1. Basis of Sale

1.1. All goods and services sold by AusHealth Corporate Pty Ltd trading as AusHealth (“AusHealth”) are sold only based on these conditions of sale. If any other terms are proposed by the Buyer, these conditions prevail to the extent of any inconsistency.

1.2. Nothing in these Conditions shall be read or applied to exclude, restrict or modify or have the effect of excluding, restricting or modifying any condition, warranty, guarantee, right of remedy implied by law (including the Australian Consumer Law) except to the extent permitted by law.

1.3. No promise, representation or undertaking in relation to these Conditions shall bind AusHealth, unless AusHealth expressly agrees otherwise in writing.

2. Prices

2.1. Unless otherwise stated, all prices are in Australian dollars and are subject to change.

2.2. Prices for Goods exclude delivery and unless otherwise indicated, a handling and delivery charge may be added to each order.

2.3. Unless otherwise stated all prices exclude the Australian Goods and Services Tax (GST) under the A New Tax System (Goods and Services Tax) Act 1999 and its associated regulations (“GST Law”).

3. Ordering Procedures

3.1. Orders should be placed directly with AusHealth. To ensure rapid processing of orders the Buyer should furnish:

3.1.1. Purchase order number or credit card number;

3.1.2. Name and address of Buyer for invoice.

3.2. Training and Consultancy Services bookings and orders should be accompanied with:

3.2.1. Completed training registration form for each participant;

3.2.2. Where applicable written instructions for requested consultancy services.

3.3. Goods purchase orders should clearly display:

3.3.1. Name and address of Buyer for shipping and invoicing;

3.3.2. Product catalogue number and name;

3.3.3. Quantity and pack size(s) of products requested;

3.3.4. Any special packing and shipping instructions.

3.4. Delivery of Drug and Alcohol Testing Services

3.4.1. AusHealth will deliver drug and alcohol testing services according to AusHealth’s template Standard Operating Procedure (SOP), a copy of which is available upon request. AusHealth understands drug and alcohol testing requirements can change with industrial and organisational requirements, and AusHealth’s template SOP can be tailored to suit the needs of our clients. Unless otherwise modified and agreed to in writing by both AusHealth and the Client, all testing services will be delivered in accordance with the template SOP.

3.5. Delivery of Vaccination Services

3.5.1. Final numbers as confirmed by the Buyer five (5) days prior to the commencement of each vaccination clinic is what will be charged. Any changes to the confirmed number are subject to negotiation and additional charges may apply.

3.5.2. A minimum charge applies per vaccination clinic.

3.5.3. AusHealth does not offer ‘catch up’ clinics for employees allocated a vaccine but not present on the day. Flu vouchers may be purchased post-clinic for those unable to attend and can be redeemed at authorised pharmacies subject to vaccine availability. AusHealth does not have any control of vaccine supply at individual pharmacies.

3.6. Delivery of Education and Training Services

3.6.1. For ‘Reasonable Cause Training’ courses delivered on the Buyer’s premises, each additional participant above the maximum number allowed will incur an additional fee per person.

4. Services Surcharges

4.1. It is a condition of providing ordered services that AusHealth reserves a right to charge a fixed or hourly rate for all site inductions and travel associated with the provision of the services ordered. AusHealth will not waive this right unless it is expressly declared in writing by a Director or Senior Manager of AusHealth and will only do so on a case by case basis.

4.2. Where AusHealth is charged a fee by your business or organisation, or associate, affiliate or any third party for auditing, prequalification or some other purpose as a prerequisite or ongoing requirement of being a supplier of goods or services to your business or organisation, AusHealth reserves a right to charge your business or organisation the full cost of any such fee as a surcharge. AusHealth will not waive this right unless it is expressly declared in writing by a Director or Senior Manager of AusHealth and will only do so on a case by case basis.

4.3. The rate of calculating surcharges, whether calculated on an hourly basis or by fixed rate, will not exceed the rate for calculating the hourly charge rate or fixed fee of the services requested. Where the services requested have not been quoted in an hourly rate, the surcharge billed will not exceed a rate determined by the actual hours required to complete the quoted services minus the associated induction and/or travel time unless excessive travel and/or associated expenses are accrued in the delivery of services.

4.4. Site inductions which may attract a surcharge from AusHealth include (but are not limited to):

4.4.1. Inductions not conducted immediately prior to the delivery of on-site services;

4.4.2. Inductions not conducted at the site of delivery of services requested;

4.4.3. Inductions requiring completion online or by written documentation prior to arrival at a site to provide services.

4.4.4. Travel surcharges may be charged where a representative of AusHealth is required to travel more than 50km one way to attend your site for the delivery of services.

4.5. Waiting time charges may apply for vaccination services where a minimum quota per hour is not met.

5. Terms of Payment

5.1. Standard payment terms are 30 days from invoice date. Ongoing late payment will, on issue of notification from AusHealth, lead to withdrawal and renegotiation of our standard payment terms and conditions.

5.2. Standard payment terms for Education and Training Services are payment in full prior to the scheduled training delivery date for all participants or company training courses. Unless otherwise negotiated and confirmed in writing by AusHealth.

5.3. AusHealth may charge interest on late payments, or any amounts outstanding. Interest may be charged daily from the day the invoice falls due, at the General Interest Charge rate as determined by the ATO each quarter, until the invoice is paid in full. The rate applicable will be the rate prevailing the day the invoice falls due.

5.4. In the event AusHealth makes demand for payment or brings proceedings or some other action seeking payment of any amounts outstanding, you will be responsible for AusHealth’s reasonably incurred legal fees, Court costs, and disbursements, on a solicitor and client basis.

6. Payment Method

6.1. EFT – AusHealth Corporate Pty Ltd; BSB 105 139; account number 521 745 440; remittance advice to: remittances@aushealth.com.au.

6.2. Payment by Telephone – (08) 8132 7400 using MasterCard or Visa.

6.3. Online – shop at aushealth.kinsta.cloud using Mastercard or Visa.

7. Trade Marks and Packaging

7.1 Unless otherwise declared in writing at time of sale, goods sold by AusHealth must be resold in original packages.

7.2 Where goods are sold under registered trademark, the buyer should note that these are owned by various companies and these companies will strictly enforce any rights (including the right to damages) in respect to any infringement of their trademarks arising in any manner whatsoever. The buyer must not itself use any logo, business name or intellectual property of any other company without express permission from the owner of the registered trademark.

8. Instructions for Use

8.1 All goods are sold on the condition that the Buyer strictly follows the operating instructions including manuals, package inserts, material safety data sheets etc. supplied by the original manufacturer contained within the packaging or provided.

9. Delivery and Passing of Risk

9.1. Risk in the goods shall pass to the Buyer upon delivery of the goods/services. Unless otherwise advised by the Buyer, AusHealth will select the method of shipment of the goods. Where the Buyer selects their own method of shipment, risk shall pass to the Buyer when the goods leave AusHealth’s premises.

9.2. Property and ownership of the goods will not pass to the Buyer but will remain with AusHealth notwithstanding any credit granted to the Buyer until payment in full of the purchase price of the goods and all other amounts owing to AusHealth by the Buyer.

9.3. Until property passes to the Buyer:

9.3.1. The Buyer shall hold the goods as fiduciary bailee and agent for AusHealth;

9.3.2. Unless otherwise notified in writing the Buyer is authorised to sell the goods in the ordinary course of business, only within Australia;

9.3.3. After giving forty-eight (48) hours’ notice to the Buyer, AusHealth shall be entitled to enter upon the premises between 9:00am and 5:00pm to inspect goods;

9.3.4. The goods shall be stored separately in a manner to enable them to be identified and cross referenced to specific invoices.

10. Default by Customer

10.1 If the Customer defaults any payment, commits any act of bankruptcy, insolvency, appoints an administrator or enters receivership whether voluntary or involuntary, AusHealth may at its discretion, suspend deliveries or cancel any Contract so far as it remains unperformed without prejudice to its rights hereunder. Continuing to provide services after a default event in these circumstances will not be taken to be a waiver of this right.

10.2 The occurrence of any such default shall in no way prejudice the rights of AusHealth to recover any amounts due for Goods and Services previously supplied to the Buyer.

11. Cancellation

11.1. Goods

11.1.1. No order may be cancelled by the Buyer except with AusHealth’s written consent and on the condition that the Buyer will indemnify AusHealth against all losses from such cancellations.

11.2. Drug and Alcohol Testing Services:

11.2.1. All cancellations must be notified in writing to customerservice@aushealth.com.au. Bookings may be cancelled up to twenty-four (24) hours prior to the booked delivery of the services.

11.2.2. Bookings cancelled less than twenty-four (24) hours prior to the booked delivery of the services will incur a cancellation fee and any associated costs.

11.3. Vaccination Services:

11.3.1. All cancellations must be notified in writing to customerservice@aushealth.com.au. Bookings cancelled by the Buyer less than forty-eight (48) hours prior to the booked and confirmed delivery of the clinic will incur a cancellation fee and any associated costs, including vaccines ordered for each cancelled clinic.

11.4. Education, Training and Consultancy Services

11.4.1. All cancellations must be notified in writing to customerservice@ausealth.com.au. Registrations may be cancelled up to five (5) working days prior to delivery of the services and receive full course refund excluding any travel charges incurred by the Buyer.

11.4.2. Registrations cancelled less than five (5) working days prior to the program will be non- refundable.

11.4.3. Non-attendance will result in the full program fee being charged.

11.4.4. Notification is required to substitute another registrant, no later than two (2) working days prior to the program should the nominated person be unable to attend.

11.4.5. Certificates, results and learning material will only be issued on receipt of full payment. Participants are required to submit all documents within six months of attending the course. After this date, participants will be required to register to re-sit the course.

11.4.6. For training courses performed on the Buyer’s premises, all consultancy services will be conducted between 7am and 5pm Monday to Friday; additional charges may apply outside of these hours.

11.4.7. For education and training courses provided on the Buyer’s premises where delivery dates and/or times change within 48 hours of the scheduled delivery, a change fee and additional travel charges may apply.

11.4.8. AusHealth reserves the right to cancel or postpone a program and/or course location to an alternative day and/or location. All registered participants affected by such a cancellation will receive a refund or be offered the opportunity to transfer to the next available program.

11.4.9. AusHealth reserves the right to amend its cancellation policy at any time and will amend its registration forms and processes accordingly.

12. Exclusions

12.1 AusHealth will not be liable for any loss or damage in transit when the buyer selects their own method of shipment.

12.2 AusHealth will not be liable for any failure to perform any contract due directly or indirectly to strikes, fire, explosion, flood, riot, lock-out, unavoidable accident, force majeure, or other cause beyond its reasonable control.

12.3 AusHealth excludes, to the full extent to which it is entitled to do so by law, all implied conditions and warranties, together with any liability for any loss or damage, direct or indirect, suffered by the buyer including special, indirect, consequential damage and loss of anticipated profit.

12.4 Where goods are sold for further use and processing prior to the resale by the buyer, any recommendations by AusHealth as to such use or processing is for information only and AusHealth accepts no responsibility whatsoever for any claim by the buyer and/or the end-user in respect of the finished product incorporating the goods sold.

13. Return of Goods

13.1 Return of all goods must be authorised by AusHealth in writing and be within seven (7) days of receipt of goods by the buyer.

13.2 Freight charged for the return of goods shall be paid by the buyer except where the goods are recalled by AusHealth or where the goods are subject to a fault of manufacture or where the goods have been supplied in error by AusHealth .

14. Claims

14.1 All claims must be notified in writing within seven (7) days of receipt of goods.

14.2 No adjustments will be allowed for outdated material unless notice is received from the buyer within seven (7) days of receipt of goods. AusHealth reserves the right to replace outdated material instead of allowing an adjustment.

14.3 If goods are ordered in error by the buyer and are accepted by AusHealth for return, a 10% restocking charge may be deducted from the adjustment given.

14.4 No claims will be considered by AusHealth unless the claim specifies the date and the Tax Invoice number and basis of claim.

15. GST

15.1. All defined terms in this clause are sourced from GST Law. Words and expressions which are not defined in these conditions of sale but which have a defined meaning in GST Law have the same meaning as in the GST Law.

15.2. All amounts are exclusive of GST unless otherwise stated.

15.3. If GST is payable by a Supplier on any supply made under these conditions of sale, the Recipient will pay to the Supplier an amount equal to the GST payable on the Taxable Supply. This amount will be paid by the Recipient in addition to and at the same time that the consideration for the Taxable Supply is to be provided under these conditions of sale.

15.4. The Supplier must deliver a tax invoice or an adjustment note to the Recipient.

15.5. If an adjustment event arises in respect of a Taxable Supply made by a Supplier under these conditions of sale, the amount payable by the Recipient will be recalculated to reflect the adjustment event and a payment will be made by the Recipient to the Supplier or by the Supplier to the Recipient as the case requires.

15.6. Where a Party is required under these conditions of sale to pay or reimburse an expense or outgoing of another Party, the amount to be paid or reimbursed by the first Party will be the sum of:

15.6.1. The amount of the expense or outgoing less any input tax credits in respect of the expense or outgoing to which the other Party is entitled; and

15.6.2. If the payment or reimbursement is subject to GST, an amount equal to that GST.