Installation Terms Of Service

INSTALLATION TERMS OF SERVICE

Ruby Distributors Pty Ltd ACN 163 627 174 trading as Flex Fitness Equipment ABN 24 163 627 174 (Flex Fitness Equipment) offers installation services to Customers for Products purchased through the Site in selected areas (the Installation Services).

Customers can request the Installation Services from Flex Fitness Equipment within a reasonable time after their order is placed. If Flex Fitness Equipment accepts your request for Installation Services, the Installation Services will be provided to you subject to these Installation Terms of Service, the [TERMS OF SALE], our [SITE TERMS AND CONDITIONS], and our [PRIVACY POLICY].

  1. SPECIFICATIONS OF THE INSTALLATION SERVICES
    • Upon Flex Fitness Equipment accepting the Customer’s request for the Installation Services, both parties will agree on:
  1. the nominated premises;
  2. the date(s) and time(s) on which the Installation Services are to be provided;
  3. the Products that will be assembled and installed; and
  4. the area within the nominated premises on which the Products will be assembled and installed,

(the Specifications).

  1. CUSTOMER OBLIGATIONS
    1. The Customer shall:
  1. provide necessary and reasonable access to the nominated premises during the date(s) and times(s) agreed per the Specifications;
  2. ensure that the nominated premises are cleared and free of debris or obstacles that may impede or delay the Installation Services;
  3. be available to provide instructions to Flex Fitness Equipment in the event that alternative areas within the nominated premises may be required for the Installation Services;
  4. ensure that it maintains appropriate public liability insurance for the nominated premises during the time the Installation Services are to be provided by Flex Fitness Equipment;
  5. provide a copy of the certificate of currency of public liability insurance to Flex Fitness Equipment immediately on request;
  6. after the Installation Services are provided:
    1. ensure that the Products are checked for safety prior to each use; and
    2. ensure that the Products are maintained and serviced in accordance with the specifications provided by the manufacturer or Flex Fitness Equipment or, if no such specifications are given, then at least four (4) times a year.
    3. The Customer will indemnify Flex Fitness Equipment in respect of any losses or liability incurred as a result of a breach by the Customer of its obligations pursuant to clause 2.1.
    4. Flex Fitness Equipment shall not be liable for any delay to the provision of the Installation Services where the Customer has not complied with clause 2.1.
  1. FLEX FITNESS EQUIPMENT OBLIGATIONS
    • Flex Fitness Equipment represents and warrants that:
  1. it will perform the Installation Services with the degree of skill, care and diligence expected of a service provider experienced in providing the same or similar services;
  2. it will comply with any applicable laws and standards relating to the performance of the Installation Services; and
  3. any materials used for the Installation Services will be reasonably fit for the purpose for which they are supplied.
  1. TESTING AND WARRANTY
    • On completion of the Installation Services, the Customer must inspect and test the Products at the nominated premises and notify Flex Fitness Equipment of any defects in the installation of the Products within seven (7) days after the completion of the Installation Services (the Warranty Period).
    • A defect does not include any cosmetic damage.
    • If the Customer notifies Flex Fitness of any defects within the Warranty Period, Flex Fitness Equipment will review the defects raised in that notice, and, where the defect is a result of the performance of the Installation Services by Flex Fitness Equipment, remedy all or any part of the Installation Services to ensure that the defects are rectified.
  2. INSTALLATION FEES AND PAYMENT
    • The Customer agrees to pay the Installation Fee to Flex Fitness Equipment for the Installation Services.
    • Flex Fitness Equipment shall invoice the Customer for the Installation Fee at least seven (7) days prior to the agreed date(s) for the Installation Services.
    • The Customer shall pay Flex Fitness Equipment the amount of any Tax Invoice within seven (7) business days of receipt.
    • The Customer acknowledges and agrees that Flex Fitness Equipment must receive full payment of the Tax Invoice before the Installation Services are provided and late payment may result in a delay in the provision of the Installation Services.
  3. GOODS AND SERVICES TAX
    • When any consideration (whether expressed in money or otherwise) becomes due in respect of a Taxable Supply by Flex Fitness Equipment, Flex Fitness Equipment shall provide the Customer with a Tax Invoice and any other documentation required under the GST Law.
    • If GST is applicable to a Supply made under this Agreement, then, to the extent that the consideration for that Supply is not already stated to include an amount in respect of GST, Flex Fitness Equipment may increase the consideration by the applicable amount of GST and the Customer must pay that increased amount.
    • Where any expenses (such as specific fonts, stock photography, software etc) incurred by Flex Fitness Equipment are to be reimbursed by the Customer under this Agreement, the reimbursable amount shall be determined as follows:
      1. first, any amount which Flex Fitness Equipment is entitled to claim as an Input Tax Credit shall be deducted from the cost to Flex Fitness Equipment  of the expense item to arrive at an "Actual Cost"; and
      2. second, the Actual Cost shall be increased by the amount of GST applicable to the Supply of the expense item to the Customer.
    • If the GST on a Taxable Supply is varied pursuant to any change in legislation, the consideration payable under this Agreement must be increased or decreased to reflect that variation of the GST.
    • For the purposes of this clause 6, GST, GST Law, Input Tax Credit, Supply, Tax Invoice and Taxable Supply have the meanings attributed to those terms under the relevant legislation and laws in force in Australia as amended from time to time.
    • If the consideration for any Supply under this Agreement is calculated by reference to the consideration for other Supplies (for example, revenue received), in performing the calculation the consideration for those other Supplies.
  4. INDEMNITY
    • In no circumstances will Flex Fitness Equipment be liable for any loss of interest, revenue, profit, or any data, or for any consequential, indirect, incidental or special damages suffered by the Customer relating to the subject matter of this Agreement, including but not limited to the Installation Services to the extent that such loss or damage arises out of the Customer’s negligent act or omission.
    • To the fullest extent permitted by law, Flex Fitness Equipment’s liability to the Customer (whether such liability is in contract, tort, negligence, or for any breach of warranty, representation or statute) for any act or omission done in connection with the subject matter of this Agreement, will be limited in aggregate to an amount equal to any outstanding Installation Fees.
    • The Customer agrees to indemnify Flex Fitness Equipment on a full indemnity basis against any loss or damage sustained or incurred by Flex Fitness Equipment or any liability of Flex Fitness Equipment sustained or incurred to any third party as a result of or caused by or contributed to by any act or omission of the Customer in breach of this Agreement.
    • The Flex Fitness Equipment agrees to indemnify the Customer on a full indemnity basis against any loss or damage sustained or incurred by the Customer or any liability of the Customer sustained or incurred to any third party as a result of or caused by or contributed to by any act or omission of the Flex Fitness Equipment in breach of this Agreement.
  5. RELATIONSHIP OF THE PARTIES
    • The Parties agree that it is intended that this Agreement shall create the relationship of Customer and contractor between them and that it is not their intention to create any other relationship and, in particular, the relationship of employer and employee or the relationship of partners. 
    • Flex Fitness Equipment shall not represent itself or allow itself to be represented as an employee or agent of the Customer or by virtue of this Agreement be or become an employee or agent of the Customer.
    • Neither party can bind the other to any agreement with a third party.
    • Flex Fitness Equipment agrees and warrants that it is filing and will continue to file all necessary forms and documents and will make all payments necessary to Flex Fitness Equipment’s status as an independent contractor.
  6. FORCE MAJEURE
    • A Force Majeure Event means any event beyond the reasonable control of the Party affected and includes any event due to natural causes that happens independently of human intervention.
    • If a Force Majeure Event occurs a Party is unable to perform in whole or in part any obligation of this Agreement, that Party is relieved of that obligation to the extent and for the period that it is unable to perform and is not liable in respect of such inability.
  7. ENTIRE AGREEMENT
    • These Terms, and the documents expressly referred to in them, constitute the entire Agreement between you and Flex Fitness Equipment, and supersede all previous discussions, correspondence, negotiations, previous arrangements, understanding or agreement between us relating to the Services.
    • We each acknowledge that, in entering into this Agreement, neither of us relies on, and subsequently will have any remedies for, any representation or warranty that is not set out in this Agreement.