1. Definitions and interpretation
a) In these terms and conditions, unless the contrary intention appears:
Corporations Act means the Corporations Act 2001 (Cth);
Goods means inventory and other goods supplied by Us to You;
Loss includes any cost, expense or damage of any kind and includes
consequential, special or indirect loss or damage or any fine or
penalty imposed by a statutory or other authority;
Personal Information has the meaning given to that term by the
Privacy Law means the Privacy Act 1988 (Cth) and all associated
subordinated legislation as amended from time to time;
Services means services supplied by Us to You;
Vehicle means the vehicle in relation to which We provided Our
We or Us means Up 2 Scratch Australia Pty Ltd ABN 98 077 935 614
and its related bodies corporate as defined under the Corporations
Website means www.up2scratch.com.au;
You means the customer requesting the supply of Goods or Services
b) Singular words include the plural and vice versa. If a word or phrase is
defined, then other parts of speech and grammatical forms of that word
or phrase have a corresponding meaning. A reference to a party
includes a reference to that party’s successors and permitted assigns.
A reference to a statute or regulation or a provision of a statute or
regulation is a reference to that statute, regulation or provision as
amended or a statute, regulation or provision replacing it. A word or
term defined in A New Tax System (Goods and Services Tax) Act 1999
(Cth) has the same meaning where used in connection with the GST
imposed under that Act.
2. Application of these terms and conditions
a) Your request for Goods or Services constitutes an offer by You for Us
to supply You with Goods and Services on these terms and conditions
which may be accepted by Us providing You with those Goods or
b) These terms and conditions govern the supply by Us of Goods and
Services to You and will apply to the exclusion of any other terms and
conditions notified to or agreed with You, or any terms and conditions
proposed or notified by You to Us. Unless We agree in writing, these
terms and conditions comprise the entire agreement between You and
Us in respect of the supply of any Goods and Services by Us to You.
c) We may vary these terms and conditions from time to time in which
case an updated document will be made available by notice on Our
Website. The request for Goods or Services by You following such a
notice will constitute Your acceptance of that variation.
3. Personal information
a) We may request that You provide Us with Your Personal Information in
order to provide the Goods or Services to You. You agree that We may
access, store or use any information that You provide in accordance
If you do not provide such authorisation or information We may be
unable to provide You with Our Goods or Services.
b) We will deal with any Personal Information about You that we obtain in
connection with the supply of Goods or Services to You in accordance
with all applicable legislative requirements including without limitation
the Privacy Law. For further information on the way we use, disclose,
store and manage personal information please refer to Our Privacy
Policy available on our Website.
4. Terms of payment and supply
a) You agree to pay Us upon receipt of Your tax invoice the amounts set
out in that tax invoice. All payments must be made in Australian dollars
and in immediately available funds and without any deduction or setoff.
GST is payable in addition to any price for the Goods and Services
provided by Us and must be paid at the same time as the relevant tax
b) If any amount is unpaid by the due date then, without prejudice to any
other right or remedy We may have, We may charge You a late fee of
2% per annum above Our corporate overdraft rate from time to time
calculated on the daily balance of the unpaid amount from the due date
until the date of payment in full.
c) The supply of any Goods or Services by Us does not confer on You
any intellectual property rights in the Goods or Services held by Us or
any other person.
5. Availability of Services
Any time or date or month stated by Us for anticipated or promised
provision of any Services is a bona fide estimate only and not a
contractual commitment. We will use reasonable endeavours to meet
any estimated dates for provision of Services but will not be liable for
any loss or damage suffered by You or any third party for failure to
meet any estimated date.
a) We warrant Our Services to You against defective materials and
workmanship for the period of your ownership of the Vehicle. We will
make good any defective or faulty workmanship if the defect or damage
is attributable to faulty workmanship by us.
b) Subject to any contrary provision in the Australian Consumer Law:
i. We are only liable to make good faulty workmanship attributable to
Our Services and You agree that We are not required to make good
the faulty workmanship performed by third parties;
ii. We are not liable for any alleged Loss in value of the Vehicle or
other consequential damage or Loss as a result of any alleged
faulty workmanship and You agree not to make any such claim;
iii. We are not liable to rectify or repair any damage or deterioration in
the general condition of the Vehicle as a result of normal aging or
usage wear and tear or exposure to the elements and you agree
not to make any such claim; and
iv. We are not liable to rectify or repair subsequent damage or
deterioration to any particular repair that We have made which is
as a result of normal aging or usage wear and tear or through
exposure to the elements or as a result of further damage being
sustained to the repaired section of the Vehicle.
c) This warranty will be void if You fail to comply with these terms and
d) If You wish to make a warranty claim, please contact Us using the
details set out below, and provide Your name, contact details, Vehicle
details, invoice number and a brief description of Your claim.
e) You must bear the cost of claiming under this warranty. We have no
other liability under this warranty, including liability for any loss of Your
time or Vehicle use, or for any rental vehicle or transport costs.
You indemnify Us against all Loss and liability We suffer or incur
(either directly or indirectly) in connection with Your breach of these
terms and conditions or any other act or omission by You, or any
amounts incurred or expended by Us in exercising or enforcing Our
rights under these terms and conditions.
8. Exclusions and limitation of liability
a) We only accept liability to You in connection with the supply of Goods
and Services to the extent expressly provided in these terms and
conditions. We exclude any other liability We might otherwise have to
You (whether based in contract, tort (including negligence), statute or
b) We accept liability to You under the Competition and Consumer Act
2010 (Cth) and other laws, to the extent not to do so would be illegal,
or would make any part of these terms and conditions void or
unenforceable. If We are liable for any non-excludable conditions,
warranties or guarantees, and where permitted by law to do so, Our
liability is limited to (at Our option) repairing or replacing the relevant
Goods, resupplying the relevant or equivalent Services or, in either
case, paying for the cost of doing so.
c) Our maximum liability to You for any Loss or liability You or any other
person may suffer or incur in connection with the supply by Us to You
of any Goods or Services (whether based in contract, tort (including
negligence), statute or otherwise) is, to the extent permitted by law,
limited to a maximum amount equal to the amount You have paid to Us
for the relevant Goods or Services pursuant to these terms and
a) These terms and conditions are governed by the laws of Victoria and
You irrevocably submit to the jurisdiction of the courts exercising
jurisdiction in Victoria.
b) Failure by Us to enforce any of our rights under these terms and
conditions does not constitute waiver of any of Our rights or Your
obligations unless We agree in writing.
c) The rights and remedies provided in these terms and conditions are
cumulative with and not exclusive of the rights and remedies provided
by law independently of these terms and conditions.
d) You may not assign or transfer any of Your rights or obligations under
these terms and conditions. We may assign our rights and obligations
without Your consent.
e) If a provision of these terms and conditions is void, voidable or
unenforceable, it will be severed and the remainder of the terms and
conditions will not be affected.
f) Our Goods and Services come with guarantees that cannot be
excluded under the Australian Consumer Law. You are entitled to a
replacement or refund for a major failure and compensation for any
other reasonably foreseeable loss or damage. You are also entitled to
have the Goods repaired or replaced if the Goods fail to be of
acceptable quality and the failure does not amount to a major failure