Terms & Conditions

These terms and conditions are between the parties described in the Schedule, together the Parties and each a Party. These terms and conditions and the Schedule form the entire agreement under which Exposed Coatings will provide the Product and / or the Service to the Customer (together, the Agreement).

1. Agreement

• 1.1. In consideration of the payment of the Fee, Exposed Coatings undertakes to
• (a) Provide and deliver the Product to the Customer; or
• (b) Provide and deliver the Product to the Customer, and install the Product on the Premises, as specified in the Schedule.
• 1.2. Where Exposed Coatings is installing the Product on the Premises, such installation is referred to in the Schedule and throughout this Agreement as the Service.

2. Terms

• 2.1. Subject to any provisions intended to survive termination of this Agreement, the Term of this Agreement is from the date of this Agreement until the payment in full of the Fee./li>

3. Customer Information

• 3.1. The Customer warrants and represents that all the information it has provided to Exposed Coatings is complete, true, and accurate. The Customer must notify Exposed Coatings immediately if any of the information it has provided changes.
• 3.2. Exposed Coatings accepts no liability for any loss or damage which may arise by the Customer providing false information.

4. Product

• 4.1. The Product is sold subject to their description and any supporting information such as size, colour and estimated delivery dates as displayed on the Exposed Coatings website located here www.exposedcoatings.com.au from time to time.
• 4.2. Exposed Coatings reserves the right to refuse orders where the Product or Service information, price, or any applicable promotions have been incorrectly provided. In such circumstances, the Customer will not be charged the Fee or any part of the Fee.
• 4.3. Exposed Coatings takes reasonable care to portray its Product accurately, however pictures and descriptions on the Website are for reference only, and Exposed Coatings makes no guarantee or warranty that the Product will match the exact picture or description on the Website. The Customer acknowledges that the reproduction of colours may be impacted by the device screen that you are viewing the Product on and may vary between devices.
• 4.4. The Product is manufactured using natural stones, thereby the colours of the Product may vary within single batches of the Product. The Customer acknowledges that it may not be possible to provide uniform colours of the Product within one order, and agrees to accept the nearest colours available.

5. Delivery of Product

• 5.1. The Customer has ordered the Product in the quantity specified in the Schedule. Subject to the terms of this Agreement, Exposed Coatings agrees to deliver the Product to the Customer at the Premises and at the delivery time specified in the Schedule.
• 5.2. Exposed Coatings may be unable to meet the exact Delivery Time specified in the Schedule, and shall give the Customer reasonable notice of any anticipated delays. If Exposed Coatings notifies the Customer of a delay, the revised delivery time shall constitute the Delivery Time for the purposes of this Agreement. It is the Customer’s responsibility to make arrangements to accept delivery at the Delivery Time, including where Exposed Coatings notifies the Customer of any delay.
• 5.3. The Customer will provide such access and facilities to enable Exposed Coatings to comply with its obligations without delay or disruption, and free from harm or injury (including access to the Premises).
• 5.4. Exposed Coatings shall not be responsible for the Customer providing the incorrect address of the Premises. Delivery to the Premises shall constitute accepted delivery, even if the Customer has provided an incorrect or third party address. It is the Customer’s responsibility to ensure it can accept delivery at the Premises, and the Customer shall make all necessary arrangements to accept delivery of the Product at its own cost.
• 5.5. Exposed Coatings is responsible for delivery of the Product to the Premises, and the Customer will pay for any costs associated with the Delivery, which is incorporated into the Fee.
• 5.6. Notwithstanding clause 5.5. if the Premises are more than 100km away from Exposed Coatings’ address, the costs of delivery may be charged separately to the Fee.

6. Title and Risk

• 6.1 If Exposed Coatings is only providing the Product, but not the Service, title to the Product will pass to the Customer on the later of:
• (a) The date on which the Fee is paid in full; or
• (b) On the date on which the Product have been delivered.
• 6.2. If Exposed Coatings is providing the Product and the Service, title to the Product will pass to the Customer on the later of:
• (a) The date on which the Fee is paid in full; or
• (b) The date on which the Service is completed.
• 6.3. Risk in the Product will pass to the Customer on the date of this Agreement.
• 6.4. If Exposed Coatings is responsible for delivering the Product to the Customer, Exposed Coatings will take reasonable measures to ensure that the Product are transported in a safe way and delivered intact. The Customer is not entitled to a refund for any Product that are damaged or lost during delivery, unless such damage or loss is due to the direct fault or negligence of Exposed Coatings.

7. Service

• 7.1. If Exposed Coatings is providing the Service to the Customer, Exposed Coatings agrees to provide the Service to the Customer at the address and at the day and time specified in the Schedule. Exposed Coatings will endeavor to provide the Service in a timely and professional manner.

8. Complaints and Defects

• 8.1. Subject to clause 19, where the Customer notifies Exposed Coatings of a defect in the Product or Services as the case may be, Exposed Coatings may inspect the Product or completed Service to confirm the defect. If Exposed Coatings confirms the defect, the Customer must allow Exposed Coatings to collect or remove the Product from the Premises for replacement. If:
• (a) The defect relates only to the Service, but not the Product, the defect will be remedied which may include a full uninstallation and reinstallation of the Product, or may only include any steps necessary to remedy the defect;
• (b) The defect relates to the Product, the Product will be removed and replaced within a reasonable time frame. If Exposed Coatings is engaged to provide the Service, this may include the uninstallation and reinstallation of the Product.
• (c) The Customer acknowledges that it may need to wait until such time as a suitable replacement Product is available.
• 8.2. If Exposed Coatings is not engaged to provide the Service:
• (a) Exposed Coatings accepts no liability for damages caused to the Product as a result of the installation of the Product by any party that is not Exposed Coatings; and
• (b) Exposed Coatings accepts no liability for the faulty or defective installation of the Product by any party that is not Exposed Coatings.
• 8.3. Exposed Coatings may instruct a Customer to return the Product to Exposed Coatings in order for Exposed Coatings to inspect for a defect. In such circumstances, the Customer is wholly responsible for the costs of the return including any delivery costs.
• 8.4. Exposed Coatings reserves the rights to recover its costs in circumstances where Exposed Coatings has inspected the defect and determined that the Product is not defective.
• 8.5. The Customer will not be entitled to any remedy for damage or defect contemplated by this Agreement until the relevant Product:
• (a)is verified as being valid for return by Exposed Coatings; or
• (b) is verified by Exposed Coatings as being defective and is returned with a valid batch number.
• 8.6. All Products accepted for return must be delivered at Exposed Coatings’ address or another address provided by Exposed Coatings.
• 8.7. The Customer shall be liable for a restocking fee on all Products accepted for return. Exposed Coatings may waive the stocking fee if the Product being returned because it is defective, damaged, or does not comply with the Customer’s order. The current restocking fee is 10% the price of the Products being returned. Exposed Coatings reserves the right to update or amend the restocking fee from time to time.

9. Performance of Service

• 9.1. If Exposed Coatings is engaged to perform the Service, Exposed Coatings will procure that a worker (Worker) employed by Exposed Coatings will arrive to perform the Service at the Premises on the day and time stated in the Schedule.
• 9.2. Exposed Coatings may at its own discretion engage a third-party contractor to perform the Service as the Worker.
• 9.3. If Exposed Coatings engages a third-party contractor to perform the Service, the contractor will be subject to this Agreement as if it were an employee of Exposed Coatings.

10. Customer Obligations

• 10.1. If Exposed Coatings is engaged to provide the Service, the Customer will provide full details of the Service required to ensure the correct quotation is provided, including the size of the Premises, number of rooms, scope of work, nature of work required, and other details required by Exposed Coatings to provide a correct quotation.
• 10.2. The Customer will provide a safe working environment at the Premises for the Worker to perform the Service.
• 10.3. The Worker will have unencumbered and unobstructed access to the areas of the Premises requiring the Service.
• 10.4. The Customer will provide the Worker with access to all services and utilities, including but not limited to hot water and cold water, electricity, waste disposal, and as otherwise reasonably required by the Worker to provide the Service.
• 10.5. The Customer will advise Exposed Coating prior to the commencement of the Service of any risks or dangers that may be present at the Premises.
• 10.6. The Customer warrants that it is the legal occupier of the Premises and is legally entitled to obtain the provision of the Service.
• 10.7. The Customer will provide entry and access to the Premises. If the Customer will not be present at the Premises during the time the Service is performed, the Customer will provide the Worker with a key or access otherwise to the Premises in advance of the Service.
• 10.8. All items and obstructions (including heavy items and furniture) will be moved prior to the commencement of the Service.
• 10.9. Before commencing the Service, the Customer must ensure that:
• (a) All debris and rubble is removed from the Premises;
• (b) Any glues, mortar, or similar obstructions are scraped off the substrate. If the Worker is required to clean the Premises of debris, rubble, glue, mortar or other obstructions, Exposed Coatings is entitled to apply an extra charge to the Fee for the associated labour costs.
• 10.10. The Customer acknowledges that if parts of the Premises is blocked by furniture or heavy items, the Worker is not obliged to move the blockage. If any such blockage impedes the Workers ability to perform the Service, the Service may need to be rescheduled to another day and time at the Customer’s cost.
• 10.11. The Customer will secure or remove all fragile, delicate or valuable items including cash, jewelry, works of art, antiques, and items of sentimental value prior to the Service being performed. Exposed Coatings is not liable for any damage or theft relating to any such items.
• 10.12. The Customer will not request that the Service is performed if there is any risk to the Worker.
• 10.13. The Customer will remove all animals, pets, and children from the work area prior to the Service being performed. All pets on the Premises must be secured by cage or chain prior to the Service being performed.

11. Health and Safety Risks

• 11.1. If Exposed Coatings is engaged to provide the Service, the Worker is entitled to undertake a job safety analysis before the commencement of any Service to assess the health and safety risks at the Premises. 11.2. If the Worker’s assessment is that the Premises is unsuitable for the Service to be performed for health and / or safety reasons, the Worker may decline to perform the Service. 11.3. If the Worker is required to decline to perform the Service due to health and / or safety reasons, the Customer will not be entitled to a cash refund, however Exposed Coatings will make reasonable efforts to reschedule the Service at such time as the health and safety risks are removed.

12. Price and Payment

• 12.1. The Customer agrees to pay the Fee in accordance with this clause.
• 12.2. The price of the Product and Services shall be as agreed between the parties in writing as detailed in the Schedule. Where there is no written agreement, the Fee shall be the amount indicated on tax invoices (Tax Invoice) provided by Exposed Coatings to the Customer regarding the Product and / or Services ordered by the Customer.
• 12.3. The Fee includes:
• (a) The purchase price of the Product;
• (b) The costs of delivery of the Product; and
• (c) If Exposed Coatings is engaged to provide the Service, the costs for the Service.
• 12.4. If Exposed Coatings’ cost of supplying the Product or the Services increases after the date of this Agreement by more than 10% due to without limitation:
• (a) Taxes;
• (b) Currency fluctuations or inflation;
• (c) Duties;
• (d) Freight or transport charges; or
• (e) Any other cause not within Exposed Coatings control, Exposed Coatings may upon written notice to the Customer at any time before delivery of the Product or completion of the Service increase the price of the Product or Services pro rata to the increase in costs to Exposed Coatings.
• 12.5. The Fee is due and payable according to the instructions on the Tax Invoice. Where the Tax Invoice does not contain specific instructions as to the timing of payment of the Fee, the balance of this clause shall apply.
• 12.6. 50% of the fee (Deposit) is payable upon the signing of this Agreement. It is a condition precedent to this Agreement that 50% of the Fee is paid, and receipt of such payment is confirmed by Exposed Coatings.
• 12.7. The balance of the Fee (Balance) is payable:
• (a) If Exposed Coatings is engaged to provide the Service and the Customer is a residential customer, upon completion of the Service;
• (b) If Exposed Coatings is not engaged to provide the Service and the Customer is a residential customer, on the day that the Product is dispatched for delivery;
• (c) If Exposed Coatings is engaged to provide the Service and the Customer is a commercial customer, 14 days after completion of the Service;
• (d) If Exposed Coatings is not engaged to provide the Service and the Customer is a commercial customer, on the day that the Product is dispatched for delivery.
• 12.8. At the sole discretion of Exposed Coatings, Exposed Coatings may allow the Customer to pay the Fee in installments. In such circumstances, the amount and date for payment of each installment will be payable according to the instructions of Exposed Coatings. Unless otherwise agreed, the final installment payment will be considered the Balance, and will be payable in accordance with clause 12.7.
• 12.9. All prices and quotations are expressed to be GST exclusive.
• 12.10. In the event of any payment disputes or failure to pay the Fee by the Customer, or if the Customer is subject to an insolvency event (including administration, liquidation or receivership) before the Fee is fully paid to Exposed Coatings, Exposed Coatings reserves its rights to take any action available to it at law including without limitation:
• (a) Commencing legal or debt recovery action to recover the outstanding Fee; and
• (b) Retaking possession of the Product to keep or resell; and
• (c) Any other action or remedy it deems necessary.
• 12.11. To the extent that it applies, Exposed Coatings shall be entitled to rely under any rights, protections, or remedies available to it under the Building and Construction Industry Security of Payment Act 2002.

13. Cancellations

• 13.1. Where the Customer cancels its order for the Product or for the Service, the Customer is not entitled to be refunded the Deposit, however the Customer shall not be obliged to pay the Balance.
• 13.2 If the Customer cancels its order after the Product has already been shipped for delivery, the Customer will be liable to reimburse Exposed Coatings for any delivery costs incurred, included the costs of returning the Product to Exposed Coatings.

14. Liability

• 14.1. Despite anything to the contrary, to the maximum extent permitted by law, Exposed Coatings will not be liable for, and the Customer waives and release Exposed Coatings from and against, any liability caused or contributed to by, arising from, or connected with the Service or Product.
• 14.2. To the maximum extent permitted by law, Exposed Coatings will not be liable for any loss or damage, including consequential loss or direct or indirect damages arising from or in connection with the Product or the performance of the Service.
• 14.3. Despite anything to the contrary, to the maximum extent permitted by law, the Customer is liable for, and agrees to indemnify and hold Exposed Coatings harmless in respect of, any liability that the Customer may suffer, incur or otherwise become liable for, arising from or in connection with:
• (a) Any property loss or damage, or personal injury or loss, arising from or in connection with the Service or Product;
• (b) Any loss, consequential loss, or damages whether direct or indirect, arising from or in connection with the Service or Product.
• 14.4. At all times, to the full extent permitted by law, Exposed Coatings liability is limited to the lesser of (a) the amount paid by the Customer to Exposed Coatings in connection with this Agreement, (b) the amount required to repair the Product or (c) the amount required to replace the Product.
• 14.5. The Customer indemnifies Exposed Coatings for all costs, including legal costs, and other expenses incurred by Exposed Coatings in connection with a demand, action, or other proceeding (including mediation, out of court settlement, or debt recovery action) arising from a breach of this Agreement including the failure by the Customer to pay any amount it owes to Exposed Coatings.
• 14.6. Exposed Coatings recommends that the Customer engages Exposed Coatings to provide the Service (i.e. install the Product). If Exposed Coatings is not engaged to provide the Service, and the Customer attends to the installation of the Product itself, or engages a third party to install the Product, Exposed Coatings accepts no liability for loss or damage caused to the Product, or any loss or damage including consequential, direct or indirect loss or damage caused by the installation of the Product by the Customer or the third party.

15. Termination and Expiry

• 15.1. Termination of this Agreement will not affect any rights or liabilities which a Party has accrued under it.

16. Intellectual Property

• 16.1. The Customer’s use of the Product and Service does not create an assignment of any rights in the intellectual property in the Product beyond the right to use it for its intended use.
• 16.2. The Customer undertakes to not reverse engineer, replicate, or otherwise copy the Product. Exposed Coatings reserves all rights to seek compensation, damages, injunctions, or any other remedy available to it at law if any attempt to do so, whether successful or unsuccessful, is made by the Customer or its affiliates.
• 16.3. All intellectual property rights in the Product, and Exposed Coatings trade-marks, marketing materials, and other intellectual property remain the exclusive property of Exposed Coatings. Nothing in this Agreement assigns any ownership rights whatsoever to the Customer, other than the ownership of the Product for its intended use.

17. Privacy

• 17.1. All information provided by the Customer may be used by Exposed Coatings for the purpose of Providing the Service.
• 17.2. Exposed Coatings may share any such information with its guarantors, director, or proprietors for the following purposes:
• (a) To obtain a consumer credit report about the Customer, its guarantors, directors or proprietors;
• (b) To allow the credit reporting agency to create or maintain a credit information file containing information about the Customer, its guarantors, directors or proprietors;
• (c) For registration on the Personal Property Security Register or other public records or registers; and
• (d) To obtain commercial credit information about the Customer, its guarantors, director or proprietors from a credit reporting agency.
• 17.3. Exposed Coatings will take reasonable precautions to protect personal information provided by the Customer.

18. Insurances

• 18.1 If the Customer is a commercial entity, the Customer must maintain:
• (a) Public liability insurance;
• (b) Third party personal injury insurance; and
• (c) Accident and liability insurance.

19. Warranties

• 19.1. In this clause, the warranty period (Warranty Period) is for a period of 10 years after the Product is delivered or the Service is completed as the case may be.
• 19.2. Exposed Coatings will repair any damage due to defects in material or workmanship, unless the Customer has not maintained the Product according to the care and maintenance instructions provided by Exposed Coatings.
• 19.3. Exposed Coatings does not provide any warranty for damage or defect caused by:
• (a) Any damage to the Premises, flooring, or walls which causes ancillary damage to the Product;
• (b) Any movement to the flooring on which the Product is installed, causing ancillary damage to the Product. Exposed Coatings cannot guarantee that the existing sub-floor will not move which may cause ancillary damage to the Product, and such movement is beyond the control of Exposed Coatings;
• (c) Any damage to the Product caused by natural disaster, flood, fire, earthquake, weather events, or third party trauma, including damage caused intentionally or unintentionally by any person that is not related to Exposed Coatings;
• (d) Damage caused by the Customer not complying with the strict installation and maintenance instructions of Exposed Coatings;
• (e) Damaged caused by the Customer not cleaning, or failing to sufficiently clean, the Product, including using cleaning products that are not provided or recommended by Exposed Coatings;
• (f) Any damage caused by the Customer failing to adequately re-seal the Product according to Exposed Coatings instructions, including using a sealer that is not provided by Exposed Coatings, or not resealing in the correct time frame;
• (g) Any damage to the Product caused by the fault, negligence, action or inaction by the Customer;
• (h) If the Customer does not engage Exposed Coatings to provide the Service, any damage caused to the Product due to the installation of the Product by any party that is not Exposed Coatings; or
• (i) Any other damage to the Product that is not caused by Exposed Coatings.
• 19.4. The Customer warrants that it only acquires the Product for the purposes of:
• (a) Re-supply; or
• (b) Installation in residential or commercial premises.
• 19.5. The Customer warrants that it is aware that the Product is manufactured using natural stones, thereby the colours of the Product may vary within single batches of the Product. The Customer acknowledges that it may not be possible to provide uniform colours of the Product within one order, and agrees to accept the nearest colours available
• 19.6. If the Customer is purchasing the Product for re-supply, the Customer acknowledges and agrees that in entering into an agreement for re-supply, it has not relied in any way on any representations, statements, or otherwise by Exposed Coatings, and it has satisfied itself as to the suitability of the Product for the purposes of re-supply.
• 19.7. The Customer is aware that the Product is hand troweled on to the surface it is being installed and, as a result of the installation process, trowel marks may be visible on the Product after installation. Such marks, and colour or tonal variations caused as a result, is a natural characteristic of the Product, and will not be grounds for the Customer to seek a replacement, reimbursement, or any other remedy with respect to the Product.
• 19.8. The Customer undertakes and warrants that it will:
• (a)Not wash or wet the Product for 28 days after installation;
• (b) Prevent access to the carpet for a period of 7 days after installation;
• (c) Not put any item which is weighed over 100kg on the Product for a period of 7 days after installation;
• (d) Will not apply high pressure washing to the Product for a period of 30 days after installation;
• (e) Do not park a car or use a trolley, or any other item with wheels, on the Product for a period of 7 days after installation;
• (f) Install, use, and maintain the Product according to the instructions provided by Exposed Coatings;
• (g) Not clean the Product with any chemicals, and will only use water to clean the Product pursuant to the instructions of Exposed Coatings;
• (h) Only apply sealing products purchased from Exposed Coatings to the Product for the purposes of sealing and re-sealing;
• (i) Comply with Exposed Coatings recommended safety precautions, which included without limitation:
• (ii) If the Product is installed in an industrial area, re-sealing the Product every 1-2 years due to heavy traffic;
• (iii) If the Product is installed in a residential area, re-sealing the Product every 2-3 years.
• 19.9. If the Customer fails to comply with any of the warranties in the preceding subclause, even if such failure does not relate to the defect or damage caused, then the warranties provided by Exposed Coatings in this clause will be voided.

20. Force Majeure

• 20.1. Exposed Coatings will not be liable or responsible for any delay in deliver of the Product, performance of the Service, or any of its obligations under this Agreement that is caused by a force majeure event (Force Majeure Event).
• 20.2. A Force Majeure Event includes any act, event, non-happening, omission or accidence beyond Exposed Coatings reasonable control and includes without limitation:
• (a) Strikes, lock-outs or other industrial action;
• (b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation of war;
• (c) Fire, explosion, storm, flood, earthquake, subsidence, or other natural disaster;
• (d) Impossibility of the use of public or private telecommunications networks;
• (e) Epidemic, pandemic or other health emergency (whether declared or not) and any government lockdowns or restrictions to any industry, entity, or group of entities, including but not limited to lockdowns or restrictions associated with the COVID-19 pandemic; and
• (f) The acts, decrees, legislation, regulations or restrictions of any government.
• 20.3. Exposed Coatings performance under this Agreement is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under this Agreement may be performed despite the Force Majeure Event.

21. General

• 21.1. If a provision of this Agreement is held to be void, invalid, illegal or unenforceable, that provision is to be read down as narrowly as necessary to allow it to be valid or enforceable, failing which, that provision (or that part of that provision) will be severed from this Agreement without affecting the validity or enforceability of the remainder of that provision or the other provisions in this Agreement.
• 21.2. The terms and conditions of this Agreement may be amended by time to time by Exposed Coatings without prior notice to the client. Publications of the amended terms and conditions of this Agreement on the website of Exposed Coatings will constitute sufficient notice to the Customer that this Agreement has been amended. For the avoidance of doubt, the most recent version of the terms and conditions of this Agreement on www.exposedcoatings.com.au will constitute the terms and conditions of this Agreement. It is the Customer’s responsibility to ensure it checks www.exposedcoatings.com.au from time to time to ensure it is aware of its rights and obligations under this Agreement.
• 21.3. Verbal, physical, written or other abuse (including threats of abuse) of any Exposed Coatings employee, member, representative, or officer will result in immediate termination of this Agreement.
• 21.4. The failure of Exposed Coatings to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provisions.
• 21.5. This Agreement constitutes the entire Agreement between the Parties, superseding any prior agreement, negotiations, or representations.
• 21.6. This Agreement is governed by the laws of Victoria. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in Victoria and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts.