MDSA Pty Ltd

Custom Made Dental Sleep Appliance- Bringing peace to the home

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Unit 6/51 Nimmo St
Middle Park 3206
VIC AU
Tel +61 4 18563941
Fax +61 3 96908733

TERMS AND CONDITIONS

PRICES
Unless specifically provided on the face, the prices set forth on the face here of are MDSA Pty Ltd domestic prices based upon manufacture of the quantity and type ordered for shipment and end use within Australia only. All products shipped for end use outside of Australia shall be subject to MDSA Pty Ltd international prices and do not include warranty service or installation outside Australia. Prices are subject to revision when engineering changes, or changes in quantity or quality are caused or requested by buyer. Clerical errors made by MDSA Pty Ltd are subject to correction.

SPECIFICATIONS
Specifications set forth in sales literature are not guaranteed unless previously certified in writing. MDSA Pty Ltd may, without affecting the obligations under this invoice, make insignificant changes to the specifications of the product or products delivered under this invoice from those contained in sales literature.

TERMS OF PAYMENT
Terms of payment on this invoice are net 30 days after invoice date unless otherwise specifically stated on the face here of. Invoices are payable at par on date due at any place of collection designated by MDSA Pty Ltd in funds bankable at par. Service charges of 3% per month or, if less, the maximum permitted by applicable law may be charged on past due accounts. All orders are accepted subject to, and the obligation of MDSA Pty Ltd to make deliveries is subject to, the right of MDSA Pty Ltd to require of Buyer payment of all or any part of the purchase price in advance of delivery or to make shipment C.O.D. If Buyer fails to make advance payment when requested to do so by MDSA Pty Ltd, or if Buyer is or becomes delinquent in the payment of any sum due MDSA Pty Ltd (whether or not arising out of this invoice) or refuses to accept C.O.D. shipments, then MDSA Pty Ltd shall have the right, in addition to any other remedy to which it may be entitled in lay or in equity, to cancel this invoice, refuse to make further deliveries, and declare immediately due and payable all unpaid amounts for good previously delivered to Buyer. MDSA Pty Ltd hereby retains (and Buyer grants to MDSA Pty Ltd) a purchase money security interest in the Equipment and the proceeds therefrom to secure payment therefor and a special power of attorney limited to signing and filling such documents as may be required to perfect or continue such security interest. Each shipment shall be considered a separate and independent transaction and payment therefor shall be made accordingly.


SHIPMENTS
All shipments are, unless otherwise specifically provided, F.O.B factory. MDSA Pty Ltd obligations to effect shipment of the products purchased by Buyer shall be fully discharged, and ownership, legal title, and all risk of loss or damage shall pass to Buyer at point of shipment subject to MDSA Pty Ltd security interest. All claims for losses due to product defects, product shortages and damage to the products in transit shall be waived unless made in writing by Buyer within the earlier or (i) ten (10) days after the first delivery of the products or (ii) thirty (30) days after the delivery of the products by the international carrier at the first port of entry reached by the products outside Australia. If Buyer shall fail or refuse to accept delivery of any product for unverifiable claims for product defects, product shortages or damage to the product occurring to transit, all sums paid on deposit shall be retained by MDSA Pty Ltd as liquidated damages, provided, however, that MDSA Pty Ltd may recover in full its actual damages from Buyer in the event that actual damages exceed the amounts retained as liquidated damages. The scheduled shipping or delivery date shown on the face hereof is MDSA Pty Ltd best estimate of the order will be shipped.

TERMINATION
Should termination occur after shipment, Buyer will be billed for transportation both ways and be subject to a 20% restocking plus refurbishment, if required. Prior to shipment, with MDSA Pty Ltd consent, Buyer agrees to a 10% cancellation fee.

TERMS
Federal, state, or local excise, sales or use taxes, import or custom duties, import value added taxes, license fees and similar charges, however designated, shall be paid by the Buyer. Exemption Certificates must be presented prior to shipment if they are to be honoured.

WARRANTY
Subject to the exceptions and upon the conditions stated below, MDSA Pty Ltd warrants that the products sold under this invoice shall be free from defects in the workmanship and materials for one year after delivery of the products to the original Buyer by MDSA Pty Ltd, and if any such product should prove to be defected within such one year period MDSA Pty Ltd agrees, at its option (i) to correct by repair or, at MDSA Pty Ltd election, by replacement with equivalent product and such defective product, provided that investigation and factory inspection discloses that such defect developed under normal and proper use or (ii) to refund the purchase price. The exceptions and conditions mentioned above are as follows:
(a) exchange, service, and/or factory repaired components are warranted for (90) days from ship date, from factory.
(b) components or accessories manufactured by MDSA Pty Ltd which by their nature are not intended to and will not function for one year are warranted only to give reasonable service; what constitutes reasonable shall be determined solely by MDSA Pty Ltd.
(c) MDSA Pty Ltd makes no warranty with respect to components or accessories not manufactured by it, in the event of defect in any such component or accessory, MDSA Pty Ltd will give reasonable assistance to the Buyer in obtaining from the respective manufacturer what ever adjustments is authorised by the manufacture’s own warranty.
(d) any MDSA Pty Ltd product claimed to be defective must, if required by MDSA Pty Ltd , be returned to the factory, transportation charges prepaid, and will be returned to Buyer with transportation to collect unless the product is found to be defective due to workmanship or materials, in which case MDSA Pty Ltd will pay all transportation charges.
(e) if the product is disposable or the like, it is warranted only to conform to the quantity and content and for the period stated on the label at the time of delivery..
(f) MDSA Pty Ltd may from time to time provide a special or extended printed warranty with respect to a certain product, and where applicable, such warranty shall be deemed incorporation herein by reference.
(g) MDSA Pty Ltd shall be released from all obligations under all warranties, either express or implied, if any product covered hereby is repaired or modified by persons other than its’ own authorised service personnel unless such repair by others is made with the written consent of MDSA Pty Ltd.

IT IS EXPRESSLY AGREED THAT THE ABOVE WARRANTY SHALL BE IN LIEU OF ALL WARRANTIES OF FITNESS AND OF THE WARRANTY OF MERCHANTABILITY AND THAT MDSA PTY LTD SHALL HAVE NO LIABILITY FOR SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND OR FROM ANY CAUSE WHATSOEVER ARISING OUT OF THE MANUFACTURE, USE, INABILITY TO USE, SALE, HANDLING, REPAIR, MAINTENANCE OR REPLACEMENT OF ANY OF THE PRODUCTS SOLD UNDER THIS INVOICE.

Representations and warranties made by any person, including dealers and representatives of MDSA Pty Ltd, which are inconsistent or in conflict with the terms of this warranty, shall not be binding upon MDSA Pty Ltd unless reduced to writing and approved by an expressly authorised officer of MDSA Pty Ltd.

CONTINGENCIES
MDSA Pty Ltd shall be entitled to cancel or rescind this invoice without liability for loss or damage resulting therefrom if any product covered by this invoice is purchased for end use outside of the Australia or therefrom if any product covered by this invoice is in any way adversely affected by the occurrence of any contingency beyond the control either of MDSA Pty Ltd or MDSA Pty Ltd suppliers, including but not limited to war (whether an actual declaration thereof is made or not), sabotage, insurrection, riot or other act of civil disobedience, act of a public enemy, failure or delay in transportation, act of any government or any agency or subdivision thereof affecting the terms of this sales order or otherwise, judicial action, labor dispute, accident, fire, explosion, flood, storm or other act of God, shortage of labor, fuel, raw material or technical or yield failure where MDSA Pty Ltd has exercised ordinary care in the prevention thereof.

DISCLOSURES OF COST RECORDS
MDSA Pty Ltd at its sole discretion, reserves the right to accept as part of any contract and/or purchase any such clause as pertains to disclosure of cost records pertaining to this transaction, currently in effect or as may be promulgated by any Federal, state, local or private agency or other entity. Further, this clause is MDSA Pty Ltd’s blanket exception to aforementioned disclosing of cost records, and no further statement by MDSA Pty Ltd of exception will be provided unless requested by Buyer.

DAMAGE
This shipment will be delivered in perfect condition and signed for by the transportation company. Consignor’s responsibility ceases upon delivery of goods to carrier. Do not accept shipments showing evidence of damage or shortage until agent of carrier endorses notation to this effect on face of transportation receipt. Without this documentary evidence, claim cannot be filed. The carrier is responsible for concealed damage as for visible damage in transit. Unpack shipment promptly after receipt as there may be concealed damage even though no evidence of it is apparent. When concealed damage is discovered, cease further unpacking of the unit involved and immediately request inspection by local agent or carrier agent and written report of his finds to support claim.

SHORTAGE
Check the number of packing cases or any packing material until contents have been checked and found correct.

CLAIMS
Filing claim for damage or shortage is a simple and routine procedure if agent of carrier is given an opportunity to make an inspection of the shipment. He will inform you how to proceed. Report of irregularities, shortages or damage must be made within ten (10) days.

PARCEL POST SHIPMENTS
In the event of damage to a parcel post shipment, please notify us at once advising your purchase order number and our packing slip number and state the extent of the damage. This will enable us to establish your claim and make replacement. Please retain the damage material until we advise disposition of same. Make all claims within ten (10) days.

RETURNING MATERIAL
A return Goods Authorisation Number must be obtained from MDSA Pty Ltd before returning any material.