Terms & Conditions

  1. Definitions
1.1“Seller” means Boardnation Pty Ltd T/A Trinity Distribution its successors and assigns or any person acting on behalf of and with the authority of Boardnation Pty Ltd T/A Trinity Distribution.
1.2“Client” means the Client (or any person acting on behalf of and with the authority of the Client) as described on the Credit Account Application attached.
  1. “Guarantor” means that person (or persons), or entity, who agrees to be liable for the debts of the Client on a principal debtor basis.
  2. “Goods” means Goods supplied by the Seller to the Client and are as described on the invoices, quotation, work authorisation or any other forms as provided by the Seller to the Client.
  3.  “Price” means the price payable for the Goods in accordance with clause 5 of this contract.

 

  1. Competition and Consumer Act 2010 (“CCA”) and Fair Trading Acts (“FTA”)
    1. Nothing in this agreement is intended to have the effect of contracting out of any applicable provisions of the CCA or the FTA in each of the States and Territories of Australia, except to the extent permitted by those Acts where applicable.

 

  1. Application of these terms and conditions to consumers

3.1     Clause 9 (Defects), clause 10 (Returns) and clause 11 (Warranty) may NOT apply to the Client where the Client is purchasing Goods not for resale or hire where the Price of the Goods or Services does not exceed $40,000, or where the Price of the Goods does exceed $40,000 or are of a kind ordinarily acquired for personal, domestic or household use or consumption, or where the Client is in any other way a consumer within the meaning of the CCA or the FTA of the relevant state or territory of Australia.

 

  1. Acceptance
    1. Any instructions received by the Seller from the Client for the supply of Goods after receipt of this contract and/or the Client’s acceptance of Goods supplied by the Seller shall constitute acceptance of the terms and conditions contained herein.
    2. Where more than one Client has entered into this agreement, the Clients shall be jointly and severally liable for all payments of the Price.
    3. These terms and conditions can only be amended with the written consent of the Seller.
    4. The Client shall give the Seller not less than fourteen (14) days prior written notice of any proposed change of ownership of the Client or any change in the Client’s name and/or any other change in the Client’s details (including but not limited to, changes in the Client’s address, facsimile number, or business practice). The Client shall be liable for any loss incurred by the Seller as a result of the Client’s failure to comply with this clause.

 

  1. Price and Payment
    1. The Price will be the price as shown on the Sellers website or as otherwise quoted or advised in writing.
    2. The Seller reserves the right to change the Price in the event of a variation to an order placed by the Client.
    3. The Seller may require the Client to pay a deposit.
    4. At the Seller’s sole discretion:
      1. payment shall be due on delivery of the Goods; or
      2. payment shall be due before delivery of the Goods; or
      3. payment for approved Clients shall be made by instalments in accordance with the Seller’s payment schedule.
    5. Time for payment for the Goods shall be of the essence and will be stated on the invoice or any other forms. If no time is stated then payment shall be due seven (7) days following the date of the invoice.
    6. Payment will be made by cash, or by cheque, or by bank cheque, or by credit card (plus a surcharge of up to two percent (2%) of the Price), or by direct credit, or by any other method as agreed to between the Client and the Seller.
    7. GST and other taxes and duties that may be applicable shall be added to the Price except when they are expressly included in the Price.

 

  1. Delivery Of Goods
    1. At the Seller’s sole discretion delivery of the Goods shall take place when:
      1. the Client takes possession of the Goods at the Seller’s address; or
      2. the Client (or other person) takes possession of the Goods at the Client’s nominated address (in the event that the Goods are delivered by the Seller or the Seller’s nominated carrier); or
      3. the Client’s nominated carrier takes possession of the Goods in which event the carrier shall be deemed to be the Client’s agent.
    2. At the Seller’s sole discretion the costs of delivery are:
      1. in addition to the Price; or
      2. for the Client’s account.
    3. The Client shall make all arrangements necessary to take delivery of the Goods whenever they are available for delivery. In the event that the Client is unable to take delivery of the Goods as arranged then the Seller shall be entitled to charge a reasonable fee for redelivery.
    4. The Seller may deliver the Goods by separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these terms and conditions.
    5. The failure of the Seller to deliver shall not entitle either party to treat this contract as repudiated.
    6. The Seller shall not be liable for any loss or damage whatever due to failure by the Seller to deliver the Goods (or any of them) promptly or at all due to circumstances beyond the control of the Seller.

 

  1. Risk
    1. If the Seller retains ownership of the Goods nonetheless, all risk for the Goods passes to the Client on delivery.
    2. If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Client, the Seller is entitled to receive all insurance proceeds payable for the Goods and the Client hereby directs the insurer to pay such proceeds to the Seller. The production of these terms and conditions by the Seller is sufficient evidence of the Seller’s rights to receive the insurance proceeds without the need for any person dealing with the Seller to make further enquiries.

 

  1. Title
    1. The Seller and Client agree that ownership of the Goods shall not pass until:
      1. the Client has paid the Seller all amounts owing for the particular Goods; and
      2. the Client has met all other obligations due by the Client to the Seller in respect of all contracts between the Seller and the Client.
    2. Receipt by the Seller of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then the Seller’s ownership or rights in respect of the Goods shall continue.
    3. It is further agreed that to protect our ownership and interest in the goods until payment the Seller may choose to register this contract and their interest under the Personal Properties Securities Act 2009. The Client agrees to do all things necessary to facilitate such registration.

 

 

  1. Defects
    1. The Client shall inspect the Goods on delivery and shall within seven (7) days of delivery (time being of the essence) notify the Seller of any alleged defect, shortage in quantity, damage or failure to comply with the description or quote. The Client shall afford the Seller an opportunity to inspect the Goods within a reasonable time following delivery if the Client believes the Goods are defective in any way. If the Client shall fail to comply with these provisions the Goods shall be deemed to be free from any defect or damage. For defective Goods, which the Seller has agreed in writing that the Client is entitled to reject, the Seller’s liability is limited to either (at the Seller’s discretion) replacing the Goods or repairing the Goods except where the Client has acquired Goods as a consumer within the meaning of the CCA or the FTA, and is therefore also entitled to, at the consumer’s discretion either a refund of the purchase price of the Goods, or repair of the Goods, or replacement of the Goods.

 

  1. Returns
    1. Returns will only be accepted provided that:
      1. the Client has complied with the provisions of clause 9.1;
      2. the Seller has agreed in writing to accept the return of the Goods;
      3. the Goods are returned at the Client’s cost within fourteen (14) days of the delivery date;
      4. the Seller will not be liable for Goods which have not been stored or used in a proper manner; and
      5. the Goods are returned in the condition in which they were delivered and with all packaging material, brochures and instruction material in as new condition as is reasonably possible in the circumstances.
    2. The Seller may (in its discretion) accept the return of Goods for credit but this may incur a handling fee of twenty-two percent (22%) of the value of the returned Goods plus any freight.

 

  1. Warranty
    1. For Goods not manufactured by the Seller, the warranty shall be the current warranty provided by the manufacturer of the Goods. The Seller shall not be bound by nor be responsible for any term, condition, representation or warranty other than that which is given by the manufacturer of the Goods.

 

12.Intellectual Property

  1. Where the Seller has designed, drawn or written Goods for the Client, then the copyright in those designs and drawings and documents shall remain vested in the Seller, and shall only be used by the Client at the Seller’s discretion.
  2. The Client warrants that all designs or instructions to the Seller will not cause the Seller to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify the Seller against any action taken by a third party against the Seller in respect of any such infringement.

 

13.Default & Consequences of Default

  1. Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and one half percent (2.5%) per calendar month and such interest shall compound monthly at such a rate.
  2. If the Client defaults in payment of any invoice, the Client shall indemnify the Seller from and against all costs and disbursements incurred by the Seller in pursuing the debt including legal costs on a solicitor and own client basis and the Seller’s collection agency costs.
  3. Without prejudice to any other remedies the Seller may have, if at any time the Client is in breach of any obligation (including those relating to payment), the Seller may suspend or terminate the supply of Goods to the Client and any of its other obligations under the terms and conditions. The Seller will not be liable to the Client for any loss or damage the Client suffers because the Seller has exercised its rights under this clause.
  4. If any account remains overdue after thirty (30) days then an amount of the greater of twenty dollars ($20.00) or ten percent (10.00%) of the amount overdue (up to a maximum of two hundred dollars ($200.00)) shall be levied for administration fees which sum shall become immediately due and payable.
  5. Without prejudice to the Seller’s other remedies at law the Seller shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to the Seller shall, whether or not due for payment, become immediately payable in the event that:
    1. any money payable to the Seller becomes overdue, or in the Seller’s opinion the Client will be unable to meet its payments as they fall due; or
    2. the Client becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
    3. a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.

 

  1. Security and Charge
    1. Despite anything to the contrary contained herein or any other rights which the Seller may have howsoever:
      1. where the Client and/or the Guarantor (if any) is the owner of land, realty or any other asset capable of being charged, both the Client and/or the Guarantor charge all of their joint and/or several interest in the land, realty or any other asset to the Seller or the Seller’s nominee to secure all amounts and other monetary obligations payable under these terms and conditions.  The Client and/or the Guarantor acknowledge and agree that the Seller (or the Seller’s nominee) shall be entitled to lodge where appropriate a caveat, which caveat shall be withdrawn once all payments and other monetary obligations payable hereunder have been met.
      2. should the Seller elect to proceed in any manner in accordance with this clause and/or its sub-clauses, the Client and/or Guarantor shall indemnify the Seller from and against all the Seller’s costs and disbursements including legal costs on a solicitor and own client basis.
      3. the Client and/or the Guarantor (if any) agree to irrevocably nominate constitute and appoint the Seller or the Seller’s nominee as the Client’s and/or Guarantor’s true and lawful attorney to perform all necessary acts to give effect to the provisions of this clause 14.1.

 

  1. Cancellation
    1. The Seller may cancel any contract to which these terms and conditions apply or cancel delivery of Goods at any time before the Goods are delivered by giving written notice to the Client. On giving such notice the Seller shall repay to the Client any sums paid in respect of the Price. The Seller shall not be liable for any loss or damage whatever arising from such cancellation.
    2. In the event that the Client cancels delivery of Goods the Client shall be liable for any loss incurred by the Seller (including, but not limited to, any loss of profits) up to the time of cancellation.

 

  1. Privacy Policy
    1. We are committed to providing quality services to you and this policy outlines our ongoing obligations to you in respect of how we manage your Personal Information. We have adopted the Australian Privacy Principles (APPs) contained in the Privacy Act 1988 (Cth) (the Privacy Act). The NPPs govern the way in which we collect, use, disclose, store, secure and dispose of your Personal Information. A copy of the Australian Privacy Principles may be obtained from the website of The Office of the Australian Information Commissioner at www.aoic.gov.au
    2. Personal Information is information or an opinion that identifies an individual. Examples of Personal Information we collect include: names, addresses, email addresses, phone and facsimile numbers. This Personal Information is obtained in many ways including correspondence by telephone and facsimile, by email, via our website www.trinitydistribution.com.au , from your website, from media and publications, from other publicly available sources, from cookies and from third parties. We don’t guarantee website links or policy of authorised third parties. We collect your Personal Information for the primary purpose of providing our services to you, providing information to our clients and marketing. We may also use your Personal Information for secondary purposes closely related to the primary purpose, in circumstances where you would reasonably expect such use or disclosure. You may unsubscribe from our mailing/marketing lists at any time by contacting us in writing. When we collect Personal Information we will, where appropriate and where possible, explain to you why we are collecting the information and how we plan to use it.
    3. Sensitive information is defined in the Privacy Act to include information or opinion about such things as an individual's racial or ethnic origin, political opinions, membership of a political association, religious or philosophical beliefs, membership of a trade union or other professional body, criminal record or health information. Sensitive information will be used by us only:
      1. For the primary purpose for which it was obtained
      2. For a secondary purpose that is directly related to the primary purpose
      3. With your consent; or where required or authorised by law.
    4.  Where reasonable and practicable to do so, we will collect your Personal Information only from you. However, in some circumstances we may be provided with information by third parties. In such a case we will take reasonable steps to ensure that you are made aware of the information provided to us by the third party.
    5.  Your Personal Information may be disclosed in a number of circumstances including third parties where you consent to the use or disclosure and where required or authorised by law.
    6. Your Personal Information is stored in a manner that reasonably protects it from misuse and loss and from unauthorized access, modification or disclosure. When your Personal Information is no longer needed for the purpose for which it was obtained, we will take reasonable steps to destroy or permanently de-identify your Personal Information. However, most of the Personal Information is or will be stored in client files which will be kept by us for a minimum of 7 years.
    7. You may access the Personal Information we hold about you and to update and/or correct it, subject to certain exceptions. If you wish to access your Personal Information, please contact us in writing. We will not charge any fee for your access request, but may charge an administrative fee for providing a copy of your Personal Information. In order to protect your Personal Information we may require identification from you before releasing the requested information.
    8.  It is an important to us that your Personal Information is up to date. We will take reasonable steps to make sure that your Personal Information is accurate, complete and up-to-date. If you find that the information we have is not up to date or is inaccurate, please advise us as soon as practicable so we can update our records and ensure we can continue to provide quality services to you.
    9. This Policy may change from time to time and is available on our website.
    10. If you have any queries or complaints about our Privacy Policy please contact us at

1/17 Premier Circuit

info@trinitydistribution.com.au

07 5370 2020

 

  1. General
    1. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
    2. These terms and conditions and any contract to which they apply shall be governed by the laws of Queensland and are subject to the jurisdiction of the courts of Queensland.
    3. The Seller shall be under no liability whatever to the Client for any indirect loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by the Seller of these terms and conditions.
    4. In the event of any breach of this contract by the Seller the remedies of the Client shall be limited to damages which under no circumstances shall exceed the Price of the Goods.
    5. The Client shall not be entitled to set off against or deduct from the Price any sums owed or claimed to be owed to the Client by the Seller.
    6. The Seller may license or sub-contract all or any part of its rights and obligations without the Client’s consent.
    7. The Client agrees that the Seller may review these terms and conditions at any time. If, following any such review, there is to be any change to these terms and conditions, then that change will take effect from the date on which the Seller notifies the Client of such change.
    8. Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, drought, storm or other event beyond the reasonable control of either party.
    9. The failure by the Seller to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect the Seller’s right to subsequently enforce that provision.

 

  1. Guarantor
    1. Each Guarantor, jointly and severally, guarantees to the Seller the punctual payment of the Price and all money at any time payable by the Client under this agreement and the punctual performance and observance by the Client of its obligations under this agreement.
    2. Each Guarantor, jointly and severally, indemnifies the Seller against any claims or demands of any kind (including legal proceedings) arising against the Seller as a result of:
      1. The Clients breach of their obligations under this agreement; and
      2. The payment of any money under this agreement.