Terms and Conditions of Trade

Terms and Conditions of Trade

Silvius Construction

Queensland, Australia

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1. Definitions

In these Terms and Conditions:

• “Company”, “we”, “our”, or “Contractor” means Silvius Construction and/or its related entities, employees, subcontractors, and representatives.
• “Client”, “you”, or “Owner” means the person, business, company, or entity engaging the Company.
• “Works” means all labour, services, materials, equipment, design, construction, demolition, excavation, landscaping, carpentry, fencing, retaining, decking, concreting, transport, wet hire, and associated works supplied by the Company.
• “Quote” means any written quotation, estimate, proposal, variation, invoice, scope of works, or pricing schedule issued by the Company.
• “Site” means the location where works are to be undertaken.
• “Practical Completion” means when the works are substantially complete and reasonably capable of being used for their intended purpose, even if minor defects or omissions remain.
• “Variation” means any change to the agreed scope of works including additions, deletions, delays, redesigns, hidden conditions, material changes, or client requested modifications.

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2. Acceptance of Terms

2.1 These Terms and Conditions apply to all quotations, estimates, proposals, works, services, labour, materials, equipment hire, and associated services supplied by the Company unless otherwise expressly agreed in writing by the Company.

2.2 The Client acknowledges that these Terms and Conditions form a legally binding agreement between the parties upon acceptance in any form.

2.3 Acceptance of these Terms and Conditions occurs when the Client:

• accepts a quotation or estimate;
• pays a deposit, progress payment, or invoice;
• instructs the Company to proceed with works;
• signs any document issued by the Company;
• provides verbal approval;
• provides written approval by email, text message, or electronic communication;
• approves a variation;
• allows the Company to commence works;
• permits delivery of materials to Site;
• engages the Company to undertake preparatory works, administration, scheduling, or procurement activities.

2.4 Acceptance may occur through conduct indicating agreement, including:

• requesting works to commence;
• arranging Site access;
• authorising ordering of materials;
• accepting completed works;
• failing to object to works proceeding after receiving these Terms.

2.5 The Client acknowledges that acceptance of a quotation or commencement of works constitutes acceptance of:

• these Terms and Conditions;
• the quoted pricing;
• the scope of works;
• approved variations;
• all associated policies and procedures issued by the Company.

2.6 Where the Client engages the Company on behalf of:

• a company;
• trust;
• partnership;
• property owner;
• family member;
• body corporate; or
• another entity,

the person providing instructions warrants that they have full authority to bind that entity to these Terms and Conditions.

2.7 If more than one person engages the Company, each person shall be jointly and severally liable for all obligations, payments, and liabilities arising under the agreement.

2.8 These Terms and Conditions apply to all future works, variations, maintenance, additional services, and subsequent projects carried out by the Company for the Client unless otherwise agreed in writing.

2.9 Any terms or conditions supplied by the Client, whether contained in purchase orders, emails, work orders, or other documents, shall have no force or effect unless expressly accepted in writing by the Company.

2.10 These Terms and Conditions prevail over any inconsistent or conflicting terms proposed by the Client unless the Company expressly agrees otherwise in writing.

2.11 The Company reserves the right to amend or update these Terms and Conditions from time to time, with updated Terms applying to future works or quotations issued after the amendment date.

2.12 The Client acknowledges that they have had reasonable opportunity to:

• read these Terms and Conditions;
• seek independent legal or financial advice;
• ask questions regarding the agreement,

prior to accepting the quotation or engaging the Company.

 

1.1 Headings are for convenience only and do not affect interpretation.

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3. Quotations & Pricing

3.1 Quotes are valid for fourteen (14) days unless otherwise stated.

3.2 Quotes are based on information available at the time of preparation and may be subject to adjustment where:

• site conditions differ;
• engineering or council requirements change;
• hidden conditions are discovered;
• supplier pricing increases;
• access conditions vary;
• scope changes occur; or
• delays outside the Company’s control arise.

3.3 Unless specifically stated, quotes exclude:

• council approvals;
• engineering;
• certifications;
• surveying;
• soil testing;
• asbestos removal;
• utility relocations;
• electrical;
• plumbing;
• landscaping;
• painting;
• temporary fencing;
• accommodation costs;
• crane hire;
• traffic control;
• rock excavation;
• disposal of hazardous materials.

3.4 All prices are in Australian Dollars and may be inclusive or exclusive of GST as stated on the quote.

3.5 Estimates are indicative only and may vary upon final measurement or completion.

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4. Payment Terms

4.1 Deposit

4.1.1 A deposit of up to fifty percent (50%) of the total quoted contract price may be required prior to commencement of works, scheduling of works, procurement of materials, allocation of labour, engineering, drafting, administration, or any associated project preparation activities.

4.1.2 The Client acknowledges and agrees that the Company incurs substantial upfront costs upon acceptance of the quote, including but not limited to:

• ordering custom or non-returnable materials;
• supplier deposits and procurement costs;
• fabrication and manufacturing costs;
• project planning and administration;
• scheduling and allocation of labour;
• booking subcontractors and machinery;
• engineering, drafting, certification, and permit costs;
• travel, delivery, and logistics expenses.

4.1.3 No works will be scheduled and no materials will be ordered until the required deposit has been received in cleared funds unless otherwise agreed in writing.

4.1.4 Deposits are strictly non-refundable once any of the following has occurred:

• materials have been ordered, manufactured, fabricated, or supplied;
• labour, subcontractors, or machinery have been allocated or scheduled;
• administration, estimating, drafting, engineering, or project planning work has commenced;
• council approvals, permits, certifications, or applications have been arranged or submitted;
• the project has been reserved within the Company’s construction schedule;
• custom made or special-order products have been purchased;
• works have commenced on-site or off-site.

4.1.5 Where the Client cancels the project after acceptance, the Client agrees the Company may retain all or part of the deposit to cover:

• administration costs;
• labour and scheduling losses;
• supplier cancellation fees;
• material restocking fees;
• project management time;
• unrecoverable material costs;
• subcontractor cancellation costs;
• loss of scheduled work allocation.

4.1.6 If the deposit and incurred costs do not fully cover the Company’s losses resulting from cancellation, suspension, or breach by the Client, the Company reserves the right to recover additional reasonable costs incurred.

4.1.7 Any refund of deposit monies shall be assessed having regard to costs incurred, supplier commitments, scheduling losses, and the Company’s legal obligations under applicable legislation.

4.1.8 The Client acknowledges that project scheduling is dependent upon acceptance of these Terms and payment of the required deposit, and delays in payment may result in rescheduling of commencement dates and supplier lead times.

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4.2 Progress Payments

The Company may issue progress claims during the project including for:

• commencement;
• completed stages;
• delivered materials;
• labour completed;
• milestones reached;
• delays caused by the Client;
• variation works.

Unless otherwise stated:

• progress claims are due within 7 days of invoice date for residential work;
• commercial accounts are due within 7 days unless approved otherwise in writing.

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4.3 Final Payment

4.3.1 Final payment is due immediately upon Practical Completion of the works or within three (3) calendar days of the final invoice being issued, whichever occurs first, unless otherwise agreed in writing.

4.3.2 Practical Completion shall be deemed to have occurred when the works are substantially complete and capable of being used for their intended purpose, notwithstanding that:

• minor defects or omissions remain;
• cosmetic touch-ups are outstanding;
• cleaning or minor adjustments are incomplete;
• non-essential items remain pending;
• warranty inspections are pending;
• defects liability items are yet to be rectified.

4.3.3 The Client acknowledges that minor defects, maintenance items, or minor aesthetic concerns do not constitute grounds for withholding payment where the works are otherwise substantially complete.

4.3.4 The Client must not withhold, delay, offset, or reduce payment due to:

• minor defects;
• incomplete touch-ups;
• aesthetic concerns;
• pending warranty claims;
• weather-related delays;
• supplier delays;
• disputes unrelated to the invoiced amount;
• delays caused by third parties;
• dissatisfaction with matters outside the Company’s control;
• council or certification processing delays;
• minor cleaning or site presentation issues;
• punch list or defect list items that do not prevent reasonable use of the works.

4.3.5 The Company shall be entitled to submit the final invoice upon Practical Completion even where:

• the Client has not yet occupied or used the works;
• external inspections are pending;
• minor rectification works remain outstanding;
• third-party trades are incomplete;
• the Client requests delays to completion.

4.3.6 The Client acknowledges that failure to make final payment constitutes a substantial breach of contract and may result in:

• suspension of remaining works;
• refusal to return for non-essential rectifications;
• withholding of warranties, certificates, manuals, or compliance documentation;
• debt recovery proceedings;
• adjudication under the Building Industry Fairness (Security of Payment) Act 2017 (Qld);
• recovery of interest, legal fees, and collection costs.

4.3.7 The Company reserves the right to charge interest on overdue final payments at a rate of twelve percent (12%) per annum calculated daily from the due date until payment is received in full.

4.3.8 The Client agrees that all payments claimed by the Company are valid payment claims under the Building Industry Fairness (Security of Payment) Act 2017 (Qld), where applicable.

4.3.9 The Company will provide reasonable opportunity for inspection of the works prior to final payment becoming due, however failure by the Client to attend inspections, respond to completion notices, or arrange access shall not delay the due date for payment.

4.3.10 Acceptance, occupation, use of the works, movement of furniture into the area, installation of third-party fixtures, or use of the completed works by the Client shall be deemed acceptance of Practical Completion.

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4.4 Late Payments

If payment is overdue, the Company may:

• suspend works immediately;
• remove staff/equipment from site;
• withhold certifications or warranties;
• refuse further service;
• recover debt collection costs;
• charge interest at 12% per annum calculated daily;
• lodge claims under the Building Industry Fairness (Security of Payment) Act 2017 (Qld).

The Client is liable for:

• legal costs;
• debt recovery costs;
• adjudication fees;
• administration fees;
• collection agency fees,

on a full indemnity basis.

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4.5 Ownership of Materials

4.5.1 Legal and beneficial ownership of all materials, goods, equipment, products, fixtures, and supplied items provided by the Company shall remain the sole property of the Company until all monies owing by the Client have been paid in full, including:

• deposits;
• progress payments;
• variation amounts;
• interest;
• administration fees;
• delivery charges;
• debt recovery costs;
• any other amounts payable under the contract.

4.5.2 Risk in the materials passes to the Client upon delivery to the Site, however ownership shall remain with the Company until full payment has been received in cleared funds.

4.5.3 The Client acknowledges that materials delivered to the Site may include:

• unfixed materials;
• partially installed materials;
• fabricated items;
• special order products;
• custom manufactured goods,

and that ownership of all such items remains with the Company until payment is made in full.

4.5.4 Where payment is overdue, the Company reserves the right, to the extent permitted by law, to:

• suspend works;
• cease supply of materials;
• remove unfixed materials from the Site;
• recover equipment, tools, machinery, or goods;
• refuse delivery of additional materials;
• prevent further use of supplied goods until payment is received.

4.5.5 The Client irrevocably grants the Company permission to enter the Site or any premises where the goods are located for the purpose of inspecting, recovering, repossessing, or securing unpaid materials, equipment, or goods, provided such entry is lawful and reasonable.

4.5.6 The Client agrees:

• not to sell, dispose of, damage, or encumber unpaid materials;
• not to represent unpaid goods as being fully owned by the Client;
• to keep supplied goods identifiable where reasonably possible;
• to immediately notify the Company if unpaid materials are damaged, removed, or affected by third-party claims.

4.5.7 The Company shall not be liable for any damage reasonably caused during the lawful recovery or removal of unpaid materials, provided reasonable care is taken.

4.5.8 Where materials have been incorporated into the works and cannot reasonably be removed without causing damage, the Company reserves all legal rights available for recovery of unpaid amounts, including:

• debt recovery action;
• adjudication under the Building Industry Fairness (Security of Payment) Act 2017 (Qld);
• claims under the Personal Property Securities Act 2009 (Cth) (“PPSA”);
• court proceedings.

4.5.9 The Client agrees that these Terms create a security interest under the Personal Property Securities Act 2009 (Cth) and consents to the Company registering its interest on the Personal Property Securities Register (PPSR) where applicable.

4.5.10 The Client agrees to do all things reasonably necessary to assist the Company in protecting and enforcing its rights under the PPSA, including signing documents and providing information required for registration or enforcement.

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5. Variations

5.1 The Client acknowledges that any change, alteration, addition, omission, substitution, redesign, delay, or modification to the agreed scope of works constitutes a Variation.

5.2 Variations may result in:

• increased material costs;
• additional labour charges;
• machinery or equipment hire costs;
• increased subcontractor costs;
• engineering or certification costs;
• delivery or supplier charges;
• project delays;
• rescheduling of works;
• additional deposits or progress payments;
• revised completion dates.

5.3 The Company is not required to commence or complete Variation works until:

• the Variation has been approved by the Client; and/or
• any requested deposit or progress payment relating to the Variation has been paid.

5.4 Variations requested by the Client may include, but are not limited to:

• additional works;
• scope upgrades;
• changes to dimensions or layouts;
• product substitutions;
• redesigns;
• additional excavation;
• relocation of structures;
• changes to finishes or colours;
• additional labour requests;
• after-hours works;
• staged works;
• return visits requested by the Client.

5.5 Variations may be approved by:

• signed document;
• email;
• text message;
• verbal instruction;
• social media message;
• onsite direction;
• acceptance of revised pricing;
• conduct reasonably indicating approval;
• permitting the Company to proceed with the changed works.

5.6 The Client acknowledges that verbal instructions or informal approvals provided by the Client, their representative, spouse, tenant, site supervisor, or agent may be relied upon by the Company as authority to proceed with Variation works.

5.7 The Company may issue Variations where additional works or costs arise due to circumstances beyond the Company’s reasonable control, including but not limited to:

• hidden site conditions;
• unsuitable or reactive soil;
• rock or sandstone excavation;
• buried concrete, footings, debris, or obstructions;
• groundwater or drainage issues;
• tree roots;
• undocumented underground services;
• asbestos or contaminated materials;
• structural movement or defects;
• unsafe site conditions;
• non-compliant existing structures;
• termite damage or rot;
• engineering changes;
• council requirements;
• weather-related damage;
• access restrictions;
• delays caused by other trades or the Client.

5.8 Where unforeseen conditions are encountered, the Company may suspend affected works until:

• the condition is assessed;
• revised pricing is provided;
• engineering or specialist advice is obtained;
• the Client approves the required Variation.

5.9 The Client acknowledges that quoted pricing is based on information visible and reasonably available at the time of quoting only, and the Company is not responsible for costs arising from hidden or undisclosed conditions.

5.10 Variations are payable immediately upon invoice unless otherwise agreed in writing.

5.11 The Company reserves the right to require:

• upfront payment;
• additional deposit payments;
• progress payments,

before commencing Variation works.

5.12 Failure by the Client to approve necessary Variations may result in:

• delays to the project;
• suspension of works;
• inability to complete the project;
• termination of the contract where the works cannot reasonably proceed.

5.13 The Client must not direct the Company to proceed with works that:

• breach Australian Standards;
• breach engineering requirements;
• breach manufacturer specifications;
• breach building legislation;
• create unsafe conditions.

The Company reserves the right to refuse such instructions.

5.14 Any estimated completion dates provided prior to Variations being issued shall automatically extend by a reasonable period necessary to account for:

• additional works;
• material lead times;
• labour scheduling;
• weather impacts;
• supplier delays;
• re-attendance requirements.

5.15 The Company is not liable for delays, additional costs, or consequential losses resulting from Variations requested or caused by the Client.

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6. Hidden Conditions

6.1 Quotes are based on visible site conditions only.

6.2 Additional charges may apply for:

• rock excavation;
• sandstone;
• concrete obstructions;
• tree roots;
• contaminated soil;
• asbestos;
• buried debris;
• poor access;
• unsuitable ground;
• groundwater;
• unstable structures.

6.3 Unless stated otherwise, excavation pricing allows for standard earth conditions only.

6.4 Rock excavation, jackhammering, hand digging, dewatering, or specialist machinery will incur additional charges.

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7. Site Access & Client Responsibilities

7.1 The Client is responsible for ensuring the Site is safe, accessible, and reasonably ready for the Company to commence and carry out the works efficiently.

7.2 The Client must provide:

• safe, clear, and uninterrupted access to the Site;
• adequate access for vehicles, machinery, trailers, concrete trucks, pumps, deliveries, and equipment where required;
• suitable working space around the work area;
• access to electricity, water, and toilet facilities where reasonably required;
• accurate information regarding underground services, easements, sewer lines, and property boundaries.

7.3 Unless otherwise stated in writing, the Company’s pricing is based on the assumption that:

• machinery can access the Site safely;
• access pathways are clear and structurally suitable;
• deliveries can occur without unreasonable delay;
• no extraordinary lifting, cranage, pumping, or manual handling is required.

Additional charges may apply where access conditions differ from those reasonably anticipated at the time of quoting.

7.4 The Client must, prior to commencement of works:

• remove or protect valuables, furniture, vehicles, fragile items, landscaping, and personal belongings;
• ensure children, pets, tenants, and visitors remain clear of work areas;
• provide all necessary keys, access codes, or permissions;
• ensure neighbouring properties can be accessed where required for construction activities;
• obtain any neighbour approvals necessary for access, boundary works, or temporary encroachments.

7.5 The Company shall not be responsible for damage to:

• concealed services;
• unmarked pipes or cables;
• irrigation systems;
• hidden drainage;
• landscaping adjacent to construction zones;
• items left within or near active work areas,

unless caused by the Company’s negligence.

7.6 The Client warrants that all known hazards and site conditions have been disclosed prior to commencement, including but not limited to:

• asbestos-containing materials;
• contaminated soil;
• unstable structures;
• unsafe electrical installations;
• underground services;
• sewer infrastructure;
• flooding or drainage issues;
• termite damage;
• dangerous animals;
• restricted access conditions.

7.7 If the Company encounters unsafe conditions, undisclosed hazards, or dangerous situations, the Company may:

• suspend works immediately;
• leave the Site until safe conditions are restored;
• engage specialist contractors;
• issue a Variation for additional costs incurred.

7.8 The Client acknowledges that construction sites are inherently hazardous and agrees to keep unauthorised persons away from active work areas at all times.

7.9 Delays caused by the following may result in additional charges, extensions of time, or rescheduling:

• inaccessible or unsafe sites;
• restricted machinery access;
• blocked driveways or work areas;
• delays caused by other trades;
• neighbour disputes;
• council or authority delays;
• utility outages;
• weather events;
• flooding or wet ground conditions;
• client unavailability;
• failure to provide instructions or approvals;
• delayed material selections by the Client;
• lack of site preparation.

7.10 Where the Company is unable to proceed due to reasons outside its reasonable control, including Client-caused delays, the Company reserves the right to charge for:

• downtime;
• labour stand-down costs;
• additional travel;
• re-attendance;
• machinery idle time;
• rescheduling costs;
• storage fees;
• administration time.

7.11 If the Site becomes unavailable after works are scheduled, the Company reserves the right to reallocate labour and reschedule the project to the next available timeframe.

7.12 The Client acknowledges that estimated commencement and completion dates are subject to ongoing access availability and site readiness.

7.13 The Company reserves the right to refuse entry to the Site or suspend works where:

• abusive or threatening behaviour occurs;
• unsafe conditions exist;
• legal access rights are unclear;
• the Site poses unacceptable safety or operational risks.

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8. Delays & Extensions of Time

8.1 Any estimated commencement dates, milestone dates, or completion dates provided by the Company are estimates only and are subject to change due to factors outside the Company’s reasonable control.

8.2 The Company shall be entitled to reasonable extensions of time for any delay, disruption, suspension, or interruption to the works caused directly or indirectly by:

• weather events;
• rain, storms, flooding, or high winds;
• wet ground conditions;
• unsafe working conditions;
• material shortages;
• supplier delays;
• manufacturing delays;
• transport or freight delays;
• labour shortages;
• subcontractor unavailability;
• council or authority delays;
• certification or inspection delays;
• engineering delays;
• client requested Variations;
• additional works;
• latent site conditions;
• rock, groundwater, or hidden obstructions;
• site access restrictions;
• neighbour disputes;
• utility outages;
• industrial action;
• strikes;
• machinery breakdowns;
• acts of God;
• pandemics or government restrictions;
• delays caused by other trades;
• delays in client selections, approvals, or instructions;
• late payments by the Client;
• suspension of works under these Terms.

8.3 The Client acknowledges that construction work is heavily dependent on weather, site conditions, supplier availability, labour availability, and external contractors, and that delays are common within the building industry.

8.4 The Company shall not be liable for:

• project delays;
• consequential losses;
• loss of income;
• accommodation costs;
• financing costs;
• rental expenses;
• liquidated damages;
• inconvenience;
• business interruption;
• loss of opportunity,

arising from delays outside the Company’s reasonable control.

8.5 Wet weather days and unsuitable ground conditions shall automatically extend the construction period by a reasonable amount of time, including time required for:

• site drying;
• remediation;
• re-establishment of safe access;
• restoration of damaged work areas;
• rebooking of labour, machinery, and suppliers.

8.6 Where works are delayed due to the Client, including:

• late approvals;
• failure to provide access;
• delayed selections;
• non-payment;
• requested changes;
• occupation of work areas;
• interference with works,

the Company may:

• reschedule the works;
• suspend the project;
• claim additional costs;
• revise completion dates.

8.7 The Company reserves the right to prioritise other scheduled projects where delays caused by the Client impact the agreed construction schedule.

8.8 If delays result in increased costs to the Company, including but not limited to:

• material price increases;
• additional labour costs;
• machinery re-attendance;
• storage costs;
• supplier surcharges;
• extended site attendance;
• travel or mobilisation costs,

such costs may be charged to the Client as a Variation.

8.9 The Company is not responsible for delays caused by third parties, including:

• utility providers;
• councils;
• certifiers;
• engineers;
• surveyors;
• suppliers;
• neighbouring property owners;
• other contractors engaged by the Client.

8.10 Where the Company is prevented from accessing or continuing works for an extended period, the Company reserves the right to:

• demobilise from Site;
• remove equipment and materials;
• invoice for completed works and incurred costs;
• renegotiate commencement dates;
• terminate or suspend the agreement where appropriate.

8.11 Any extension of time granted under this clause shall not constitute breach of contract by the Company.

8.12 The Client agrees that no compensation, damages, back charges, penalties, or claims shall be payable by the Company for delays beyond the Company’s reasonable control.

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9. Materials

9.1 The Client acknowledges that building and construction materials are subject to normal manufacturing tolerances, natural variation, environmental conditions, and supplier inconsistencies.

9.2 Materials supplied or installed by the Company may vary slightly in:

• colour;
• grain;
• texture;
• pattern;
• sheen;
• finish;
• dimensions;
• profile;
• coating;
• thickness;
• alignment;
• batch consistency;
• manufacturing tolerances.

Such variations are considered normal industry characteristics and do not constitute defects.

9.3 The Company does not guarantee exact colour matching between:

• material batches;
• existing structures;
• previously installed products;
• sample displays;
• supplier catalogues;
• online images;
• replacement materials.

9.4 The Client acknowledges that natural products, including timber and stone products, may change appearance over time due to:

• weather exposure;
• UV exposure;
• moisture;
• temperature changes;
• natural ageing;
• tannin bleed;
• oxidation;
• movement.

These natural changes are not considered defects.

9.5 Timber products may naturally:

• shrink;
• expand;
• twist;
• bow;
• split;
• cup;
• crack;
• warp;
• check;
• move;
• fade;
• weather unevenly.

Such characteristics are inherent to timber products and are not defects in workmanship or materials.

9.6 Minor movement, settlement, joint separation, nail pops, and material expansion/contraction may occur due to seasonal and environmental conditions and shall not constitute defective workmanship where works comply with applicable standards and tolerances.

9.7 The Company is not responsible for:

• manufacturer defects;
• supplier delays;
• discontinued products;
• colour inconsistencies between batches;
• damage caused after delivery;
• fading or deterioration due to environmental exposure;
• corrosion caused by coastal, chemical, or environmental conditions unless specifically warranted by the manufacturer.

9.8 Where manufacturer warranties apply, such warranties are limited strictly to the manufacturer’s terms and conditions. The Company will reasonably assist the Client in lodging warranty claims but accepts no liability beyond its statutory obligations.

9.9 The Company reserves the right to substitute equivalent materials where:

• products become unavailable;
• supply shortages occur;
• manufacturing delays arise;
• suppliers discontinue products,

provided the substitute materials are reasonably comparable in quality and functionality.

9.10 Where the Client supplies materials, fixtures, fittings, or products:

• the Company provides no warranty whatsoever on those items;
• the Company accepts no liability for defects, failures, or incompatibility;
• the Client is solely responsible for ensuring suitability, compliance, and correct quantities;
• any delays caused by missing, damaged, defective, incorrect, or late supplied materials may result in additional charges.

9.11 Additional labour, travel, downtime, storage, or re-attendance costs arising from Client-supplied materials may be charged as a Variation, including where:

• products are incorrect;
• products arrive damaged;
• installation instructions are unavailable;
• components are missing;
• materials are unsuitable for installation;
• additional preparation is required.

9.12 The Company is not responsible for damage caused by:

• hidden defects in supplied materials;
• incompatible products;
• faulty manufacturer specifications;
• improper storage by the Client or third parties after delivery.

9.13 Unless otherwise stated in writing, materials delivered to Site become the responsibility of the Client for:

• theft;
• vandalism;
• weather exposure;
• accidental damage;
• misuse by third parties.

9.14 The Client acknowledges that some materials may require ongoing maintenance, including but not limited to:

• painting;
• oiling;
• sealing;
• cleaning;
• corrosion treatment;
• re-coating;
• periodic inspections.

Failure to properly maintain materials may void applicable warranties.

9.15 Samples, brochures, showroom displays, and promotional images are indicative only and may not represent exact final installed appearance due to manufacturing and environmental variations.

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10. Concrete & Earthworks

10.1 Unless specified otherwise:

• excavation allows for standard soil conditions;
• concrete thicknesses are nominal;
• tolerances comply with applicable Australian Standards.

10.2 The Client acknowledges:

• cracking in concrete may occur;
• hairline shrinkage cracking is common and does not constitute defective workmanship where works comply with applicable standards;
• colour variation is normal;
• minor surface imperfections are common;
• curing and weather impact final appearance.

10.3 The Company is not responsible for:

• cracking due to ground movement;
• tree roots;
• reactive soil;
• excessive loading;
• third-party damage.

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11. Fencing & Retaining Walls

11.1 Fence lines are installed based on Client instruction unless survey plans are supplied.

11.2 The Company accepts no liability for incorrect boundaries unless a licensed survey has been provided.

11.3 Retaining walls are not designed or warranted as structural retaining systems or surcharge retaining walls unless expressly engineered and stated in writing.

11.4 Minor movement, settlement, or timber shrinkage may occur over time and is not considered defective workmanship.

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12. Decking & Timber Structures

12.1 Timber decking is a natural product and may:

• fade;
• split;
• move;
• shrink;
• require maintenance;
• become slippery when wet or contaminated with mould, leaf matter, tannins, or organic debris.

12.2 Ongoing maintenance including oiling, cleaning, resealing, and inspections are the Client’s responsibility.

12.3 Water ponding, leaf staining, or weathering caused after handover is excluded from warranty.

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13. Wet Hire & Equipment Hire

13.1 Wet hire includes operator only unless otherwise stated.

13.2 Minimum hire charges may apply and may include mobilisation, travel, setup, and wash down time.

13.3 Delays caused by the Client, other contractors, or inaccessible sites are chargeable.

13.4 The Client is responsible for underground service location unless otherwise agreed.

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14. Safety

14.1 The Client acknowledges that construction sites are inherently hazardous environments and agrees to comply with all reasonable safety directions provided by the Company, its workers, subcontractors, and site representatives.

14.2 The Company reserves the absolute right to suspend, postpone, or cease works immediately where, in the Company’s opinion, unsafe conditions exist or there is a risk to:

• workers;
• subcontractors;
• visitors;
• neighbouring properties;
• the public;
• the Site;
• plant or equipment.

14.3 Unsafe conditions may include, but are not limited to:

• unstable ground or structures;
• hazardous weather conditions;
• electrical hazards;
• unprotected excavations;
• unsafe access;
• aggressive or abusive behaviour;
• uncontrolled animals;
• unsafe scaffolding or temporary works;
• asbestos or hazardous materials;
• unmarked underground services;
• interference from third parties;
• intoxicated persons on Site;
• failure to comply with site safety directions.

14.4 The Client must not:

• direct workers to perform unsafe works;
• request works that breach Australian Standards, engineering requirements, manufacturer specifications, or legislation;
• interfere with safety barriers, signage, temporary supports, or protective systems;
• instruct workers to bypass safe work procedures;
• pressure workers to perform works in unsafe weather or site conditions.

14.5 The Company reserves the right to refuse any instruction that:

• breaches workplace health and safety legislation;
• creates an unsafe condition;
• may damage property or infrastructure;
• compromises structural integrity;
• exposes workers or others to unreasonable risk.

14.6 The Client acknowledges that all works will be carried out in accordance with applicable:

• Workplace Health and Safety legislation;
• Queensland building legislation;
• Australian Standards;
• manufacturer installation requirements;
• Safe Work Method Statements (SWMS);
• site safety procedures.

14.7 Where additional safety measures are required due to:

• site conditions;
• council requirements;
• Client requests;
• neighbouring property conditions;
• public access areas;
• working at heights;
• confined spaces;
• traffic management requirements;
• asbestos risks;
• engineering requirements,

the Company may charge additional costs as a Variation.

14.8 Additional safety-related costs may include:

• scaffolding;
• edge protection;
• fall protection systems;
• traffic control;
• temporary fencing;
• spotters;
• safety supervision;
• specialised PPE;
• site inductions;
• engineered safety systems;
• temporary structural supports.

14.9 The Client must ensure children, pets, tenants, guests, and unauthorised persons remain clear of active construction areas at all times.

14.10 The Company is not liable for injury, loss, or damage caused by unauthorised access to the work area by the Client, occupants, visitors, or third parties.

14.11 Where the Company is delayed, interrupted, or required to suspend works due to safety concerns outside its reasonable control, the Company shall be entitled to:

• extensions of time;
• recovery of additional costs;
• rescheduling of works;
• standby charges for labour or equipment.

14.12 The Client agrees to immediately notify the Company of any known hazards on Site, including:

• asbestos-containing materials;
• unsafe structures;
• underground services;
• contaminated soil;
• hazardous chemicals;
• dangerous animals;
• flooding or drainage issues;
• electrical hazards.

14.13 The Company may engage specialist contractors or consultants where hazardous conditions are identified, and associated costs shall be payable by the Client where such conditions were not reasonably identifiable at the time of quoting.

14.14 Any suspension of works required for safety reasons shall not constitute breach of contract by the Company.

14.15 Abuse, Harassment & Unacceptable Behaviour

The Company maintains a zero-tolerance policy toward abusive, threatening, aggressive, discriminatory, intimidating, or inappropriate behaviour directed toward:

• the Company;
• employees;
• subcontractors;
• suppliers;
• consultants;
• delivery drivers; or
• any person engaged on the project.

14.16 Unacceptable behaviour includes, but is not limited to:

• verbal abuse;
• yelling or intimidation;
• threats;
• harassment;
• discriminatory comments;
• aggressive confrontation;
• physical intimidation;
• bullying;
• abusive phone calls, emails, or messages;
• interference with workers performing their duties;
• intoxicated or aggressive conduct on Site.

14.17 The Client is responsible for ensuring that all persons associated with the Site, including:

• family members;
• tenants;
• occupants;
• visitors;
• neighbours acting on the Client’s behalf;
• other contractors engaged by the Client,

conduct themselves in a safe and respectful manner toward Company personnel.

14.18 The Company reserves the right to immediately:

• suspend works;
• remove workers from Site;
• refuse access to Site;
• reschedule works;
• terminate or suspend the agreement,

where abusive, threatening, or unsafe behaviour occurs.

14.19 Any delays, downtime, rescheduling costs, lost productivity, demobilisation costs, additional travel, administration time, or security costs arising from abusive or inappropriate behaviour shall be payable by the Client as a Variation.

14.20 The Company will not tolerate any conduct that causes workers or contractors to feel unsafe while carrying out their duties.

14.21 Where serious abusive, threatening, or unsafe behaviour occurs, the Company reserves the right to report the matter to:

• Workplace Health and Safety Queensland;
• Queensland Police;
• relevant regulatory authorities;
• legal representatives.

14.22 Suspension or termination of works due to abusive or unsafe conduct shall not relieve the Client from liability for:

• completed works;
• ordered materials;
• cancellation costs;
• administration costs;
• outstanding invoices;
• loss or damage incurred by the Company.

________________________________________

15. Insurance & Risk

15.1 The Company maintains applicable insurances as required by law.

15.2 Risk in the works passes to the Client upon:

• delivery of materials;
• Practical Completion; or
• occupation/use of the works.

15.3 The Client should maintain adequate home and property insurance during construction.

________________________________________

16. Warranties

16.1 Statutory warranties apply in accordance with the Queensland Building and Construction Commission Act 1991 (Qld).

16.2 Warranty claims do not apply where defects arise from:

• lack of maintenance;
• fair wear and tear;
• movement;
• storm damage;
• misuse;
• third-party works;
• unauthorised modifications;
• failure of client supplied products.

16.3 The Client must notify the Company in writing of defects within a reasonable timeframe.

16.4 The Company must be given reasonable opportunity to inspect and rectify defects before others are engaged.

________________________________________

17. Defects Liability

17.1 The Client acknowledges that minor defects, omissions, cosmetic imperfections, or incomplete touch-up items do not prevent Practical Completion where the works are otherwise substantially complete and fit for their intended use.

17.2 Minor defects may include, but are not limited to:

• paint touch-ups;
• sealant touch-ups;
• minor scratches or marks;
• minor alignment adjustments;
• cosmetic finishing items;
• shrinkage cracks;
• settlement movement;
• cleaning items;
• replacement of minor hardware;
• adjustment of doors, gates, or fittings.

17.3 The existence of minor defects or incomplete minor items shall not entitle the Client to:

• withhold payment;
• delay final payment;
• refuse Practical Completion;
• deny reasonable access for rectification;
• engage third parties without first allowing the Company opportunity to rectify.

17.4 The Company shall be provided reasonable opportunity to inspect and rectify any alleged defects before the Client engages others to undertake rectification works.

17.5 The Company may rectify defects within a reasonable timeframe having regard to:

• weather conditions;
• safety requirements;
• material availability;
• supplier lead times;
• subcontractor availability;
• workload and scheduling commitments;
• site accessibility;
• severity and urgency of the defect.

17.6 Rectification works may be scheduled together with other nearby projects or during standard business operating periods.

17.7 The Client must provide safe, clear, and reasonable access to the Site for inspection and rectification works.

17.8 Failure or refusal by the Client to provide reasonable access for inspection or rectification:

• voids the related warranty claim;
• releases the Company from responsibility for the alleged defect;
• prevents the Client from claiming rectification costs from the Company.

17.9 The Company is not liable for defects, damage, or deterioration caused by:

• normal wear and tear;
• lack of maintenance;
• misuse or abuse;
• accidental damage;
• movement of structures;
• reactive soil conditions;
• weather events;
• flooding;
• storms;
• foundation movement;
• tree roots;
• third-party works or interference;
• modifications by others;
• failure of Client-supplied materials;
• failure to follow maintenance requirements.

17.10 Natural movement and minor cosmetic changes resulting from:

• timber expansion or shrinkage;
• seasonal movement;
• settlement;
• concrete cracking within accepted industry tolerances;
• normal weathering,

shall not constitute defective workmanship.

17.11 Any warranty or defects liability period shall commence from the date of Practical Completion.

17.12 Emergency or after-hours rectification requests requested by the Client which do not involve urgent safety issues may incur additional charges.

17.13 The Company reserves the right to determine the appropriate method of rectification, repair, replacement, or adjustment for any valid defect claim.

17.14 The Client must notify the Company in writing of alleged defects within a reasonable timeframe after becoming aware of the issue and provide reasonable details and photographs where requested.

17.15 The Company shall not be responsible for any costs incurred by the Client from engaging third parties to inspect, rectify, or replace works unless the Company has first been given reasonable written notice and opportunity to rectify the issue itself.

17.16 Any disputes relating to defects shall be assessed with reference to:

• applicable Australian Standards;
• QBCC guidelines;
• manufacturer specifications;
• accepted building tolerances and practices within Queensland.

________________________________________

18. Suspension & Termination

18.1 The Company reserves the right to suspend, postpone, or terminate the works immediately, without liability, where:

• payments are overdue;
• the Client fails to comply with these Terms and Conditions;
• the Client breaches the agreed contract or scope of works;
• unsafe Site conditions exist;
• access to the Site is restricted or denied;
• required approvals or permits are not obtained;
• the Client interferes with the works;
• abusive, threatening, aggressive, or harassing behaviour occurs;
• the Client directs workers to undertake unsafe or non-compliant works;
• the Company reasonably believes continuing works would expose workers, subcontractors, or the Company to unreasonable risk;
• insolvency, bankruptcy, liquidation, or financial distress of the Client is suspected or occurs;
• the Client fails to provide required instructions, selections, or approvals within a reasonable timeframe.

18.2 Suspension or termination under this clause shall not constitute breach of contract by the Company.

18.3 Where works are suspended, the Company may:

• remove workers from Site;
• demobilise plant, machinery, equipment, and materials;
• reschedule the project;
• secure the Site where reasonably necessary;
• issue invoices for completed works, ordered materials, and incurred costs;
• refuse to recommence works until outstanding issues are resolved.

18.4 The Client acknowledges that suspension of works may result in:

• delays to completion;
• increased costs;
• remobilisation charges;
• supplier price increases;
• subcontractor rescheduling costs;
• additional administration and project management fees.

Such costs shall be payable by the Client as a Variation.

18.5 The Client remains fully liable for all amounts incurred by the Company up to the date of suspension or termination, including but not limited to:

• completed works;
• partially completed works;
• ordered or fabricated materials;
• supplier cancellation fees;
• delivery charges;
• labour costs;
• subcontractor costs;
• machinery and equipment hire;
• demobilisation and remobilisation costs;
• administration and project management costs;
• storage fees;
• waste removal;
• restocking fees;
• loss of scheduled work allocation;
• loss arising from reserved construction scheduling;
• debt recovery and legal costs.

18.6 Where the Client terminates the agreement after acceptance of the quote or commencement of project preparation, the Company reserves the right to retain any deposit paid and recover any additional losses reasonably incurred.

18.7 If works are suspended due to overdue payments, the Company may require:

• full payment of outstanding invoices;
• payment of accrued interest;
• additional security or deposits;
• payment for remobilisation costs,

before recommencing works.

18.8 The Company shall not be liable for:

• delays;
• consequential losses;
• financing costs;
• accommodation expenses;
• business interruption;
• penalties;
• damages,

arising from suspension or termination permitted under these Terms.

18.9 The Company reserves the right to terminate or suspend the agreement permanently where:

• repeated payment defaults occur;
• abusive or threatening conduct occurs;
• unsafe conditions remain unresolved;
• the Client substantially breaches the agreement;
• continuation of works becomes commercially impractical or unsafe.

18.10 Upon termination, all unpaid amounts owing to the Company become immediately due and payable.

18.11 The Company may recover unpaid amounts through:

• debt recovery proceedings;
• adjudication under the Building Industry Fairness (Security of Payment) Act 2017 (Qld);
• court proceedings;
• enforcement under the Personal Property Securities Act 2009 (Cth).

18.12 The Company reserves all rights to recover or secure unpaid materials, equipment, and goods supplied to the Site in accordance with these Terms and applicable legislation.

18.13 Any extension of time caused by suspension, delayed recommencement, or termination-related delays shall automatically extend the project completion period by a reasonable timeframe determined by the Company.

________________________________________

19. Limitation of Liability

19.1 To the maximum extent permitted by law, the Company excludes all liability for any indirect, incidental, special, punitive, or consequential loss or damage arising from or related to the works, including but not limited to:

• loss of profit;
• loss of revenue;
• loss of business opportunity;
• loss of rental income;
• financing costs;
• accommodation expenses;
• delay damages;
• business interruption;
• loss of use;
• inconvenience;
• reputational damage;
• increased holding costs;
• third-party claims.

19.2 The Company shall not be liable for any loss, damage, cost, or delay caused directly or indirectly by:

• weather events;
• storms, flooding, or natural disasters;
• acts of God;
• material shortages;
• supplier delays;
• labour shortages;
• utility outages;
• council or authority delays;
• industrial action;
• site access restrictions;
• latent site conditions;
• hidden defects;
• actions or omissions of third parties;
• acts or omissions of the Client;
• works performed by other contractors or trades;
• structural movement;
• foundation settlement;
• soil movement;
• termite activity;
• water ingress caused by pre-existing defects;
• deterioration of existing structures;
• vandalism, theft, or malicious damage after delivery to Site.

19.3 The Company is not liable for damage to existing structures, finishes, landscaping, driveways, underground services, lawns, irrigation systems, or surrounding areas where such damage:

• could not reasonably be avoided during construction activities;
• results from hidden or unknown conditions;
• arises due to limited access conditions;
• is caused by pre-existing defects or deterioration.

19.4 The Company makes no guarantee that works will:

• increase property value;
• satisfy subjective aesthetic expectations;
• match existing finishes exactly;
• remain maintenance-free;
• prevent future movement, cracking, or weathering.

19.5 Any dimensions, measurements, drawings, renderings, or specifications provided by the Company are approximate only unless expressly certified or confirmed otherwise in writing.

19.6 The Client acknowledges that construction and renovation works may expose pre-existing defects, hidden damage, non-compliant building work, asbestos, termite damage, water damage, or structural movement, and the Company shall not be liable for such pre-existing conditions.

19.7 To the maximum extent permitted by law, the Company’s total aggregate liability arising from any claim relating to the works, whether in contract, negligence, statute, tort, equity, or otherwise, shall be strictly limited to:

• the value of the works actually supplied by the Company under the relevant contract; or
• the cost of rectifying the affected works,

whichever is the lesser amount.

19.8 The Company shall not be liable for any claim unless:

• the Client has paid all amounts owing under the contract;
• the Company has been given reasonable written notice of the alleged issue;
• the Company has been provided reasonable opportunity to inspect and rectify the issue.

19.9 The Client agrees that any claim relating to the works must be brought within the applicable statutory limitation period and, where possible, promptly after the issue becomes known.

19.10 Nothing in these Terms excludes, restricts, or modifies any consumer guarantees or statutory rights that cannot lawfully be excluded under the Competition and Consumer Act 2010 (Cth), the Queensland Building and Construction Commission Act 1991 (Qld), or any other applicable legislation.

19.11 Where legislation implies warranties or guarantees that cannot be excluded, the Company’s liability is limited, to the extent permitted by law, to:

• repairing the works;
• replacing the affected materials;
• resupplying the relevant services; or
• paying the reasonable cost of such repair, replacement, or resupply,

at the Company’s discretion.

________________________________________

20. Photographs & Marketing

The Company may photograph works for:

• quality records;
• insurance;
• marketing;
• social media;
• website portfolios,

unless the Client requests otherwise in writing.

________________________________________

21. Privacy

The Company may collect personal information for:

• quoting;
• invoicing;
• debt recovery;
• project management.

Information is handled in accordance with applicable Australian privacy laws.

________________________________________

22. Dispute Resolution

22.1 In the event of any dispute, disagreement, claim, or issue arising out of or relating to the works, these Terms and Conditions, payments, delays, defects, variations, or any other matter connected with the project, the parties agree to first attempt to resolve the matter in good faith through direct communication and negotiation before commencing formal legal proceedings where reasonably possible.

22.2 The party raising the dispute must provide written notice outlining:

• the nature of the dispute;
• the relevant facts and circumstances;
• the relief or outcome sought;
• any supporting documentation reasonably available.

22.3 Upon receiving notice of a dispute, the parties agree to make reasonable efforts to:

• communicate respectfully and professionally;
• exchange relevant information;
• attend meetings or discussions if reasonably required;
• allow reasonable opportunity for inspection and rectification where applicable.

22.4 The Client acknowledges that construction disputes may involve technical assessments, supplier input, engineering advice, or inspections, and agrees to allow reasonable time for the Company to investigate and respond to allegations or complaints.

22.5 The Client must not:

• engage third parties to rectify alleged defects;
• withhold payment;
• interfere with the works;
• publicly misrepresent the dispute,

without first providing the Company reasonable opportunity to inspect and address the issue.

22.6 Where a dispute relates to alleged defective workmanship, the Company must be provided reasonable access to inspect the works prior to any third-party rectification works being undertaken.

22.7 If a dispute cannot be resolved informally, either party may refer the matter to:

• the Queensland Building and Construction Commission (QBCC);
• adjudication under the Building Industry Fairness (Security of Payment) Act 2017 (Qld);
• mediation;
• expert determination;
• the Queensland Civil and Administrative Tribunal (QCAT);
• a court of competent jurisdiction within Queensland.

22.8 The Company reserves the right to issue payment claims and pursue debt recovery action during any dispute relating to:

• unpaid invoices;
• overdue progress claims;
• variation claims;
• outstanding contract sums.

22.9 The existence of a dispute does not entitle the Client to:

• withhold undisputed payments;
• suspend contractual obligations;
• deny Site access;
• prevent rectification attempts;
• refuse payment for completed works.

22.10 The Company may suspend works in accordance with these Terms where payment obligations are not met, regardless of whether a dispute has been raised.

22.11 To the extent permitted by law, each party shall bear its own legal and professional costs associated with dispute resolution unless otherwise determined by:

• adjudication;
• tribunal order;
• court order;
• written settlement agreement.

22.12 The parties agree to continue performing their respective contractual obligations, where reasonably possible, while a dispute is being resolved.

22.13 Nothing in this clause prevents the Company from taking immediate action to:

• recover unpaid debts;
• enforce security interests;
• protect its legal rights;
• secure payment under applicable legislation;
• obtain urgent injunctive or protective relief.

22.14 These Terms and any disputes arising from them shall be governed by the laws of Queensland, Australia, and the parties submit to the exclusive jurisdiction of Queensland courts and tribunals.

________________________________________

23. Force Majeure

23.1 The Company shall not be liable for any delay, suspension, interruption, failure to perform, or inability to complete the works where such delay or failure arises directly or indirectly from events or circumstances beyond the Company’s reasonable control (“Force Majeure Event”).

23.2 Force Majeure Events include, but are not limited to:

• floods;
• storms;
• cyclones;
• bushfires;
• fires;
• earthquakes;
• extreme weather conditions;
• lightning;
• drought;
• pandemics;
• epidemics;
• public health emergencies;
• acts of God;
• war;
• terrorism;
• civil unrest;
• riots;
• industrial disputes;
• strikes;
• labour shortages;
• supplier or manufacturing failures;
• material shortages;
• transport disruptions;
• shipping delays;
• fuel shortages;
• utility outages;
• internet or communication failures;
• government restrictions;
• border closures;
• quarantine requirements;
• changes in law or regulations;
• council or authority delays;
• embargoes;
• power failures;
• machinery breakdowns beyond reasonable control;
• accidents or events affecting suppliers or subcontractors.

23.3 The Client acknowledges that Force Majeure Events may significantly impact:

• project timelines;
• supplier lead times;
• material availability;
• labour availability;
• delivery schedules;
• pricing;
• site accessibility.

23.4 Where a Force Majeure Event occurs, the Company shall be entitled to:

• suspend the works;
• extend completion dates;
• reschedule works;
• delay commencement;
• revise project sequencing;
• recover additional costs reasonably incurred as a result of the Force Majeure Event.

23.5 Additional costs arising from Force Majeure Events may include:

• material price increases;
• storage fees;
• remobilisation costs;
• re-attendance charges;
• machinery standby costs;
• labour rescheduling costs;
• supplier surcharges;
• freight increases.

Such costs may be charged to the Client as a Variation where permitted by law.

23.6 The Company shall not be liable for:

• consequential loss;
• delay damages;
• liquidated damages;
• accommodation costs;
• financing costs;
• business interruption;
• loss of profit;
• loss of rental income;
• inconvenience,

arising from Force Majeure Events.

23.7 If a Force Majeure Event prevents works from continuing for an extended period, the Company reserves the right to:

• demobilise from Site;
• terminate or suspend the agreement;
• invoice for works completed and costs incurred up to the date of suspension or termination.

23.8 The Client acknowledges that completion dates and scheduling estimates are subject to Force Majeure Events and may change without constituting breach of contract by the Company.

23.9 The Company shall take reasonable steps to minimise delays where reasonably practicable, however the Company is not required to incur unreasonable expense or risk in attempting to overcome Force Majeure Events.

23.10 Any extension of time granted due to Force Majeure shall be in addition to any other extension of time the Company may be entitled to under these Terms and Conditions.

________________________________________

24. Governing Law

24.1 These Terms and Conditions, together with any quotation, contract, scope of works, invoice, or agreement between the parties, shall be governed by and interpreted in accordance with the laws of Queensland, Australia.

24.2 The parties irrevocably submit to the exclusive jurisdiction of:

• the courts of Queensland;
• the Queensland Civil and Administrative Tribunal (QCAT);
• any tribunal or adjudication body operating within Queensland with lawful jurisdiction over the dispute.

24.3 Any legal proceedings, adjudication applications, tribunal matters, debt recovery proceedings, or enforcement actions arising from or relating to the works or these Terms and Conditions shall be commenced within Queensland unless otherwise required by law.

24.4 The Client acknowledges and agrees that Queensland legislation may apply to the works, including but not limited to:

• the Queensland Building and Construction Commission Act 1991 (Qld);
• the Building Industry Fairness (Security of Payment) Act 2017 (Qld);
• the Domestic Building Contracts Act 2000 (Qld);
• the Work Health and Safety Act 2011 (Qld);
• relevant Australian Standards and building codes.

24.5 If any provision of these Terms and Conditions is found to be invalid, unlawful, or unenforceable under applicable law, the remaining provisions shall continue in full force and effect to the maximum extent permitted by law.

24.6 Nothing in these Terms and Conditions excludes, limits, or modifies any statutory rights, guarantees, warranties, or protections that cannot lawfully be excluded under applicable Australian or Queensland legislation.

24.7 The failure of the Company to enforce any provision of these Terms at any time shall not be deemed a waiver of the Company’s rights to enforce that provision or any other provision at a later time.

________________________________________

25. Entire Agreement

25.1 These Terms and Conditions, together with:

• the accepted quotation;
• scope of works;
• approved variations;
• invoices;
• plans and specifications;
• any written special conditions,

constitute the entire agreement between the parties relating to the works.

25.2 This agreement supersedes and replaces all prior:

• discussions;
• negotiations;
• representations;
• proposals;
• understandings;
• correspondence;
• verbal agreements;
• marketing material;
• estimates,

whether written or verbal, unless expressly incorporated into the agreement in writing.

25.3 The Client acknowledges that they have not relied upon any statement, promise, representation, warranty, or expectation not expressly contained within:

• these Terms and Conditions;
• the accepted quote;
• written approved variations;
• written correspondence expressly confirmed by the Company.

25.4 Any advice, recommendations, estimates, opinions, timelines, or statements made by the Company or its representatives prior to acceptance of the quote are indicative only and do not form contractual obligations unless confirmed in writing.

25.5 No amendment, variation, waiver, or modification of these Terms and Conditions shall be binding unless:

• made in writing; and
• approved by the Company.

25.6 If any inconsistency exists between these Terms and:

• the quotation;
• scope of works;
• plans;
• specifications;
• other contract documents,

these Terms and Conditions shall prevail unless expressly stated otherwise in writing by the Company.

25.7 The Client acknowledges that acceptance of the quote, payment of a deposit, instruction to proceed, or permitting the Company to commence works constitutes full acceptance of these Terms and Conditions.

25.8 Any failure by the Company to enforce any provision of these Terms shall not be construed as a waiver of the Company’s rights under the agreement.

25.9 These Terms and Conditions shall continue to apply to:

• additional works;
• future works;
• variations;
• ongoing maintenance;
• subsequent projects undertaken by the Company for the Client,

unless otherwise agreed in writing.

________________________________________

26. Severability

26.1 If any provision, clause, term, or part of these Terms and Conditions is found to be invalid, unlawful, void, or unenforceable by a court, tribunal, adjudicator, or other authority of competent jurisdiction, that provision shall be severed only to the extent necessary and the remaining provisions shall continue in full force and effect.

26.2 The validity, legality, and enforceability of the remaining provisions shall not be affected, prejudiced, or impaired by the severance of any invalid or unenforceable provision.

26.3 Where any provision is found to be partially unenforceable, the provision shall be read down and interpreted to the maximum extent permitted by law so as to give effect to the original intent of the parties wherever possible.

26.4 If a provision cannot be read down, it shall be severed without affecting:

• the enforceability of the remaining provisions; or
• the validity of the overall agreement.

26.5 The parties acknowledge and agree that these Terms and Conditions are intended to operate to the fullest extent permitted under applicable Queensland and Australian law.

________________________________________

27. Electronic Acceptance

27.1 The Client acknowledges and agrees that acceptance of quotations, variations, invoices, scopes of works, schedules, terms and conditions, and any related contractual documents may be provided electronically and shall be legally binding.

27.2 Electronic acceptance may include, but is not limited to:

• email approval;
• text message or SMS approval;
• WhatsApp or similar messaging applications;
• electronic signature platforms;
• online acceptance forms;
• social media messages;
• messaging applications;
• payment of a deposit or invoice;
• written confirmation to proceed;
• conduct indicating acceptance;
• permitting the Company to commence works.

27.3 The Client agrees that any communication or action reasonably indicating approval or instruction to proceed shall constitute valid acceptance of:

• these Terms and Conditions;
• quoted pricing;
• variations;
• additional works;
• progress claims;
• revised scopes of works.

27.4 Electronic communications between the parties shall be deemed received:

• at the time of transmission where sent during normal business hours; or
• on the next business day where sent outside normal business hours.

27.5 The Client acknowledges that electronic records maintained by the Company, including:

• emails;
• text messages;
• call notes;
• signed digital documents;
• invoices;
• payment records;
• project management records,

may be relied upon as evidence of agreements, instructions, approvals, and contractual acceptance.

27.6 The Client agrees not to dispute the validity or enforceability of any agreement solely on the basis that it was entered into electronically.

27.7 Where multiple persons own the property or engage the Company jointly, acceptance or instruction by any one owner, representative, or authorised person shall be deemed acceptance on behalf of all owners or responsible parties.

27.8 The Client is responsible for ensuring that any person providing instructions or approvals on their behalf has appropriate authority to do so.

27.9 The Company may rely on communications received from:

• the Client;
• spouses or partners;
• property owners;
• site representatives;
• project managers;
• authorised agents,

unless otherwise notified in writing by the Client.

27.10 The Client acknowledges that commencement of works following electronic acceptance constitutes full agreement to these Terms and Conditions.