Terms & Conditions

2. Price and Payment

2.1The Price shall be:

• the Price contained in the Quotation (subject to clause 2.2), which shall be deemed to be accepted by the Customer unless the Customer notifies the Supplier within 30 days of receipt of the Quotation that the Customer does not agree to it; or
• if no Price has been quoted, the Price as indicated on any Invoice issued to the Customer by the Supplier; or
• any Price otherwise agreed in writing between the Customer and the Supplier.

2.2The Supplier may, at its sole discretion, vary the Price by written notice to the Customer to reflect any increase in the cost of producing or delivering the Goods.

2.3The Supplier may, at its sole discretion, require the Customer to pay a deposit before delivery of any Goods. The amount of any deposit is subject to the Supplier’s discretion.

2.4Payment for Goods, including any interest or additional fees, must be made within 14 days of the Invoice date without set off or deduction.

2.5If the Customer Defaults in payment by the due date of any amount payable, then all monies which would become payable to the Supplier become immediately due and payable without further notice.

2.6If the Customer is in Default under the Agreement, the Supplier may, without prejudice to any other remedy available to it:

• charge the Customer interest on any sum due pursuant to the Penalty Interest Rates Act 1983, plus 4% for the period from the due date until the date of payment in full;
• charge the Customer for, and the Customer must indemnify the Supplier from, all costs and expenses (including without limitation all legal costs and expenses on a full indemnity basis) incurred by it resulting from the Default or in taking action to enforce compliance with the Conditions or to recover any Goods;
• cease or suspend for such period as the Supplier thinks fit, the supply of any further Goods to the Customer;
• by notice in writing to the Customer, immediately terminate any contract or Agreement with the Customer so far as unperformed by the Supplier;
• take a charge of Customer's property, both real and personal, and including any future property as security in favour of the Supplier for the performance of the Customer's obligations and payment of any amounts owing, and the Customer hereby authorises the Supplier to register a caveat in respect of this charge over any such property.

3. Retention of Title

3.1Until full payment in cleared funds is received by the Supplier for all Goods supplied by it to the Customer, as well as all other amounts owing:

• title and property in all Goods remain vested in the Supplier and do not pass to the Customer;
• the Customer must hold the Goods as a fiduciary bailee and agent for the Supplier;
• the Customer must keep the Goods separate from its goods and maintain the labelling and packaging as supplied by the Supplier;
• the Customer is required to hold the proceeds of any sale of the Goods on trust for the Supplier in a separate account, however, failure to do so will not affect the Customer's obligation to deal with the proceeds as trustee;
• the Supplier may, without notice, enter any premises where it suspects the Goods may be and remove them, notwithstanding that they may have been attached to other goods not the property of the Supplier, and for this purpose the Customer irrevocably licenses the Supplier to enter such premises and also indemnifies the Supplier against all costs, claims, demands, or actions by any party arising from such action.

4. PPSA

4.1Terms used in clause 4 that are defined in the PPSA have the same meaning as in the PPSA;

4.2The Purchaser acknowledges and agrees that these Conditions:

• constitute a security agreement for the purposes of the PPSA; and
• create a Security Interest in all Goods previously supplied by the Supplier to the Purchaser (if any), and all Goods that will be supplied in the future by the Supplier to the Purchaser.

4.3The Grantor must do all things necessary, as notified by the Secured Party, to:

• enable Registration with respect to the Security Interest and for that Registration to continue until such time as all of the Grantor's obligations under this Agreement have been satisfied, including providing the Grantor's details and any serial numbers required for Registration;
• if the PPSA applies, enable the Security Interest to be perfected and continue to be perfected until such time as all of the Grantor's obligations under this Agreement have been satisfied;
• ensure that the Security Interest has priority over all other security interests in the Personal Property, whether registered, perfected or otherwise and whether created or arising before or after the creation of the Security Interest, except those security interests which the Secured Party agrees will have priority over the Security Interest or which by law have priority over the Security Interest;
• ensure that the Secured Party is able to Enforce the Security Interest until such time as all of the Grantor's obligations under this Agreement have been satisfied and the Grantor must not do anything which affects the Enforceability of the Security Interest;
• make any changes to the Registration relating to the Security Interest as the Secured Party may require from time to time, including to enable correction of any defects in the Registration;
• if the PPSA applies, enable any security interest that forms part of the Collateral to be perfected and continue to be perfected until such time as all of the Grantor's obligations under this Agreement have been satisfied;
• if the PPSA applies, ensure that the Grantor's security interest in any Collateral has priority over all other security interests in the Collateral, except those security interests which the Secured Party agrees will have priority over the Grantor's security interest in the relevant Collateral or which by law have priority over the Grantor's security interest in the Collateral; and
• if the PPSA applies, ensure that a third person cannot acquire an interest in any Collateral free of the Secured Party's Security Interest other than, where applicable, as a result of the Grantor dealing with inventory in the ordinary course of business.

4.4Secured Party May Exercise Rights — The Secured Party may exercise its rights in relation to the Security Interest at any time after the Grantor fails to comply with its obligations under the Security Agreement and/or this Agreement and/or any other agreement between the Supplier and the Purchaser.

4.5To the extent permitted by Legislation relating to the Security Interest, the Grantor waives its rights to receive any notices required to be issued or which would ordinarily be issued, whether by the Secured Party or any other person, to the Grantor under any such Legislation.

4.6The Purchaser will be entitled to a release of the Security Interest when all its obligations under this Agreement and/or any other agreement with the Supplier and/or its affiliate have been satisfied.

4.7Costs — The Grantor will be responsible for its own costs in relation to the Security Agreement and the grant of the Security Interest, Registration with respect to the Security Interest and (if the PPSA applies) perfection of the Security Interest; and complying with its obligations under this clause.

5. Returns & Cancellations Policy

We strive to ensure your complete satisfaction with every purchase. This policy outlines our procedures for returns and cancellations, ensuring clarity and compliance with the Australian Consumer Law (ACL).