30 Day Trade Account Application

Terms of Trade - Page 4
1.
Definitions
1.1
"Supplier" means SALAMI GROUP Pty Ltd (ACN 633 435 257) trading as Reliable Cabinet Hardware, and its successors and assigns.
1.2
"Customer" means the business named in Section 1 of this application.
1.3
"Goods" means all goods and services supplied by the Supplier to the Customer at any time.
1.4
"Guarantor" means each person who signs the Guarantee and Indemnity in Section 7.
1.5
"PPSA" means the Personal Property Securities Act 2009 (Cth), and "PPSR" means the Personal Property Securities Register.
2.
Application of these terms
2.1
These terms apply to every order the Customer places with the Supplier and prevail over any terms in the Customer’s purchase orders or other documents, unless the Supplier agrees otherwise in writing.
2.2
The Supplier may vary these terms by giving the Customer at least 30 days’ written notice. Orders placed after the variation takes effect are governed by the varied terms.
3.
Payment terms
3.1
Payment for all Goods is due in full by the last day of the month following the month of the invoice (30 days end of month).
3.2
The Customer must pay without set-off, counterclaim or deduction.
4.
Credit limit
4.1
The Supplier will set the Customer’s credit limit and may review, reduce, suspend or withdraw it at any time by notice to the Customer.
4.2
A deposit or payment before delivery is required in the following cases:
(a)
where the Customer has already reached its credit limit, any new invoice must be paid in full before the Goods are delivered; and
(b)
where a new invoice would take the Customer over its credit limit, the amount in excess of the limit must be paid before the Goods are delivered.
4.3
The Supplier may require a deposit or full prepayment for non-stocked, special-order or custom Goods regardless of available credit.
5.
Overdue accounts
5.1
If any amount is not paid by its due date, the Supplier may place the account on stop credit and suspend all deliveries until ALL outstanding amounts are paid.
5.2
The Supplier may charge interest on overdue amounts at 25% per annum, calculated daily from the due date until the date of payment.
5.3
The Customer must pay all reasonable costs the Supplier incurs in recovering overdue amounts, including collection agency fees and legal costs on a solicitor and own client basis.
6.
Pricing
6.1
Goods are supplied at the Supplier’s trade prices current at the date of the order, unless a written quote states otherwise. Quotes are valid for 30 days unless stated otherwise.
6.2
The current trade price list is available from bobby@shopreliable.com.au. Prices exclude GST unless stated otherwise.
7.
Delivery and risk
7.1
Risk in the Goods passes to the Customer on delivery to the delivery address or on collection by or for the Customer.
7.2
Delivery dates are estimates only. The Supplier is not liable for delay, but will keep the Customer informed of known delays.
8.
Title and security interest
8.1
Title to Goods passes to the Customer only when the Supplier has received payment in full for those Goods and all other amounts the Customer owes the Supplier.
8.2
Until title passes, the Customer holds the Goods as bailee for the Supplier and must keep them identifiable as the Supplier’s property.
8.3
The Customer grants the Supplier a security interest in all Goods supplied now or in the future, and in their proceeds, as security for all amounts owed. To the extent permitted, this is a purchase money security interest. 

Terms of Trade — Page 5

8.4
The Customer consents to the Supplier registering its security interest on the PPSR and will promptly sign any document or provide any information the Supplier reasonably needs to do so.
8.5
To the extent permitted by section 115 of the PPSA, sections 95, 118, 121(4), 125, 130, 132(3)(d), 132(4), 142 and 143 of the PPSA do not apply, and the Customer waives its right to receive a verification statement under section 157.
8.6
The Customer must notify the Supplier in writing at least 7 days before changing its name, ABN, ACN or address.
8.7
If the Customer fails to pay any amount when due, becomes insolvent, or enters administration, receivership or liquidation, the Supplier may enter the Customer’s premises at reasonable times to recover Goods not yet paid for.
9.
Returns
9.1
Change of mind. Please contact the Supplier immediately. The Supplier does not accept change-of-mind returns for non-stocked items (purchased or manufactured to the Customer’s specifications), non-catalogue items (ordered especially for the Customer), discontinued items or obsolete items. Other change-of-mind returns are accepted only if:
•
the request is made within 30 days after delivery;
•
the Customer returns the Goods at its own cost, or the Supplier arranges the return at the Customer’s cost of $35 plus GST;
•
the Customer pays a restocking fee of 20% of the purchase value of the returned Goods; and
•
the Goods are in their original packaging and in saleable condition.
9.2
Incorrect or damaged goods. The Customer must inspect Goods on delivery and notify the Supplier of any shortfall, incorrect supply or transit damage within 7 days of delivery. The Supplier will replace, credit or collect the Goods at its own cost.
9.3
Faulty goods. Warranty claims for faulty Goods will be handled in line with the relevant manufacturer’s warranty and the Australian Consumer Law. The Supplier may ask for the Goods to be returned for inspection.
10.
Liability
10.1
Nothing in these terms excludes, restricts or modifies any right or remedy the Customer has under the Australian Consumer Law that cannot lawfully be excluded.
10.2
To the extent permitted by law, the Supplier is not liable for any indirect or consequential loss, including loss of profit or loss of business, and its liability for a breach of a guarantee that can be limited is limited to replacing or repairing the Goods, or paying the cost of doing so.
11.
Privacy and credit information
11.1
The Customer and each Guarantor consent to the Supplier, in accordance with the Privacy Act 1988 (Cth):
(a)
obtaining a consumer or commercial credit report about them from a credit reporting body to assess this application, the Guarantee and Indemnity, and any later request for credit;
(b)
contacting the trade references listed and exchanging credit information with them and with other credit providers named in this application;
(c)
disclosing default information to a credit reporting body if any amount is overdue by more than 60 days; and
(d)
using their personal information to open, manage and collect on the account.
11.2
Personal information is handled in accordance with the Supplier’s privacy policy, which is available on request.
12.
Governing law
12.1
These terms are governed by the law of Queensland, and the parties submit to the non-exclusive jurisdiction of the courts of Queensland.

Terms of Trade — Page 6

7. GUARANTEE AND INDEMNITY
In consideration of the Supplier granting or continuing to grant credit to the Customer at the request of the Guarantor, each person who signs below as Guarantor agrees as follows.
1.
Guarantee. The Guarantor guarantees the due and punctual payment of all money that is now or at any time becomes owing by the Customer to the Supplier, whether under the Terms of Trade or on any other account.
2.
Continuing guarantee. This is a continuing guarantee and remains in full force until all money owing by the Customer has been paid. The Guarantor’s liability is not affected by:
(a)
the Supplier granting time, credit or any other indulgence or concession to the Customer or any Guarantor;
(b)
any change to the Terms of Trade or to the Customer’s credit limit;
(c)
any waiver by the Supplier of a breach by the Customer;
(d)
the liquidation, administration or bankruptcy of the Customer, or the bankruptcy or death of any Guarantor; or
(e)
the release of, or failure to obtain a signature from, any other Guarantor.
3.
Indemnity. If any money guaranteed cannot be recovered from the Customer for any reason, the Guarantor indemnifies the Supplier as a principal debtor from and against all losses, damages, costs, charges and expenses of any kind that the Supplier incurs because of the Customer’s default.
4.
Demand. The Guarantor must pay on demand. A demand is validly made if it is in writing and delivered by hand, posted pre-paid, or emailed to the Guarantor’s address or email address listed in Section 4.
5.
Costs. The Guarantor must pay all costs, fees and expenses, including legal costs on a solicitor and own client basis, that the Supplier incurs in connection with this guarantee or its enforcement.
6.
Joint and several liability. If there is more than one Guarantor, they are liable jointly and each of them severally.
7.
Credit information. The Guarantor gives the consents set out in clause 12 of the Terms of Trade.
8.
Governing law. This guarantee is governed by the law of Queensland, and each party submits to the non-exclusive jurisdiction of the courts of Queensland. By signing below, I declare that I have read and understand the nature and effect of this Guarantee and Indemnity, that I may be personally liable for the Customer’s debts, and that I have had the opportunity to obtain independent legal advice before signing.