McKinna Group - Terms & Conditions
Terms and Conditions of Sale to an approved applicant (herein called The
Customer) by ‘McKinna Sheetmetal Pty Ltd’ ACN 088 110 169 088 (herein called
The McKinna Group; The Company)


In this document the: Seller means McKinna Sheetmetal Pty Ltd 51 088 110 169 “Buyer”, “Customer” shall mean the person, persons, firm, or company to whom the quotation is addressed or the offer of sale is made and shall include their legal representatives, administrators, successors and permitted assigns.
“Goods”, “Parts” or “Items” or shall mean the goods, services and products sold or supplied by the Seller to the Buyer.

Headings are included for ease of reference only and do not form part of these Terms & Conditions.


Subject to any Special Conditions agreed to in writing between The McKinna Group and the Customer, these Terms and Conditions shall apply to the exclusion of all others. Any contractual terms and conditions of the Customer (whether on the Customer’s order form, purchase order or otherwise) are expressly excluded. The Customer acknowledges these terms and conditions embody the whole agreement between the parties and agrees to be bound by them. The Customer is at liberty, and encouraged, to obtain independent legal advice before entering into this agreement. Any modification of these terms and conditions do not apply unless otherwise expressly accepted by the Seller.


The McKinna Group’s quotations are valid for a period of thirty (30) days from the date of the quotation (subject to change), unless another validity term is stated in the quotation. The McKinna Groups offer is subject to review, amendment, or withdrawal at any time prior to acceptance of a purchase order or like instrument issued by the Customer or the expiry of thirty days (or other quoted validity term stated in the quotation), whichever is the earlier. Quotations will automatically lapse at the expiration of the thirty days or other quoted term, unless the validity period is extended in writing by McKinna Group and notice of the extension forwarded to the Customer. Unless otherwise stated all prices quoted by the Seller are net, exclusive of GST.


Clerical errors and misprints in computations, typing or otherwise in any McKinna Group document are subject to correction by its staff by re-issuing of the document or adjustment to the document as the case requires. McKinna Group shall not be liable for any cost, expense or damage incurred by the Customer as a result of any correction of any document by the McKinna Group.


These Terms and Conditions and any other terms and conditions of any contract entered into between The McKinna Group and the Customer may only be varied, altered or waived by written agreement between McKinna Group and the Customer. The Customer acknowledges and agrees that no verbal agreement
between it and any employee, servant or agent of McKinna Group will be binding on McKinna Group. These Terms & Conditions may be varied to include the Terms & Conditions of any supplier to McKinna Group provided those terms and conditions are agreed to in writing between McKinna Group and the Customer.


Account Payment shall be made by the Customer to McKinna Group for all goods supplied, work and labor done, and services rendered within 30 days from the date on invoice without deduction unless prior approved agreement has been made in writing.

The Customer acknowledges that time is crucial with regard to payment and that any breach of this term will enable The McKinna Group to exercise all of its rights contained herein, including (but without in any way limiting its rights) to cancel credit and take legal action for the recovery of all sums outstanding.
Interest at the current commercial overdraft rate may be applied to overdue account balances.

Non-payment for any Goods by the due date will be considered by the Seller to be in breach of the terms and conditions of the sale and, in addition to any other rights this Seller may have. The seller may undertake to:

6.1. Cancel the Buyer's right to operate a commercial credit account with
the Seller;

6.2. Charge interest on any outstanding amount, calculated from the day following the date upon which payment should have been made, at a rate equal to the Seller's then current overdraft rate as varied from time to time;

6.3. Add to any outstanding amounts any debt collection expenses incurred, or to be incurred, as a consequence of actions taken by the Seller to recover non-payments by the Buyer, including legal costs on a solicitor and own client basis;

6.4. retake physical possession of the Goods;

6.5. To protect our security interest in the Goods until payment, we may
choose to register the agreement between us under the Personal Properties Securities Act 2009. You agree to do all things necessary to facilitate such registration.

6.6. On default in payment, you irrevocably permit us, or any person authorised by us in writing upon reasonable notice to enter your premises or the premises where the goods are reasonably believed to be held on your behalf. You also agree to indemnify and hold us harmless for all reasonable costs and expenses of recovery of the goods and losses if any
on their resale.

6.7. The Buyer will not be entitled to withhold any payments or make any deductions in respect of any set offs, counterclaims or cross demands claimed by the Buyer against the Seller for whatever reason.

If there is a change of the name, legal entity, structure or management and control of the Customer business, the Company will only continue to provide credit facilities if it receives from the Customer written advice of the changes and has provided to the Customer written consent to the changes and to the continuation of credit facilities. The offer of this credit facility will be subject to an initial six (6) month review. Inactive for periods of more than six (6) months, the Customer credit facility will lapse and revert to prepaid.

All non-account customers must pay in full prior to production.

Where payment is made by means of a bill of exchange, cheque or other negotiable instrument, McKinna Group shall not be deemed to have received payment for the purpose of title to the goods until the bill of exchange, cheque or other negotiable instrument has been offered on presentation for payment and McKinna Group has received value for it.


Should payment remain outstanding beyond McKinna Group’s payment terms, as outlined above, the Customer is liable for all costs, including legal costs (on a Solicitors / own client basis), court fees and mercantile agents’ fees incurred by McKinna Group in recovering the amount outstanding.


8.1 Unless the invoice otherwise states, all prices are strictly net exclusive of GST. and are current at the date of offer as stated in the quotation.

8.2 All prices are subject only to any variation clauses contained in the quotation and to paragraph (8.3) hereof.

8.3 All prices are subject to variation where there is a variation of import prices or exchange rates payable by McKinna Group with respect to the item purchased, the supply of the materials, hardware, parts, or equipment required for the item or any matter relating to the job.

8.4 The customer will be liable for any goods and services tax (GST) payable on the supply of goods.

8.5 For the purpose of this Clause 8.4: ‘GST’ means GST within the
meaning of the GST Act. ‘GST Act’ means a New Tax System (Goods and Services Tax) Act 1999 (as amended). Expressions set out in italics in this clause bear the same meaning as those expressions in the GST and/or services by The McKinna Group to the customer.

8.6 The Company and the Customer warrant they are registered as required to be.

8.7 A party’s right to payment under this clause is subject to a valid tax invoice being delivered to the party liable for the taxable

8.8 The Buyer hereby charges in the Sellers favour with payment of all monies owed to the Seller by the Buyer and/or any of them, all of his, her or its estate and interest in any land and/or in any other assets whether tangible and/or intangible in which the Buyer has any legal and/or interest, and/or in which the Buyer later acquires any such interest, and the Buyer agrees to execute on request a registrable instrument and/or any other necessary documents transferring to the Seller such estate and interest by way of security.


9.1 If the Goods are provided to a Pty Ltd Company then all of the directors of that Company agree that if payment is not made by their Company, then all directors can and will be held personally liable for this account.

9.2 If the Goods are provided to a Trust than all the Trustees agree that if that if payment is not made by their Trust, then all the Trustees can and will be held personally liable for this account.

9.3 If the Trustee is a Corporate Trustee then all of the directors of that Corporate Trustee agree that that if payment is not made by their Trust and/or Corporate Trustee, then all directors of the Corporate Trustee can and will be held personally liable for this account.

Any claims for credits must be notified to us in writing within twenty-one (21) days from date of invoice.


Goods shall be delivered to the address specified in the credit application as the address for delivery, unless otherwise agreed in writing between the two parties. The method and date of delivery of all items purchased shall be on the terms stated in McKinna Group’s quotation, unless the Customer nominates an alternative arrangement of delivery, in which case, McKinna Group shall use its best endeavours to comply with the customer’s requests.

The delivery dates contained in the quotation are an estimate only and may be varied at any time by McKinna Group depending on production commitments, the availability of materials, labour and transport and any other contingencies. In no circumstances will McKinna Group be liable for any loss or damage of any kind whatsoever in the event it is unable to comply with the Customer’s request for delivery at a certain time. The Customer acknowledges and agrees that they will not make any claim against McKinna Group for any loss or damage incurred because of early, late, or non-delivery.

All delivery, freight, and other transport costs (including any insurance of the goods) are at the Buyers expense and to the Buyer's account, unless expressly agreed otherwise in writing by the Seller. Any additional costs associated with delivery instructions are at the Buyer's expense and to the Buyers account even if cost has been omitted from any quotation provided by the Seller The McKinna Group reserves the right to stop, halt or defer the supply of goods at its discretion.

Materials that are wrapped or packed must be stored out of direct sunlight in dry ventilated conditions.


The Customer will be deemed to have inspected and accepted the goods as being in accordance with his order unless he notifies McKinna Group in writing of his claims within fourteen (14) days of receipt of the goods (receipt being the date of delivery or the date of collection, as the case requires). McKinna Group
will not accept return of allegedly defective goods unless it has given prior written authorisation for the return.

McKinna Group will not accept items returned by the Customer if the parts are, in any way, damaged, contaminated or imperfect.

If McKinna Group makes items to a specified order of the Customer or according to the Customer’s specifications or design, McKinna Group will not accept return of those parts or allow credit to the Customer.

The Company’s acceptance of return of the items is not an acceptance of or granting of credit to the Customer by The McKinna Group. Delivery of all items by the Customer is at the Customer’s expense and risk.


12.1 Ownership and property of any Goods supplied by McKinna Group will remain with McKinna Group until payment for all goods has been made in full (including any interest), and for payment of all other monies for time being due and owing to the Seller.

12.2 Title in all the Goods shall remain with McKinna Group, until ownership of the goods passes to the Buyer, the Buyer agrees.

12.3 Should any of the Goods be affixed or added to any other item, such affixation shall in no way affect the right of McKinna Group to ownership of the parts, or its right to detach them from any item to which they have been.

12.4 For objects that are not a fixture, ownership of the next object shall remain with McKinna Group until such time as ownership has passed in terms of clause 12.1.

12.5 The Customer shall be at liberty to sell the Goods in the ordinary course of business on the basis that the Customer shall be under fiduciary duty to McKinna Group.

12.6 The Seller reserves the right to retake physical possession of the Goods if any of the following occurs:

- Payment for any Goods sold to the Buyer by the Seller is overdue;

- The Buyer commits an act of bankruptcy as set out by the Bankruptcy Act 1989 as amended or in the case of a corporation commits an act of insolvency as defined by the Corporations Act 2001, as amended;

- a receiver or trustee is appointed to the Buyer's property, or the Buyers affairs become subject to administration;

12.7 For this purpose the Buyer hereby consents to the Seller or its agents or servants, entering the Buyer's premises in order to affect the recovery of the Goods and to use any reasonable means of force in order to effect recovery, without incurring liability for trespass or any resulting damage. The Seller will have the right to resell or otherwise dispose of the Goods without further reference to the Buyer.

12.8 The Customer shall store the Goods separately and in such a way that they can be readily identified as being the property of McKinna Group, should McKinna Group so require.

12.9 If any of the Goods are incorporated into or used by the Buyer as parts, components or materials in respect of any other products of the Buyer before the Buyer has made payment in full for the Goods, the subsequently transformed product/s of the Buyer shall become those of the Seller and remain the property of the Seller until such time as payment in full for the goods has been made by the Buyer.

12.10 The Seller acknowledges that until the Buyer's total indebtedness to the Seller is discharged, the Buyer holds the goods as Bailee of the Seller.

12.11 In the event that the Buyer sells the Goods or any product/s in which the Goods have become consumed, or a component of, to any third party before making full payment for the goods, then the Buyer; assigns to the Seller this portion of any claim against a third party; is required to account to the Seller for the proceeds of the sale of the Goods or products sold or any part thereof until the Buyer's total indebtedness to the Seller is discharged.

13. RISK

13.1 All risks with respect to the Goods purchased by the Customer will be borne by the Customer from the time the Goods cease to be within the actual possession of The McKinna Group or its contractors.

13.2 The risk of loss or of damage to the Goods shall be entirely at the risk of the Buyer immediately upon the Goods leaving the premises of the Seller, during the delivery of the Goods to the Buyer.

13.3 The Seller must provide the Buyer with reasonable assistance to allow the Buyer to press claims on carriers so long as the Buyer:

13.4 Has notified the Seller and carriers in writing immediately after loss or damage is discovered on receipt of the Goods and lodges a claim for compensation on the carrier within three (3) days of the receipt of the Goods.

13.5 Until ownership of the goods passes to the Buyer, the Buyer agrees. To hold the goods in trust for the Seller as the sellers Bailee

13.6 Notwithstanding that ownership of the goods has not passed to the Buyer, the Buyer agrees that transfer of risk in the goods is deemed to be affected upon the transfer of possession of the goods to the Buyer.

13.7 If prior to ownership in the goods passing to the Buyer in terms of 9a the goods become incorporated into another object (here in after called the Object) the Buyer agrees that McKinna Group will retain a vested interest in these objects as follows:

For objects that are not a fixture, ownership of the next object shall remain with McKinna Group. The Customer may sell the object described but shall assign to the seller the sale proceeds of such sale but may deduct from such proceeds the amount by which the proceeds exceed the total amount due from the Customer to McKinna Group, under any contract whatsoever, provided the Customer has no authority to enter any contract of sale on behalf of the any contract of sale shall be accordingly concluded in the name of the Customer. Should the object become permanently incorporated into a fixture, the Buyer shall assign to the seller any amount due to the Buyer as consideration for goods and services rendered for the purpose of those goods from the Buyer.

14. LIEN

The Customer hereby acknowledges McKinna Group has a lien over all goods in its possession belonging to McKinna Group to secure payment of any or all amounts outstanding from time to time.


If the Customer defaults in or commits a breach of its observance and performance of its obligations to McKinna Group, or if the Customer being a natural person commits an act of bankruptcy, or if the Customer being a company any resolution or petition to wind-up the Customer’s business is passed or presented or a receiver or a receiver and manager or an official manager of the Customer’s undertaking, property or assets is appointed, McKinna Group may, without prejudice to any other remedy open to it:

- Determine the Contract and cease manufacture and delivery of all outstanding orders;

- Pursuant to a general lien held by McKinna Group in respect to all items purchased by the Customer in McKinna Group’s possession forfeit such parts and deal with them as McKinna Group sees fits; and

- Repossess Parts held by the Customer for which payment has not been received and deal with such parts as McKinna Group sees necessary.

If McKinna Group elects not to determine the Contract with the Customer, McKinna Group may by notice in writing to the Customer cancel or vary any credit facilities, concessions, or discounts available to the Customer.


The Customer acknowledges and agrees that copyright and Intellectual Property rights in all drawings, illustrations, designs, specifications, and other information provided by McKinna Group in connection with any quotation, contract or otherwise remains with McKinna Group. The Customer further acknowledges
and agrees the details and contents of the drawings, illustrations, designs, specifications, and other information shall remain confidential between McKinna Group and the Customer.


The client takes full responsibility to check all custom design drawings carefully and to notify The McKinna Group of any changes required to the drawings prior to production. Drawings are an interpretation of requirement by customer until sign off.

The McKinna Group will not be held responsible for any errors or omissions in custom drawings if the client has not provided written approval prior to production. Approval times by the customer outside of 24hours may be subject to delays in processing/production from the promised date.


Tolerances to be achieved should be as per general tolerances below:

Shear and Forming General Tolerances
Fold to fold and fold to edge distances ±2mm
Overall length ± 10mm Up to 6200mm
Angular ± 2°
Out of straightness ± 2mm per 1000mm
Flatness Deviation ± 3mm
Fabrication General Tolerances
Fold to fold and fold to edge distances ± 2mm
Fabricated dimensions ± 2mm per 1000mm
Angular ± 2°
Out of straightness 2mm per 1000mm
Flatness Deviation ± 4mm per 1000mm
General Arrangement ± 2%

Chemical compositions, mechanical properties, tempers and other characteristics certifications, product certifications, data sheets and/or test certificate requests must be made expressly in writing prior to purchase order generation by the customer or at the quotation stage.

Chemical compositions, mechanical properties, tempers and other characteristics may vary batch dependent.

Finishes and coatings may vary depending on batch from manufactures and its strongly recommend that materials required are processed in one batch and installed in one sequences and direction to minimise finish and coating variations. Access to warranty finishes and coatings must be requested prior to order acceptance due to factors and applications which must be approved prior by suppliers.


All warranties, whether expressed or implied and whether statutory or otherwise with regard to the goods supplied by the company as to quality, fitness for the purpose or any other matter, are hereby excluded, except insofar as any such warranties are incapable of exclusion at law.

Limited Warranty

19.1 McKinna Group warrant to the original purchaser that this product is free from manufacturing and material defects for one (1) year from date of dispatch to your site.

19.2 Products that become defective during such period shall be repaired, or at McKinna Groups option replaced. Parts used for repair or replacement are only warranted for the remainder of the warranty period.

This warranty is made solely to the purchaser. This limited warranty is contingent upon proper use of the hardware products covered and doesn’t cover products which have been subjected to unusual physical stress or unauthorized repairs.

19.3 In no event shall McKinna be liable to the purchaser or any other party for loss, damage, injury of and kind arising out of or in conjunction with these terms and conditions, or any performance or non-performance under these terms and conditions by seller, its employees or agents. In no event shall McKinna be liable for any incidental or consequential damages of any kind, including but not limited to any interruption of service, loss of business, loss of good will or loss of anticipated profits, even if McKinna Group is notified of the possibility of such damages.

19.4 McKinna makes no other express or implied warranty with respect to hardware products other than the limited warranty referred to above. All implied warranties including but not limited to implied warranty of merchantability, fitness or applicability for a particular purpose is hereby excluded.


McKinna Group shall be under no liability whatsoever in regard to the parts or the services provided under the Contract. The provision of this condition shall exclude any warranty or condition that might but for this condition be implied by the statute, common law, custom or otherwise. McKinna Group shall be under no further or other liability whatsoever in respect of loss or damage directly or indirectly by any failure or defect in the design, performance, quality or condition of the parts even if the same frustrates further performance of the Contract. In the event of the parts or the services provided by McKinna Group under the contract proving defective the McKinna Group’s liability in respect of the parts or the services shall be limited to the cost replacement, repair or rectification, unless the same shall relate to personal injury or death, and only then and if to the extent that the same shall arise out of McKinna Group’s negligence. In any proven claim the faulty part(s) must be returned to the place of original manufacture. McKinna Group will not be held responsible for the costs of any damage repairs or replacement to other building, plant or equipment (whether consequential or otherwise) which may have occurred due to the failure to any of the said faulty component(s).

Costs involved for the removal and or re- installation of any faulty components, or freight and transport costs for Parts returned and re- supplied, would be at the expense of the Customer with no claim to McKinna Group.

No consideration will be given to any claim if:

- The Parts sold are abused or in any respect whatsoever installed or operated outside the limits of the specifications and design.

- Any defects complained of are caused by fair wear and tear, willful damage, contamination, environment, negligence or untrained or unskilled use in the operation or storage of the Customer in any respect alters the parts purchased by it or adds to it or removes any materials from such The Customer fails to immediately notify McKinna Group in writing of any defect or fault in the parts purchased or fails to provide full details of any such failure or fault prior to returning the parts to McKinna Group.


The Customer shall indemnify McKinna Group in respect of any loss, injury, expense or claim of whatsoever nature and however arising out of the Contract or the parts, or their storage, installation, use, operation, or maintenance save to the extent that the same is caused by the negligence of McKinna Group, its servants, or agents, including the McKinna Group’s subcontractors.

22. LOSS

McKinna Group shall not be liable in any circumstances whatsoever to the Customer for:

- Any loss of profits or contracts suffered by the Customer

- Any loss or damage in circumstances over which the Company has no control.

- Any lost production time or any expense or penalties incurred with production losses.


Orders placed with McKinna Group cannot be cancelled without the written approval of McKinna Group.

- In the event that McKinna Group accepts the cancellation of any order placed with it, McKinna Group shall be entitled to charge a reasonable fee for any work done on behalf of the Customer to the date of the cancellation, including a fee for the processing and acceptance of the Customer’s order and request for cancellation.

- Where work has commenced, whether it is design or fabrication, cancellation charges would include all labor performed, materials purchased, engineering and administrative charges pertaining to the cancelled where appropriate payment is made, the partially processed materials or completed parts become the property of the Customer.

- Freight and transport costs for goods returned to and from McKinna Group shall be at the Customer’s expense.


If McKinna Group is prevented or delayed from, or performing any of its obligations under the Contract by force majeure, which shall include but not be limited to acts of war, industrial action, whether or not by, or involving employees of the McKinna Group, acts of God, pandemic, government action, riot, civil commotion, failure by the Customer to fulfil its commitments in due time, inability to obtain materials, or any other occurrence (whether of the same or different in kind or nature) which was unavoidable or beyond the control of the McKinna Group, the Company may give notice in writing to the Customer of the circumstances constituting force majeure and of the obligation or performance of which is delayed or prevented, and shall be excused from compliance with such obligations for as long as such circumstances may continue. If by virtue of this clause either party is excused from compliance with any obligation for a continuous period of four calendar months, then without prejudice to any other right or remedy either party may forthwith terminate the Contract by giving notice in writing to the other.


A minimum order value of $150.00 may be applied dependent on material finishing and processing.


The Company reserves the right to vary these Terms and Conditions of Sale from time to time at its discretion.


Unless otherwise agreed in writing by the Company, the applicable laws of the State of Victoria shall govern all contracts arising between the McKinna Group and the Customer and the parties agree to the jurisdiction of the Courts of that State.


29.1 respect of the PPSA and between the seller and the buyer, the buyer unconditionally and irrevocably waives the right under the PPSA to:

29.1.1 receive a copy of any financing statement or financing charge statement.

29.1.2 receive notice that the seller intends to sell the goods or to retain the goods as enforcement of the security interest (as defined in the PPSA) granted to the Seller under these terms and conditions.

29.1.3 Object to the Sellers proposal to retain the goods in satisfaction of any obligation owed by the buyer.

29.1.4 Redeem the goods; and

29.1.5 Where goods become an accession as defined in the PPSA, apply to the court for an order concerning the removal of the accession.

29.2 The buyer agrees not to consent to or enter into any agreement which permits any supplier or other person to register a security interest in respect of the Sellers goods (whether in accession or otherwise).

29.3 Changes to the Particulars of the Proprietors of the Business The Buyer is to notify the Seller, in writing within seven (7) days of any proposed change in its structure or management including any change in director, shareholder or management or change in partnership or trusteeship and of the sale of any of its business.

29.4 Jurisdiction - The contract between the Seller and the Buyer shall be governed by and constituted in accordance with the laws for the time being enforced in the State of Purchase and the parties hereby submit to the jurisdiction of the courts of that state.

29.5 Indemnity - The Buyer shall indemnify and keep indemnified the Seller from and against all losses, claims, proceedings, damages, costs and expenses in respect of or arising directly or indirectly from the Goods or their use of from any advice given to the Buyer by the Seller. This includes the fitment of incorrect goods as the onus is clearly with the Buyer to ensure the Goods supplied are correct for the particular job.

29.6 Waiver - The waiver by the Seller of any breach by the Buyer of any term of this Agreement shall not prevent the subsequent enforcement of that term and shall not be deemed a waiver of any other or subsequent breach.


If any provision or part of a provision of these terms is found to be invalid or to be unenforceable, then that part of the provision must be severed, and the remaining provisions will continue and be binding and have full force and effect.


30.1 Except as required by statute (including the trade practices act 1974), all implied conditions and warranties are hereby excluded. Subject to the extent that such conditions and warranties cannot be excluded under statute (including the trade practices act 1974), the Buyer's sole and exclusive remedy for any breach of a condition, warranty, or undertaking hereunder (whether direct, indirect, special, or consequential) shall be limited at the sole discretion of the Seller to any one of the following:

30.1.1 the replacement of the Goods or supply of equivalent Goods.

31.1.2 The repair of the Goods or the payment of the cost of having the Goods repaired.

30.1.3 the payment of the cost of replacing the goods or of acquiring equivalent Goods: or

30.2 Any warranty shall not apply to any goods or components manufactured by a person other than the Seller even though such goods or components may be included in equipment sold by the Seller. In lieu of any warranty, condition or liability expressed or implied by law or statute the Seller's obligation shall be limited to passing on to the purchaser such guaranteed restitution as the Seller shall receive from the Manufacturer in respect of such goods or components.

30.3 Except as required by statute (including the trade practices act 1974) the Seller does not accept any liability for any direct, indirect, or consequential loss or damage caused to the Buyer or any other person
which arise out of negligence or carelessness of the Seller or any of its employees, servants or agents.


Where appropriate the singular shall include the plural, the plural the singular and where there are two or more persons comprised in the definition of the Customer, then the obligations imposed herein on the Customer shall be deemed to be joint and several.