes and inbound government charges are the purchasers responsibility and must be paid by you at the time of delivery of the Products.

PROCONX will not be responsible for errors in pricing that appear on the Site. PROCONX will notify a Buyer in the event of a pricing error before an Order is delivered and the Buyer will have the opportunity to cancel its Order within a reasonable time.

Order Acceptance

All Orders are subject to acceptance by PROCONX. PROCONX will send the Buyer a confirmation email acknowledging the Products ordered as soon as possible after the Buyer places an Order. If PROCONX does not accept the Buyer's Order for any reason, it will inform the Buyer by email in the same manner.

Export Restrictions

Certain Products sold by PROCONX and other related technology and documentation are subject to export control laws, regulations and orders of the United States and the export and/or import control laws and regulations of other countries including Australia. Buyer will not directly or indirectly export any Products to any third party or country where such export or transmission is restricted or prohibited. Buyer agrees it is responsible to obtain any license to export, re-export, or import as may be required.

Cancellation

Requests for cancellation will be considered on a case-by-case basis and PROCONX will exercise its sole discretion in determining whether an Order validly placed may be cancelled. PROCONX reserves the right to charge a 10% cancellation fee to cover administrative costs for any Orders cancelled prior to the despatch of the Order.

Payment

Terms are strictly net and payment must accompany an Order, unless agreed otherwise. Buyer must pay in the currency invoiced.

Accepted payment instruments are Bank Transfer into our nominated bank account, PayPal, VISA and MasterCard credit cards, Company Cheque (no personal cheques) and Western Union Money Order. Certain payment instruments may incur a surcharge when placing the Order. This surcharge reflects the additional costs imposed on us by the payment instrument provider.

In case of international bank transfers, all foreign and correspondence bank charges are to the Buyers account and must not be deducted from the invoiced amount. The Buyer's banks may charge the Buyers account additional international transactions fees and currency conversion fees which are the Buyers responsibility.

Availability of Products

PROCONX appreciates your interest in its Products and will endeavour to make the Products available for purchase at all times. From time to time, however, heavy demand, manufacturing and supplier delays or other factors beyond the control of PROCONX may render the Products temporarily or permanently unavailable. We will endeavour to notify you if this will affect your Order in any way. PROCONX may in its absolute discretion decline to supply the Products where
  1. the Products are unavailable for any reason;
  2. an Order placed through the Website has not been received for any reason; or
  3. full payment for the Products has not been received within reasonable time after ordering the Products.

Delivery

Goods will not ship and ordered Downloads not made available until we receive full payment of the invoiced amount and in case of cheque payment, the cheque has been cleared by our bank.

Products marked as "Electronic Delivery Method" are made available as Web Download after verification of payment from our Website. We do not ship boxed versions of software which is marked as "Electronic Delivery Method".

Domestic Orders (delivery addresses within Australia) are despatched via Australia Post or a courier service of our choice unless otherwise agreed. We will endeavour to ship your Order within five (5) days of your Order being received, subject to availability and time of ordering. You will receive an email notifying you of the date of despatch of your Order.

International Orders (delivery addresses outside Australia) are despatched via Australia Post. Air mail delivery time is 10-20 days from the date of ordering to locations in New Zealand, Canada, the USA and the European Union. Express Courier (EMS) delivery time is 3-5 days from the date of ordering. We will endeavour to deliver in accordance with these estimated time frames, however as we are reliant on Australian and international postal schedules to specific locations it is unable to guarantee specific delivery dates for Products ordered. Delivery later than these estimated times will not constitute a valid reason for returns or refunds for Products. In particular, normal time frames may be exceeded where remote locations are involved.

We reserve the right to make partial delivery of an Order.

Title and Risk

Risk in the Products will pass to you upon despatch of the Products from our premises in Australia. Notwithstanding the passing of risk, title in the Products delivered will not be passed to you until all amounts payable by you have been paid in full. Title to software will remain with the applicable licensor(s).

Where PROCONX agrees to store or hold on consignment goods on behalf of the Buyer, all risk remains with the Buyer. Any goods so held are to be insured for full purchase value by the Buyer.

Returns

We offer a 7-day return policy for all Products provided the goods are returned freight prepaid and in “as new” condition. The following conditions relating to the return of goods for credit apply to all goods returned for this purpose:
  1. All claims must be submitted in writing within 7 days of delivery.
  2. Goods returned must be accompanied by a delivery docket stating original invoice number, date of purchase and reason for return and a copy of the original invoice.
  3. Non standard equipment made to special Order cannot be credited under any circumstances.
  4. In case of a boxed software Product, the shrink wrapped package must not be opened.
  5. All goods returned must be in original packaging and include all, accessories manuals and instructions.
  6. Returned goods will be subject to count & inspection before credit is passed. Where goods are returned for reasons other than faulty, damaged or incorrectly delivered goods, the Company reserves the right to apply a re-stocking fee of 15% of the sale price of the returned goods.
  7. Inward freight, packing and delivery charges are the responsibility of the purchaser. If not prepaid by the purchaser, freight will be deducted from the amount of the credit.

As a special condition our FieldTalk™ software products include an unconditional 30-day Money Back Guarantee. In order to claim the 30-day Money Back Guarantee we require a written claim within 30 days of the software made available to you. It must be accompanied by a confirmation that all copies of the delivered software have been destroyed.

Software

All software provided is subject to the terms and conditions of the license agreement relating to that software. Buyer acknowledges its obligations to abide by such license agreements. Buyer acknowledges that PROCONX does not warrant any software under these Terms and Conditions. All software is warranted in accordance with the license agreement that governs its use.

Warranty

non - proconX Products

Non-proconX manufactured products will be covered by that specific manufacturer's warranty, terms and conditions that accompanies the Product. Please refer to the manufacturer's Website for their specific warranty conditions. PROCONX makes no additional or independent warranty. PROCONX does not warrant the performance, compatibility, integrity, merchantability and fitness for a particular purpose of any Product, but merely passes through to the Buyer whatever end-user warranty the manufacturers or software publishers provide with their respective products.

proconX Products

Each and every proconX manufactured unit sold by PROCONX is warranted to be free from defects in materials and workmanship under normal use and service for a period of twelve months from the date of sale. This warranty covers defective parts and workmanship provided that the defective parts shall be shipped prepaid to PROCONX for examination within twelve months of purchase of goods. This warranty is limited to the repair or replacement (at PROCONX' option) of parts and shipping prepaid to the original despatch destination. We regret that no liability can be accepted for consequential or special damages of any kind howsoever arising in connection with Products supplied by PROCONX, including, but not limited to:
  1. costs incurred for removal or re-installation of a Product
  2. any Product or part thereof which has suffered through normal wear and tear, alteration, improper installation, physical abuse, misuse, neglect or accident.
This warranty is in lieu of all other warranties expressed or implied. No representative is authorised to assume for PROCONX any other liability in connection with PROCONX' Products.

Liability

The Buyer is responsible for ensuring that the Product is suitable for their application, and nothing provided by PROCONX is to be considered as professional advice in this regard. In the case of errors or omissions in the information provided by PROCONX, whether or not caused by negligence, the total liability of PROCONX to the Buyer will be limited to refunding the purchase price.

Any typographical, clerical or other error or omission in sales material, PROCONX' websites, price lists, acceptance of offer, invoice or other documents or information issued by PROCONX shall be subject to correction without any liability on the part of PROCONX.

PROCONX will not be liable for lost profits, loss of business or other consequential, special, indirect, or punitive damages, even if advised of the possibility of such damages, or for any claim by any third party except as expressly provided herein. PROCONX will not be liable for products or services not being available for use or for lost or corrupted data or software. Buyer agrees that for any liability related to the purchase of products or services, PROCONX is not liable or responsible for any amount of damages above the aggregate dollar amount paid by Buyer for the purchase(s) under this agreement.

Intellectual Property

PROCONX does not warrant that the products and designs do not infringe the patent or other intellectual property rights of third parties.

Force Majeure

PROCONX shall not be liable for any delay or failure to perform its obligations if such failure was caused by any event for which PROCONX could not reasonably have exercised control.

Use of Products

The Products are not authorised for use in critical safety or other applications where a failure may reasonably be expected to result in personal injury, loss of life, or catastrophic property damage. If Buyer uses or sells the Products for use in any such applications, Buyer acknowledges that such use or sale is at Buyer's sole risk. Buyer agrees to indemnify, defend and hold PROCONX and the Product manufacturer harmless from and against any and all liabilities and costs arising out of or in connection with such use or sale.

Amendments to the Conditions

PROCONX may amend these Terms and Conditions at any time by giving Buyer notice by mail, email or by posting a notice on PROCONX' Website. By continuing to place Orders for Products, Buyer will be deemed to have accepted the revised Terms and Conditions.

Severability

If any provision of these Terms and Conditions is unenforceable or void either in whole or in part for any reason then that provision (or part) is deemed to be deleted without in any way affecting the validity or enforceability of the remainder of this document.

General

These Terms and Conditions represent the complete Agreement between PROCONX and the Buyer covering the sale of Products. Except for terms implied by applicable legislation, PROCONX does not offer or agree to any conditions, warranties, guarantees or representations relating to the quality, description or performance characteristics of the Products other than those set out in these terms.

Buyer may not assign or attempt to assign any of its rights and obligations under these Terms and Conditions.

Governing Law and Jurisdiction

These Terms and Conditions will be construed in accordance with and governed by the laws of the State of Queensland of Australia, without regard to conflicts of laws principles, and any legal action or proceeding relating to the same shall be brought exclusively in a state or federal court in Brisbane of Australia. Further, you agree to submit to the jurisdiction and venue therein.

All sales shall be deemed made in the State of Queensland of Australia regardless of the location of the Buyer. If you choose to place order from outside Australia you do so of your own initiative and are solely responsible for your compliance with applicable local laws and regulations.

Version 1.3, 2007/09/01