The customer applies for a credit account to be operated by AAA Wholesalers Pty Ltd in the Customer’s name, as set out in the application of ‘Agreed Terms of Trade’ and agrees to the following terms and conditions (“Agreed Terms of Trade”):
1. Purpose for which credit is available
Subject to paragraph 2, credit (if approved) will be made available to the Customer for the purpose of the purchase of Goods by the Customer from AAA Wholesalers Pty Ltd subject to the Sales Conditions.
2. Terms and Conditions governing a supply of Goods
2.1 The Customer may order Goods from AAA Wholesalers Pty Ltd through the website platfom only. AAA Wholesalers Pty Ltd owns the domain name “punchequipment.com” and all online purchases are linked to AAA Wholesalers Pty Ltd.
2.2 An order for Goods constitutes an offer to purchase the Goods by the Customer subject to the Sales Conditions. Each order must nominate a business address as a delivery point for the Goods.
2.3 AAA Wholesalers Pty Ltd may at its discretion decline or delay any order at any time and will not be held liable for consequential damages.
2.4 AAA Wholesalers Pty Ltd may from time to time, at it’s discretion vary the Sales Conditions. (Updates will appear on www.punchequipment.com)
2.5 The price of Goods compromised in an order is to be calculated by reference to AAA Wholesalers Pty Ltd current price list and such other terms as may be agreed by the Customer and AAA Wholesalers from time to time.
2.6 Acceptance of an order by AAA Wholesalers Pty Ltd takes effect on delivery (and not before) by AAA Wholesalers Pty Ltd of the subject Goods to the delivery point, nominated in the order. Upon delivery, the Sales Conditions take effect.
2.7 AAA Wholesalers Pty Ltd does not undertake to deliver the Goods contained in an order, on any particular date or at any particular time, notwithstanding a request by the Customer accordingly.
3. Credit Terms
Credit Terms are as approved by AAA Wholesalers Pty Ltd at its absolute discretion and notified to the Customer pursuant to the Customer’s application. AAA Wholesalers Pty Ltd may vary the Credit Terms (including the withdrawal of credit) at any time and will notify the Customer accordingly.
4. Credit Reports
Each of the Customer and each person signing as guarantor of the Customer’s obligations under this credit application (each a “Guarantor”) acknowledges and agrees that AAA Wholesalers Pty Ltd and any related bodies corporate:
(a) may give certain information about them to a credit reporting agency or other credit providers to the Customer in order to obtain a credit report about them. (The information which may be given is covered by s18E(1) of the Privacy Act 1988 (Act) and may include, as relevant, identity particulars and the fact that the Customer has applied for credit or the Guarantor has offered to act as a guarantor); and
(b) may, in assessing whether to grant the Customer’s credit application or whether to accept the Guarantor as a guarantor, seek and obtain information about them from a credit reporting agency or another credit provider and may give information about them to another credit provider. (The information may include anything about credit worthiness, history, standing or capacity (including information about commercial credit) which credit providers are permitted by the Act to obtain or receive); and
(c) without limited clauses 4(a) and (b) may, if AAA Wholesalers Pty Ltd considers it relevant to assessing whether to grant the Customer’s credit application or whether to accept the Guarantor as a guarantor, seek and obtain personal credit information, or a credit report containing personal credit information about them from a credit reporting agency or another credit provider and may give personal credit information about them to another credit provider.
5. Retention of Title
5.1 The risk in the Goods passes to the Customer on delivery to the Customer or into custody on the Customer’s behalf provided that if the Customer fails to accept delivery or requests a delay in delivery, risks to the Goods will be borne by the Customer from the time of such failure or request (as the case may be) and the Customer indemnifies AAA Wholesalers Pty Ltd from any claim, loss or expense whatsoever arising from the Customer’s failure or request.
5.2 Property in and title to the Goods supplied by AAA Wholesalers Pty Ltd to the Customer remains with AAA Wholesalers Pty Ltd until the Customer has paid AAA Wholesalers Pty Ltd both the purchase price for the Goods and any other money that the Customer may owe to AAA Wholesalers Pty Ltd (or its related entities) at any time on any account.
5.3 The Customer may sell or otherwise dispose of the Goods supplied by AAA Wholesalers in the ordinary course of the Customer’s business.
5.4 Where the Customer disposes of the Goods before payment to AAA Wholesalers Pty Ltd, the sale proceeds of such disposal are the property of AAA Wholesalers Pty Ltd and the Customer holds the proceeds on trust for AAA Wholesalers Pty Ltd. Further, the Customer, in disposing of the Goods before payment to AAA Wholesalers Pty Ltd, does so as AAA Wholesalers Pty Ltd fiduciary agent.
5.5 AAA Wholesalers Pty Ltd may enter the Customer’s premises or elsewhere within business hours and seize any Goods which have not been paid for by the due date without AAA Wholesalers Pty Ltd having to give notice to the Customer and the Customer waives the right to receive any statutory or PPSA notice.
6. Charging clause:
6.1 The Customer:
(a) Grants to AAA Wholesalers Pty Ltd a security interest in all of the Customer’s present and after acquired property and all of the Customer’s present and future rights in relation to any personal property (“Personal Property”); and
(b) Charges all of the Customer’s present and future interests in, and all of the Customer’s present and future rights in relation to , any land and any other property, other than any Personal Property to which the Personal Property Securities Act 2009 applies (PPSA), in favour of AAA Wholesalers Pty Ltd as security for:
(i) The payment or delivery of all amounts of any nature which the Customer (whether alone, or jointly, or jointly and severally with any other person) is, or may at any time become, liable (whether actually or contingently) to pay or deliver to AAA Wholesalers Pty Ltd.
(c) The security interest granted in Personal Property has the same priority in relation to all Secured Money, including future advances.
If any amount due and payable by the Customer:
(a) Under the Sales Conditions or Credit Terms; or
(b) To any related body corporate of AAA Wholesalers Pty Ltd.
Is not paid on time, all amounts actually or contingently owing under the Sales Conditions and Credit Terms, whether or not due and payable, become immediately due and payable.
If the Customer:
(a) Breaches the Credit Terms or Sales Conditions; or
(b) Makes any false representation (whether by act or omission) in respect of the Customer’s application for credit, including any false representation (whether by act or omission) in relation to the Customer’s financial position; then, without limiting any other rights of AAA Wholesalers Pty Ltd:
(i) Terminate the Credit Terms; and/or
(ii) Refuse to supply any Goods to the Customer.
9. Other documentation
The Customer expressly agrees and acknowledges that it is a condition of AAA Wholesalers Pty Ltd approving the Customer’s application for credit that any supply of Goods by AAA Wholesalers Pty Ltd is subject only to the Sales Conditions. In no circumstances may the Customer introduce or attempt to introduce contractual terms governing such supply which are inconsistent with the Sales Conditions.
The Customer has read and agrees to the Credit Terms and warrants that all information provided by the Customer to AAA Wholesalers Pty Ltd is true, complete and correct. The Customer requests AAA Wholesalers Pty Ltd to accept this credit application and upon acceptance by AAA Wholesalers Pty Ltd, the Customer agrees to be bound by these Credit Terms and Sales Conditions. AAA Wholesalers ABN: 89 100 459 130
AAA Wholesalers Pty Ltd will supply Goods to the Customer on the following Sales Conditions unless otherwise notified or agreed by AAA Wholesalers Pty Ltd in writing.
In these Sales Conditions:
“Containers” means any containers, pallets or crates used for the delivery of Goods, but excludes any cardboard packaging.
“Customer” means the purchaser of the Goods set out in the invoice or credit application.
“Goods” means the Goods delivered by AAA Wholesalers Pty Ltd to the Customer
“GST” means a tax, levy, duty, charge, or deduction together with any related additional tax, interest, penalty, fine or other charge imposed by or under the GST Act.
“GST Act” is a reference to A New Tax System (Goods and Services Tax) Act 1999 as amended.
“Invoice” means the document which may be provided to the Customer on or after delivery of the Goods describing those Goods, their price and which may contain these Sales Conditions.
“Laws” means the common law and the laws of the Australian Commonwealth, State or Territory legislation.
“Purchase Price” means the price to be paid for the Goods as shown on the Invoice calculated by reference to AAA Wholesalers Pty Ltd current price list for the Customer and such other terms as may be agreed by the Customer and AAA Wholesalers Pty Ltd from time to time subject to conditions 2.2. The Purchase Price is inclusive of GST.
“Taxable Supply” has the meaning given in the GST Act.
2. PRICE OF GOODS
2.1 Price Inclusive
Unless otherwise agreed or required by law, the Purchase Price includes: any sales tax or GST, on the sale of the Goods.
Any duty or other import tax (other than income tax) is shown separately.
Cost of delivery is shown separately.
2.2 Variation of Price
AAA Wholesalers Pty Ltd may vary the price of the Goods at any time in its discretion but will use its reasonable endeavours to provide the Customer with prior written notice of any price increase.
3.1 Method and Loss or Damage
Unless otherwise agreed, AAA Wholesalers Pty Ltd may select the method of delivery and the carrier and is not liable for any loss or damage of any kind whatsoever arising from late delivery.
The Customer acknowledges and agrees that time is not of the essence in relation to delivery and that they must accept and pay for Goods even if the Goods are delivered after the requested date.
AAA Wholesalers Pty Ltd may deliver the Goods in instalments and the Customer must pay an amount for that instalment as notified by AAA Wholesalers Pty Ltd in the invoice. If AAA Wholesalers Pty Ltd fails to deliver any instalment the Customer must still accept and pay for the balance of the Goods delivered. If the Customer fails to pay for any instalment AAA Wholesalers Pty Ltd may at its absolute discretion; refuse to deliver any further instalments until all amounts payable, whether due or not, are paid; or terminate the agreement for the supply of the Goods and recover damages.
(a) Containers owned by AAA Wholesalers Pty Ltd all times remain the property of AAA Wholesalers Pty Ltd. AAA Wholesalers Pty Ltd retains the right of possession of any containers not owned by it. Property to the Containers does not pass to the Customer in any circumstances.
(b) All Containers are delivered to the Customer at its risk and the Customer must ensure that the Containers are: kept clean; not damaged; and are returned (at the request of AAA Wholesalers Pty Ltd ) to AAA Wholesalers, or such other person as AAA Wholesalers Pty Ltd may request, in good condition.
(c) AAA Wholesalers Pty Ltd will keep a record of the number and type of Containers delivered to the Customer (which the Customer agrees will be conclusive evidence of the number and type) and may charge the Customer for the replacement cost or such lesser amount determined by AAA Wholesalers Pty Ltd for each Container not returned or damaged by the Customer.
(d) The Customer indemnifies AAA Wholesalers Pty Ltd against and must pay AAA Wholesalers Pty Ltd on demand the amount of all losses, liabilities and expenses arising out of or in connection with the possession or use of all Containers (delivered by AAA Wholesalers Pty Ltd by the Customer. For the purpose of this indemnity, the Customer is deemed to be in possession of a Container from the time of delivery by AAA Wholesalers Pty Ltd until AAA Wholesalers Pty Ltd or the owner of the Container physically resumes possession.
3.5 SMS / Email Notifications
The Customer gives their consent to supply our Couriers with their details for the sole purpose of receiving SMS/Email Notifications directly from the Couriers regarding their parcel(s).
4. PAYMENT AND CREDIT
4.1 Credit Terms
If the Customer has the continuing credit approval of AAA Wholesalers Pty Ltd, the Customer must pay the Purchase Price in conformity with the Customer’s credit terms into a bank account nominated by AAA Wholesalers Pty Ltd, unless otherwise agreed by AAA Wholesalers Pty Ltd.
If there is any dispute in relation to the Purchase Price, the Customer must notify AAA Wholesalers Pty Ltd the reasons for the dispute within 48 hours of the date of the Invoice and must pay the undisputed amount of the Purchase Price.
4.3 Non-Payment Consequences
(a) If payment is not made when due, AAA Wholesalers Pty Ltd may: withdraw any credit; not supply further Goods; and
- charge interest on all amounts owing by the Customer to AAA Wholesalers Pty Ltd on a daily basis at current unsecured commercial lending rate plus 1% OR
- an overdue account keeping fee of $9 per week plus GST, whichever is greater until payment is made.Interest or admin charge is payable once the account exceeds settlement terms by 5 business days. The Purchaser will also pay to AAA Wholesalers Pty Ltd upon demand an amount equal to the amount of any additional GST that may become payable by the Supplier as a result of the Customer’s non-payment.
(b) Should the Customer default in the payment of any monies due to AAA Wholesalers Pty Ltd, then the total of all monies due to AAA Wholesalers Pty Ltd and by the Customer will immediately become due and payable. The Customer will pay or reimburse any expenses, costs or disbursements incurred or paid by AAA Wholesalers Pty Ltd in recovering outstanding monies including bank charges, administration costs, debt collection agency fees and commissions and solicitors costs.
5. PAYMENT OF GST
5.1 Customer Liable for all GST
In addition to any GST included in the Purchase Price of the Goods, the Customer must pay to AAA Wholesalers Pty Ltd on demand any GST payable in relation to any other Taxable Supplies which is subject to these conditions.
5.2 Apportionment of Payment
If any part of the Purchase Price is referable to both a Taxable Supply and anything that is not a Taxable Supply, the GST exclusive portion of the Purchase Price will be determined by AAA Wholesalers Pty Ltd and/or Urban Holdings Pty Ltd.
6. RIGHT OF ENTRY
The Customer must, without requiring prior statutory or PPSA notice, permit representatives of AAA Wholesalers Pty Ltd to enter any premises under the control of the Customer where the Goods are held, for the purpose of inspecting the premises and the Goods to check that the Customer is complying with these Sales Conditions.
7.1 Retaking Possession
If: (a) the Customer fails to pay any of the Amount Due; or
(b) the Customer becomes or, in the reasonable opinion of AAA Wholesalers Pty Ltd, is in danger of becoming, insolvent or bankrupt, AAA Wholesalers Pty Ltd may retake possession of the Goods.
8. Warranties, limitation & Exclusions and Indemnity
8.1 Exclusion of Warranties
Subject to condition 8.2 and to the extent permitted by law, AAA Wholesalers Pty Ltd excludes all warranties, conditions, liabilities or representations in relation to the Goods or the correctness of information, advice or other services concerning the Goods or otherwise.
8.2 Limitation of Liability
Where legislation implies in these Sales Conditions any condition or warranty which cannot be excluded or modified, the condition or warranty is deemed to be included in these Sales Conditions. However, to the extent permitted by AAA Wholesalers ABN: 89 100 459 130
law, the liability of AAA Wholesalers Pty Ltd and its officers, employees or agents for a breach of any such condition or warranty is limited, at AAA Wholesalers Pty Ltd’s option, to any one or more of the following:
(a) The replacement (from any source) of those Goods or the supply of equivalent Goods;
(b) The payment of the costs of replacing those Goods or of acquiring equivalent Goods, by credit to the Customer’s account, in cash or by cheque at AAA Wholesalers Pty Ltd’s absolute discretion.
8.3 No Liability
Subject to condition 8.2, AAA Wholesalers Pty Ltd, its officers, employees or agents are not liable for any loss or damage of any kind whatsoever, including, without limitation, consequential or economic loss or loss of profits, even if due to the negligence of AAA Wholesalers Pty Ltd, its officers, employees or agents arising out of or in connection with the supply of Goods. This exclusion extends to any promotional activities, advertising, statement about the Goods or their performance or characteristics of or by the Customer.
8.4 Warranties by the Customer
The Customer warrants that it:
(a) will not make any unauthorised use of or any claim to, an intellectual or industrial property which pertains to the Goods or is the property of AAA Wholesalers Pty Ltd;
(b) will handle and store Containers safely, with due care and in accordance with occupational or public health and safety requirements.
(c) Will secure the goods appropriately at all times and keep them fully insured for fire, theft and general loss.
9.0 FORCE MAJEURE
9.1 Force Majeure Events
AAA Wholesalers Pty Ltd may suspend delivery or reduce the amount to be delivered if AAA Wholesalers Pty Ltd is unable to deliver the Goods by reason of circumstances beyond its reasonable control, including (without limitation) strikes, lockouts, accidents, war, fire, flood, explosion, shortage of power, breakdown of plant or machinery, shortage of raw materials from normal source of supply, act of God or any order or direction of any government, government authority or instrumentality.
9.2 Right of Termination
If the effects of the force majeure event continue for more than one calendar month, AAA Wholesalers Pty Ltd at its absolute discretion may terminate the agreement for supply of Goods to which these terms and conditions apply.
9.3 No Claim for losses on consequential damages
The Customer will have no claim against AAA Wholesalers Pty Ltd for any damages, loss or costs.
10 ALTERATION TO RANGE
AAA Wholesalers Pty Ltd reserves the right, at its absolute discretion, to add to or remove from the range of products, including the Goods, supplied by AAA Wholesalers Pty Ltd, and may do so at any time without notice to the Customer.
Any provision in these Sales Conditions which is invalid or unenforceable in any jurisdiction is to be read down for the purposes of that jurisdiction, if possible, so as to be valid and enforceable. Otherwise the provision may be severed to the extent of the invalidity or unenforceability, without affecting the remaining provisions of these Sales Conditions or affecting the validity or enforceability of that provision in any other jurisdiction.
11.2 Sales Conditions Prevail
As between AAA Wholesalers Pty Ltd and the Customer, if there is any inconsistency (whether expressly referred to or to be implied from these Sales Conditions or otherwise) between the provisions of these Sales Conditions and those of any document of the Customer, the provisions of these Sales Conditions prevail to the extent of the inconsistency.
11.3 Variation to Sales Conditions
AAA Wholesalers Pty Ltd may from time to time at its absolute discretion vary the Sales Conditions.
11.4 Governing Law
AAA Wholesalers Pty Ltd and the Customer accept the law of Queensland as the proper law of the agreement and agree to submit to the non-exclusive jurisdiction of the Courts in Queensland and any court hearing appeals from those Courts. AAA Wholesalers ABN: 89 100 459 130
11.5 Retrospective Pricing
AAA Wholesalers Pty Ltd will not accept or enter into any claims for retrospective pricing or compensation for its price changes. Prices may change without notice – check your invoice for current pricing.
Where the debt remains outside of the Agreed Terms of Trade account terms and/or due date, the Company may charge interest at current, unsecured commercial lending rate plus 1% OR an overdue account keeping fee of $9 per week plus GST, whichever is greater. Interest or admin charge is payable once the account exceeds settlement terms by 5 business days.
13 Intellectual Property
No Intellectual Property rights are implied upon receipt of signed terms and conditions. (Separate application and payment required)
14 Internet Policy
AAA Wholesalers Pty Ltd reserve the right to only supply retailers that have a full time retail address not online presence only.
15 Restocking Fee
Goods cannot be returned without prior arrangement and a return number being issued. 20% will be deducted off the invoice value as a restocking fee. For simple change of mind returns a balance will only be credited to your account. There will be no cash refunds. Freight is fully the responsibility and cost of the customer for any return. Only undamaged “as new” in original packaging product can be returned with no foreign pricing or stickers. Goods returned after 24 days – No credit allowed
16 Consequential Damages
AAA Wholesalers Pty Ltd its Employees and Agents are expressly not and will not be held responsible for any indirect or consequential damages.
17 Errors and Omissions
The account holder agrees to account adjustment on all errors & omissions on invoicing or packing by way of a credit/debit adjustment being issued to rectify the error or omission or over supply of goods.
18 Advertisement of Bad Debts
AAA Wholesalers Pty Ltd and Punchfit Global Pty Ltd reserves the right to advertise business names and Directors who default on above credit accounts after 90 days past due date on this website and through other print and electronic media.
Eco Lifestyle Fitness Pty Ltd
101 Upper Cross Street
09-13 People’s Park Centre
Tan Hai Yong firstname.lastname@example.org
19 Invoicing AAA Wholesalers Pty Ltd
AAA Wholesalers Pty Ltd will not be held liable for payment of invoices for goods and services issued without an ABN.
Invoices issued outside a fair and reasonable timeframe (90 days after the goods or services have been provided)
1- Will be subject to a 10% of invoice amount account reconciliation and archive fee.
2- Invoice will then be paid 30 days after the reconciliation is complete, less a reconciliation bookkeeping 10% fee.
20 Special Order / Custom Order Terms of Trade
– Orders are 100% prepaid prior to commencement
– Lead time is approx. 12 – 16 weeks from the payment of the invoice
– Full artwork files and dimensions are to be supplied by the customer in .vector files
– Each individual screen print has a $150 artwork setup fee
– Screen prints are subject to slight variations due to overseas variances in software. ( + / – 10% variance )
– Screen print positions may vary from artwork provided due to functional applications of the screenprint.
– Packaging supplied is Punch Equipment® standard packaging
– Maximum artwork length is 32 inches.
– Multicolour artwork and larger artwork than normal is subject to an additional invoiced cost.
– Errors in artwork or position are non-refundable or negotiable*
*If the artwork is not acceptable for any reason outside the above exclusions then a screen print refund will be applied to account if approved by management on a case by case basis.
21 Drop Shipping Terms of Trade
21.1 – Orders must be completed through the website: www.punchequipment.com (so stock availability can be checked by the buyer).
21.2 – The customer drop shipping must nominate (type in) the secondary delivery address (to avoid data entry errors and missed deliveries). The customer drop
shipping must provide clear instructions on each order regarding invoice delivery and other details (to prevent the end user from receiving notifications
21.3 – Out of stock items in the AAA Warehouse CANNOT be drop shipped.
21.4 – Shipping is 100% the responsibility of the billed customer using the tracking number provided to chase up lost/delayed, incorrectly delivered drop shipments
directly with the freight company.
21.5 – Punch Equipment® cannot collect or arrange collection of floor stock from retailers for on forwarding via drop shipping.
21.6 – Goods lost in transit – This is consequential damage/loss and is not the responsibility of AAA Wholesalers Pty Ltd.
21.7 – Warranties: this is the responsibility of the Drop Shipper. Please lodge your warranties through the On-line Warranty Form after your buyer has returned
them to you.
21.8 – Returns: this is the responsibility of the Drop Shipper.
22 BRONX INDENT (BRONX Fight Gear) Terms of Trade
22.1 – Bronx is a direct to market home brand designed to counter the destructive discount pricing of super retail groups and multi-national brands available online.
22.2 – Access to the BRONX brand is via pre-paid indent ordering only in USD. Min order is $5000 USD. Pricing is CFR ex Gold Coast Warehouse. On forwarding of
Indent order will be an additional freight quote.
22.3 – Estimated lead time from receipt of full payment into our USD account is approximately 12-14 weeks.
22.4 – Warranty is limited to goods matching samples – no claim recognised 7 days after delivery.
23 Uncollected Goods and Custom Orders
Goods not collected or paid in full within 21 days of emailed notification are subject to be sold off at AAA Wholesalers Pty Ltd discretion – cartons attract a rental fee of $7 +GST /carton or bag per day after 21 days from emailed notification.
CUSTOM GOODS with custom artwork and foreign trademarks are accepted and manufactured on the following conditions.
23.1 – The entity/person placing the order warrants they have the legal rights to the artwork or trademarks provided and holds harmless the manufacturer and
importer to any future IP breech /usage or consequential damages resulting from the making, importation and disposal of the order.
23.2 – Goods not collected after notification or payment not made with 21 days from invoice being issued become the property of AAA Wholesalers Pty Ltd for disposal
including direct sale or auction as they see fit with no further notice or compensation to entity or person placing the order.
23.3 – Deposits and partial payments for Custom orders are non-refundable or transferable and if not paid when requested in full are forfeited. Title of the imported goods does not transfer to the buyer until payment is made in full within the invoice terms.
23.4 – Fonts, artwork, colours and dimensions are subject to a 10 % variance due to batch materials, international software variations and the handmade nature of the
goods. Goods outside the variance can only be replaced on future orders at managerial discretion. Replacement is your only remedy or compensation on
23.5 – All custom orders are quoted EX Gold Coast warehouse and subject to additional freight and handling costs if on forwarding is required.