DISCLAIMER
By accessing Our website You agree to be bound by the terms which follow. If You do not wish to be bound these terms, You must not access this site or engage us to provide any goods or services.
Specialised Plumbing & Drainage accepts no liability or responsibility to any person as a consequence of any reliance upon the information contained in this Website.
Specialised Plumbing Drainage and Roofing
1. APPLICATION OF THESE TERMS AND CONDITIONS
1.1 These terms and conditions (“Agreement”) applies to all the Customer’s dealings with Us, including use of this website, the issuing of quotes, placing of orders and the request and/or supply of Work. The Customer confirms that it has had the opportunity to read, understand and agree to the Agreement before any such engagement.
1.2 For the purposes of this Agreement, “the Contractor”, “Us” or “We” is The Trustee for ATC Co Trust T/A Specialised Plumbing Drainage and Roofing (ABN 75 474 513 110) its related companies and all their employees, representatives, agents and contractors and all successors and assigns and any person acting on behalf of and with the authority of the Contractor; “the Customer”, ”You” or “Your” is the person or entity named on the quote provided by the Contractor, and any person acting on behalf of the Customer or any person or entity that engages the Contractor to do any thing; “Goods” means plumbing products and associated components as more particularly described on the Contractor’s quotes, tax invoices and other paper Work supplied to the Customer; “Site” means the place where the Contractor’s Work will be carried out; “ACL” means the Australian Consumer Law set out in schedule 2 of the Competition & Consumer Act 2010 (Cth) as amended from time to time; “Work” means any Goods &/or services provided or to be provided by the Contractor.
1.3 9.2 If the Customer is a Corporation as defined under section 9 of the Corporations Act 2001 (Cth), each director agrees that he or she will:
1.4 You represent that you are fully authorised to enter this Agreement for and on behalf of the Customer and it’s directors (if any).
1.5 The Contractor’s offer to supply Works is set out in the Contractor’s quotation (which may describe a specific contract sum / price for the goods and/or services, or a method for calculating it), any documents referred to in the quotation and this Agreement. Unless otherwise specified by the Contractor, acceptance of the offer is valid whether acceptance is communicated verbally, in writing, electronically or by conduct which signifies acceptance of the offer (such as payment of the Deposit, inviting or permitting the Contractor to supply Works or scheduling any date and/or time for the supply of the Work). Acceptance of the Contractor’s offer creates a binding legal agreement between the Customer and the Contractor which includes this Agreement. The parties’ consent to electronic signing and entering into of this Agreement.
2. QUOTES
2.1 The Contractor shall give the Customer a quote specifying the Work required to be done in order to fulfill the Customer’s instructions and an estimate of the Contractor’s charge for the performance of such Work.
2.2 Acceptance by the Customer
2.2.1 Where the Contractor has given the Customer a quote, the Contractor need not commence Work until the quote has been accepted by the Customer.
2.2.2 The Customer shall accept the quote by signing and returning a true copy of the quote and/or Work authorisation form accompanied with a purchase order number (if applicable). A signed facsimile or scanned copy of the quote will be binding for the purposes of this Agreement.
2.2.3 Quotes are valid for sixty days only, unless an extension has been authorised by the Contractor in writing.
2.2.4 In acceptance of the quote, the Customer warrants that it has not relied on any representation by the Contractor other than as supplied in writing in the quote.
2.2.5 The version of this Agreement appearing on the Contractor’s website as at the date of signing by the Customer of the quote, Your interaction or engagement with Us or the date of the issuing of any variation by the Contractor shall bind You and Us. The Customer is strongly encouraged to always check this Agreement on Our website before any engagement and/or variation.
3. VARIATIONS
3.1 All variations must be in writing and signed by Our duly authorised representative. Variations to an accepted quote or contract will incur additional costs to the Customer.
3.2 Variations within a period subject to a progress payment shall be payable at the same time as that progress payment is due and payable.
3.3 All quotations are based on excavation of clean soils. Rock excavation, dewatering or supportive Work such as pier & beams for filled or made up ground will be charged out as a variation to the original price unless specifically included in written quotes &/or estimates.
3.4 The Contractor does not accept the risk of latent conditions (other than those identified in the quote) and is entitled to claim a variation if additional works are required because the physical conditions on Site or in the near surrounds differ materially from the conditions which were, or ought reasonably to have been, expected by the Contractor on the basis of information and documents that were provided by the Customer to the Contractor before this Agreement was made or any quote provided.
4. CANCELLATION
4.1 You must provide Us with at least 5 Working days’ notice in writing of any cancellation of Works. Failure to do so will result in any deposit being forfeited or, if no deposit has been paid, You must pay Us 20% of the original quoted / invoice amount, payable by You within 7 days of receipt of an invoice for that amount.
5. PROLONGATION
5.1 The Contractor shall not be held liable for any delays for Work not being completed or delayed due to weather conditions, shortage of labour hire, machinery or materials or any other matter or thing that is outside the direct control of the Contractor.
5.2 Should Work at the Site be held up for reasons beyond the Contractor’s control, then the Customer shall indemnify the Contractor from any increased costs, losses or expenses due to such prolongation.
6. DIAL BEFORE YOU DIG
6.1 When the Contractor is engaged to undertake underground plumbing Work, the Customer shall obtain plans of underground pipes and cables on the Site at least two clear working days before the Contractor’s proposed Work on the Site. These plans can be requested from the DBYD (Dial Before You Dig) website at www.1100.com.au or phone 1100.
6.2 Should the Customer fail to provide the Contractor with the appropriate plans for the Site as specified in clause 6.1, the Customer will indemnify the Contractor from any claim for costs, damages, expenses or losses incurred or suffered by any party.
7. DELIVERY OF GOODS
7.1 Delivery of the Goods shall be made to the Customer’s nominated address. The Customer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. Delivery of Goods to a third party nominated by the Customer is deemed to be delivery to the Customer for the purpose of this Agreement. The failure of the Contractor to deliver shall not entitle either party to treat this Agreement as repudiated. The Contractor shall not be liable for any loss or damage whatever due to the failure by the Contractor to deliver the Goods (or any part of them) promptly or at all.
7.2 The Customer shall indemnify the Contractor from any costs incurred should Site access not be available and subsequently the Contractor is unable to make delivery.
8. SITE ACCESS
8.1 The Customer shall ensure that the Contractor has clear and uninterrupted access to the Site until the Work has been completed and the Contractor paid in full.
8.2 The Customer shall indemnify the Contractor from all losses, claims, costs or penalties if the completion of the Work is delayed due to interrupted Site access.
9. RISK
9.1 The risk in the Goods shall pass to the Customer upon delivery/installation of the Goods to the Customer or to a third party nominated by the Customer. Title in the Goods remains with the Contractor until all monies owed or payable to the Contractor by the Customer have been paid to the Contractor.
10. PAYMENT
10.1 The Customer must pay the Contractor the total amount set out in the invoice within the time specified in the Contractor’s quote and/or Work authorisation form.
10.2 Deposit
10.2.1 If a deposit is requested by the Contractor the Customer acknowledges the Contractor is under no obligation to undertake any Work until the deposit is received by the Contractor in full and when all details pertaining to the contract are finalised.
10.2.2 In the event of default as to payment owing to the Contractor on the part of the Customer, the Contractor shall be entitled to forfeit the deposit and claim any profit or margin contemplated by or allowed for in this Agreement in addition to any remedy available to the Contractor at law or in equity.
10.3 In the event that agreed progress payments are not honoured by the Customer, the Contractor may halt any further Work until such time as the outstanding payment is made.
10.4 The provisions of the Building and Construction Industry Payments Act 2002 (Vic) apply to this Agreement and any Works. The Contractor may:
submit any progress payment claim at the times specified in the quote or work authorisation form or, if no times are specified at any time; and make a final payment claim (for the unpaid balance and any other amount payable under any invoice) at completion of the Works, and each is a “Payment Claim”.
10.4A Each Payment Claim is a progress claim within the meaning of the Building and Construction Industry Security of Contracts Act 2002 (Vic) and for the purposes of that Act, the date of the invoice is the reference date.
10.4B The due date for payment for any Works and/or any Payment Claim is the date specified in our invoice(s) or, if no date is specified, 14 days from the date of the relevant invoice.
10.5 Late payment refers to interest calculated at 12% on overdue amounts. The contractor may charge interest at the rate of Two Percent (2%) above the Penalty Interest Rate Act 1983 (Vic) calculated on a daily basis, compounding monthly on amounts not paid within the time specified in the agreed quote and/or work authorisation form.
10.6 The Customer and it’s directors indemnifies the Contractor for all costs, expenses or losses incurred by the Contractor as a result of the Customer’s failure to pay to the Contractor all sums outstanding to the Contractor including without limiting the generality of the forgoing any debt collection and legal costs (on a full indemnity basis) incurred in enforcing payment.
10.7 The Customer shall:
a) ensure the Customer or its representative remains on the Site during the performance of the Contractor’s Work ;
b) sign off that the Work has been completed by the Contractor in accordance with the quote or Work authorisation form; and
c) indemnify the Contractor from any claims or charges relating to damage and/or loss of property from the Site if the Customer has not complied with the conditions specified in 10.7 (a).
10.8 Blocked Drain
10.8.1 The presence of plant/tree root growth and/or blockages generally indicates damaged pipes. No warranty is provided in relation to future blockages reoccurring or damaged pipes in such instances.
10.8.2 Should Close Circuit Television (CCTV) equipment be used the Customer must disclose this to the Contractor in advance and the Customer acknowledges an additional charge may be imposed by the Contractor.
10.8.3 Should any of the Contractor’s equipment become lodged in the customer’s faulty drain it will be removed at the Customer’s expense or monetary compensation to the total replacement value will become payable to the Contractor within seven (7) days.
11. RETENTION OF TITLE
11.1 Notwithstanding the delivery or installation of the Works, title in any particular Works shall remain with the Contractor until the Customer has paid and discharged any and all monies owing to the Contractor for the Works, including all applicable GST and other taxes, levies and duties. Where the Works have been onsold by the Customer, the Customer will be taken to hold the proceeds of sale of such Works upon trust for the Contractor and to account to the Contractor for these proceeds.
11.2 Any payment made by or on behalf of the Customer which is later avoided by the application of any Statutory Provisions shall be deemed not to discharge the Contractor’s title in the Works nor the Customer’s indebtedness to the Contractor and, in such an event, the parties are to be restored to the rights which each respectively would have had if the payment had not been made.
11.3 If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Customer, the Contractor is entitled to receive all insurance proceeds payable for the Goods. The production of this Agreement by the Contractor is sufficient evidence of the Contractor’s rights to receive the insurance proceeds.
11.4 The Customer acknowledges that it is in possession of the Works solely as bailee until payment of all amounts owing for the Works is made and until that time:
a) the Customer must not encumber or otherwise charge the Works; and
b) the Customer shall be fully responsible for any loss or damage to the Works whatsoever and howsoever caused following delivery, completion or installation of the Works to the Customer.
11.5 The Customer hereby irrevocably grants to the Contractor the right, at its sole discretion, to remove or repossess any Works from the Customer and sell or dispose of them, and the Contractor shall not be liable to the Customer or any person claiming through the Customer and the Contractor shall be entitled to retain the proceeds of any Works sold and apply same towards the Customer’s indebtedness to the Contractor and the Contractor shall not be liable for any loss occasioned thereby.
11.6 If the Customer commits an act of bankruptcy, insolvency, enters into any form of external administration, receivership or liquidation, makes any composition or arrangement with its creditors, receives a creditor’s statutory demand that is not satisfied within 7 days or ceases to carry on business or breaches any fundamental clause of this Agreement, then the Contractor may, without prejudice to any other remedies it may have, repossess any Goods &/or Works delivered to the Customer on any account which has not been paid in accordance with this Agreement and commence proceedings to recover the balance of any monies owing to the Contractor by the Customer.
12. PERSONAL PROPERTY SECURITIES ACT 2009 (“PPSA”)
12.1 In this clause, the following words have the respective meanings given to them in the PPSA: Financing Statement, Financing Change Statement, Proceeds, Register, Security Agreement, Security Interest and Verification Statement.
12.2 The Customer acknowledges and agrees:
a) that this Agreement constitutes a Security Agreement that creates a Security Interest in all Goods (and Proceeds):
(i) previously supplied by the Contractor to the Customer;
(ii) to be supplied in the future by the Contractor to the Customer;
b) that the Security Interest created by this Agreement is a continuing Security Interest in all Goods (supplied now or in the future by the Contractor to the Customer) and Proceeds, which will operate (despite any intervening payment or settlement of account) until the Contractor has signed a release;
c) to waive its rights in relation to the sections listed in sub-section 115(1) of the PPSA (or as otherwise amended), which will not apply (to the extent, if any, mentioned) to the Security Agreement created by this Agreement .
12.3 The Customer undertakes to:
a) keep all Goods free of any charge, lien or Security Interest except as created under this Agreement and not otherwise deal with the Goods in a way that may prejudice any rights of the Contractor under this Agreement or the PPSA;
b) sign any further documents and provide any further information (which must be complete, accurate and up-to-date in all respects) that the Contractor may require to:
(i) register a Financing Statement or Financing Change Statement in relation to a Security Interest on the Register;
(ii) register any other document required to be registered by the PPSA; or
(iii) correct a defect in a statement referred to in clause 12.3(b) (i) or 12.3(b) (ii);
c) indemnify, and upon demand reimburse, the Contractor for all fees (including actual legal fees on a solicitor/own client basis), costs, disbursements and expenses in:
(i) registering and maintaining a Financing Statement or Financing Change Statement on the Register or releasing any Goods charged thereby; and
(ii) enforcing or attempting to enforce the Security Interest created by this Agreement.
d) not register, or allow to be registered, a Financing Statement or a Financing Change Statement in respect of the Goods or Proceeds in favour of a third party, without the prior written consent of the Contractor; and
e) immediately advise the Contractor of any material change in its business ownership and details (including, but not limited to, it’s trading name, address, facsimile number, trustee, directors, shareholders and unitholders) or business practices.
12.4 In accordance with section 115 of the PPSA, the parties agree to contract out of and/or that the following sections of the PPSA do not apply: 95 (to the extent that it requires the Secured Party to give notices to the Grantor), 96, 118 (to the extent that it allows a Secured Party to give notice to the Grantor),121(4), 125, 127, 129(2) & (3), 130, 132, 132(3)(d), 132(4), 134(2) 135, 136(3), (4) & (5), 137, 142 and 143. The parties also agree to contract out of any other section allowed under section 115 of the PPSA as the Contractor may decide from time to time, acting reasonably to protect our interests. The Customer explicitly waives the right to receive a Verification Statement in respect of any Financing Statement or Financing Change Statement registered by or on our behalf in respect of the Security Interest created by this Agreement.
12.5 Unless otherwise agreed and to the extent permitted by the PPSA, the parties agree not to disclose any information of a kind referred to in section 275(1) of the PPSA to an interested person or any other person. The Customer waive any rights which it may have, or but for this clause may have had had, under section 275(7)(c) of the PPSA to authorise the disclosure of the above information.
13. WARRANTY
13.1 Any warranty as to the Goods shall be limited to the written warranty provided by the manufacturer to the Customer on or before installation of the Goods.
13.2 Any warranty shall become null and void in the event that the Goods are modified, altered, damaged or put to any undue stress other than in the way the Goods were designed to perform.
13.3 The Contractor shall not provide warranty on any goods supplied by the Customer to be used by the Contractor.
13.4 In respect of all warranty claims the Contractor shall not be liable to compensate the Customer for any delay in either replacing or repairing the workmanship/Goods or in properly assessing the Customer’s claim.
13.5 Any warranty is for the benefit of the Customer and is not transferrable.
14. LIABILITY
14.1 The parties acknowledge that, under the ACL, certain conditions and warranties may be implied in this Agreement and there are rights and remedies conferred on the Customer in relation to the provision of the goods and services which cannot be excluded, restricted or modified by this Agreement (“Non-excludable Rights”).
14.2 To the full extent allowed at law, the Contractor disclaims all conditions and warranties expressed or implied, and all rights and remedies conferred on the Customer, by statute, the common law, equity, trade, custom or usage or otherwise and all those conditions and warranties and all those rights and remedies are excluded other than any Non-excludable Rights. To the extent permitted by law, the liability of the Contractor for a breach of a Non-Excludable Right is limited, at the Contractor’s option, to the supplying of the Works again or payment of the cost of having the Works supplied again.
14.3 Notwithstanding any other provision of this Agreement, the Contractor is in no circumstances (whatever the cause) liable in contract, tort including without limitation, negligence or breach of statutory duty or otherwise to compensate the Customer or any other person for:
a) any increased costs or expenses;
b) any loss of profit, revenue, business, contracts or anticipated savings;
c) any loss or expense resulting from a claim by a third party; or
d) any special, indirect or consequential loss or damage of any nature whatsoever,
caused by or arising from the Contractor’s failure to complete or delay in delivering or completing the Work.
14.4 The Contractor will have no liability to the Customer in relation to any loss, damage or expense caused by the Contractor’s failure to deliver the Goods or complete the Work as a result of fire, flood, tempest, earthquake, riot, civil disturbance, theft, crime, strike, lockout, breakdown, war, epidemic, pandemic or the inability of the Contractor’s normal suppliers to supply necessary material or any other matter beyond the Contractor’s control.
14.5 The following clause only applies if and only if the ACL applies to the Customer and/or this Agreement.
Our goods and services come with guarantees that cannot be excluded under the ACL. For major failures with the service, you are entitled:
(a) to cancel your service contract with us; and
(b) to a refund for the unused portion, or to compensation for its reduced value.
You are also entitled to choose a refund or replacement for major failures with goods. If a failure with the goods or a service does not amount to a major failure, you are entitled to have the failure rectified in a reasonable time. If this is not done you are entitled to a refund for the goods and to cancel the contract for the service and obtain a refund of any unused portion. You are also entitled to be compensated for any other reasonably foreseeable loss or damage from a failure in the goods or service.
14.6 Subject to any rights that cannot be excluded by law, the Contractor’s total liability for loss or damage of every kind, whether arising pursuant to this Agreement or in relation to the Works, their sale, delivery or the way they behave, in tort or contract or in any other cause of action, or in any other way whatsoever is:
14.6.1 limited to 25% of the amount paid for the directly related Work at issue. The Customer acknowledges that pricing and operations are based upon this limitation of liability; and/or
14.6.2 reduced to the extent that the Customer’s acts, omissions or equipment or the acts, omissions of any third person, including a third party supplier/vendor, cause or contribute to that loss or damage.
14.7 The Contractor may suspend performance of the Works for so long as is necessary to protect any person or property, and otherwise as permitted by this agreement or the Building and Construction Industry Security of Contracts Act 2002 (Vic). The Customer is not entitled to claim for any expenses, costs, losses or damages suffered or incurred directly or indirectly as a result of performance of the Works being so suspended.
14.7 To the extent that the Contractor provides or is legally required to provide any warranty, condition or guarantee or like requirement, whether under the ACL or otherwise, any such warranty, condition, guarantee or like requirement does not apply to or in any way cover to the maximum extent permitted at law, to:
14.8 The Customer indemnifies the Contractor In respect of:
Customer) suffered or incurred by the Contractor, and which arise directly or indirectly as a result of any breach or non-performance of any of the Customer’s obligations under or in relation to the Contract or any negligence on the part of the Customer; and
15. PRIVACY
15.1 The Privacy Policy at https://specialisedplumbing.com.au forms part of this Agreement, and is subject to the provisions of these Terms and Conditions.
16. SECURITY & CHARGE
16.1 In consideration of the Contractor entering into this Agreement, agreeing to and/or providing Works, agreeing to vary payment terms (if applicable) and/or to better secure the payment to the Contractor of the monies the Contractor is or will be owed in accordance with this Agreement, the Customer, its directors and and/or any guarantor:
(a) hereby charge all their property both real and personal, whatsoever and wheresoever situate by way of equitable mortgage for payment of any and all monies payable under this Agreement;
(b) consent to the Contractor or its representatives lodging caveats over all their real property whatsoever and wheresoever situate for the purpose of securing payment of any and all monies payable under this Agreement by way of charge in favour of the Contractor;
(c) agrees not to bring proceedings in any court of competent jurisdiction to remove any caveat lodged by or on behalf of the Contractor pursuant to the terms of this Agreement whilst any monies payable under this Agreement remains unpaid.
16.2 For better securing amounts payable to the Contractor arising from this Agreement and to protect the equitable mortgage and/or charge given, the Contractor is hereby irrevocably appointed as your/his/her/it’s or their attorney for the purpose of registering any document with the Australian Securities & Investment Commission and/or in the Land Titles Office in Victoria and/or any corresponding department in any other State or Territory of the Commonwealth of Australia deemed necessary to execute, and hereby authorises the Contractor or any of its director/s from time to time to sign any such document on his, her, it’s or their behalf, at any time whilst any amount due to the Contractor remains outstanding and unpaid. This power may be exercised notwithstanding that there may be a conflict of interest between the Contractor, its director/s and the Customer, its director/s or any guarantor.
16.3 If the Customer, its director/s and/or any guarantor is trustee of any trust, all these parties as trustee charges all of the assets and property of the trust and enters into this Agreement in both its personal capacity and capacity as trustee of all trusts.
17. PERMITS
It is the responsibility of the Customer to ensure that all necessary permits, permissions or authorisations are obtained for the Work carried out on Site.
18. GENERAL MATTERS
18.1 A power or right is not waived solely because the party entitled to exercise that power or right does not do so. A single exercise of a power or right will not preclude any other or further exercise of that power or right or of any other power or right. A power or right may only be waived in writing, signed by the party to be bound by the waiver.
18.2 To the extent that any clause is void, voidable, unenforceable or illegal, it is to be read down so as to be valid and enforceable and if it cannot be so read down, it is to be severed from the Contract.
18.3 This Agreement is governed by the law of Victoria, and the parties submit to the exclusive jurisdiction of the Victorian courts.
18.4 The Contractor may license or sub-contract a third party for all or any part of its rights or obligations under this Agreement including delivery or performance of the Works without Your consent.
18.5 The Customer must not sub-contract a third party for the performance of the Agreement without our prior written consent which may be withheld.
18.6 Nothing in this Agreement is to be interpreted against a party solely on the ground that the party put forward this Agreement or a part of it.
18.7 If more than one person is the Customer, the obligations of each person are joint and several.
18.8 The Customer acknowledges and agrees that this Agreement is entered into by the Contractor for the benefit of other parties and that the Contractor and/or the other parties have the right to enforce the terms of this Agreement.
19. TRUST PROVISIONS
19.1 ATC Co Pty Ltd ACN 653 839 911 (the “Trustee”) enters into this Agreement in its capacity as trustee of the ATC Co Trust (ABN 75 454 513 110) (the “Trust”) and in no other capacity.
19.2 The parties acknowledge that the Trustee incurs the Trustee Liabilities solely in its capacity as trustee of the Trust and agree that (to the maximum extent permitted by law) the Trustee will cease to have any Trustee Liability if the Trustee ceases for any reason to be trustee of the Trust.
19.3 A Trustee Liability may be enforced against the Trustee only to the extent to which:
19.3.1 the Trustee is actually indemnified in respect of that Trustee Liability out of the property of the Trust; and
19.3.2 there is sufficient property held by the Trustee as trustee at the time, which is available to meet that indemnity (after all Trust assets have been allocated to meet the indemnity and any other valid claims).
19.4 Subject to clause 19.5, no person will be entitled to:
19.4.1 claim from or commence proceedings against the Trustee in respect of any Trustee Liability in any capacity other than as trustee of the Trust;
19.4.2 enforce or seek to enforce any judgment in respect of any Trustee Liability against any property of the Trustee other than property held by the Trustee as trustee of the Trust;
19.4.3 take any steps to procure or support the appointment of a liquidator, administrator or any other similar office holder to the Trustee on the basis of a Trustee Liability, or prove in any liquidation, administration or arrangement of or affecting the Trustee; or
19.4.4 in respect of a Trustee Liability, appoint or take any steps to procure or support the appointment of a receiver or receiver and manager to any property of the Trustee, other than property which is held by it in its capacity as trustee of the Trust.
19.5 The restrictions in clauses 19.3 and 19.4 do not apply to any Trustee Liability to the extent to which there is, whether under the trust deed constituting the Trust or by operation of law, a reduction in the extent of the Trustee’s indemnification, or in respect of which the Trustee is not entitled to be indemnified, out of the property of the Trust, as a result of the Trustee’s fraud, gross negligence or illegal default.
19.6 Each other party to this Agreement agrees that no act or omission of the Trustee (including any related failure to satisfy any Trustee Liabilities) will constitute fraud, negligence or wilful default of the Trustee for the purposes of clause 19.5 to the extent to which the act or omission was caused or contributed to by any failure of that party to fulfil its obligations relating to the Trust or by any other act or omission of that party.
19.7 No attorney, agent or other person appointed in accordance with this Agreement has authority to act on behalf of the Trustee in a way which exposes the Trustee to any personal liability, and no act or omission of such a person will be considered fraud, negligence or illegal default of the Trustee for the purposes of clause 19.5.
19.8 This limitation of the Trustee Liability applies despite any other provisions of this Agreement and extends to all Trustee Liabilities of the Trustee in any way connected with any representation, warranty, conduct, omission, agreement or transaction related to this Agreement or its performance.
19.9 The Trustee is not obliged to do or refrain from doing anything under this document (including incur any liability) unless the Trustee Liability is limited in the same manner as set out in clauses 19.1 to 19.8.
19.10 In this clause 19, “Trustee Liability” means any liability or obligation (of any kind including, without limitation, for negligence, in tort, in equity, or under statute) of the Trustee which arises in any way under or in connection with this Agreement or its performance, or any representation, warranty, conduct, omission, agreement or transaction made under or in connection with this document or its performance.
19.11 The provisions of this clause 19 are paramount and apply regardless of any other provision in this Agreement, or other instrument, even another provision which seeks to apply regardless of any other provision.
Exclusions (except mentioned otherwise in the main quote):
Further Notes: