Standard Terms and Conditions
1. Definitions
1.1 Agreement: means the Agreement formed by the SpectroTech Proposal, Quote, or Service Schedule and these Standard Terms and Conditions.
1.2 Product(s): This means hardware, software and training materials which are resold or maintained by SpectroTech subject to manufacturer’s specifications, software licenses and warranties.
1.3 Service(s): means the services provided by SpectroTech which may include consultancy, installation, network and system auditing services, training, and support services including associated reports and documentation.
1.4 Service Description: This means a document describing services, service levels and any other relevant terms and conditions, which forms part of this Agreement.
1.5 Warranty: This means the repair of manufacturing defects during the manufacturers’ stated warranty period and are generally return to manufacturer services.
2. Charges and Payment
2.1 All charges are due and payable in Australian dollars (AUD) within 14 days of the date of invoice unless otherwise stated on a SpectroTech Quote or Invoice.
2.2 Overdue payments will attract additional charges. See clause 18 and relevant sub-clauses below.
2.3 Payment for product is due 100% on part or full shipment to a SpectroTech staging facility or Customer premises.
2.4 Payment for Services is due on order value as detailed below:
2.4.1 $0 – $10K: 100% on delivery of Services excluding training. See 17.3.
2.4.2 $10K – $100K: 50% payment on receipt of order and 50% on delivery of Services.
2.4.3 Where services are delayed outside of SpectroTech’s control, part payment is due on delivery of Services delivered with final payment upon completion of delayed services.
2.4.4 Support services are paid for upfront for the initial 12 month term, followed by monthly payment for successive terms upon receipt of invoice.
2.4.5 Or as separately agreed in writing by SpectroTech.
3. Exchange Rate Fluctuation and Price Change
Product(s) are subject to exchange rate fluctuation. SpectroTech may vary its price to take into account the changes in exchange rate and vendor or distributor pricing as at invoice date if the products or services have not yet been delivered to you.
4. Term and Renewals
Quoted prices are valid for 30 days unless otherwise stated and subject to section 3. Warranty, Support and Charges commence on the date of delivery of the Product and are payable, in advance, for the initial 12 month term. Warranty and Support Services for subsequent terms is subject to variation. Support Services automatically renew annually for successive twelve-month terms unless terminated by either party by giving at least 60 days written notice prior to the next renewal date. Any licensing renewal as part of a managed Support Service is at the discretion of SpectroTech and may incur additional charges if renewal periods exceed Support Service periods. Licensing renewals are not covered by Support Services during 60 day termination periods.
5. Taxes Quoted prices and Charges are exclusive of all taxes unless otherwise stated and agreed in writing. All taxes and charges for exported products to countries outside of Australia are the responsibility of the customer.
6. No customer invoice or purchase order terms override this Agreement. Any amendments must be in writing signed by both parties. Email is not an accepted means of communication for the purpose of overriding this Agreement.
7. Provision of Service
You must provide SpectroTech with all assistance reasonably requested in respect of installation and commissioning of the Product or provision of the Service.
8. Unless otherwise stated, Charges exclude delivery and installation fees.
9. Acceptance
You are deemed to have accepted the Products and/or Services unless you give SpectroTech written notice, providing details of your non acceptance prior to delivery of Products and/or Services. Any product purchased and committed for service delivery which is paid for by SpectroTech, after receipt of a purchase order will be invoiced and due for payment by you irrespective of acceptance of ongoing services.
10. Customer Obligations
You are required to provide a purchase order at least 72 hours prior to provision of Products and/or Services, provide assistance, ensure access to site, resources and facilities prior to SpectroTech committing to project resources. Customer is required to ensure that all outstanding payments for prior work carried out by SpectroTech are paid in full before additional project resources are committed.
11. Site Safety
You will ensure that the site where the Products are located is safe and complies with all relevant health and safety laws and regulations. SpectroTech may suspend or refuse service if conditions at the site are in its reasonable opinion unsafe.
12. Indemnity
The Customer must indemnify SpectroTech in relation to all losses, damages, expenses, claims, demands, actions and suits suffered or incurred by, or made or instituted against SpectroTech as a result, directly or indirectly of a breach by you of your obligations under this Agreement.
13. Delays
13.1 SpectroTech shall not be liable for the consequences of any delays or inability to perform caused by involvement of any third-party appointed by you, and/or circumstances or events beyond the reasonable control of SpectroTech or its suppliers. The date for performance of any obligations will automatically be extended by the period of the delay.
13.2 SpectroTech reserve the right to delay delivery of Products and/or Services in part or in full where Customer is in breach of this Agreement.
13.3 SpectroTech reserve the right to cancel purchase orders where supplier delays impact ability to deliver Products within 14 calendar days for hardware and within 7 calendar days for software, licensing or support.
14. Title and Risk
Risk passes to you on delivery of the Products or Services. Title passes to you when SpectroTech receives payment in full for each Product and/or Service.
15. Software
All software is licensed and subject to the original licensor terms and conditions generally supplied with the software or available on request. Any support or warranty is as offered by the original licensor.
16. Third Party Products and Services
Third party products (including hardware, software and training material) are resold by SpectroTech on the basis that they are not returnable, are sold ‘as is’ subject to manufacturers specifications and warranty is on a return to manufacturer basis. Any support services in respect of third party products will be subject to the manufacturer service description and service levels (if any).
17. Training
17.1 Enrollment within courses will only be confirmed upon receipt of a signed registration form and payment for individual attendee’s unless otherwise approved by SpectroTech.
17.2 Enrollment within courses will only be confirmed upon receipt of a purchase order and upfront payment where required for corporate training unless a purchase order is provided in advance, redeeming training credits, or otherwise approved by SpectroTech.
17.3 Payment must be received prior to course commencement unless a purchase order is provided, or redeeming training credits, or otherwise approved by SpectroTech.
17.4 Where a seat is reserved in training, receipt of a purchase order, payment or training credits must be provided within 10 working days from commencement of training to guarantee a seat, unless otherwise approved by SpectroTech. Failing this, seats will be released on a first come, first served basis with provision of payment, purchase order or HPE Sales Order number for validation of pre-purchased training credits.
17.5 Cancellations, reschedules and transfers must be notified in writing at least 10 business days prior to course commencement.
17.6 Cancellations prior to course commencement will incur a 40% cancellation fee. Cancellations or reschedules within 10 business days of course commencement or following course commencement will incur the full course fee. Where a refund is requested, the refund can only be provided within the same financial year of the initial purchase. Refund is not available where training vouchers have been issued.
17.7 Cancellation of a course or courses purchased as part of a discounted bundle is not available once training that was purchased as part of the bundle has commenced. Cancellation of bundles prior to commencement will incur a 40% fee applied to the bundle purchase price.
17.8 Where a course reschedule is requested and approved, a training voucher will be issued and can be redeemed for future training. Full payment in advance must be received before training vouchers can be redeemed.
17.9 Spectro-Technologies Pty Ltd reserves the right to change course content, schedules, dates, locations and pricing without notice.
17.10 Spectro-Technologies Pty Ltd assumes no responsibility for non-refundable airline tickets or other expenses incurred due to course cancellations or changes in course schedules.
17.11 Third-party organisations are not permitted to market, advertise, resell, disclose or offer SpectroTech training without prior written consent from Spectro-Technologies Pty Ltd.
17.12 Payment using credit card may incur a surcharge of 1.9% for Visa, 1.8% for MasterCard and 3% for American Express.
17.13 Pricing quoted for onsite training within a client facility offered by Spectro-Technologies Pty Ltd is limited to full time employees of the company the quote or proposal is made out to. External personnel and contractors may not attend training without prior written consent from Spectro-Technologies Pty Ltd. Any approved third-party attendance will be quoted and invoiced separately.
17.14 Spectro-Technologies Pty Ltd reserves the right to invite third-party and public attendee’s to attend onsite training delivered on a client site where a reasonable discount is provided to the client, providing prior notification is provided within writing by Spectro-Technologies Pty Ltd. Spectro-Technologies Pty Ltd reserves the right to invoice the third-party or public attendee direct for attendance in such cases.
17.15 Where a partner or customer requests multiple seats in virtual training that is heavily discounted, Spectro-Technologies Pty Ltd reserves the right to invite third-party and public attendee’s to attend the virtual training as a public class. Spectro-Technologies Pty Ltd reserves the right to invoice the third-party or public attendee direct for attendance in such cases.
17.16 Where a partner or customer requests a dedicated virtual class that is heavily discounted but exceeds the number of allocated seats in training post acceptance of a quote, resulting in Spectro-Technologies Pty Ltd agreeing to fund additional equipment labs, Spectro-Technologies Pty Ltd reserves the right to allocate spare seats to public attendee’s providing the attendee is not a direct competitor of the partner or customer.
17.17 Discounted training where online equipment labs are used may be limited to one equipment lab seat per pair (two attendee’s) unless otherwise notified in writing by Spectro-Technologies Pty Ltd.
17.18 Feature training and special bundles, where advertised or offered is subject to instructor availability and does not include exam vouchers unless otherwise stated. Spectro-Technologies Pty Ltd reserves the right to cancel feature training where instructors become unavailable for any reason.
17.19 Discounted Products, including training, or training bundles purchased must be redeemed for the purchased Product only. SpectroTech will not accept training credits for training Products that were not initially purchased unless otherwise agreed in writing. Where complimentary seats are offered, they must be redeemed within the same class as purchased Products unless otherwise agreed by SpectroTech in writing.
17.20 Where a discounted training bundle, special pricing or a discounted training Product or Service of any kind is provided by Spectro-Technologies Pty Ltd, You agree that during attendance in training and for a period of two (2) years immediately following attendance in training, You will not, for yourself or on behalf of any other person or business enterprise, engage in any training business activity which competes with Spectro-Technologies Pty Ltd within Australia or New Zealand.
17.21 Where a discounted training bundle, special pricing or a discounted training Product or Service of any kind is provided by Spectro-Technologies Pty Ltd, during attendance in training and for a period of two (2) years immediately following attendance in training, You agree not to solicit any employee or independent contractor of Spectro-Technologies Pty Ltd on behalf of any other business enterprise to engage in any training business activity which competes with Spectro-Technologies Pty Ltd within Australia or New Zealand.
17.22 SpectroTech recommends purchasing Exam vouchers direct from Pearson VUE. Where bundled with training and purchased through SpectroTech, exam vouchers will only be delivered following receipt of payment for the training and exam vouchers purchased.
17.23 Spectro-Technologies Pty Ltd reserve the right to withhold delivery of products including but not limited to courseware, attendance certificates and exam vouchers where client has not made payment or is otherwise in breach of these terms and conditions.
17.24 Training vouchers issued by SpectroTech are valid for 12 months. Where an extension is offered, vouchers must be redeemed within the extended period agreed in writing by SpectroTech, or within 12 months, whichever comes first. Refund is not available on extended training vouchers, and training is subject to availability based on the chosen course(s) at the time of purchase.
17.25 Unless purchased at full price, training vouchers can not be redeemed for courses different to the product purchased, unless approved in writing by SpectroTech. Training vouchers can not be used to redeem for training offered under a different training program to the vendor training that was originally purchased.
18. Overdue and Unpaid Invoices
18.1 Discounts: Any discounts offered on the original quote and invoice will be void if payment is not received within 7 days notice of overdue payment.
18.2 Overdue Payments: If an invoice remains unpaid for more than 7 days, the full, undiscounted amount will become due.
18.3 Payment Recovery: In the event of non-payment beyond 30 days, we reserve the right to take necessary actions to recover the full amount owed.
18.4 Notification: Clients will be notified of overdue invoices and the voiding of any prior discounts via email or other agreed communication channels.
18.5 Legal Action: Persistent non-payment may result in legal action to recover the outstanding amount, including any associated legal fees and costs.
18.6 Interest: Interest may be charged on overdue invoices in accordance with applicable laws and regulations.
19. COVID-19
Spectro-Technologies Pty Ltd reserves the right to deny, alter or reschedule delivery of Services due to restrictions imposed by, or business impacts incurred as a result of COVID-19. Where practicable, Spectro-Technologies Pty Ltd shall provide an alternate Service, such as virtual delivery of Services upfront and shall be clear in communicating whether or not delivery of Services other than virtual can be guaranteed or ‘subject to COVID-19 restrictions’.
Customer accepts that Services may be restricted to virtual delivery where communicated upfront as ‘subject to COVID-19 restrictions’. Spectro-Technologies Pty Ltd shall ensure that Products such as courseware, hands-on lab access, and course outline delivered as a virtual Service is the same as would be delivered in person.
20. Confidentiality
All pricing quoted and invoiced is classified as “Commercial-in-Confidence”. Pricing is to be held in strict confidence and will not be disclosed in whole or in part, for any purpose without prior written consent of Spectro-Technologies Pty Ltd.
21. Governing Law
These terms are to be construed subject to the laws and courts of New South Wales.