TERMS OF TRADE – AUSTRALIA
These Terms of Trade ("Agreement") set out the terms governing the relationship between FLOX Design Ltd ("Company") and its customers ("Customer"). By engaging in any business transaction with the Company, the Customer agrees to these terms.
1. Definitions
Unless stated otherwise:
- "Company" refers to FLOX Design Ltd.
- "Customer" refers to any party purchasing goods or services from the Company.
- "Goods" refers to all products or services provided by the Company.
- "Agreement" refers to this document and its terms.
2. Privacy Compliance
The Company adheres to New Zealand’s Privacy Act 2020. Any personal information collected from the Customer is used solely for business purposes and handled in accordance with applicable privacy laws.
3. Payment Terms & Default Consequences
- Pre-Payment: All Australian B2B orders require full payment up front prior to dispatch. Goods will not be shipped until payment has been received in full.
- Late or Persistent Non-Payment: Orders will not be released until payment is cleared. The Company reserves the right to suspend or permanently close a Customer’s account and recover any outstanding amounts through debt collection, with all related costs payable by the Customer.
- Account Termination: The Company may terminate a Customer’s account at its discretion.
4. Security Interest (PPSA Compliance)
- The Company retains a security interest in all goods until full payment is received.
- Customers acknowledge the Company’s right to register this security interest under the Personal Property Securities Act (PPSA).
- If payment defaults, the Company reserves the right to reclaim and resell goods.
5. Electronic Transactions
- Electronic communications (including emails and electronic invoices) are considered legally binding.
- While the Company takes reasonable precautions to secure digital transactions, it is not liable for losses arising from unauthorised access or cyber threats.
6. Consumer & Contractual Rights
- Australian Consumer Law (ACL) applies where relevant and cannot be excluded.
- All other contractual remedies apply to the fullest extent permitted by law.
7. Title, Security & Charges
- Ownership of goods remains with the Company until full payment has been received.
- The Company holds security over unpaid goods.
8. Pricing, Shipping & GST
- Prices are as per the agreed rate or the Company’s price list and are exclusive of GST.
- The Company is not currently GST registered in Australia, and therefore GST will not be charged on Australian orders at this time.
- Shipping for Australian B2B customers: A flat shipping fee equal to 10% of the total order value applies to all Australian B2B orders.
Orders are processed and shipped via our warehouse on Mondays and Thursdays.
- Prices may change at the Company’s discretion but will not affect confirmed orders.
9. Order Quantities
- There is no minimum order value.
- Customers are required to order products in multiples of two (2) per SKU.
- Gift cards are excluded from this requirement and may be ordered in a quantity of one (1), with each unit representing a pack of six (6).
10. Returns & Defects
- Customers must inspect goods upon receipt and notify the Company of any defects within 5 days by emailing showroom@flox.co.nz.
- Before returning any goods, customers must contact the Company to confirm the appropriate action.
- The Company may, at its discretion, repair, replace, or issue a refund for faulty or damaged goods.
- Returns are accepted only for defective or damaged goods; change-of-mind returns are not accepted.
11. Limitation of Liability
- To the extent permitted by law, the Company is not liable for indirect, incidental, or consequential damages.
12. Acceptance of Goods
- Goods are deemed accepted unless the Customer submits a written notice of rejection within 5 days of delivery.
13. Delivery Terms
- The Company will use reasonable efforts to meet delivery timeframes but is not responsible for delays outside its control.
- Risk of loss or damage transfers to the Customer upon delivery.
14. Warranty
- The Company warrants that goods are fit for purpose when used as intended.
- Second-hand or clearance goods are sold “as-is” unless otherwise stated.
15. Cancellations
- Orders may not be cancelled without the Company’s written approval.
- Any costs incurred up to the point of cancellation must be covered by the Customer.
16. Intellectual Property
- All intellectual property relating to the goods and services remains the exclusive property of the Company.
17. Dispute Resolution
- Parties agree to attempt to resolve disputes through good-faith negotiation prior to initiating legal proceedings.
18. Force Majeure
- The Company is not liable for failure or delay in performance due to events beyond its reasonable control, including natural disasters, strikes, or regulatory changes.
19. Subcontracting & Offsets
- The Company may subcontract obligations where required.
- Customers may not offset amounts owed against claims without written approval.
20. Review of Terms
- The Company reserves the right to amend these terms. The latest version will be available upon request or via the Company’s website.
21. Governing Law
- This Agreement is governed by the laws of New Zealand, with disputes handled exclusively in New Zealand courts.