Online Terms and Conditions

(a) The bluescopesteelconnect.com website (“Site”) is owned by BlueScope Steel (AIS) Pty Ltd
ABN 19 000 019 625.
(b) The information on this Site and these Terms and Conditions of Sale have been prepared in accordance with Australian law, but may not satisfy the laws of other countries. If the Purchaser resides in, or accesses this Site from, a country other than Australia (“User Country”), the Purchaser acknowledges that:

(i) if the information and these Terms and Conditions of Sale satisfy the laws of the User Country, then the Purchaser is entitled to use the Site and to order products offered for sale by the Company on the Site;
(ii) if the information and these Terms and Conditions of Sale do not satisfy the laws of the User Country, then this Site is not intended for the Purchaser’s use and the Purchaser is not entitled to rely on the information contained on this Site or to order any products offered for sale on this Site. If the Purchaser does so, they agree to indemnify the Company for any loss or damage which the Company may incur as a result.

(c) By ordering a product from this Site, the Purchaser expressly agrees to be bound by these Terms and Conditions of Sale and the Terms and Conditions of Use of the bluescopesteelconnect website. This agreement is between the Company and the Purchaser.

2. Methods of Conducting Business

(a) The Company and the Purchaser may conduct business on-line through the Site.

(b) The Company and the Purchaser agree that payments by Electronic Data Interchange (EDI) will be conducted in accordance with the terms of any BlueScope Steel Electronic Trading Partner Agreement to which they are parties.

3. Orders and Order Acknowledgments

(a) Any information provided on the Site in respect of the Company’s products (including the product price lists) does not constitute an offer to sell but an invitation to treat only, and is subject to the availability of the product, which may change from time to time.

(b) An order or offer to purchase by the Purchaser is an offer to purchase a product at the price specified in the price list (plus any delivery charges or other applicable charges payable by the Purchaser), and is only accepted when the Purchaser receives an order acknowledgement from the Company. Order acknowledgements are transmitted electronically or in hard copy by mail following acceptance of the order by the Company.

(c) An order or offer to purchase accepted by the Company and the contract made by that acceptance are subject to these Terms and Conditions of Sale.

(d) The Company reserves the right to accept or reject in its absolute discretion any orders it may receive for any reason, including the unavailability of a product, an error in the price or the product description on the Site, or an error in an order placed by the Purchaser.

(e) The contract between the Company and the Purchaser is not subject to any terms or conditions put forward by the Purchaser unless those terms or conditions are expressly accepted by the Company in the order acknowledgment or otherwise in writing.

(f) The terms and conditions of the contract between the Company and the Purchaser can only be amended or varied in writing by the Company.

(g) An acknowledged order may only be cancelled with the approval of the Company.

4. Prices

(a) All prices, extras and allowances are subject to fluctuation without notice. Subject to clause 4(b) and (c), if the Company accepts an order it will supply the products ordered at the prices which are in force at the date of the order, unless otherwise arranged.

(b) The Company may charge the Purchaser any costs, charges or expenses the Company necessarily incurs in respect of any material supplied to the Purchaser, including any costs, charges or expenses incurred in respect of any:

(i) vehicle or wagon detention not caused or contributed to by the Company; and
(ii) special requirements of the Purchaser accepted by the Company in the order acknowledgment or otherwise in writing.

(c) Prices do not include any government taxes or levies. The Purchaser shall be liable for all excise, sales, goods and services or any other taxes or charges which may be established or levied by any Governmental authority upon the materials or any part thereof, or upon the manufacture, use, sale or delivery of same.

(d) If the Goods and Services Tax (“GST”) applies to any supply made under this contract, the Company may in addition to any amounts payable in accordance with this contract, recover an additional amount on behalf of GST, such an amount to be calculated by multiplying the amount payable by the Purchaser for that supply by the prevailing GST rate

5. Standard Grades of Material

(a) The Company will use its best endeavours to supply material of the grade specified in the order acknowledgment.

(b) The grade of material specified in the order acknowledgment will, unless otherwise agreed by the Company in writing, be in accordance with the appropriate Standards and as detailed in the Site, BlueScope Steel Price Schedules, Product Handbooks, and other Product related literature which are current at the date of the order acknowledgment.

6. Fitness For Purpose and Exclusion of Liability

(a) The Purchaser agrees that if the material which is the subject of an order is for a particular purpose or is required to possess special or uniform characteristics, the Purchaser will clearly specify that purpose or those characteristics in writing in the “Other Requirements” field in the"New Order Placement" and "Repeat Order Placement" functions.

(b) If the Purchaser does not specify the particular purpose or the special or uniform characteristics in accordance with clause 6 (a) and the Company does not expressly confirm in the order acknowledgment or otherwise in writing that the material is reasonably fit for the specified purpose or that it possesses the specified characteristic, then the Purchaser agrees:

(i) that the Purchaser did not rely on the skill or judgement of the Company in relation to the suitability of the material for a particular purpose or the special or uniform characteristics possessed by the material; and
(ii) not to use, sell or offer for sale the material as though it was reasonably fit for the specified characteristics.

7. Carriage and Delivery

(a) For all sales of material, where the terms are nominated as FIS in the order acknowledgment, the Company (in its absolute discretion) determines the means of carriage of the material, unless otherwise agreed in writing.

(b) The Company will deliver the material to the delivery point nominated in the order acknowledgment.

(c) Dates or periods for delivery are approximate and are given by the Company for information only. The Purchaser agrees that, unless the Company has guaranteed the date of delivery in a written warranty, a delay will not be a breach of contract and the Purchaser will not be entitled to terminate the contract or to any other remedy whatsoever.

(d) The Purchaser acknowledges that steel manufacture is continuous, and agrees that the Company is not obliged to hold materials for the Purchaser over holiday periods or closures of the Purchaser’s plant.

(e) The Purchaser agrees that if the Purchaser does not accept delivery of materials upon presentation at the nominated delivery point within normal working hours, the Company may at its option store them at the expense and risk of the Purchaser.

8. Delay and Exclusion of Liability

(a) The Company is not responsible for delay in manufacture or delivery caused by or in any way connected with:

(i) an act of God;
(ii) war;
(iii) fires, explosions, breakdown of machinery or equipment;
(iv) non delivery or shortage of supplies;
(v) strikes or other industrial disputes or disturbances; or
(vi) any other cause beyond the reasonable control of the Company,

and, notwithstanding any written warranty guaranteeing a date of delivery, the time for delivery will be extended for a reasonable period having regard to the effect of the cause of the delay on the manufacture or delivery of the material.

(b) The events in clause 8 (a) do not relieve the Purchaser from any obligation:

(i) to pay for any material already delivered; or
(ii) to accept delivery of any material tendered by the Company despite the delaying event or after the delaying event ends.

9. Payment, Retention of Title and Passing of Risk

(a) Unless otherwise notified in writing by an authorised officer of the Company, payment for material must be made in full and received by the Company within 28 days of the date of the Company invoice. Payment is received by the Company only when it receives cash or the proceeds of other methods of payment are credited to the Company’s bank account (including payment via an agreed EDI/EFT mechanism).

(b) Neither legal nor beneficial property in the material will pass to the Purchaser until payment in accordance with clause 9 (a) is received by the Company for all material supplied to the Purchaser by the Company.

(c) The Purchaser acknowledges that until payment in accordance with clause 9(a) is received by the Company, the Purchaser:

(i) holds the material as bailee of the Company and a fiduciary duty exists between the Purchaser and the Company;
(ii) will maintain the material in good condition and store it in a secure location; and
(iii) must store the material separately and in such a manner that it is readily identifiable as the property of the Company, and so that the material can be cross-referenced to particular Company invoices.

(d) The Company accepts the risk of loss of, or damage to, materials only up to the delivery point nominated in the order acknowledgment. Risk passes to the Purchaser when unloading begins at the delivery point. The Purchaser must insure the material against all loss or damage, however caused, and must keep the insurance current until property in the material passes to the Purchaser. The policy must name the Company as an insured.

(e) If:

(i) payment for any material has not been received by the Company within 7 days of the due date of payment; or
(ii) the Purchaser becomes insolvent, commits an act of bankruptcy, has had a receiver or manager appointed, is placed in liquidation or provisional liquidation, under administration, is wound up, has had a receiver or manager appointed to any part of its property, or is subject to any arrangement, assignment, or composition with creditors, or if any action is taken which could result in any of the events referred to earlier in this sub-paragraph (ii),
the Company may take possession of its material wherever the material is located. The Purchaser agrees that representatives of the Company may enter upon the Purchaser’s premises for that purpose. The Purchaser will be liable for all costs associated with the exercise of the Company’s rights under this paragraph.

(f) The Purchaser acknowledges that if it sells any of the material, it sells the material as fiduciary agent of the Company provided that such sales shall not give rise to any obligations on the part of the Company.

(g) The Purchaser further acknowledges that if it sells any of the material before making full payment for it, the Purchaser shall hold that part of the proceeds of sale that is of equal value to the amount owing to the Company in a separate account in trust for the Company.

(h) If the Purchaser uses the material in manufacturing or production and sells the finished product in the ordinary course of business (which it is authorised to do unless notified otherwise in writing), the Purchaser shall hold that part of the proceeds of the finished product relating to the Company’s materials in a separate account in trust for the Company. That part will be taken to be of equal value to the amount owing by the Purchaser to the Company at the time of receipt of the proceeds.

(i) The amounts to be held on trust under paragraph 9(g) and (h) above must be kept in a separate account and may not be mixed with any other monies, including the Purchaser’s own monies.

(j) The Purchaser may not assign debts owed to it in respect of the material or finished products sold without the prior written consent of the Company.

10. Measures

(a) All mass in catalogues, databases, price lists and quotations is approximate.

(b) The Company may (in its absolute discretion) supply orders on either a scale weight or calculated weight basis. Subject to clause 10 (c), the Company’s measurement of mass and quantity is final.

(c) The Company is not liable for any errors in calculation of mass unless the Purchaser gives the Company:

(i) written notice of any discrepancy within 14 days after the delivery of the materials; and
(ii) a reasonable opportunity to witness a re-weighing or re-examination of those materials before they are used, processed or sold.

11. Inspection and Testing

(a) Unless otherwise stated, analysis certificates and test certificates issued or made available through EDI to the Purchaser by the Company are final. The Company is not responsible for weighing or testing material after the Company delivers it to the Purchaser.

(b) Notwithstanding the issue or availability of an analysis certificate or test certificate the Purchaser acknowledges and agrees:

(i) the normal sampling of steel for chemical composition and freedom from residual elements takes place while the steel is in a molten condition;
(ii) it is not possible to ensure complete conformity with test results for each batch of steel; and
(iii) random variations occur.

(c) If the acceptance of material is subject to tests or inspections (or both) by the Purchaser, those tests and inspections must be performed and the material accepted by the Purchaser before it is despatched by the Company. If the Purchaser:

(i) does not test or inspect material after reasonable notice from the Company; or
(ii) after testing or inspecting it, does not notify the Company in writing within 7 days that the material is not in conformity with the contract (specifying full particulars of the non conformances),
the Purchaser is deemed to agree that the material conforms with the contract and may not reject the material for any reason which could have been revealed by the test or inspection.

12. Exclusions and Limitations of Liability

(a) If materials are found to the satisfaction of the Company to be defective (other than errors in calculation of mass) or to otherwise not comply with the contract, then the Purchaser and the Company may agree that the Purchaser will accept the materials at an agreed price. Where such an agreement cannot be reached, then, to the fullest extent permitted by law, the liability of the Company shall be strictly limited to any of the following, as determined by the Company:

(i) the replacement of the materials as soon as reasonably practicable; or
(ii) the repair of the materials; or
(iii) the repayment (or allowance) of the invoice price of the materials.

(b) Except as provided in clause 12 (a) and in relation to liability which may not lawfully be excluded, the Purchaser agrees that the Company is not liable for any loss including loss of profit, consequential loss or special loss or damage, arising from or caused in any way by:

(i) any breach of contract by the Company;
(ii) any defects in any materials which the Company supplies; or
(iii) any negligence by the Company; or its employees or agents.

(c) The Purchaser agrees that any representations made by the Company in respect of the use of materials are made on the basis that, to the fullest extent permitted by law:

(i) the Company assumes no obligation or liability for those representations or any results obtained; and
(ii) all such advice is given by the company and accepted by the Purchaser at the Purchaser’s risk.

(d) The application of the United Nations Convention on Contracts for the International Sale of Goods (known as the Vienna Sales Convention 1980) is excluded.

13. Interpretation

(a) “Company” means each of the following corporations trading as BlueScope Steel, BlueScope Steel Flat Products, or BlueScope Steel Coated Steel Australia

• · BlueScope Steel (AIS) Pty Ltd ABN 19 000 019 625
• · BlueScope Steel Limited ABN 49 004 028 077

(b) Any requirement of “writing” or written notice in these General Terms and Conditions of Sale shall be satisfied by communications by letter, facsimile or electronic data interchange.

(c) “including” and similar words are not words of limitation.