DEFINTIONS 

In these terms and conditions unless expressed otherwise the following definitions apply: 

“Spence Logistics” is the trading name of “Carrier” business ABN 58 665 873 530 Spence Logistics Pty Ltd     

“Customer” means any person, organization, company, government or statutory body or authority, or group or combination of these individuals or entities with whom this engagement is made or on whose behalf this engagement is entered into or whom Spence Logistics contracts to provide services. 

“Charges" or "Charge" means the charges payable for services in transport, surcharges, consultation, or other supply chain services in logistics as calculated under Spence Logistics’ quote schedules or other agreed rates, and any tax including a goods and 
services tax (‘GST’) levied directly on a transaction or supply. All prices are quoted inclusive of the goods and services tax. 

“Goods” or “Cargo” shall mean that which is requested to be transported or stored by the Customer of Spence Logistics for the purpose of carriage to the place or destination of delivery as instructed by the Customer. 

“Contract” will be the period in which the Customer engages Spence Logistics as the Carrier of Goods, to the delivery and payment for the delivery og goods. These terms and conditions apply to this period. 

 

EXCLUSIONS AND LIMITATIONS OF SPENCE LOGISTICS LIABILITY 

Spence Logistics is not a common carrier and accepts no liability as such. All Goods are carried, handled, and transported and all storage and other services are performed by Spence Logistics subject to these terms and conditions. 

Subject to clause 2.10, Spence Logistics excludes from these terms and conditions all conditions, warranties and terms implied by 
statute and general law. 

Subject to clause 2.10, Spence Logistics accepts no liability to the Customer for acts or omissions of the Carrier for loss of, damage to or deterioration or contamination of the Goods, or any delay, non-delivery, misdirection of Goods, or other failure to supply 

the Goods, or supply the Goods in time, or arising out of the Goods, or these terms and conditions. 

Subject to clause 2.10 Spence Logistics accepts no liability for, and the Customer releases and indemnifies Spence Logistics against all loss, damage, costs and expense from any claim by the Customer in tort (including negligence), contract, bailment or otherwise for loss or damage to any property, injury to, or death of any person arising out of the acts or omissions of Spence Logistics, or any or all of the Goods, any delay, non-delivery or other failure to supply the Goods, deterioration, damage, contamination or loss of Goods or any failure arising or delay out of the storage of the Goods. 
2.5 The exclusions, releases and indemnities in clauses 2.2, 2.3 and 2.4 extend to loss of profits, loss of sales, interest, business, trade, brand value, or anticipated savings or any other indirect or consequential damage, and to economic loss, even if Spence Logistics knows they are possible or otherwise foreseeable. 
2.6 These terms and conditions apply in all circumstances arising from a fundamental breach of contract or breach of a fundamental term. 
2.7 Spence Logistics is not liable for, nor bound by, any instructions to collect cash on delivery or any other payments for the Customer, nor any cost for failure to act on an instruction. 
2.9  Notwithstanding anything herein contained, Spence Logistics shall continue to be subject to any implied warranty provided by the 
Trade Practices Act 1974 (as amended) if and to the extent that the said Act is applicable to these terms and conditions and 
prevents the exclusion restriction or modification of that warranty. 
2.10 The provisions governing all arrangements and agreements between the parties are subject to Force Majeure. Force 
Majeure shall include but not be limited to an act of God, strike, lockout, act of public enemy, war, blockade, act of terrorism, 
revolution, riot, insurrection, civil commotion, lightning, fire, storms, flood, explosion, act of State, government restraints and 
restrictions, embargoes, availability or equipment, plant, goods and the like, or any other cause, all such events not being 
reasonably within the control of the party claiming benefit of the same. 

 

 CLAIMS & INSURANCE

3.1 Subject to clause 3.2, the parties agree that Spence Logistics is not liable for damages or loss of the Goods or any part of the Goods, 
or for trade losses arising from consulting services, recommendations, direct acts of commercial intervention, or instruction 
relied upon. 
3.2 The parties agree that the Customer must lodge any notice of claim for consideration and determination by Spence Logistics within 
seven (7) days of the date of delivery, non-delivery, or other instance-giving rise to such claim. 
3.3 The failure to notify a claim within the time limit under clause 3.2 is evidence of satisfactory performance by Spence Logistics of its 
obligations. 
3.4 The Customer accepts without limitation that: 
(i) The Goods and Services are provided, carried, handled, and stored solely at the Customers risk, and Spence Logistics is under no 
obligation to arrange insurance to cover Goods and Services for the Customer against any form of direct or consequential loss 
arising, nor shall it arrange such insurance of any kind whatsoever, unless effected in writing by special arrangement. 
(ii) No claim may be made against Spence Logistics for failure to arrange insurance on behalf of a Customer, or for not insuring goods in 
transit, handling, and storage, or for outcomes of consulting service advice it provides. 
(iii) Spence Logistics is NOT a common carrier, and strongly urges all Customers to arrange appropriate insurances prior to engaging 
Spence Logistics services. 
 

QUOTATIONS AND CHARGES

4.1 Any quotations made by Spence Logistics to the Customer is subject to change therefore are not binding. 

4.2 Spence logistics must ensure the Customer knows the charges before engaging Spence logistics’ services 

4.3 Unless otherwise specified in writing by Spence Logistics, the Customer must pay Spence Logistics the Charges within 14 days of the date of the Spence Logistics tax invoice. 
4.4 Spence Logistics may, at its discretion, charge interest on any overdue amount at the maximum commercial overdraft interest rate for 
amounts not exceeding $100,000.00 (one hundred thousand dollars) as charged by Spence Logistics banking institution or exercise its 
right to a lien over the Customer’s Goods. 
4.5 Refund of Charges by Spence Logistics is not applicable under any circumstances. 

 

TRANSPORT SERVICE CHARGES

5.1 The Customer must: 
(i) Pay reasonable surcharges as arising and in accordance with Spence Logistics’ written or verbal communication of a requirement to 
do so to ensure safe, compliant, profitable, carriage of Goods. 
(ii) Pay reasonable Charges arising and in accordance with Spence Logistics’ written or verbal communication of a requirement to do so 
for freight services arising that have not been quoted by Spence Logistics. 
(iii) Pay additional Charges which are to be agreed by the parties whether verbally or in writing where the service requires a 
specialised vehicle to complete the task, such as a tailgate or tail-lift, hand unload, upper level delivery, or other exception 
where additional costs arise. 
(iv) Pay additional Charges for express priority freight where such service is requested by the Customer and Charges are agreed.  

(v) Pay additional Charges for weekend, public holiday, or out of business hours transport, and any other services as required by the Customer and Charges are agreed. 
(vi) Pay fees without notice or prior agreement between Spence Logistics and the Customer, where charges are reasonably levied by 
Spence Logistics for unforeseen circumstances, or are incurred to directly mitigate a higher consequential cost to the client (perceived or 
real), or if the client cannot be contacted during or after business hours and action is required to avert higher potential cost or losses. 
 

PALLET PRICING METHODOLOGY

6.1 Spence Logistics at all times maintains the right to apply freight Charges in accordance with standard freight units as outlined below: 
(i) Pallet Space or Standard Pallet = 2.2(H) x 1.2(L) X 1.2(W) and 1,000kg. 
(ii) Less than a standard pallet, is charged at minimum of 1 Standard Pallet 

 

PAYMENT OF ACCOUNT

 7.1 Unless prior consent is granted in writing by Spence Logistics to the Customer for an extension of their terms of account, being fourteen 
(14) days from date of invoice, then if the Customer makes no or partial payment to Spence Logistics on its account, Spence Logistics may place a 
stop service on the Customer’s account. The Customer agrees and acknowledges that Spence Logistics is not liable for any resulting 
loss or damage caused to the Customer and or its Goods as a consequence of the stop service. 

 

RIGHT TO REFUSE CARRIAGE OR STORAGE OF GOODS 

8.1 Spence Logistics reserves the right to refuse at its discretion the provision of any service it provides for whatever reasonable cause it 
may deem necessary to do so, and this shall extend to work in progress services where there are sudden debtor risks arising, 
or concern for safe work practice, or the environment. The Customer agrees and acknowledges that Spence Logistics is not liable for any 
resulting loss or damage caused to the Customer and or its Goods or services as a consequence of such refusal of service. 
 

SUB-CONTRACTING

9.1 The Customer hereby authorises Spence Logistics (if Spence Logistics in its discretion thinks fit to do so) to arrange with a Sub-Contractor for 
the carriage, storage, and handling of any Goods. Any such arrangement shall be deemed to be ratified by the Customer upon 
provision of a consignment note to the Customer and secondly via uplift of the said Goods to such Sub-Contractor who 
shall thereupon be entitled to the full benefit of these terms and conditions to the same extent as benefiting Spence Logistics as if such 
provisions were expressly for their benefit. Additionally, and without exception the Customer agrees and undertakes that the 
specific terms and conditions of cartage of the Sub-contractor apply wholly and equally herein as part of these terms and conditions. 
9.2 The Customer undertakes that that no claim or allegation shall be made against any person wheresoever by whom the 
carriage, handling, or storage or part thereof is performed or undertaken and if such claim or allegation is nonetheless made 
then the Customer agrees to indemnify and to keep Spence Logistics indemnified against all consequences thereof. 
 

METHOD OF CARRIAGE 

10.1 If the Customer expressly or impliedly instructs Spence Logistics to use, or it is expressly or impliedly agreed that Spence Logistics will use a 
particular method of handling or storing the Goods or a particular method of carriage whether by road, rail, sea or air, Spence Logistics 
will give priority to that method but if that method cannot conveniently be adopted by Spence Logistics for any reason whatsoever, the 
Customer hereby authorises Spence Logistics to handle or store or to carry, or have the Goods carried by any other method, or methods 
Spence Logistics in its discretion thinks fit. 
10.2 The Customer hereby authorises any deviation from the usual route or manner of carriage and or storage and handling of 
Goods, which may in the absolute discretion of Spence Logistics be deemed reasonable or necessary in the circumstances. 
10.3 Spence Logistics relies on the Customer to supply details of description, pallet/space, weight, items, quantity, value and 

measurement and condition of the Goods as supplied by the Customer however Spence Logistics cannot verify and does not admit their 
accuracy. 
 

DELIVERY 

11.1 Spence Logistics is authorised to deliver the Goods at the address given to Spence Logistics by the Customer for that purpose and it is 
expressly agreed that Spence Logistics shall be taken to have delivered the Goods in accordance with the terms and conditions between Spence Logistics and 
the Customer if at that address Spence Logistics obtains from any person a receipt or a signed docket for delivery of the Goods. 
11.2 If the address given to Spence Logistics for the purposes of delivery is unattended at the time of delivery, or if delivery cannot be 
effected by Spence Logistics (other than by reason of the negligence) then Spence Logistics may deposit the Goods at that address (which shall 
be deemed to be delivery under the Contract) or store the Goods at a place where Spence Logistics deems necessary or appropriate to 
store those Goods, and if the Goods are stored the Customer shall pay Spence Logistics for all costs and expenses incurred of and 
incidental to that Storage and redelivery. 
11.3 It is agreed that the person delivering any Goods Spence Logistics for carriage or transportation and or Storage is authorised to sign 
the documentation evidencing this agreement for or on behalf of the Customer. 
 

STORAGE BASIS 

12.1 Spence Logistics reserves the right to refuse at its discretion the Storage of Goods, subject to Clause 8. 
12.2 The Goods are Stored entirely at the risk of the Customer, and Spence Logistics accepts no liability for the Goods whatsoever. 
12.3 Spence Logistics relies on the Customer to supply details of description, pallet/space, weight, items, quantity, value and 
measurement and condition of the Goods as supplied by the Customer however Spence Logistics cannot verify and does not admit their 
accuracy. 
12.4 If the Customer requests a preferred method of Storage, handling or carriage that is not offered by Spence Logistics within standard 
practice, Spence Logistics will make every reasonable attempt to adopt the preferred method however if it is not achievable Spence Logistics may 
use any method of Storage, handling or carriage which is practical and safe. 
 

PALLET SERVICES 

13.1 It is agreed by the Customer without exception, that Spence Logistics has no obligation or right, nor liability, to manage pallet 
equipment hire on behalf of the Customer, or its Sub-contractors. Spence Logistics will record pallet 
equipment details on its consignment notes if they are provided by the Customer, however Spence Logistics cannot verify and does not 
admit to the accuracy of this information. 
13.2 The Customer indemnifies Spence Logistics without limitation against claims for any loss or costs arising from pallet equipment 
control errors and failed practise in pallet management by any party. 

 

 

CUSTOMER WARRANTIES AND INDEMNITIES 

The Customer warrants to Spence Logistics that: 
14.1 It has in place whether prior to or at the time of entering into these terms and conditions adequate insurance coverage over the Goods for 
the carriage and/or handling and Storage of the Goods, and acknowledges and agrees that Spence Logistics does not take responsibility 
for such insurance. 
14.2 It has fully and adequately described the Goods, their nature, weight and measurements and complied with all applicable 
laws and regulations about the notification, classification, description, labelling, 
transport and packaging of the Goods and that, given their nature, the Goods are packed in a proper way to withstand the 
ordinary risks of transport. 
14.3 It is either the owner or the authorised agent of the owner of the Goods and has full power and authority to deal with the 
Goods. 
14.4 It is authorised to accept these terms and conditions for itself and the receiver as well as any other person for whom the Customer is 
acting or any other person having an interest in the Goods. 
14.5 Neither it nor any other person will make an allegation or claim against Spence Logistics or any other person about the transport, 
handling, and the Storage of the Goods, AND the Customer indemnifies Spence Logistics from any loss, damage, expense, penalty, fine 
or liability arising from a breach of these warranties, the Customer’s obligations or these terms and conditions; and 
14.6 The person requesting the Goods to be carried, handled and stored is authorised to do so for and on behalf of the Customer. 
 

DANGEROUS ARTICLES 

15.1 Before or at the time of entering into these terms and conditions the Customer shall provide to Spence Logistics in writing the precise details of the 
class, volume and packaging type of dangerous or hazardous Goods by way of an appropriate Material Safety Sheet and 
Emergency Procedure Guide so that Spence Logistics in its absolute discretion may accept or decline to proceed with the transaction, 
and should it proceed, accordingly notify all parties as required to ensure compliance in the transport storage and handling of 
dangerous class goods. 
15.2 In the event of discovery by Spence Logistics of hazardous or dangerous Goods not being disclosed Spence Logistics may hold the 
discovered dangerous Goods at a nominated depot, at the expense of the Customer, for the Customer to then arrange 
appropriate measures to rectify the non-compliance and allow resumption of transport services. 
15.3 In the event that the Customer fails or neglects to notify Spence Logistics of dangerous goods presented for carriage, handling or 
Storage, then the Customer will be liable for all and any loss or losses attributable to that non-disclosure to Spence Logistics. 

​

CUSTOMER OBLIGATIONS 

The Customer must: 
16.1 Not tender for Spence Logistics services any explosive or volatile Goods without prior consent and by arrangement.  

16.2 Not tender for Spence Logistics services any Goods which are or may become dangerous, inflammable or offensive.  

16.3 Notify Spence Logistics immediately of any change in its address or contact details. 

 

 

CARRIERS (Spence Logistics) LIEN OVER GOODS IN TRANSPORT AND STORAGE 

17.1 The Goods are accepted subject to a general lien for all Charges due, or which may become due to the Spence Logistics. If the lien 
is not satisfied and/or the Goods are not collected or delivered, then Spence Logistics may at its discretion and without notice, after one 
month, either: 
i) remove such Goods or part thereof and store them in such a place and manner as Spence Logistics shall think proper and at the risk 
and expense of the customer; or 
ii) open any package and sell such Goods or part thereof upon such terms as it shall think fit, and apply the proceeds in part or 
in full to the discharge of the lien and costs of sale without being liable to any person or entity for any loss or damages thereby 
caused to the Customer. 
17.2 In the event that the Customer requests, and Spence Logistics accepts to store (warehouse) Goods for the Customer for any period 
of time, and in the event of a customer failing to make payment of account for periods in excess of 28 days, then Spence Logistics shall 
be entitled at any time thereafter to sell all or any of the Goods of the Customer by public auction, or private treaty, and apply the 
net proceeds in satisfaction of any amount owing by the Customer to Spence Logistics, and to hold the balance of sale proceeds, if any 
on account of the Customer. 
17.4 The Carrier, Spence Logistics, may deduct or set-off from any moneys due from the Customer all and any debts and moneys due 
from the Customer under these terms and conditions, or any other related contract or agreement. 

​

 DEBT SECURITY GUARENTEE BY THE CUSTOMER 

18.1The Customer warrants, without limitation, and being ratified in full and wholly enforceable by the commencement and 
undertaking of commercial trade with Spence Logistics (under these terms and conditions), and irrespective of any signed contractual 
documentation, that its debts to Spence Logistics for services are secured in full, without waiver or discount, by the private Owners and 
Directors of the Customer, who having engaged Spence Logistics services in transport and or warehousing at any time, accept full 
liability for all moneys so due, including any consequential costs for the auction or sale of the customer Goods, that may arise 
from default by the Customer. The Customer forgoes all rights or privilege to withhold payments due to Spence Logistics, and in the 
event of the Customers liquidation (either voluntary or forced), bankruptcy, or cessation of trade, then by whatever means 
necessary, the owners and Directors shall pay in full, and expedite such payment judiciously and with haste, all amounts owed 
to Spence Logistics under its secured debtor relationship under these terms and conditions. 
18.1 If the Customer sells its business under duress, due to liquidation or other similar disruptive event, or for whatever other 
reason, then its debts to Spence Logistics remain enforceable and transfer without limitation, and in full to the new Owner(s) or entity. 
The selling Customer warrants that sale or transfer of the customers business to another party, shall include in its conditions of 
sale the preservation and transfer of its obligations to pay Spence Logistics, and no debt to Spence Logistics shall be extinguished or 
unenforceable by the Customer during or after the sale or restructuring, in part or in full, of its business. 
 

SERVICE OF NOTICES 

19.1 Any notice given under these terms and conditions may be provided to the Customer by post, email or facsimile at the last known address of 
the Customer as known by Spence Logistics. 

​

SEVERABILITY 

20.1 If a clause of these terms and conditions is unenforceable, the unenforceability does not affect any other part of the terms and 
conditions or any other term or condition. 
 

VARIATIONS AND WAIVER 

21.1 Spence Logistics is not bound by any waiver, discharge or release of a condition or any agreement which varies these terms and 
conditions unless it is in writing and signed for Spence Logistics by an authorised officer. 
21.2 If Spence Logistics waives a breach of a condition the waiver does not operate as a waiver of another breach of the same or any 
other condition or as a continuing waiver. 

​

 JURISDICTION 

22.1 These terms and conditions are governed and must be construed under the laws of the State of Victoria and the parties 
submit to the exclusive jurisdiction of the courts of that State.