Yes Chef Cooking School (Business)

1. Application

 1.1. These Terms in their present form or as varied together with:

1. any accepted application for opening of a credit account;
2. any quotes or equipment recommendations (as defined in clause 2.1);
3. all product warranties or guarantees provided by the Business;
4. all accepted orders placed by you (Buyer) with the Business for the Business’s
5. products or services; and
6. any variation to a document listed in the credit application or the Orders which are agreed to in writing by Buyer and the Business these will be known as the contract (Contract) between parties.

 

1.2.   The application of these Terms to any order or other arrangement by the Business to supply products or services to the Buyer may only be varied by agreement in writing between the Buyer and Business.

1.3.   For the avoidance of doubt, variations to these Terms, or other terms offered by the Buyer and contained in any purchase order or other document issued by the Buyer which differ from these Terms, are only incorporated into any contract for the supply of products or services by the Business to the Buyer if accepted by the Business in writing.

 

2. Quotations

2.1.   Offers, estimates or quotations (Quotations) given by the Business are, except to the extent otherwise stated in such document, subject to these Terms.

2.2.   Any Quotation from the Business:

1. will not bind the Business or form part of the Contract unless given, or subsequently confirmed, in writing by it and accepted by the Buyer through placement of an order;
2. will remain open for acceptance for a maximum period of 30 days, unless otherwise specified in the Quotation;

 

3. Orders

3.1.    An order placed by the Buyer will only form part of the Contract when it has been received and accepted by the Business.

3.2.    Acceptance by the Business of any order issued by the Buyer may be in writing or by the Business delivering to the Buyer the products or services which are the subject of an order

3.3.    Any terms and conditions contained in any order or other document issued by the Buyer will not form part of the Contract unless they are expressly signed and accepted by the Business’s authorised representative.

3.4.   Orders once accepted cannot be cancelled or varied without the Business’s written consent.

3.5.   Supply of products or services by the Business does not create any obligation on the Business to supply the products or services to the Buyer on a continuing basis or at any time in the future.

 

4. Prices

4.1.   Notwithstanding that an order is placed under a valid and binding Quotation, except to the extent otherwise stated in the Quotation, the Business reserves the right prior to acceptance of such order and with notice to the Buyer to add to the quoted price any additional cost incurred by the Business as a result of:

1. any agreed change to order quantities;
2. any relevant increase in cost of goods including exchange rates, costs of labour, parts, materials and other inputs, including, without limitation, energy and other overheads.

4.2.   We reserve the right to amend any discount structure applying to the Buyer’s account any time, with 30 days notice

4.3.   Each amount quoted by the Business is the goods and services tax (GST) exclusive Amount.

 

5. GST

5.1.   Words or expressions used in this clause 5 which are defined in the A New Tax System, (Goods and Services Tax) Act 1999 (Cth) have the same meaning in this clause.

5.2.   The Recipient need not pay the GST Amount in respect of a taxable supply made under or in connection with the Contract until the Supplier has given the Recipient a tax invoice in respect of that taxable supply.

5.3.   GST is payable on all items as outlined by the goods and services tax Act 1999

 

6. Payment Terms

6.1.   The Buyer must pay all invoices. If the Buyer has an approved credit account with the Business, the products and/or services supplied by the Business must be paid for within twenty (30) days of the date of the invoice. Where the Buyer is overdue with any payment, the Business reserves the right to change the Buyer to a COD account, in which case the Buyer will pay for all products and services before they are supplied.

6.2.   All payments will be made in the currency specified in the invoice which is $Au Australian dollars

6.3.    Time of payment is of the essence of the Contract. Without prejudice to any other remedy, The Business may charge interest on any overdue payments at an annual rate of 5.5% (to accrue from day to day).

6.4.   The Buyer will and hereby does indemnify the Business on demand against all costs, charges, expenses and legal costs (on a solicitor-client basis) incurred by the Business in recovering sums owed by the Buyer.

 

7. Delivery and Risk

7.1.   Risk in the products will pass to the Buyer upon the products being collected by the Buyer or when delivered to the place nominated by the Buyer for delivery.

7.2.   The Business gives and accepts delivery dated in a Quotation in good faith but does not guarantee those dates. The Business will not be liable to the Buyer for any loss or damage whatsoever should the Business be delayed or prevented from delivery of products, supplying services or otherwise performing any of its contractual obligations due to any cause or circumstance of any kind whatsoever. Delay in delivery or any other default in respect of a delivery will not relieve the Buyer of any obligation in respect of any other

7.3.   Subject to clause 7.2, delivery dates cannot be varied by the Buyer once they have been agreed without the prior written consent.

7.4.  The contents (product), risk and insurance responsibility remain, at all times, with the Buyer.

 

8. Retention of Title

8.1.    The Business will retain title in products supplied to the Buyer until the Business has received payment in full for the products and all other products and services supplied by the Business to the Buyer.

8.2.   Until title passes under clause 9.1:

1. the Buyer will hold the products as fiduciary for the Business (in which full title to such products will remain);
2. the Buyer will keep the products insured against all usual risks to full replacement value. The Buyer will hold on trust for the Business in a separate bank account any insurance monies received by the Buyer for products owned by the Business;
3. the Buyer will store each delivery of products separately, clearly identified as the Business’s property and in a manner to enable them to be identified and cross-referenced to particular invoices where reasonably possible;
4. the Buyer will not pledge or allow any lien, charge or other security interest (as defined in clause 10) to arise over the products; and

8.3.   The Business’s rights as an unpaid seller will not be affected by the Business retaining title the products supplied until the products have been paid for in full by the Buyer.

8.4.   Where the Buyer has not fully paid the Business for products and the Buyer enters into bankruptcy, liquidation, a composition with its creditors, has a receiver or manager appointed over all or any part of its assets, enters into administration or becomes insolvent:

1. the Buyer may not sell, use or part with possession of the products; and
2. the Business will be entitled, without prejudice to the Business’s other remedies, to recover and repossess such products and to enter any premises without notice for this purpose.

 

9. Intellectual Property

9.1.    All intellectual property rights in or relating to products or services supplied by the Business, including in relation to the development, manufacture, use, operation, repair or maintenance of the products, and in or in relation to any Business- licensed, commissioned or created tooling, materials, drawings, samples, reports, work results and other documents, remains at all times the sole and exclusive property of the Business.

10. Use of Portal and Website Resources

10.1.  The Business’s online portals are used to manage ordering systems for the Business

10.2. All information collected by the Business may be made available to the Buyer with any valid subscription/membership

10.3. A valid subscription/membership grants the Buyer a revocable non assignable access to use the Business’s portals.

10.4. The Business will not charge a fee for access, this remains part of the Business’s offer within website and in person access

10.5. The data collected from products purchased by the Buyer remains the property of the Business. Data will be used respectfully in accordance with the Yes Chef Cooking School privacy policy and the privacy act (1988).

10.6. The Business’s portals must be used in accordance with its policies or procedures.

10.7. Any corruption or perceived corruption must be reported to us on 03 9740 3106 immediately.

 

11. Express Warranty on Equipment

11.1.The Business warrants to the Buyer that products or services sold by the Business to the Buyer conforms to the agreed specifications and quality representations.

11.2. The Business assumes a warranty of fitness for a particular purpose with respect to a product supplied by it only if such particular purpose has been expressly stated in writing by the Buyer, and the Business has expressly accepted a warranty of fitness for such purpose.

11.3. The duration (and any other details) of the express warranties referred to in this clause will be agreed upon a product-specific basis.

11.4. Unless otherwise agreed by the Business in writing, the express warranties in this clause will apply:

1. in the case of products: as specified in the Quotation for the supply of such product to the Buyer, or if no warranty period is so specified, for a period of 6 months, from the date of delivery of the products to the Buyer.
2. in the case of services, as specified in the Quotation for the supply of such services, or if no warranty period is specified for a period of 6 months after delivery of the services. Warranty covering the specific repair only and not cover issues arising to related areas of the item.

11.5.  Claims under the express warranties provided may be made by contacting the Business within 7 days of such claim arising. Repair or replacement will not extend nor renew the warranty period.

11.6.    This warranty does not extend to travel costs incurred beyond 350 km from any major metro GPO. The Buyer will be liable for the additional travel costs incurred beyond the 350 km.

11.7.   The express warranties in relation to products will not apply to a defect in the product to      the extent to which it arises:

1. due to power surges;
2. due to storage, handling or installation of the products otherwise than in accordance with instructions provided for the products by the Business or without reasonable care;
3. due to operation, use or maintenance of the products otherwise than in accordance with instructions provided for the products by the Business or without reasonable care; 
4. due to repairs, alterations or modifications to the products which have been performed by a third party not authorised by the Business, or due to the use of any spare parts not manufactured, sold or approved by the Business in connection with repairs, alterations or modifications of the products, which occurred without authorisation of the Business;
5. due to accidental damage or to use of the products for a purpose or in environmental conditions for which the products were not designed or sold or use of the product outside the specified or normal operating ranges for such products;
6. as a result of changes which occur in the condition or operational qualities of the products due to climate or other environmental influence, foreign material contamination or water entry;
7. from normal wear and tear or when replacement or repair of parts would be part of normal maintenance or service of the products (such as in the case of globes and glassware, gaskets, fuses;
8. nor will the express warranties in relation to products apply in cases where the products suffer damage caused by continued use of the products after it is known they are defective.

 

12. Warranty replacement of Stock 

12.1. Yes Chef Cooking School will be upheld to the highest of quality of product, to ensure these values are upheld we will replace items when they are mutually deemed unsuitable.

12.2. Items returned must be in packaging and be unused and ready for resale unless discussed prior.

13. Product recall Procedure

13.1. In the unlikely event of product recall Yes Chef Cooking School asks that customers call directly to report any issues or shortfalls in quality pertaining to our products.

13.2. In response to this Yes Chef Cooking School will get back to our customers (retail/ wholesale and distributor) identifying any affected products. We will then ask that these products be quarantined until further notice from Yes Chef Cooking School.

13.3. Yes Chef Cooking School will alert the relevant authorities and activate their product recall procedure/policy.

13.4. As our Yes Chef Cooking School partner, we will keep you apprised of the process and the steps within our recall procedure/policy.

13.5. All products affected by this product recall will be replaced within seven days of your notice/compliant or recall notification.

14. Limitation of Liability

14.1. Subject to permitted by law, all terms, conditions, warranties and representations that might otherwise be granted or implied by law, are hereby expressly excluded.

14.2. The Business does not exclude, restrict or modify any liability that cannot be excluded, restricted or modified, or which cannot be excluded, restricted or modified except to a limited extent, as between the Business and the Buyer by law including liability under the Competition and Consumer Act 2010 (Cth). However, where such statutory provisions apply, to the extent to which the Business is entitled to do so, the Business’s liability will be limited at its option to make reasonable return, refund or repair;

14.3. To the extent permitted by law and subject only to any express exceptions contained in these Terms, the Business will under no circumstances be liable in any way whatsoever to the Buyer for any form of loss, damage or expense sustained or incurred by the Buyer or any other party in consequence of or resulting directly or indirectly out of the supply of the products or services by the Business, the use or performance thereof, where the products are installed by a third party engaged by the Buyer any failure to install the products in accordance with their applicable installation instructions and manuals provided with the products or to operate the products in accordance with their applicable operation instructions and manuals provided with the products.

14.4. If the Buyer is a consumer as the term is defined under the Australian Consumer Law, then the following consumer guarantee applies:

14.5. Our goods 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 for 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.

15. Termination and variation (products)

 15.1. The Buyer may return unused products supplied within thirty (30) days of delivery, provided the following conditions are satisfied:

1. the written approval of an authorised employee of the Business has first been obtained and the invoice number and date have been quoted for reference;
2. the products are returned in their original condition.

 

15.2. The Buyer may terminate in whole or in part any Contract for the supply of products and/or services before the supply has been made, provided the following conditions are satisfied:

1. the written approval of an authorised employee of the Business has first been obtained; and
2. the Buyer agrees to pay any cancellation charge, being a genuine pre-estimate of the Business’s proven loss, as determined and specified by the Business.

 

15.3. The Business reserves the right immediately to terminate or suspend the Business’s performance of the whole or any outstanding part of any Contract for the supply of products and/or services without incurring any liability to the Buyer in any of the following circumstances:

1. the Buyer fails to take delivery of or to pay for products and/or services by the due date or otherwise breaches any other term of the Contract;
2. the Buyer enters bankruptcy, liquidation or a composition with its creditors, has a receiver or manager appointed over all or any part of its assets, enters administration or becomes insolvent;
3. The Business notifies the Buyer of having reasonable grounds for suspecting that an event has occurred or will occur, or that the Buyer will not pay for products and/or services on the due date;
4. there has been a substantial increase in the Business’s costs of manufacture and supply of products and/or services between the date of the Contract and the date of delivery or dispatch arising from circumstances beyond the Business’s reasonable control where the Contract is for a fixed price and the Business and the Buyer have failed to reach agreement on a reasonable adjustment in the price for remaining deliveries to recognise such increase within thirty (30) days of the Business notifying the Buyer of such increase; or
5. Contractual performance by either the Business or the Buyer is delayed or prevented due to any Force Majeure Event.

 

15.4. The Business may terminate this agreement by giving one month’s written notice to the Buyer.

16. Termination and variation (Cooking Classes)

Class Cancellation Policy

• Participants must provide a minimum of twenty-four (24) hours’ notice to cancel or reschedule a booked class. Failure to provide such notice will result in a charge equivalent to seventy-five percent (75%) of the total class fee, which will be payable by the customer.
• Any alternative terms or arrangements may be negotiated and agreed upon in writing between the customer and Yes Chef Cooking School management prior to the scheduled class.
• Refunds are at the sole discretion of the Yes Chef Cooking School management team and will be considered on a case-by-case basis. All refund decisions are final.

 

17. General

17.1. All clerical errors are subject to correction and will not bind the Business.

17.2. Notice under these Terms may be given by email.

17.3. No employee of the Business is authorised to bind the Business unless the Business has given the Buyer express written notice to that effect.

17.4. The invalidity or unenforceability of any provision of these Conditions will not affect the  validity or enforceability of the remaining provisions.

17.5. These Terms bind the Business, the Buyer and their respective successors and permitted assigns.

17.6. A reference to any statute, regulation, proclamation, ordinance or by-law includes all  statutes, regulations, proclamations, ordinances or by-laws amending, consolidating or replacing them, and a reference to a statute includes all regulations, proclamations, ordinances and by-laws issued under that statute.