HPF Terms and Conditions

AMBERLEY AUTOS PTY LTD A.C.N 108 566 632 trading as HPF
 

INTERPRETATION In these Terms:

“Accessory Installation Service” means any installation of any accessory or peripheral product provided by HPF to the Customer in relation to an Order;

“HPF Product” means any ECU Tuning Service and/or an Accessory Installation Service provided to a Customer.

“HPF Product Specification” means the description and specifications of a HPF Product provided to a Customer from time to time;

“Business Day” means a day other than a Saturday, Sunday or public holiday or bank holiday in the State of Victoria, Australia;

“Customer” means any person, body corporate, or entity that purchases an HPF Product from HPF;

“Data Sheet” means a questionnaire provided to the Customer by HPF requesting information concerning the Vehicle for the purposes of preparing an HPF Product;

“ECU Software” means any software or data comprised within or written for a Vehicle’s in-car computer chips (i.e. its engine control unit or “ECU”), including any software updates;

“ECU Tuning Service” means any ECU Software analysis and remapping conducted by HPF on a Vehicle pursuant to an Order;

“Installation of a HPF Product” means delivery and/or installation of an HPF Product to a Vehicle;

“IP” means any and all intellectual property rights (including patents, right in inventions, trademarks, goodwill, database rights, image rights, rights in designs, copyrights and all forms of protection of a similar nature or having equivalent or similar effect anywhere in the world, howsoever arising and whether or not registered) in and to an HPF Product, ECU Software, or the Website;

“Losses” means losses, damages, liabilities, claims, costs and expenses including fines, penalties, legal and other professional fees and any Vehicle rectification, repair or replacement costs;

“Maintenance Services” means any installation, repair or maintenance services that may be provided by HPF to the Customer in relation to an Order;

“Order” means any order placed by the Customer for an HPF Product in accordance with these Terms;

“Purchase Price” means the price charged to the Customer by HPF for a HPF Product;

“Quotation” means a quotation issued by HPF to the Customer for the provision of a HPF Product;

“Terms” means these terms and conditions of sale;

“Vehicle” means a Customer’s motor vehicle;

“Warranty Period” means a period of twelve (12) months from Installation of an HPF Product; and

“Website” means www.hp-f.com.au and www.dieseltuneaustralia.com.au

1.INFORMATION PROVIDED BY CUSTOMER
1.1 An Order must be clearly communicated by the Customer to HPF and must include a Data Sheet accurately completed by the Customer and any other information required by HPF from time to time concerning the Order.
1.2 The Customer warrants that all information provided to HPF in relation to an Order is true and correct.
1.3 The Customer may request modification of an Order. Acceptance of any modification is subject to HPF’s approval. Additional charges may apply for modifications and may cause a delay in fulfilling an Order.
1.4 If the Customer provides HPF with incomplete or inaccurate information in the Data Sheet or otherwise, the Customer accepts full liability for any damage caused to the Vehicle that results from the provision of incomplete or inaccurate information and waives the Customer’s warranty rights under these Terms to the extent permitted by law.

2.QUOTATION AND ORDER
2.1 Upon receipt of an Order HPF may, but is not obliged to, provide a Quotation.
2.2 A Quotation is valid for 30 days from the date of issue, subject to correction of errors and omissions.
2.3 HPF reserves the right to amend, withdraw or cancel a Quotation at any time by giving notice to the Customer.
2.4 A Quotation is an invitation to treat and does not constitute an offer by HPF. By placing an Order in response to a Quotation, the Customer acknowledges agreement to these Terms in full.
2.5 An Order is not binding on HPF until it is accepted by HPF. HPF may accept or reject an Order at its discretion.
2.6 An Order, once accepted by HPF, may not be modified by the Customer without HPF’s written consent.

3.PAYMENT
3.1 The Customer must make full payment of the Purchase Price in accordance with the terms of any invoice issued by HPF.
3.2 Payment may be made by Direct Credit (EFT), Credit Card, Cheque (by arrangement), Cash, or as otherwise specified on the Website.
3.3 The Customer acknowledges and accepts that payment by Credit Card may attract a fee which the Customer will be liable to pay.

4.RETENTION OF TITLE
4.1 All parts, components, and goods supplied and fitted to the Vehicle by HPF shall remain the sole property of HPF until the Customer has paid in full for those parts, components, and any related services.
4.2 Until payment is received in full, the Customer shall:
 (a) hold the parts and any replaced items as bailee for HPF;
 (b) not sell, dispose of, remove, or otherwise deal with the parts except with HPF’s prior written consent;
 (c) allow HPF (and its agents) access to the Vehicle at any reasonable time to inspect or recover any unpaid parts; and
 (d) remain liable for loss, damage, or deterioration of the parts.
4.3 If the Customer fails to make payment in accordance with these Terms, HPF may recover possession of the parts or Vehicle without prejudice to any other rights or remedies available to HPF.

5.CANCELLATION AND REFUND
5.1 The Customer may not cancel an Order without the written consent of HPF.
5.2 If HPF consents to cancellation of an Order, HPF will refund the Purchase Price less reasonable costs incurred by HPF in providing the HPF Product.

6.PAYMENT DEFAULT
6.1 If the Customer defaults in payment or breaches these Terms, the Customer will be liable for and will indemnify HPF for all costs incurred by HPF in recovering monies owing, including loss, liability, charges, expenses and legal costs.
6.2 Interest is payable on overdue accounts at the rate prescribed under the Penalty Interest Rates Act 1983 (Vic). Any payment received may be applied first against accrued interest.

7.PERSONAL PROPERTY SECURITIES REGISTER (PPSR)
7.1 The Customer acknowledges and agrees that HPF has a registrable security interest in any HPF Product supplied to the Customer.
7.2 The Customer consents to HPF registering its interest in any HPF Product on the PPSR.
7.3 The Customer undertakes to sign any further documents and/or provide any further information (which the Customer warrants to be complete, accurate and up-to-date) that HPF may reasonably require to enable registration of a financing statement or financing change statement on the PPSR.
7.4 To the maximum extent permitted by law, the Customer agrees that sections 95, 118, 121(4), 125, 130, 132(3)(d), 132(4), 135, 142 and 143 of the Personal Property Securities Act 2009 (PPSA) do not apply to HPF’s enforcement of its security interest.
7.5 The Customer acknowledges and agrees to waive its rights under section 157 of the PPSA to receive verification of HPF’s registration of its security interest.
7.6 The Customer agrees to pay any legal fees incurred by HPF with respect to enforcing this security interest.

8.CUSTOMER USE OF HPF PRODUCT
8.1 The Customer acknowledges and agrees that their use of the Vehicle after installation of an HPF Product will be for personal and not for commercial purposes.
8.2 The Customer will not allow any other party to use, copy, or modify any HPF Product or IP in the Vehicle unless authorised by HPF in writing.
8.3 The Customer accepts liability for any losses HPF sustains from any breach of this clause.

9.RISK AND TITLE
9.1 Risk in any HPF Product passes to the Customer upon installation of the HPF Product.

10.DISCLAIMER AND LIMITATION OF LIABILITY
10.1 To the maximum extent permitted by law and subject to clause 11 of these Terms, HPF shall not be liable to the Customer (or any other party) for any loss or damage caused to the Vehicle by the installation of an HPF Product.
10.2 HPF does not accept liability for any errors, bugs or other deficiencies contained in the ECU software or the Vehicle’s other components that arise before or after installation of an HPF Product.
10.3 The Customer acknowledges that installation of an HPF Product may void or limit the Vehicle manufacturer’s warranty and/or other third party warranties. HPF accepts no liability for any such breach of non-HPF warranties.

11.HPF PRODUCT WARRANTY
11.1 HPF Products come with guarantees that cannot be excluded under the Australian Consumer Law. The Customer is entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. The Customer is also entitled to have an HPF Product repaired or replaced if it fails to be of acceptable quality and the failure does not amount to a major failure within the first 12 months.
11.2 HPF will provide Maintenance Services to the Customer for the Warranty Period and, on request, may provide additional Maintenance Services at its sole discretion following expiry of the Warranty Period.
11.3 HPF undertakes to provide Maintenance Services with quality workmanship and care in a timely manner.
11.4 To the extent permitted by law, HPF:
 (a) reserves the right to provide Maintenance Services within the Warranty Period if the defect or fault claimed by the Customer arises from the Customer’s, or any other party’s, deliberate actions, negligence or force majeure; and
 (b) will not be liable to the Customer for continued use of the Vehicle following discovery of a fault or defect by the Customer.

12.USE OF DATA
12.1 The Customer acknowledges and agrees that HPF may use and retain any data provided by the Customer, including the Data Sheet or any other technical information, as reasonably required by HPF to provide an HPF Product.
12.2 HPF will comply with the Australian Privacy Principles and any applicable State or Federal privacy laws. Customer data will only be used for the purposes set out in clause 12.1 and for any reasonable ancillary correspondence with the Customer.

13.FORCE MAJEURE
13.1 HPF shall not be liable for failure to deliver goods and/or supply services for any reason outside reasonable control, including but not limited to industrial action, war, governmental action or regulation, act of God, riots, or non-availability of stock or materials. Any such failure shall not affect the Customer’s obligation to pay for goods already installed by HPF.

14.JURISDICTION
14.1 These Terms shall be governed by the laws of Victoria, Australia and the parties submit to the jurisdiction of the appropriate courts in or nearest Melbourne.

15.GENERAL
15.1 If any provision of these Terms is invalid, void, illegal or unenforceable, the validity, existence, legality and enforceability of the remaining provisions shall not be affected.
15.2 The Customer acknowledges that, in entering into this Agreement with HPF, they do so without reliance on any representation, warranty or other provision except as expressly set out in these Terms.
15.3 Except as set out in these Terms, no variation of the Terms, including the introduction of additional terms, shall be effective unless agreed in writing and signed by HPF.
15.4 A waiver of any right under the Terms or by law is effective only if in writing and does not constitute a waiver of any subsequent breach. No failure or delay in exercising any right or remedy under the Terms or by law shall constitute a waiver of that or any other right or remedy.
15.5 These Terms are not enforceable by any person who purchases the Vehicle from the Customer.