AGREED TRADING TERMS
A reference to “the Supplier” means Kennard & Kennard Pty Ltd trading as KK Fabrics ABN: 26 651 337 914. Please read the undermentioned terms carefully. If you do not understand these terms of trade you should seek legal advice.
- Where the terms agreed in writing are 30 days, i.e., payment is due 30 days from date of statement, payment is due by the last working day of the month, following the monthly Statement. Terms for all other customers are Pro Forma i.e., payment is due immediately on receipt of the invoice for the goods. Time shall be of the essence in all payments by the Customer.
- The Customer hereby agrees & acknowledges that an account keeping fee of 3% per month or A$30.00 (whichever is the greater) will be levied on any or all amounts in default of the agreed trading terms.
- The Customer further agrees to indemnify the Supplier for any legal costs incurred by the Supplier (including but not limited to charges & commission charged by mercantile agents) in respect of this application, agreements, personal guarantees, securities given or other documentation required whilst credit is being offered in consequence of this application, and the Customer further agrees to indemnify the Supplier for any dishonoured cheque fees incurred and in the event that the Customer’s account is in default of the agreed trading terms to indemnify the Supplier against its collection fees & legal costs.
- If any future contract between the Supplier & the Customer is inconsistent with these Trading Terms and Conditions, then these Trading Terms and Conditions will apply unless the subsequent contract refers to and specifically alters these Trading Terms and Conditions in writing.
- Should there be any variation to any of the information supplied by the Customer in this application or in the structure of the Customer’s business (such as a conversion to or from a company or trust or the appointment of new directors), the Supplier shall be notified in writing. Until a new Commercial Credit Application form is signed and approved in writing by the Supplier, then the original Commercial Credit Application and those person(s) who signed as guarantor(s) shall remain liable to the Supplier as though all goods and services were supplied to the original customer.
- The Supplier shall be entitled at any time to assign its rights under these Terms & Conditions to its successors, nominated transferees or assigns (including but not limited to, where applicable personal guarantees), and that these Trading Terms and Conditions shall not be in any way affected or\ discharged pursuant to such an assignment.
- Caveatable Interest Clause: In the event of Default of the agreed trading terms by the Customer, then the Customer by its Director(s)/Proprietor(s)/Partners/Individual(s), nominated in this application hereby charge all their Right, Title of Interest (if any) to any or all property(ies) owned/partly owned, acquired in the future, solely or jointly by the said Customer/Director(s))/Proprietor(s)/Partners/Individual(s) of this application in favour of the Supplier, to better secure all monies owed to the Supplier as of the date of the default, with the due and punctual observance and performance of all of the obligations of the Customer.
Such Customer acknowledges that the Supplier may at its discretion, register a caveat on such property in respect of the interest conferred on it under this clause. In the event that the Supplier is required to exercise its right under this clause, against the Customer, then the Customer grants the Supplier the right to appoint a Receiver and sell the property(ies).
- RETENTION OF TITLE: Until ALL INVOICES are paid in full, and ALL MONIES receipted and cleared, ownership of the goods remain with the Supplier, but the risk passes to the Customer on delivery. Delivery shall occur if the Supplier or its Agent delivers, on delivery, and/or if the Customer or its Agent(s) takes delivery, at that point of delivery. Until the Supplier is paid in full, the relationship of the Customer to the Supplier shall be fiduciary in respect of the goods and the customer shall hold the goods as bailee only for the Supplier. The Customer shall store the goods separately from its own until ownership has manifested in the Customer. Should the goods be on-sold to a third party before payment, or in the event of the Appointment of an Administrator, Controller, Managing Controller, Receiver or Receiver Manager, or entry into an Informal/Formal Deed of Arrangement under Bankruptcy Act of 1966 by the Customer, then the Customer hereby assigns to the Supplier its right of recovery of payment from the third party. The money(ies) resulting from the sale of goods are to be specifically identified and placed in a separate account on trust for the Supplier, until payment in full is made to the Supplier for the cost of the goods only, to guarantee clear passage of ownership to the third party innocent purchaser. In the event the Customer is in default of the agreed trading terms, then the Customer without reservation grants right of entry to any or all properties under the Customer’s control, where the goods are reasonably expected to be stored. The Customer indemnifies and saves harmless the Supplier, its servants or agents in relation to loss or damage as a result of the retaking of possession of the said goods. Further in the event the Supplier exercises its right of retaking possession of the said goods, the Customer grants power of sale to the Supplier to resell the said goods and the Customer acknowledges that any shortfall owing after the said goods are resold will be the responsibility of the Customer.
- DELIVERY. Deliveries shall be made during normal working hours. Deliveries required outside normal working hours will be delivered on request of the Customer, and all charges will be the sole responsibility of the Customer. In the event the Customer or the Customer’s Agent is not on site to accept the delivery, then the driver’s signature denoting the time, date and place of delivery, shall be deemed to be acceptance of the said delivery whether by the supplier or the supplier’s agent. The date of delivery set forth in the order form is made in good faith, but the performance of the Supplier’s engagement is subject to industrial disturbances, delay in transit, damage to goods in transit, shortage of goods and any other cause beyond reasonable control of the Supplier. The Supplier shall be excused from failure to deliver or complete, which is contributed to by any such cause, and the time specified for completion of delivery shall be extended commensurately. Delay in delivery or completion shall not constitute a breach of contract, nor shall it affect any other provisions of the contract to the Supplier’s disadvantage.
- SERVICE OF DOCUMENTS. The Customer acknowledges that service of all documents will be prepaid postal addressed envelope to the address nominated on the Commercial Credit Application form, unless a new address is provided by the Customer and such new address is acknowledged by return in writing from the supplier. Note the Customer expressly acknowledges that service is deemed to be effected after the expiration of 2 working days from date of posting of the documents.
TELEPHONE ORDERS. All telephone orders are to be immediately confirmed in writing by the Customer. In the event the confirmation varies from that recorded and processed by the Supplier, then the Supplier’s records shall prevail.
ACCESS TO SITE. The customer at all times is responsible to ensure suitable access to the site. The Customer further indemnifies and saves harmless the Supplier, and or it’s servants or agents against any loss or damage, in the event the Supplier fails to provide suitable access to site for delivery, and or whilst on site working.
PRICE. All goods are sold at the price current at the time of delivery. The price of goods is at the Suppliers works. Costs and charges for freight and handling at the point of delivery to the Customer or the Customer’s agent are payable by the Customer unless otherwise stated on the quote/order form.
NOTE:- Pricing may vary from time to time subject to exchange rate variations and/or material increases outside the control of the Supplier.
SETTLEMENT DISCOUNT. Where settlement discount applies, no settlement discount will be approved unless all account money(ies) is/are paid within the agreed trading terms.
PAYMENT. The Customer expressly acknowledges that at the absolute discretion of the Supplier, the Customer may be required to execute an authority to the Customer’s Bank authorizing a direct debit from the Customer’s Bank account, to the Supplier for all sums due on a monthly basis. The authority will be irrevocable without the express written consent of the Supplier.
FINANCIAL INFORMATION. The Customer agrees to provide financial information as is reasonably required by the Supplier from time to time, for the assessment of current and future credit limits only. The Supplier and the Customer further agree that such information shall be treated as strictly confidential and will not be disclosed to any third party(ies) without the express written permission of the Customer.
DESCRIPTION OF PRODUCTS. Other than as required by law no warranty, term or condition is given or implied by the Supplier whatsoever as to the quality, condition, colour or fitness for any particular purpose of any nature whatsoever or otherwise as to the products sold. Nothing shall be deemed to be an acceptance by the Supplier of any obligation to deliver goods to the Customer whatsoever. The Supplier shall not be liable for any claim, loss or expense of any nature whatsoever sustained or incurred by any person for any cause or reason whatsoever arising in any way as a result of unavailability of the products or any delays in the delivery of the products or any delays in the delivery of the products or any part thereof or failure to deliver the product or any part thereof.
CANCELLATION OF ORDERS. If an order is made and receipted but cancelled prior to delivery the customer agrees to pay a handling fee of 25% of the contract price.
SPECIAL ORDERS. Special orders attract a 50% deposit which will be debited to the Customer’s account upon receipt of a written order for goods outside our normal stock line, or for goods specifically modified to the Customer’s requirements. NOTE – No return of or cancellation will be accepted once the order has commenced.
WARRANTIES. All goods carry only such warranty, if any as is furnished by the manufacturer thereof, or as implied by law. The Supplier warrants their product for domestic use only, that its materials are free from faulty workmanship for a period of twelve months from date of delivery. The Supplier will not accept goods returned for warranty work, unless the freight is prepaid by the Customer. NOTE – No warranty work will be completed whilst ever the Customer’s account is in default of the agreed trading terms.
DAMAGES. The Supplier shall not be liable for any amount greater than the sales price of the product originally supplied. Without limiting the meaning of this clause, the Supplier shall not be liable for any claims, loss, expense whatsoever, how so ever arising, or in any event in any way whatsoever for any contingent, consequential direct/indirect special, or punitive damages arising in relation thereto, and the Customer acknowledges this express limit or liability and agrees to limit any claim accordingly. Further the Supplier shall not be responsible directly or indirectly for any consequential loss or maintenance, use or operation of the product by the Customer, or to any third party, or from any failure of the product whether defective or not.
SPECIAL PRICES. If the Customer is offered a price on any item which is lower than the normal list price as determined by the Supplier this price will only apply if payment is made in accordance with the agreed payment terms as paragraph (1) above.
GST. The Supplier is required by law to pay Goods and Services Tax, (GST) on any goods, the subject of these Trading Terms & Conditions. GST will be in addition to the estimate/quote provided, if it is not shown otherwise.
ENVIRONMENTAL REQUIREMENTS. The Customer confirms and acknowledges it has made all inquires in relation to all responsibilities conferred upon the Customer, by the said Act, relating to storage of and disposal of any or all products supplied by the Supplier.
COMMUNICATIONS. The Customer agrees to accept communications from the Supplier by mail or electronically including but not limited to, communications relating to promotional material or industry updates.
INSURANCE. NO INSURANCE IS PROVIDED BY THE SUPPLIER. The Customer acknowledges that insurance of all goods are the responsibility of the Customer at point of delivery.
JURISDICTION. The Customer acknowledges that the Laws of the State of the New South Wales shall govern this contract, and the Customer hereby agrees to submit to the non-exclusive jurisdiction of the Courts of New South Wales.
THE ABOVE INFORMATION IS FOR THE CUSTOMER TO RETAIN