Purchase agreement

These terms and conditions constitute an Agreement between:

The Customer (You)

AND

Australian Carbon Traders Pty Ltd
ABN 27 121 961 144
Room 6/233 Barker Street
Castlemaine 3450
Victoria Australia


General
a.     The Customer agrees to purchase greenhouse gas abatement certificates. The purchase option is at the discretion of the Customer.
b.     Australian Carbon Traders provides services to facilitate the purchase of credits from other projects.
c.     The Customer wishes to offset greenhouse gas emissions by engaging Australian Carbon Traders to sell currently held greenhouse gas abatement certificates and/or source accredited greenhouse gas abatement certificates
d.     The Customer accepts the services subject to this Agreement by providing Australian Carbon Traders with the Payment.

Definitions
In this Agreement, unless the context indicates otherwise:

a.     Australian Carbon Traders is defined as the company registered with the Australian Securities Investment Commission as Australian Carbon Traders Pty Ltd ABN 27 121 961 144;
b.     Customer means the person entering into this Agreement with Australian Carbon Traders, having the name, ABN and address notified to Australian Carbon Traders using the website, and/or that is specified in the letter to which these terms and conditions are attached;
c.     Agreement means these terms and conditions;
d.     Party means Australian Carbon Traders or the Customer and Parties means both of them.
e.     Carbon Credits means any current or future right, credit, interest, certificate, offset, allowance, entitlement or benefit, whether recognised by any law, regulation, contract, regime, publication, policy, program or fund (now or in the future, and as created, amended, supplemented or replaced from time to time), that arises or may arise from removing carbon from the atmosphere and includes for avoidance of doubt any underlying actual physical reduction in emissions.
f.     Payment is the total amount in Australian dollars that Australian Carbon Traders offered on the website to charge the Customer in return for entering into this Agreement, at the time the Customer entered into this Agreement, or that is specified in the letter to which these terms and conditions are attached.
g.     Scheme Administrator means the independent body employed to ensure compliance with the scheme.
h.     words importing the singular include the plural and vice versa;
i.     words importing a gender include any gender;
j.     headings are for convenience of reference only and do not affect the interpretation of this Agreement; and
k.     any reference to currency is to the lawful currency of the Commonwealth of Australia.


General terms & conditions
Information
The Customer warrants that all the information provided in the order form is accurate, complete and up to date. Australian Carbon Traders will not be held liable for wrong delivery as a result of misinformation provided by the Customer.
If there is a change in the information you provided to us you must notify Australian Carbon Traders immediately.
Your acceptance of this Agreement in electronic form is deemed to rank equal to a written document with an original signature.
The Customer must not make representations, or conduct itself in a manner concerning this Agreement that is misleading or deceptive, incorrect or that otherwise misrepresents the services provided under this Agreement or the contents of those documents.


Privacy
Information provided by The Customer to Australian Carbon Traders will be kept confidential and used solely for the purpose of performing the tasks outlined in this Agreement, in particular transferring legal title of Carbon Credits from Australian Carbon Traders to the Customer, for audit purposes and any other purpose arising to maintain compliance with regulated schemes.
More detail on the use of your information can be found in the Australian Carbon Traders Privacy Policy at www.australiancarbontraders.com.


General Warranties
This Agreement constitutes a legal, valid and binding obligation for each Party to fulfil its obligations as detailed in this Agreement. In the event the obligations under this Agreement are not fulfilled, legal remedy may be taken.
If any part of this Agreement becomes illegal, irrelevant or unenforceable, the Agreement shall remain otherwise in full force excluding any such provisions.
The Agreement as defined by these terms and conditions between the Customer and Australian Carbon Traders prevails over any other information previously related to the Customer, both verbal and written, or implied through promotional or marketing materials including the website.
Each submission of an order through the website is considered a separate Agreement.
This Agreement may be executed in any number of counterparts and all counterparts taken together shall be deemed to constitute one and the same instrument.
Nature of Relationship
The Customer consents to Australian Carbon Traders, when required, to act as agent for the Customer for the purpose of registering your details with the Scheme Administrator, transferring Carbon Credits between Australian Carbon Traders and the Customer, and any other activity required to fulfil our obligations as detailed in this Agreement.
The Customer consents to Australian Carbon Traders taking all actions required to comply with the Scheme Administrator on behalf of the Customer.
The Customer acknowledges that nothing in this Agreement constitutes a relationship of employee or employer or joint venture or partnership between the Customer and Australian Carbon Traders.
Either Party may assign its rights or obligations under this Agreement without consent.


Force Majeure
No Party is liable for any failure to perform or delay in performing its obligations in accordance with this Agreement, if such a failure or delay is the result of anything beyond that Partyą²„asonable control. This does not apply to any obligation to pay money.
In the event Force Majeure occurs the requirement for Australian Carbon Traders to deliver the obligations as detailed in this Agreement will be postponed for so long as is made necessary by the event of Force Majeure.
In the event Force Majeure occurs, Australian Carbon Traders may terminate this Agreement at its discretion by means of notification to the Customer and a refund of funds not yet expended on Carbon Credits or the Carbon Project. Neither Party have any other rights or liabilities against the other as a result of such a termination, except for the rights and liabilities that were in effect, and may have been breached prior to termination.


Payments & Pricing
On acceptance of offer an invoice will be sent to The Customer for payment. Once payment has been received by Australian Carbon Traders, Carbon Credits will be surrendered, acquitted, transferred or retired on behalf of the Customer. Australian Carbon Traders will finalise the above within 28 business days of receipt of payment.
The Customer agrees to pay Australian Carbon Traders the disclosed price for the provision of products detailed in these Terms and Agreement.
Australian Carbon Traders reserves the right to change the price of any product or service at its sole discretion.
Each Party to this Agreement will bear its own costs in assessing whether or not to execute this Agreement.
The Customer is responsible for the payment of any and all tax imposed in your jurisdiction in connection with any products or services you purchase from Australian Carbon Traders.
When Goods and Services Tax (GST) is payable on any product or service provided by Australian Carbon Traders, payment by the Customer of the GST component must be made to Australian Carbon Traders at the same time payment is made for the taxable supply of the product or service.

Liability
The Customer releases Australian Carbon Traders from any claims in connection with the services it provides under this Agreement, except to the extent that those claims arise as a result of a breach or negligence on the behalf of Australian Carbon Traders.
Australian Carbon Traders excludes all liability for loss or damage arising out of, or in connection with, the use of the website, including direct, indirect, economic or consequential loss or damage. This exclusion of liability expressly includes liability for loss or damage caused by third Party interference with the website.
Australian Carbon Traders excludes all liability to the Customer in regards to the value of each Carbon Credit after it is purchased by the Customer and makes no representations in regards to the value of each Carbon Credit purchased by the Customer or its liquidity.
The Customer has not relied on any representation made by Australian Carbon Traders not stated expressly in this Agreement. The Customer acknowledges that to the extent Australian Carbon Traders has made any representation that is not otherwise expressly stated in this Agreement, the Customer has been provided with an opportunity to independently verify the accuracy of that representation. This includes without limitation the fact that it is the Customerą²„sponsibility to make its own independent enquiries as to the value of each purchase made.


Delivery
Australian Carbon Traders will use best endeavours to deliver the products and services to the Customer within 28 business days of receiving payment.
For orders outside of Australia, best endeavours will be made to deliver the products and services to the Customer within 56 business days.


Refund Policy
Any refunds made will be at the discretion of Australian Carbon Traders.

Notices
All notices, requests, requirements, demands, consents or other communications must be in writing and will be valid and sufficient if:
a.     sent by pre-paid ordinary post to the address specified below; or
b.     sent by facsimile to the facsimile number specified below.
Australian Carbon Traders Pty Ltd
Attention: Administration Manager
Facsimile: 0011 61 (3) 54705722
P.O. Box 1020
Castlemaine Victoria 3450

To the Customer:
Using the email address, facsimile or postal address provided by the Customer at the time of entering into this Agreement on the website or shown in the letter to which this agreement is attached. Either Party must specify in writing to the other a new officer, address or facsimile number as required.


Entire Agreement
This Agreement records the entire agreement between the Parties in respect of its subject matter.
This Agreement may only be varied or replaced by a written agreement duly executed by the parties.


Waiver and exercise of rights
A Party can only waive a right in their favour under this Agreement, or any breach by the other Party of an obligation under this Agreement, by a written instrument duly executed by them. No other act, omission or delay of the Party will constitute a waiver.
A single or partial exercise or waiver of a right relating to this Agreement will not prevent any other exercise of that right or the exercise of any other right.


Governing law
This Agreement is governed by, and will be construed in accordance with, the laws of Victoria.
Jurisdiction
Each Party irrevocably and unconditionally:
a.     submits to the non-exclusive jurisdiction of the courts of Victoria; and
b.     waives, without limitation, any claim or objection based on absence of jurisdiction or inconvenient forum.
Terms of Use