Medical Terms of Trade

Fuji Medical Systems
A Division of FUJIFILM Australia Pty Ltd ABN 80 000 064 433

TERMS AND CONDITIONS OF SALE
Effective May 2004

The following Terms and Conditions apply where Fuji Medical Systems, a division of FUJIFILM Australia Pty Ltd ("the Company") supplies goods or services (as defined) to a Customer ("Customer").
1. DEFINITIONS
For the purpose of these Terms and Conditions and unless the context otherwise requires:
"Capital Equipment" means an item of equipment which is not stock in trade or consumables.
"Commissioning" means the setting-up, adjusting, calibrating and testing of the Goods using, where appropriate, materials and testing apparatus supplied by the Company to enable them to perform the functions described in the appropriate manufacturer's user manual or product literature current at the date of the Proposal under conditions also specified in that manual and notwithstanding any minor Omissions or minor Defects which do not prevent the Goods from being used for their intended purpose and rectification of which will not adversely affect the use of the Goods.
"Company Service Agreement" means an agreement with the Company for the maintenance of equipment, being in the standard form offered by the Company to its Customers for the relevant equipment at the relevant time.
"Construction Programme" means those items in the Project Programme which relate to the Work.
"Construction Schedule" means the data sheet included in the Proposal defining certain parameters for the Work.
"Contract" means the contract established by the acceptance of the attached Proposal.
"Delivery Schedule" means such schedule for delivery of the Goods (whether in one or more instalments, together or progressively) as may be attached hereto, or failing that, shall be as indicated in the Project Programme.
"Defect" means any deficiency, flaw, weakness or fault, excluding Errors, of any kind to which the Goods may be subject.
"Errors" are limited to the failure of the Goods to perform a function as described in the appropriate manufacturer's user manual or product literature current at the date of the Proposal, when the circumstances prescribed by that manual for optimum performance of the Goods are present.
"Goods" means equipment and/or Software.
"Hourly Charges for Additional Services" is as specified in the attached Schedule of Charges.
"Loss or Damage" includes all types of property, pecuniary or other loss or damage, including consequential loss or damage.
"Non-Company Goods or Services" means equipment, documentation, product literature, labour, knowledge or service that is supplied, installed or provided by a person other than the Company.
"Omission" means any non-inclusion, neglect or duty not done, in the supply and Commissioning of the Goods.
"Person" includes a corporation.
"Practical Completion" is defined in sub-clause 22.3.
"Premises" means the premises at which the Goods are to be delivered and/or installed under the Proposal.
"Project Programme" means the timetable for documenting the sale, acquiring the Goods, constructing the Work and delivering, installing and Commissioning the Goods, attached hereto or as it may be amended as provided herein.
"Proposal" is the Proposal by the Company of which these Terms and Conditions form part.
"Service" means any service carried out by the Company and/or services provided under the Company Service Agreement.
"Software" means computer programmes sold by the Company in the form of machine readable instructions or documentation or product literature bearing the Company name.
"Works" are defined in sub-clause 22.1.
2. PRICES AND TERMS OF PAYMENT
2.1
All prices proposed are subject only to discount specifically agreed to in writing by the Company and Customer, are otherwise net and do not include goods and services taxes which shall be added to the price and paid by the Customer to the Company upon demand.
2.2
  1. Where the Company has Goods ready for supply in accordance with the Delivery Schedule but Customer is not able to accept that delivery then the Company may invoice Customer as if delivery had been effected in accordance with that Delivery Schedule provided that any failure by Customer to accept any delivery under the Delivery Schedule entitles the Company to adjust the Project Programme to take that failure into account.
  2. Goods paid for by Customer under sub-clause 2.2 will be held for Customer under the Company's custody, care and control and will be insured by the Company for fire and burglary cover at replacement value and all costs associated with so doing (including storage) shall be payable, by Customer.
  3. If the Company costs are increased because the previously mutually agreed date for delivery of the Goods is delayed by reason of any lateness on Customer's part or by reason of any work for which the Company is not responsible, then such costs shall be reimbursed by Customer to the Company upon demand. In the absence of an agreed delivery date, fourteen (14) days after the last acceptable date for Practical Completion under the Construction Programme shall be the agreed delivery date.
2.3
Except for Capital Equipment and as otherwise specifically provided herein, invoices will be raised by the Company upon supply of Goods or Services.
2.4
Subject to approval of Customer's credit by the Company, all charges For Goods and Services excepting Capital Equipment shall be due and payable and paid by Customer to the Company within thirty (30) days from date of invoice. When the Company has not approved credit, all charges shall be due and payable and paid by Customer to the Company upon order of Goods or Services. Except as otherwise agreed between the Company and the Customer in writing, payment for all Capital Equipment is required to be made to the Company, in full, prior to despatch.
2.5
All payments shall be in Australian legal currency.
2.6
Any moneys for which an account or invoice has been furnished to Customer and which remain unpaid after the date such moneys become due for payment shall, at the Company's option, bear interest as from the date upon which such payment is due, at the Westpac Indicator Lending Rate plus three percent (3%) until the actual date of payment.
3. RETENTION OF TITLE
3.1
Notwithstanding delivery of the Goods or their installation, title in any particular Goods shall remain with the Company until the Goods are on sold by the Customer in the ordinary course of business or until the Customer has paid and discharged any and all monies owing pursuant to any invoice issued by the Company for the Goods, including all applicable GST and other taxes, levies and duties. Any payment made by or on behalf of the Customer which is later avoided by the application of any Statutory Provisions shall be deemed not to discharge the Company's title in the Goods nor the Customer's indebtedness to the Company and, in such an event, the parties are to be restored to the rights which each respectively would have had if the payment had not been made.
3.2
The risk in the Goods shall pass to the Customer upon delivery to the Customer or his agent or to a transport company nominated by the Customer.
3.3
The Customer acknowledges that it is in possession of the Goods solely as bailee until payment of all invoices for the Goods is made pursuant to clause 3.1 and until that time:
  1. The Customer is entitled to sell the Goods but only in the ordinary course of business;
  2. The Customer must not encumber or otherwise charge the Goods;
  3. The Customer shall be fully responsible for any loss or damage to the Goods whatsoever and howsoever caused following delivery;
  4. The Customer shall store the Goods separately from its own goods and those of any other party and in a manner which clearly identifies the Goods, whether as separate chattels or as components, as the property of the Company; and
  5. If the Goods are sold, the Customer shall hold the proceeds of sale on trust for the Company and identified as such in the books of the Customer and shall account to the Company for those proceeds of sale failing which the Company is entitled to maintain an action for the proceeds of sale of any of the Goods by the Customer.
3.4
The Customer hereby irrevocably grants to the Company the right, at its sole discretion, to remove or repossess any Goods from the Customer and sell or dispose of them and the Company shall not be liable for any loss occasioned thereby nor be liable to the Customer or any person claiming through the Customer and the Company shall be entitled to retain the proceeds of any Goods sold and apply same towards the Customer's indebtedness to the Company.
3.5
If the Customer commits an act of bankruptcy, enters into any form of administration or liquidation, makes any composition or arrangement with its creditors, ceases to carry on business or breaches clause 2 or 3 of these Terms of Trade, the Company may, without prejudice to any other remedies it may have, repossess any Goods delivered by the Company to the Customer on any account which have not been sold and commence proceedings to recover the balance of any monies owing to the Company by the Customer on any account.
4.DELAY
4.1
It is contemplated that any Goods or Services to be supplied by the Company will be supplied during regular working hours on regular working days. If for any reason Customer requests the Company to furnish Goods or Services outside regular working hours, any overtime or additional expenses occasioned thereby shall be invoiced to and paid by Customer to the Company in addition to and simultaneously with the purchase prices for such Goods or Services at rates set out in the attached Schedule of Charges.
4.2
Extra costs incurred by the Company due to cessation of work occasioned by Customer's instructions or lack of instructions, by interruptions, mistakes, delay in construction by Customer of the Works in accordance with the Construction Programme, or work for which the Company is not responsible shall be reimbursed by Customer to the Company upon demand. Extra costs incurred by the Company due to occurrences under clause 6 in these Terms and Conditions shall be reimbursed by Customer to the Company upon demand.
4.3
Any delays occasioned by the matters referred to in sub-clause 4.1 and sub-clause 4.2 will entitle the Company to amend the Project Programme to take such delay into account.
5.SOFTWARE
5.1
When Software is made available, the Customer is granted a non-transferable licence to use this Software only in conjunction with Equipment with which it was supplied. Where required by the Company, the Customer will sign a software licence agreement in a form required by the Company prior to delivery of the Software. Title or ownership of software is not transferable to Customer.
5.2
The Company reserves the right to charge for additional software or enhancements to existing software or extensions of existing software functions. Software shall not be copied nor made available to any third party without the prior written consent of the Company.
6.DELIVERY
6.1
Delivery of Goods not required to be installed by the Company shall be FOB at the Company warehouse or office selected by the Company.
6.2
Delivery of Goods shall be to ground floor level and, unless specified herewith, the Company shall not be responsible for off-loading. 6.3
Delivery of Goods required to be installed by the Company shall be made in accordance with the Project Programme or, failing that, on a day and time notified by the Company to the Customer being within fourteen (14) days after the Practical Completion of the Works.
6.4
The risk in the Goods passes to the Customer upon delivery hereunder and Customer shall insure its interest therein on and from the date.
6.5
The Company does not offer any guarantee of supply of its Goods or Services nor does it accept any responsibility for delays caused by fire, strike, lockout, dispute with workmen, delays caused by suppliers or others, flood, accident, transportation delays, fuel shortage, inability to obtain material, war, demand or requirement of Government or statutory authorities or any other cause beyond its control. In the event of any such delay, the Project Programme may be amended by the Company to take account of the period of time lost by reason of the delay or the delays subsequently caused thereby.
6.6
Commissioning of Goods shall be carried out by the Company forthwith after installation of Goods and the Customer shall provide representatives to be present at Commissioning with authority to acknowledge successful Commissioning.
7. WARRANTY
7.1
The Warranty Period for the Goods or Services shall be twelve (12) months from the date of supply, installation or provision (whichever is the earlier) of Goods or Services except for vacuous and high voltage devices for which pro rata credit will be given on the basis of an assumed twelve (12) months product life. Subject to these Terms and Conditions, the Company hereby expressly warrants as follows:
THAT during the Warranty Period, Goods and Services shall be free from Errors, failing which, the Company will, at its election:
  1. in the case of equipment, do any one of the following as determined by the Company:
    1. the replacement of the equipment or the supply of equivalent equipment FOB at the Company's facility; or
    2. the repair of the equipment; or
    3. the payment of the cost of replacing the equipment or of acquiring equivalent equipment; or
    4. payment of the cost of having the equipment repaired; or
  2. in the case of Services, do any one of the following as determined by the Company:
    1. the supplying of the Services again; or
    2. supply payment of the cost of having the Services supplied again; or
  3. in the case of Software, do any one of the following as determined by the Company:
    1. repair, modify or make good the Software; or
    2. supply Customer with replacements;
PROVIDED THAT this warranty shall not apply to Errors attributable to:
    1. goods or services supplied by others unless with the prior written approval of the Company;
    2. any modification of Goods unless made by the Company or with the prior written approval of the Company;
    3. negligent abuse or misuse of Goods;
    4. the use of Goods under environmental, power or operating conditions beyond the limits or constraints specified by the Company;
    5. the installation of or wiring of Goods other than in accordance with the Company's instructions;
    6. the use of any Goods in connection with any non-the Company goods or services;
    7. wear or burn-out resulting from usage of Goods of a kind inherently susceptible to deterioration or burn-out;
    8. the use of Goods other than in the manner specified in the operator's manual supplied by the Company;
AND PROVIDED THAT if any supplier, which the Company represents, has warranty terms which differ from those specified above then the right is reserved to the Company to supply and deliver Goods in accordance with that supplier's terms of warranty.
7.2 LIMITATION OF LIABILITY
  1. Pursuant to Section 68A of the Trade Practices Act 1974 ("TPA"), this sub-clause applies in respect of the Goods or Services supplied under this Contract which are not of a kind ordinarily acquired for personal, domestic or household use or consumption, provided that this sub-clause will not apply if Customer establishes that reliance on it would not be fair or reasonable.
  2. Liability for breach of any condition or warranty implied into this Contract by the TPA, other than a condition implied by Section 69 of the TPA, is limited to:
    1. in the case of Goods, any one of the following as determined by the Company:
      1. the replacement of the Goods or the supply of equivalent goods FOB at the Company facility; or
      2. the repair of the Goods; or
      3. the payment of the cost of replacing the Goods or of acquiring equivalent goods; or
      4. payment of the cost of having the Goods repaired;
    2. in the case of Services, any one of the following as determined by the Company:
      1. the supplying of the Services again; or
      2. the payment of the cost of having the Services supplied again.
8. GUARANTEE
8.1
The Company does not guarantee the overall performance of any system or the results of any process or procedure with which its Goods or Services are used or integrated and shall not (subject to sub-clause 7.3 above) be responsible or liable to any person for the loss or damage arising from the failure of any such system or process or procedure to perform any particular task or to produce a particular result. Accordingly, to the full extent permitted by law, Customer hereby:
  1. indemnifies and holds harmless the Company, its servants and agents and each of them from and against all loss or damages, resulting directly or indirectly from any Error or Defects in Goods or Services supplied by the Company; and
  2. agrees that this indemnity shall survive the termination of the agreement between the Company and Customer of which these Terms and Conditions form part and extends to cover any alleged Error or Defect in the Goods or Services and any failure of any system or process or procedure with which the Goods or Services are used or integrated to perform a particular task or to produce a particular result.
8.2
WHILST the Company relies on any provisions (not limited to the provisions referred to in clause 7 and sub-clause 8.1 contained in various State, Territory and Federal legislation) dealing with sale of goods, consumer protection and trade practices (herein collectively referred to as "the Legislation") which limit the Company's liability to Customer or enable the Company to limit such liability in any way AND WHILST subject to clause 7 and sub-clause 8.1, the Company hereby limits its liability to Customer to the full extent permissible by the Legislation, NOTHING contained in clause 7 or sub-clause 8.1 or elsewhere in these Terms and Conditions should be taken to exclude, restrict or modify any provisions contained in the Legislation, which may not be lawfully excluded.
9. LIABILITY FOR ACCIDENTS
9.1
In the case of Goods not required to be installed by the Company, the Company shall not be liable for any loss of or damage to the same after delivery thereof FOB point of shipment including any loss or damage in transit.
9.2
In the case of Goods required to be installed by the Company, the Company shall not be responsible for loss of or damage to Goods, after such Goods have been delivered to the Premises. Should any such Goods after being delivered and prior to payment therefore by Customer be damaged or destroyed in any way whatsoever other than by the fault of the Company, Customer agrees promptly, upon demand, to pay or reimburse the Company in addition to and apart from any and all other sums due to or to become due to the Company hereunder, an amount equal to the loss or damage so occasioned.
10. CLAIMS
10.1
Goods supplied shall be examined by Customer promptly upon supply thereof. No claim will be recognised by the Company unless claim is reported to the Company in writing within seven (7) days after supply of the Goods to which the claim relates.
11. RETURN OF GOODS
11.1
No Goods may be returned for credit unless the Company's written approval has first been obtained and the original invoice number and date have been quoted for reference.
11.2
Without acknowledging any obligation to accept the return of goods, only goods of current design in original condition will be considered for credit at market value assessed by the Company and a handling charge of ten percent (10%) of selling price will be made by the Company and paid by Customer to cover necessary inspection, adjustment, repacking and clerical work. Goods invoiced more than three (3) months prior to attempted return, Software, Goods specially procured for the Customer or goods specially modified for the Customer may not be returned.
12. CUSTOMER ORDERS
12.1
Any terms or conditions of Customer's specification, instruction, letter of intent, contractual documents, Head Contract, or other instrument which are in addition to, or inconsistent with these Terms and Conditions of Sale or other documentation provided by the Company shall not be binding on the Company unless specifically agreed to and confirmed in writing by an authorised officer of the Company.
12.2
Orders may only be cancelled by mutual written agreement and upon terms that will indemnify the Company against all actual and prospective loss, damages and expenses.
13. TIME FOR ACCEPTANCE
13.1
The Proposal is subject to change or withdrawal at any time by the Company without notice but, in any event, shall not be valid after thirty (30) days from the date thereof.
14. THE COMPANY TERMS AND CONDITIONS TO PREVAIL
14.1
The Proposal, together with any additional terms and conditions of sale proposed by the Company or other documentation provided by the Company shall become a mutual agreement binding upon Customer when accepted in writing by Customer or by Customer's order and subsequently approved by an authorised officer of the Company and thereupon shall constitute the entire agreement between the parties.
14.2
Customer's order, letter of intent or instruction or other response to this Proposal will be deemed free of any terms and conditions other than these and will be deemed to signify acceptance by Customer that Goods or Services are to be supplied by the Company in accordance with these Terms and Conditions of sale and any additional terms and conditions of sale and any other documentation provided by the Company.
14.3
No waiver, change or modification of any terms or conditions specified herein or herewith or specified in any additional terms and conditions of sale or other documentation provided by the Company or otherwise shall be binding on the Company unless in writing signed by an authorised officer of the Company.
15. DOCUMENTS, DRAWINGS, ETC.
15.1
All descriptive and shipping specifications, drawings and particulars of weights and dimensions submitted with this Proposal (except those identified in the Construction Schedule) are approximate only and the descriptions and illustrations contained in catalogues, price lists and other advertisement matter made available by the Company are intended merely to present a general idea of the goods described therein and none shall form part of the contract. An additional charge will be made for extra copies of any drawings or documentation required by the Customer in addition to those provided under sub-clause 22.1.
15.2
No documents of any kind supplied by the Company shall, without the Company's prior written consent, be copied or reproduced in any form or transmitted or communicated to third parties.
16. FINANCING
16.1
If at any time before the delivery of any Goods the Customer informs the Company that finance is to be arranged in respect of the Goods or any part thereof, then:
16.2
The Customer agrees to procure a finance company to purchase the Goods and notify the Company of the name and address of such finance company;
16.3
The Customer unconditionally guarantees that the finance company shall discharge the Customer's obligations under clause 2 of these Terms and Conditions and these Terms and Conditions apply to any acquisition by that finance company of the Goods and Services;
16.4
The Customer agrees that if there shall be any breach by the Customer of this clause 16, or if the nominated finance company shall, for any reason (other than default on the part of the Company) fail to pay in full the amount of any invoice addressed to it, then the Customer shall be bound to purchase the Goods from the Company and to pay for the same in accordance with clause 2;
16.5
The Customer agrees that no discussions, correspondence or other communication between the Company and Customer concerning the sources of availability of finance shall in any way affect the Customer's obligations under this clause; and
16.6
The Customer agrees that Goods will be delivered only after receipt by the Company of written authorisation from the finance company and that any additional cost occasioned by a delay in receiving such authorisation shall be reimbursed by Customer to the Company upon demand.
17. TRADE-IN
17.1
The Customer warrants that any goods being traded-in as part of the Contract are Customer's absolute and unencumbered property and the Customer agrees that such goods will become the absolute property of the Company free from all charges, liens and encumbrances whatsoever as from the date on which the Company shall take possession of those goods and, until the Company takes possession, the goods shall be at the Customer's risk.
18. EXPORT
18.1
Goods supplied by the Company are intended for use only in Australia. In the event of re-export, compliance with the legal export regulations of Australia and/or the relevant country of manufacture of the goods is the responsibility of the Customer.
19. VARIATIONS
19.1
Any variation in the extent or type of Goods and Services required by Customer, or the extent and type of Goods or Services supplied by the Company will be effective only if agreed to by the Company in writing and the sale of such Goods or Services shall be in accordance with the Terms and Conditions of Sale specified herein.
19.2
Any such variation shall entitle the Company to amend the Project Programme to take account of delay occasioned by such variation. 20. SEVERABILITY
20.1
In the event that any provision of this Contract is held invalid or unenforceable, the remaining provisions of this Contract will remain in full force and effect.
21. GOVERNING LAW
21.1
This Contract shall be construed and governed in all respects by the law for the time being in force in New South Wales and the courts of that State shall have sole jurisdiction in respect of any dispute.
22. CONSTRUCTION BY CUSTOMER
22.1
Customer shall carry out construction or alteration of the Premises in accordance with the Plans and Specifications identified in the Construction Schedule hereto and signed by representatives of the parties for identification or, if not so identified, which shall be prepared by or on the instructions and at the cost of the Company and delivered to Customer within thirty (30) days after the date of acceptance of this Proposal (the "Works") and in accordance with the Construction Programme and at the expense of the Customer. Completion of the Works, accordingly, shall be an essential pre-requisite of the delivery and installation of the Goods by the Company.
22.2
Unless otherwise agreed, Customer will be responsible to ensure that the Premises are fully prepared to accept the Equipment on Practical Completion with load bearing capabilities and relevant dimension in accordance with the Construction Schedule and a clean, dust free Premises including, but not limited to, the provision of:
  1. power supply and electrical earthing terminated at points and in a manner specified by the Company including, but not limited to, isolation switches, fuses and terminal blocks all in accordance with the SAA wiring rules and with the requirements of the other statutory authorities ;and
  2. lighting and air conditioning to specifications provided by the Company; and
  3. wall and floor openings as well as all carpentry, plumbing, painting, structural, radiation protection or other works required by the Company for the installation of the Goods.
22.3
Practical Completion of the Works shall occur when, upon inspection of the Works, the Project Manager of the Company certifies, in writing, that the Works have been completed to a stage adequate for the installation and Commissioning of the Goods.
23. ACCESS TO AND POSSESSION OF THE SITE
23.1
Customer will provide suitable access to and possession of the Premises from the date specified in the Construction Programme and, unless otherwise agreed, proper foundations to support the Goods as and when delivered, adequate cranage, lifting tackle and suitable protection for the Goods from time of delivery until Commissioning.
23.2
For the purposes of sub-clause 23.1, the Customer acknowledges the load bearing requirements and dimensions of the Goods as set out in the Construction Schedule.
24. SITE FACILITIES
24.1
Unless otherwise agreed, Customer will be responsible for providing and maintaining all utilities including lighting and power, guarding and watching all the Works until Commissioning and the provision during this period of any temporary facilities necessary by reason of the Works for the accommodation and the protection of the owners and occupiers of adjacent property, the public and others and compliance with all applicable laws.
24.2
Unless otherwise agreed, Customer will be responsible for providing toilet and other site amenities, site office and telephone and secure storage for test instruments and facilities for the removal of rubbish and packing materials until Commissioning.
25. PROGRESS OF THE WORKS
25.1
The Contract Price is based on the performance of the Contract by the Customer and the progression of the construction of the Works in accordance with the Project Programme.
25.2
The Customer shall ensure that at all relevant times during performance of the Contract:
  1. all site preparation work is completed in accordance with the Company specifications prior to the start of the installation of the Goods; and
  2. the Goods are on site and not in any store to which they may have been delivered; and
  3. the work can be done during normal working hours; and
  4. the work can proceed continuously.
25.3
Extra cost incurred by the Company due to any delay resulting from Customer's failure to perform sub-clause 25.1 and sub-clause 25.2 or for any reason whatsoever, other than the neglect or default of the Company or its agents, shall be reimbursed by Customer to the Company upon demand.
25.4
The Customer shall keep the Company informed of progress of the Works and whether or not each stage of the Construction Programme is on time and shall give the Company thirty (30) days prior notice of the likely date of Practical Completion.
26. SUPERVISION, SITE MEETING, DESIGN ETC.
26.1
Unless otherwise agreed, the contract price does not include the costs of:
  1. the checking of or the supervision of the work of contractors other than those contractors directly employed by the Company; or
  2. the attendance at meetings to co-ordinate or review all activities under the Contract on the Premises other than attendance at those meetings which are necessary between the Company and any contractors directly employed by the Company; or
  3. the attendance at meetings with architects, consulting engineers, interior designers or other professions involved with the design of the Works;
and the cost of so doing shall be charged to the Customer at the Company's Hourly Charge for Additional Services.
26.2
The contract price includes the cost of a once-only survey of the Premises for the purposes of programming the installation.
26.3
The contract price includes the cost of the once-only running of computer models and the once-only production of drawings for the planning and design of the installation.
26.4
If any survey or models or drawings in addition to those mentioned in sub-clause 26.2 or sub-clause 26.3 is required by virtue of the act or omission of the Customer or its agents, the Company shall charge the Customer therefore at the Company's Hourly Charge for Additional Service.
27. TESTING
If special tests or tests in additional to the normal Commissioning tests are required to be held in the presence of the Customer or the Customer's representative, these will be charged for at the Company's Hourly Charge for Additional Service and the Customer will provide, when required, free of charge, such labour, materials, apparatus, instruments or other items as may be requisite from time to time and as may be reasonably demanded to carry out such tests. In the event of any delay on the Customer's part in attending such tests after seven (7) days notice that the Company is ready, the tests will proceed in Customer's absence and shall be deemed to have been made in Customer's presence.
28. GST
The amount payable for any taxable supply under or in connection with these Terms and Conditions of Sale will be increased by the rate of Goods and Services Tax ("GST"). The recipient of any such payment shall issue a GST tax invoice or any other thing required under legislation in the form required and in the time provided for by the relevant legislation.
29. ADDITIONAL LIMITATION OF LIABILITY
To the extent permitted by law and subject to clause 8.2 above, Customer agrees that the Company will not be liable to Customer with regard to any claim Customer may make for whatever reason, including a claim based on negligence, for an amount exceeding $2 million.
30. APPORTIONMENT OF LIABILITY
To the extent permitted by law, Customer agrees that to the extent that any loss or damage suffered by the Customer is attributable to fault, negligence or lack of care on Customer's part, then the Company has no liability (in tort, contract or otherwise) for such loss or damage.
31. PRIVACY
The Company complies with the Privacy Act 1988 as amended and is bound by the National Privacy Principles dealing with the collection, use and storage of personal information about individuals. The Company's Privacy Policy may be viewed at www.fujifilm.com.au or a faxed or mailed copy may be requested from the Privacy Officer at privacy@fujifilm.com.au
32. STANDARD TERMS OF TRADE
The Company's Standard Terms of Trade apply in addition to the Fuji Medical Systems Terms and Conditions of Sale. To the extent there is any inconsistency, the Fuji Medical Systems Medical Terms and Conditions of Sale shall prevail.