Eastern Suburbs/Yarra Ranges & surroundings locksmiths

0402 907 720



TERMS AND CONDITIONS

The Customer hereby engages Top Pick Locksmiths (‘Top Pick’) to provide the Goods and
Services specified in the Quote and Top Pick agrees to provide such Goods and Services on the
Terms herein.


1. Definitions

In these terms and conditions unless the context requires otherwise:

Contract means a contract for the sale of Goods/Services to the Customer, which arises in
accordance with clause 2 of these Terms.

Completion means handover of the Goods and/or finalisation of the Services from Top Pick to
the Customer.

Customer means the customer whose details appear in the Quote and/or the Receipt, or who
otherwise requests for the Goods to be installed and/or Services to be provided by Top Pick.

Emergency Services means Services which are provided by Top Pick to the Customer on an
emergency/urgent basis, whether or not a formal Quote is provided to the Customer prior to
Completion

Financing Statement has the meaning given to it by the PPSA

Financing Change Statement has the meaning given to it by the PPSA

Goods means the goods supplied by Top Pick to the Customer.

PPSA means the Personal Properties Securities Act 2009 (Cth).

PPSR means the Personal Properties Securities Register.

Price means the price payable in respect of the Goods/Services.

Quote means a quotation provided by Top Pick to the Customer which estimates the Price of the
Goods/Services by any means and in any format, including via telephone, email and/or text
message from time to time.

Receipt means the receipt describing the Goods/Services which Top Pick provided to the
Customer

Services means services which the Customer has agreed to purchase from Top Pick, which
include but are not limited to lock rekeys, replacement, repairs and installations.

Service Request means a request for Goods/Services from the Customer to Top Pick by any
means and in any format, including via telephone, email and/or text message from time to time.

Terms means these terms and conditions.

Top Pick means Top Pick Locksmiths ACN 647 420 273

Warranty means any manufacturer’s warranty provided to the Customer by the manufacturer via
Top Pick in relation to the Goods/Services.

2. Contract

2.1. The Customer may order Goods/Services from Top Pick from time to time by providing
a Service Request to Top Pick.

2.2. Following receipt of a Service Request, Top Pick will issue a Quote describing the
Goods/Services and the Price as soon as reasonably practicable and following an
assessment of the scope of works if necessary.

2.3. These Terms apply to all Contracts between Top Pick and the Customer.

2.4. Top Pick will not supply Goods/Services to the Customer on any terms or conditions
other than these Terms.

3. The Customer is deemed to have adopted and accepted these Terms and Conditions upon the
Customer’s written or verbal acceptance of the Quote, or in accordance with clause 6.1. For the
avoidance of doubt, the Customer is responsible for paying the Price irrespective of whether the
Goods/Services are requested on behalf of a third party unless otherwise agreed between the
Customer and Top Pick in writing.

4. Price

4.1. The Customer must pay the Price on delivery of the Goods and/or Completion of the
Services rendered by Top Pick.

4.2. Top Pick must provide the Customer with an Receipt within seven (7) days after the
Customer has paid the Price in full.

4.3. The Customer acknowledges and accepts that in certain circumstances, including but
not limited to Emergency Services, Top Pick will not be able to provide an exact Quote
prior to the commencement or Completion of the Services. The Customer
acknowledges and accepts that this does not limit or otherwise reduce the Customer’s
liability to pay the Price pursuant to clause 3.1 above.

4.4. In the event that there is an inconsistency between the Quote and the Receipt, the
Receipt shall prevail to the extent of the inconsistency.

5. The Customer may not set off against the Price any amounts due from Top Pick.

6. Delivery of the Goods and Services

6.1. Unless otherwise agreed, the Goods and Services will be delivered to the Customer’s
address as specified in the Service Request.

6.2. If for any reason beyond the control of Top Pick, including without limitation, strike,
trade dispute, fire, flood, accident, tempest, death, war declared or undeclared,
blockade, governmental or quasi-governmental restraint, epidemic or pandemic,
unavailability of Goods, loss or destruction of the Goods, delays in transport or an act
of God, an order cannot be filled at the time required by the Customer or at all, Top
Pick is not required to supply the Goods to the extent and for the period that it is so
unable to supply the Goods, and Top Pick is not liable to the Customer in respect of
any inability on its part to perform its obligations.

7. Request for Identification

7.1. The Customer acknowledges and accepts that Top Pick may request:

7.1.1. to inspect the Customer’s photo identification; and/or

7.1.2. that the Customer complete the relevant ‘lockout disclaimer’ documentation

at any time after the Service Request is accepted by Top Pick.

7.2. The Customer must comply with any request made in accordance with clause 5.1.

7.3. Top Pick reserves the right to stop providing the Services and/or contact the police
should the Customer refuse or otherwise fail to comply with Top Pick’s requests in
accordance with clauses 5.1 and 5.2 above.

8. Emergency Services

8.1. The Customer acknowledges and accepts that where Emergency Services are
provided, Top Pick may provide the Goods/Services without a Quote. The Customer is

deemed to have adopted and accepted these Terms once it allows Top Pick to
commence the Services and agrees to pay the Price on Completion.

8.2. The Customer acknowledges and accepts that due to the nature of the Emergency
Services Top Pick may be unable to provide an updated estimate of the Price until after
Completion. Top Pick will inform the Customer of the Price as soon as reasonably
practicable after the commencement of the Services.

8.3. Top Pick must provide the Customer with a Receipt in accordance with clause 3.2
above.

8.4. In the event that there is an inconsistency between this clause 6 and clause 2 above,
this clause 6 is to prevail to the extent of the inconsistency.

9. Withholding Supply

9.1. Top Pick reserves the right to withhold supply of the Goods/Services to the Customer,
and Top Pick is not liable for loss or damage resulting directly or indirectly from such
action where:

9.1.1. Top Pick has insufficient Goods or capacity to fill an order; or

9.1.2. the Goods have been discontinued.

10. Variation

10.1. The nature, scope, quality or Price of the Goods/Services may be varied between the
issue of the Service Request and the Receipt . If variations are made following the
acceptance of the Quote, Top Pick must provide the Customer with an updated
estimate of the Price before Completion

10.2. The Customer acknowledges and accepts that due to the nature of the variation Top
Pick may be unable to provide an updated estimate of the Price until after Completion.
In these circumstances, Top Pick must inform the Customer as soon as reasonably
practicable, and the Customer is taken to have accepted the Price if it instructs or
otherwise allows Top Pick to proceed with the Goods/Services.

11. Return of Goods

Subject to the terms of any Warranty and the Customer’s rights (if any) under the Australian
Consumer Law:

11.1. the Customer must notify Top Pick if any Goods/Services delivered under a Contract
are defective or are otherwise in breach of these Terms within seven (7) days of
delivery. If the Customer does not give the requisite notice to Top Pick within this time
frame, the Customer is deemed to have waived its rights in respect of such
Goods/Services; and

11.2. if Top Pick receives notice from the Customer in accordance with clause 9.1, Top Pick’s
sole obligation is, at its option, either:

11.2.1. to replace the Goods with non-defective Goods and/or remedy the defect with
the Services; or

11.2.2. to refund to the Customer such part of the Price paid by the Customer which
is referable to the defective Goods.

12. Personal Properties Securities Act 2009

12.1. The Customer acknowledges that these Terms together with any Receipt :

12.1.1. constitute a security agreement for the purposes of the PPSA; and

12.1.2. create a Security Interest in all Goods described in the Receipt .

12.2. The Customer acknowledges and agrees that Top Pick may affect a registration on the
PPSR in relation to any Security Interest arising under or in connection with any
Contract.

12.3. The Customer agrees that it must:

12.3.1. promptly sign any further documents and/or provide any further information
which Top Pick may reasonably require to:

12.3.1.1. register a Financing Statement or Financing Change Statement in
relation to a Security Interest on the PPSR;

12.3.1.2. register any other document required to be registered by the PPSA;
and

12.3.1.3. correct a defect in a statement referred to in clause 10.3.1.1 or
10.3.1.2;

12.3.2. indemnify, and upon demand reimburse, Top Pick for all expenses incurred
in registering a Financing Statement or Financing Change Statement on the
PPSR or releasing any Goods charged thereby;

12.3.3. not register a Financing Change Statement in respect of any Security Interest
without Top Pick’s prior written consent; and

12.3.4. not register, or permit to be registered, a Financing Statement or a Financing
Change Statement in relation to the Goods in favour of a third party without
Top Pick’s prior written consent.

12.4. The Customer hereby waives its right to receive any notice under the PPSA (including
notice of a verification statement) unless such notice is required by the PPSA and
cannot be excluded.

12.5. If chapter 4 of the PPSA applies to the enforcement of a Security Interest arising under
or in connection with this Agreement, the Customer agrees that the following provisions
of the PPSA will not apply to the enforcement of that Security Interest:

12.5.1. section 95 (notice of removal of accession), to the extent that it requires Top
Pick to give the Customer a notice;

12.5.2. section 96 (when a person with an interest in the whole may retain an
accession);

12.5.3. section 121(4) (enforcement of liquid assets – notice to grantor);

12.5.4. section 125 (obligation to dispose of or retain collateral);

12.5.5. section 130 (notice of disposal), to the extent that it requires Top Pick to give
the Customer a notice;

12.5.6. section 132(3)(d)(contents of statement of account after disposal);

12.5.7. section 132(4)(statement of account if no disposal);

12.5.8. section 142 (redemption of collateral);

12.5.9. section 143 (reinstatement of security agreement).

12.6. Where a person is a controller in relation to the Goods, Part 4.3 of the PPSA does not
apply to the enforcement of any Security Interest in the Goods by that controller.

12.7. Expressions used in these Terms and in the PPSA have the same meanings as when
used in the PPSA.

13. Payment

13.1. The Customer must pay the Price on Completion.

13.2. The payment of the Price provided must be in accordance with the payment terms
contained in the Quote and/or Receipt .

13.3. If Top Pick provides Emergency Services the Customer agrees and accepts the terms
in clause 6 above.

13.4. Without limiting Top Pick’s rights at Law and in equity, if the Customer defaults for more
than fourteen (14) days in payment of the Price and any additional costs due to Top
Pick, interest will be payable on such outstanding amount at the rate of 20% per annum
together with all incidental costs associated with the recovery of same.

14. Risk

14.1. Risk in the Goods passes to the Customer upon the Goods being delivered to the
Customer. The Customer accepts all risk involved in the use and/or possession of the
Goods.

15. Cancellation

15.1. Top Pick may cancel any Contract or cancel delivery of Goods and/or provision of the
Services at any time before the Goods are delivered or the Services are commenced
by giving seven (7) days’ notice to the Customer. Top Pick is not liable for any loss or
damage whatever arising from such cancellation.

15.2. In the event that the Customer cancels delivery of the Goods/Services in accordance
with clause 14.1, the Customer will be liable for any and all loss incurred (whether direct
or indirect) by Top Pick as a direct result of the cancellation (including, but not limited
to, any loss of profits). For the avoidance of doubt, this includes any and all costs
associated with Top Pick ordering Goods for the job and/or travelling to the Customer
to provide the Goods/Services.

16. Termination

16.1. Subject to clause 13.2. either party may terminate the Contract by giving the other party
notice in writing of such termination.

16.2. In the event that the Customer terminates the Contract in accordance with clause 14.1.
the Customer must pay to Top Pick the balance of the Price plus any additional costs
without prejudice to its other rights and remedies under these Terms.

16.3. Top Pick is not liable for any loss or damage whatever arising from termination of the
Contract.

17. Warranties

17.1. Top Pick’s Goods/Services come with guarantees that cannot be excluded under the
Australian Consumer Law. For major failures with the Services, the Customer is
entitled:

17.1.1. to cancel the Services contract; and

17.1.2. to a refund for the unused portion, or to compensation for its reduced value.

17.2. Major failures with the Services stipulated but not limited to the terms and timeframes
listed below, the customer is entitled to enforce their rights in accordance with clause
15.1:

17.2.1. labour work – twelve (12) month period;

17.2.2. cylinder and key installation – twelve (12) month period;

17.2.3. locks – two (2) year period; and

17.2.4. electronic components – twelve (12) month period.

17.3. The Customer is also entitled to choose a refund or replacement for major failures with
Goods/Services. If a failure with the Goods or Services does not amount to a major
failure, the Customer is entitled to have the failure rectified in a reasonable time.

18. Exclusion of Warranties

18.1. This clause 16 only applies if the Australian Consumer Law does not apply to the
Contract, for example if:

18.1.1. the Goods are purchased for the purpose of resupply or for the purpose of
being used up or transformed in trade or commerce; or

18.1.2. the Goods are not of a kind ordinarily acquired for personal, domestic or
household use or consumption; and/or

18.1.3. the Price is higher than $100,000.00.

Nothing in these Terms is intended to have the effect of excluding or limiting any
consumer guarantees given by Top Pick under the Australian Consumer Law.

18.2. Subject to clause 16.1, except as provided in these Terms and any Warranty and to the
extent permitted by law, and except where conditions and warranties as to the supply
of goods are implied by any statute or rule of law, all implied conditions, guarantees
and warranties (including guarantees or warranties as to merchantability and fitness for
purpose) are expressly excluded.

18.3. Subject to clause 16.1, Top Pick makes no representation or warranty in relation to any
Goods not manufactured by Top Pick, all of which (to the extent permitted by law) are
sold to the Customer “as is”. The Customer agrees to look solely to the Warranty (if
any).

18.4. The Customer agrees and accepts that Top Pick will not provide warranties for Goods
beyond the warranties provided by the manufacturer. If the Customer supplies their
own goods, the Customer agrees and accepts that Top Pick does not provide any
warranty in relation to such goods.

18.5. The Customer agrees and accepts that Warranties in relation to the Goods/Services
are void in the following circumstances:

18.5.1. if strike adjustments are made;

18.5.2. in relation to flat batteries on electrical locks;

18.5.3. if the Goods are:

18.5.3.1. used for a purpose not intended by the manufacturer;

18.5.3.2. altered in any way by the Customer; or

18.5.3.3. damaged as a result of a forced entry.

19. Limitation of Liability

19.1. This clause 17 only applies if and to the extent that the Australian Consumer Law does
not apply to the Contract. Clause 16.1 describes Contracts to which the Australian
Consumer Law does not apply. Nothing in these Terms is intended to have the effect
of limiting Top Pick’s liability under the Australian Consumer Law.

19.2. Subject to clause 17.1, Top Pick accepts no responsibility and is not liable for any direct
or indirect, special or consequential loss or damage or injury to any person, corporation
or other entity in connection with a Contract or the Goods/Services, howsoever caused.

19.3. To the fullest extent permissible by law and subject to clause 17.1 and the terms of any

Warranty, Top Pick’s liability to the Customer is limited to the lesser amount of:

13.3.1 the cost of replacing the Goods; and

13.3.2 the cost of repairing the Goods,

provided always that Top Pick’s liability will not exceed the amount paid or payable by

the Customer under the relevant Contract.

20. Dispute Resolution

20.1. If a dispute arises out of or relating to a Contract (a Dispute), either party may notify
the other party of the nature and particulars of the Dispute, and the parties must, within
7 days of the delivery of such notice, commence discussions to attempt to resolve the
Dispute in good faith, without the necessity of resorting to any formal proceedings.

20.2. If the Dispute is not resolved within the next 10 days, either party may refer the Dispute
to mediation in accordance with, and subject to, the mediation rules of the Australian
Disputes Centre (ADC). The parties agree that they must bear the costs of mediation
under this clause 18 equally.

20.3. If neither party refers the Dispute to mediation within 24 days of delivery of the initial
notice of the Dispute, either party may commence court proceedings in respect of the
Dispute.

21. Enforcement Expenses and Costs

21.1. The Customer agrees that it must pay to Top Pick on demand any expenses, fees and
disbursements incurred by Top Pick in recovering any amount owing to it by the
Customer, including any reasonable debt collection agency fees and legal expenses
and any costs incurred by Top Pick in respect of any order cancelled by the Customer.

22. Jurisdiction

22.1. Any Contract between Top Pick and the Customer is governed by the laws of the State
of Victoria. The parties submit to the non-exclusive jurisdiction of the courts of the State
of Victoria and any courts which may hear appeals from those courts in respect of any
proceedings in connection with any Contract.

23. Severability

23.1. If any of these Terms are invalid or unenforceable in any jurisdiction, that Term must
be read down for the purposes of that jurisdiction, if possible, so as to be valid and
enforceable, and is otherwise capable of being severed to the extent of the invalidity or
unenforceability, without affecting the remaining Terms or affecting the validity or
enforceability of that Term in any other jurisdiction.

24. Waiver

24.1. The non-exercise of or delay in exercising any power or right of a party does not operate
as a waiver of that power or right, nor does any single exercise of a power or right
preclude any other or further exercise of it or the exercise of any other power or right.
A power or right may only be waived in writing, signed by the party to be bound by the
waiver.

25. GST

25.1. Unless expressly included, the consideration for any supply made under or in
connection with the Contract is exclusive of GST.

25.2. To the extent that any supply made under or in connection with the Contract is a taxable
supply, the consideration for that taxable supply is increased by an amount equal to
that consideration multiplied by the rate at which GST is imposed in respect of the
taxable supply.

25.3. Each party agrees to do all things, including providing tax Invoices and other
documentation, that may be necessary or desirable to enable or assist the other party
to claim any input tax credit, adjustment or refund in relation to any amount of GST paid
or payable pursuant to any supply made under or in connection with the Contract.

25.4. Words used in this clause 23 which have a defined meaning in the A New Tax System
(Goods and Services Tax) Act 1999
and associated acts and legislative instruments
(collectively, GST Law) have the same meaning as in the GST Law, unless the context
otherwise requires.

26. Entire Agreement

These Terms are to be read in conjunction with the Quote and/or Receipt and these documents
constitute the entire agreement between the parties. In the event of a conflict between these
Terms and the Receipt , these Terms prevail.

27. Terms Binding on Successors

These Terms are binding on the Customer, its successors and legal personal representation.

28. Notices

Any notices delivered in accordance with these Terms are to be addressed to the registered
office of each party or such other address as notified by the parties in writing from time to time.