Terms and Conditions

Parties to Terms and Conditions

This Agreement is made on the date of execution of this Credit Application by the Client, between:

  • the Client details of which are expressed on page 1 of this Credit Application; and
  • Werncorp Transport Pty Limited trading as On-Time Freight Management (ABN 76 618 110 222), Ph: 02 9756 2830; E: operations@ontimefreight.com.au; W: https://ontimefreight.com.au/ of Unit 21 , 19-26 Durian Place, Wetherill Park NSW 2164

(“On-Time Freight Management”).

  • Definitions

The following terms have the corresponding meaning:

Act means the Personal Property Securities Act 2009 (Cth).

Client means the person named as client in this agreement.

Force Majeure Event means any occurrence or omission as a direct or indirect result of which the Party relying on it is prevented from or delayed in performing any of its obligations under this agreement and which is beyond the reasonable control of that Party and could not have been prevented or mitigated by reasonable diligence or precautionary measures, including forces of nature, natural disasters, acts of terrorism, riots, revolution, civil commotion, epidemic, industrial action and action or inaction by a government agency.

Goods means the cargo accepted from the Client.

Hire Equipment means pallets and cages, and any other equipment hired for the purpose of transporting freight.

Payment means payment in accordance with the rates provided by On-Time Freight Management.

Services means the services identified in the Services table above, including transportation and storage.

On-Time Freight Management means the transport services provider in this agreement.

  • Entire agreement
    • The terms and conditions governing the relationship between On-Time Freight Management and the Client for any services (of any kind) provided by On-Time Freight Management to the Client are set out in full in this agreement. This agreement applies to all dealings between the On-Time Freight Management and the Client unless varied in writing by On-Time Freight Management.
    • No terms sought to be imposed by the Client on On-Time Freight Management apply unless authorised in accordance with clause 2(a).
    • All rights and conditions implied by law as they relate to the parties are excluded unless contained within this agreement. This applies unless the rights, terms and conditions cannot be excluded. If that is the case, they are taken to form part of this agreement.
    • This agreement applies to all past, present and future dealings with On-Time Freight Management.
    • Nothing in this clause limits the ability of the On-Time Freight Management to update its schedule of rates.
  • Common carrier
    • On-Time Freight Management is not a common carrier and reserves the right to refuse the carriage of any Goods without assigning any reason for such refusal.
  • Payment and charges
    • On-Time Freight Management will charge the Client for the Services in accordance with the rates provided by On-Time Freight Management.
    • The Client will pay On-Time Freight Management any charges within fourteen (14) days of the date of any invoice issued by On-Time Freight Management.
    • The rates provided by On-Time Freight Management are not fixed for any time period and may rise from time to time in accordance with industry custom, external influences or at On-Time Freight Management’s absolute discretion.
    • The rates and charges applicable to the Client are those as notified in writing by way of:
      • as published from time to time on On-Time Freight Management’s website as listed in this agreement; or
      • by any other written notice sent to the Client.
    • Any increase to rates and charges are deemed to be accepted by the Client seven days from the date the change was notified to the Client by any of the means set out in clause 4(d), unless written objection to the increase is received by On-Time Freight Management first.
    • In addition to charges set out in the rates schedule, the Client must pay, on demand, On-Time Freight Management for the additional expenses as incurred by On-Time Freight Management in providing the Service and maintaining this account (Additional Charges). These include:
      • fuel surcharges;
      • account keeping fees;
      • minimum pick-up fees;
      • excessive proof of delivery requests;
      • late fees;
      • costs and expenses associated with delays in loading or unloading; and
      • labour to load or unload the freight.
    • The Additional Charges are as published from time to time on On-Time Freight Management’s website listed in this agreement or as notified in writing to the Client. If no figures are published or notified, then they are changed at cost plus 20%.
    • The Client may not withhold Payment for:
      • the Client making an insurance claim;
      • the Client making a warranty claim;
      • On-Time Freight Management failing to provide a proof of delivery (POD) (see clause 5);
      • transportation by other means than requested; or
      • a cross-claim against On-Time Freight Management.
    • This agreement is a bar to any proceedings being commenced against On-Time Freight Management and as a bar to defence in proceedings commenced by On-Time Freight Management while any Payment for any account remains outstanding.
    • Invoices for Services paid for by credit card will attract a surcharge of 2%. Any account that has not been settled within fourteen (14) days of the date of the invoice will attract an administration surcharge for debt recovery of $500 per year applied and compounded weekly.
    • Any discounts which have been offered on the rates by On-Time Freight Management are contingent upon the Client observing and complying strictly with the terms in this agreement. This includes Payment of invoices within trading terms. Discounts to all invoices will cease to apply if Payments are not made within trading terms.
    • On-Time Freight Management accepts pallets only on the condition that all charges pertaining to the pallets will be paid by the Client. On-Time Freight Management accepts no responsibility for return of pallets.
    • Charges will be applied to freight based on measurements taken by On-Time Freight Management, or its authorised representatives, if measured manually and/or no information is supplied by the Client. A certificate signed by On-Time Freight Management, or its authorised representatives, as to the manual measurement for any freight is conclusive proof of the measurements for the freight described within that certificate.
    • On-Time Freight Management will inform the Client if the Client is required to pay additional charges, which additional charges may include:
      • A minimum pick up fee will apply for prepaid, local overnight, road express and overnight express consignments. If the transport value of the entire pick up exceeds minimum pick up fee, then the minimum pick up fee does not apply.
      • A redelivery charge will apply where an attempt to deliver fails due to receiver being unavailable or unable to sign for delivery.
    • Delivery
      • Goods are deemed to be in transit even if the carriage of the Goods has been interrupted by On-Time Freight Management or diverted from the usual route for the carriage.
      • Freight is considered earned as soon as the Goods are loaded and dispatched. Cancellation fees apply.
      • In order to provide the Service specified by the Client, On-Time Freight Management reserves the right to use, or may use, any method or methods of carriage at its absolute discretion including, without limitation, road, rail, sea or air and the Client is deemed to have authorised such method of methods. It is the responsibility of the Client to comply with all the applicable laws (including, where necessary, the Australian Code for the Transport of Dangerous Goods by Road and Rail) relating to the notification or description on the consignment note or in another written form. On-Time Freight Management may, where necessary, subcontract the Services on any terms whatsoever.
      • On-Time Freight Management may charge for frustrated delivery to cover On-Time Freight Management’s costs and expenses.
      • The Client acknowledges that On-Time Freight Management will use its best endeavours to provide PODs on request (surcharge may apply). On-Time Freight Management accepts that PODs may not be available to the Client for all deliveries. The Client agrees that it has no right to demand a POD nor is On-Time Freight Management liable to the Client for failing to provide a POD and that the non-provision of POD is not a reason to withhold Payment. It is agreed that any of the following are conclusive proof of same even without a POD:
        • a statement signed by the delivery driver that delivery was made;
        • driver’s run sheet;
        • Personal Data Authority confirmation;
        • signed acknowledgment of recipient;
        • agent’s consignment note;
        • signed label;
        • POD run sheet; or
        • driver run book of that delivery; or
        • photograph of the Freight in situ.
      • Liability and exclusion of bailment
        • To the fullest extent permitted by law, the obligations of a bailor are excluded. On-Time Freight Management will not be responsible for any loss of, or damage to, or incorrect delivery of, or delay in the delivery of, any Goods (including perishable Goods). This applies:
          • when such loss, damage, incorrect delivery, non-delivery or delay in delivery may be occasioned by the negligence of wrongful act of On-Time Freight Management (whether intentional or not);
          • to any loss or damage suffered by the Client or any other person, including loss of profit, indirect or consequential loss, howsoever caused or arising, whether an authorised or unauthorised act under this contract, and whether caused by the negligence, recklessness or wilful negligence or misconduct of On-Time Freight Management’s servants, agents, employees, subcontractors or otherwise; and
          • to any loss or damage resulting from or attributable to any quotation, statement, representation or information, oral or written, made or given on behalf of On-Time Freight Management or its servants, agents employees or subcontractors as to the classification of, liability for, amount, scale or rate of custom duty, excise duty or other impost or tax applicable to any Goods in carriage or subject of any Service.
        • The Client expressly agrees that this contract contains no clause, condition or warranty express or implied, which would make On-Time Freight Management responsible for any loss, damage, incorrect delivery, non-delivery or delay in the delivery of Goods. This clause must not be construed so as to exclude or limit any liability of On-Time Freight Management to consumers which arises under the Australian Consumer Law. To the extent that it may be permitted by that legislation the liability of On-Time Freight Management, if any, shall be limited to the supplying again of any services to be supplied by On-Time Freight Management to the Client or the Payment by On-Time Freight Management to the Client of the cost of having such services supplied again.
        • Nothing in clauses 6(a) or 6(b) limits On-Time Freight Management’s obligations pursuant to the “warranty on deliveries” where taken out by the Client at the point of order of service.
        • The Client undertakes to indemnify On-Time Freight Management in respect of any liability, cost (including legal and recovery costs on a solicitor and client basis) or expense whatsoever and howsoever arising in connection with the Goods to any person who is found to have any interest in the Goods. The Client will indemnify On-Time Freight Management for any claim, loss, damage, payment, fine, expense, duty, tax, impost, or other outlay whatsoever or howsoever caused, whether arising directly or indirectly or indirectly from any service arranged or performed by the company in respect of the Goods or in for any such cost incurred as a result of any breach of the terms, conditions or warranties in this contract by the Client.
        • The Client will not tender for carriage any explosive, inflammable or other dangerous goods or Restricted Articles within the meaning of The Air Navigation Orders, part 33 of the International Air Transport Association Restricted Articles Regulations and will be liable for all loss and damage of whatever nature (and whether foreseeable or not) occasioned by any person, including On-Time Freight Management.
        • It is the responsibility of the Client to package the Goods appropriately for the required conditions where known. On-Time Freight Management is authorised to deliver the Goods at the address given to On-Time Freight Management by the Client and the Services will be deemed performed if at that address the carrier obtains from any person a receipt or signed delivery docket for the Goods. If the nominated place of delivery should be unattended, On-Time Freight Management may at its option deposit the Goods at that place or store the Goods. If the latter, the Client must pay or indemnify On-Time Freight Management for all costs associated with such storage. If the Goods are stored, On-Time Freight Management may charge for re-delivery.
        • The Client acknowledges that it is aware that On-Time Freight Management is not an insurer of Goods (either warehoused or in transit) and that On-Time Freight Management does not affect insurance on behalf of the Client. The Client notes that under these conditions of carriage, subject to its obligations pursuant to the “warranty on deliveries”, it has no liability for loss of or damage to the Goods and that if the Client wishes to protect itself from exposure to potential loss of this nature, it should arrange its own insurance.
        • To the extent permitted by law, notice in writing of any claim intended to be made under this contract must be given to On-Time Freight Management within 14 days after the date of delivery or, in the case of non-delivery within 30 days from the date the Services should have been completed, or the Goods should have been delivered, and unless so given and made the claim however so made shall be extinguished and will not be enforceable against On-Time Freight Management.
      • Pallets
        • On-Time Freight Management will only accept Chep or Loscam pallets from the Client if the Client has a Chep or Loscam On request by On-Time Freight Management, the Client must provide details of that account to On-Time Freight Management.
        • The Client must confirm with On-Time Freight Management the type of Hire Equipment that will be used with On-Time Freight Management. On-Time Freight Management will not be liable for any loss or replacement of Hire Equipment lost or misplaced in transit under any circumstances unless the Client has notified On-Time Freight Management in accordance with this clause.
        • If freight is delivered to an On-Time Freight Management depot on pallets, the Client may request On-Time Freight Management to exchange pallets at On-Time Freight Management depot provided the Client supplies all required documentation (such as exchange movement dockets or similar) in the Client’s format to state that the freight was supplied on a hire pallet.
        • On-Time Freight Management will not carry empty pallets to pickup destinations under any circumstances.
        • On-Time Freight Management accepts no responsibility for loss or damage to pallets left at the address of the consignee (whether attended or not).
        • It is the Client’s responsibility to manage Hire Equipment that is dispatched with On-Time Freight Management driver in accordance with this clause 7. The role of On-Time Freight Management on-site supervisor and driver is limited to signing transfers off and other documentation set out in this clause 7 in accordance with pallet counts.
        • The Client accepts responsibility to recover pallets from consignees in circumstances where On-Time Freight Management’s drivers are unable to carry out pallet exchanges on delivery. On-Time Freight Management’s drivers will accept exchanges from consignees and return to Clients within 48 hours at the Client’s cost. Return rates will be charged.
        • All claims relating to pallets or Hire Equipment must be made within 180 days from the date of dispatch. Claims made after this period will be rejected. Claims include rejections and corrections to previously raised pallet transfers.
        • All pallet discrepancies older than three months will require one month for On-Time Freight Management to reconcile. Pallets will only be honoured once all completed documentation (as requested by On-Time Freight Management) is provided by the Client to enable reconciliation.
        • If the Client gives On-Time Freight Management plain pallets, the Client must obtain a signature from On-Time Freight Management representative by way of receipt of those pallets. Claims for plain pallets will be rejected without signed receipts. On-Time Freight Management is not required to return plain pallets the same age or quality and functional plain pallets shall be regarded as identical to those supplied regardless of age or condition.
        • The Client releases On-Time Freight Management from all liability, claims and demands relating to pallets except as made in accordance with this clause 7.
      • Title and Personal Property Security Act
        • The Client grants On-Time Freight Management a security interest pursuant to the Act in all Goods the subject of the Services and held in On-Time Freight Management’s possession.
        • While the Client complies with this agreement On-Time Freight Management will not seek to register its interest in the Goods, but will do so if the Client breaches any of the terms of this agreement, including Payment outside of the trading terms (in relation to any service, unrelated to the Goods or otherwise).
        • The Client will, upon request, execute any documents, provide all necessary information and do anything else required by On-Time Freight Management to ensure that the security interest constitutes a “perfected security interest” as defined in the Act, in order for the interest to have priority over all other security interests in the Goods not already registered.
        • If the Client is in breach of these terms and On-Time Freight Management takes steps to register its interest, the Client agrees to pay upon demand all of On-Time Freight Management’s expenses and legal costs (on a solicitor and client basis) in or in connection with the registration of a financing statement or financing change statement relating to the security interest created by this agreement.
      • Charge and security
        • In this clause, Property means real property while the Act is in force, and both real and personal property if the Act is repealed or no longer applies to personal property.
        • The Client charges in On-Time Freight Management’s favour all of its estate and interest in any Property that it owns now or in the future with due Payment to On-Time Freight Management of all monies owing or may become payable in accordance with this agreement.
        • On-Time Freight Management has a lien on the Goods and all associated documents and on any Goods in which the Client may have an interest, and which may have come into On-Time Freight Management’s possession for any reason. The lien is a general lien for all monies owing, or alleged by On-Time Freight Management to be owing, by the Client to On-Time Freight Management.
      • Uncollected Goods
        • If Goods are undeliverable for whatever reason On-Time Freight Management will hold them in safe keeping for 30 days. The cost of the storage will be paid by the Client. On-Time Freight Management will be entitled to retain the Goods until Payment of the storage fees have been paid.
        • If after the period of storage noted in clause 10(a), the Goods are not collected (and regardless of whether the Service has been paid for and regardless of any notice being provided to the Client that the Goods are being held), the Client authorises On-Time Freight Management to dispose of those Goods by way of public auction. On-Time Freight Management may apply the proceeds firstly in Payment of the storage and attempted delivery (if any) fees, secondly against any auction costs and any incidental costs of On-Time Freight Management (including the costs of its employees or agents or solicitors in arranging the sale or disposal of the Goods). The balance will be paid to the Treasury under the applicable legislation of the State where the Goods are stored.
        • If, in the opinion of On-Time Freight Management, the costs associated with the sale will exceed the proceeds to be obtained, On-Time Freight Management may dispose of the Goods by any means after the period of 3 months, be that by donation to charity or otherwise.
      • Storage
        • Goods are stored at the Client’s sole risk. On-Time Freight Management accepts no responsibility in tort or in contract for the loss of or damage to any Goods howsoever arising. This applies whether or not such loss or damage was occasioned wholly or in part by the negligence or alleged negligence of On-Time Freight Management or its servants agents or sub-contractors or any act omission default neglect, breach of duty or breach of contract by On-Time Freight Management its servants agents or sub-contractors. This exemption extends not only to loss or damage to the Goods themselves, but to any loss consequently arising from such loss or damage. The provisions of this clause apply irrespective of the manner in which, or the time at which, or the reason by which any such loss or damage may occur and despite that such loss or damage may be the fault of On-Time Freight Management.
        • On-Time Freight Management may store, warehouse and land the Goods in any place, store or warehouse whatsoever and every such dealing with the Goods shall be deemed to be within the scope of these conditions.
        • The Client warrants that the Client is the owner of the Goods or has authority to deal with them and has full right power and authority to store the Goods and to enter into this contract, warrants that except where the receipt for the Goods are endorsed with the word “hazardous”, the Goods are non-hazardous as defined from time to time by the Insurance Council of Australia Limited and warrants that the Goods are free from, and are not likely to encourage infestation by vermin or pest.
        • All charges for storage and other services will be calculated in accordance with On-Time Freight Management’s schedule of charges.
        • All charges for storage will accrue from day to day and will be payable from time to time on demand. No accounting reconciliation (or like) conducted by On-Time Freight Management will waive On-Time Freight Management’s rights to demand Payment under this clause.
        • Charges for storage and other services do not include insurance which, if required, must be taken out by the Client.
        • The Client will indemnify On-Time Freight Management against any duties or other moneys which On-Time Freight Management is called upon or obliged to pay in respect of the Goods to any person or body and howsoever arising. Without in any way limiting the generality of this Indemnity, it is to include liability on the part of the Client to indemnify On-Time Freight Management in respect of any Payment it may be called upon or obliged to pay to the Crown, the Collector of Customs or any other statutory body or authority whether representing the Crown or not, as well as any private body company or person and whether the obligation to pay the said duties or moneys arises by reason of any statute proclamation, declaration, rule, by-law or other legislative or quasi-legislative act or by reason of liability arising in contract in tort or by reason of the existence of any lien charge bill or sale mortgage or other hypothecation of the Goods or under any hire purchase agreement or by reason of the law relating to companies, bankruptcy, insolvency or execution or otherwise. The indemnity conferred upon On-Time Freight Management shall continue in full force and effect whether or not the Goods are or have been pillaged, stolen, lost, damaged or destroyed and shall not be affected in any way if such pillaging, stealing, loss, damage or destruction has occurred or been brought about wholly or in part by the negligence or the alleged negligence or any default omission, neglect or default of any such breach of duty or obligation of On-Time Freight Management, its servants or agents.
        • On-Time Freight Management may at any time and in its absolute discretion give 28 days’ notice to the Client to remove its Goods from the warehouse within such further time as is specified in the notice. If the Client does not remove the Goods, On-Time Freight Management may sell the Goods according to the provisions of the relevant state legislation and the regulations relating to warehousemen’s liens.
        • On-Time Freight Management may without notice and at the Client’s expense remove and if thought fit dispose of or destroy all or any of the Goods which in the opinion of On-Time Freight Management shall be or become deteriorated objectionable or unwholesome, a source of danger or contamination or hazardous, as defined from time to time by the Insurance Council of Australia Ltd of the state or territory in which this contract is made.
        • In the sale of any Goods under these conditions, On-Time Freight Management must comply with the provisions of any legislation or regulations relating to warehousemen’s liens, as regulate the sale of Goods by a warehouseman.
        • On-Time Freight Management is entitled to subcontract any part of the warehousing in its absolute discretion and is entitled to move the Goods between warehouses under its control from time to time. Any requests by the Client for the Goods to be transported or moved shall, if accepted by On-Time Freight Management, be transported on On-Time Freight Management’s standard terms and conditions prevailing at the time of the request.
      • Recovery, interest and suspension of account
        • On-Time Freight Management may at its discretion charge interest on overdue accounts at the rate of 20% higher than the rate prescribed by law.
        • The Client will pay to On-Time Freight Management all costs and expenses incurred in the recovery, or attempted recovery, of overdue accounts including but not limited to all costs and expenses payable to mercantile agents, solicitors (on a solicitor and client basis) and third parties in securing any account balance, outstanding or otherwise. These costs shall extend to the costs in defending actions, or advice incidental to the account, while overdue, despite that same is not categorised as debt recovery.
        • If at any time the Client is outside of the Payment trading terms contained in this agreement, cancels a pickup or order, seeks or obtains an alternate service provider or is in breach of any other term of this agreement then On-Time Freight Management may suspend the credit account or cease services as at that date, including where Goods are in transit or warehoused awaiting delivery. If the account is cancelled or suspended, On-Time Freight Management will be at liberty to take steps to immediately recover all monies owing for Services provided or contracted without regard to credit terms.
        • If the Client fails on reasonable demand being made to pay charges due to On-Time Freight Management in respect of any services rendered by On-Time Freight Management, then On-Time Freight Management may detain or sell any of the Goods of the Client which are in its possession at any time. This applies whether the charges relate to that contract of carriage or previous contracts and, out of the monies arising from such sale, retain any monies due to On-Time Freight Management together with all charges and expenses of the detention or sale and will render the surplus (if any) of the monies arising from any sale, and such of the Goods as remain unsold, to the party entitled to that sale. Any such sale will not prejudice or affect the right of On-Time Freight Management to recover from the Client the balance of any such charges due or payable in respect of such service, or the detention or sale.
      • Credit limit
        • On-Time Freight Management may increase or decrease the Client’s credit limit at its sole discretion and without notice to the Client.
      • Change in ownership
        • The Client must advise On-Time Freight Management in writing within one day of any change in ownership of the partnership, business, or company, including a change in shareholding of more than 25% (aggregated), together with any change in the directors.
      • Jurisdiction and disputes
        • This contract is governed and construed by the non-exclusive jurisdiction of the courts of New South Wales.
        • The parties submit to the jurisdiction of the appropriate Court in the jurisdiction referred to in clause 15(a) if there is a dispute.
        • Where a dispute arises as to the Payment of the Client’s account, the Client will pay into an interest-bearing trust account of On-Time Freight Management or its solicitors all monies claimed outstanding by On-Time Freight Management before being entitled to dispute the debt. The Client acknowledges that this clause will operate as a bar commenced against On-Time Freight Management and as a bar to any defence in proceedings commenced by On-Time Freight Management until such time as Payment required by this clause is made.
      • Severability
        • If any provision of this contract is unenforceable, that provision is severable, and its unenforceability will not affect any other part or provision of this contract.
      • Force Majeure
        • On-Time Freight Management will not be liable and shall not be taken to have failed to perform its obligations to deliver the Goods because of a Force Majeure Event.
      • Credit information and privacy
        • The Client authorises On-Time Freight Management to share credit information regarding this agreement with third parties and to conduct due diligence by contacting third parties to verify the information contained in this application, or any other document, and investigate or make enquiries from time to time with those third parties as On-Time Freight Management sees fit so to assess the credit worthiness at any point in time.
        • The authority given in clause 18(a) is an irrevocable authority and this agreement may be used as evidence of the Client’s consent when contacting third parties.
      • Notices
        • Any notice to be given by On-Time Freight Management to the Client is sufficiently given if sent by prepaid ordinary mail enclosed in an envelope addressed to the Client at the address nominated on this agreement. Any notice will be deemed to be delivered three business days after the date of postage. The deemed service provisions of this clause apply despite any evidence of the Client in relation to actual notice or lack of evidence.
      • Joint and several
        • If this agreement is completed in the name of a partnership, the partners of that business at any one time are jointly and severally liable to On-Time Freight Management for any outstanding account. This will be so despite any agreement, compromise or arrangement with one or more of the partners.
      • Insolvency
        • The Client will be in breach of this agreement if at any time it becomes the subject of bankruptcy proceedings, voluntarily enters into bankruptcy, goes into liquidation either compulsorily or voluntarily, if a receiver is appointed in respect of the whole or any part of its assets, if it makes an assignment for the benefit of or composition with its creditors generally or threatens to do any of these things, or any judgment is made against the Client or any similar occurrence under any jurisdiction affects the Client.
      • Terms and Conditions Binding
        • These terms and conditions are binding on the Client immediately upon the Client executing these terms and conditions notwithstanding that On-Time Freight Management may never execute these terms and conditions.
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