Wholesale Terms & Conditions

 

OUTLINE

  1. 1.1  This Agreement outlines the specific Terms and Conditions and contractual obligations that apply to both You and Frankie & Taj.

  2. 1.2  The Terms and Conditions outlined herein apply to the supply of Goods by Frankie & Taj to You from the date as written and printed above.

  3. 1.3  You accept these Terms and Conditions when You;

    a. SubmitanOrder;
    b. Make payment for any goods supplied by Frankie & Taj.

QUOTES AND ORDERS

  1. 2.1  You may request a Quote from Frankie & Taj relating to the potential supply of Goods, which may include the price and quantity of the Goods proposed to be supplied by Frankie & Taj, and other relevant details where necessary.

  2. 2.2  If You accept the quote provided by Frankie & Taj, You may place an Order for each supply of goods, subject to clause 2.3.

  3. 2.3  All Orders are subject to the review and acceptance of Frankie & Taj.

  4. 2.4  Frankie & Taj withhold the right to review and accept Orders at their

    absolute discretion.

  5. 2.5  You understand that an Order cannot be cancelled once it has been

    submitted, unless otherwise agreed upon in writing.

  6. 2.6  If You wish to make any changes to the Order, these changes must be

    submitted in writing, and agreed upon by Frankie & Taj.

  7. 2.7  You accept that Frankie & Taj take no responsibility for any error or

    omission listed on the order form once an Order has been placed.

2.

  1. 2.8  You understand that it is your responsibility to review and check all details listed on the ordering documents to ensure that they are accurate and correct.

  2. 2.9  Unless otherwise agreed upon in writing, Frankie & Taj will not be bound by any Terms and Conditions added by You in relation to an Order, either expressed or implied.

  1. TRADESHOW ORDERING PROCESS

    1. 3.1  Any wholesale Order(s) made at a Tradeshow that is held within Australia will require a non-refundable deposit of 50% of the total Order.

    2. 3.2  The balance of any wholesale Order(s) made at a Tradeshow that is held within Australia, and made in accordance with clause 3.1 herein, is required to be paid prior to despatch, at a time agreed upon in writing by Frankie & Taj.

    3. 3.3  Any Order(s) made either at a Tradeshow within Australia, or otherwise, will NOT be dispatched until full payment is made.

    4. 3.4  Any unpaid Orders will be returned to stock.

    5. 3.5  Frankie & Taj, at its sole discretion, is entitled to charge a re-stocking fee

      should You fail to pay for the Goods ordered by the agreed upon time.

    6. 3.6  The amount of the re-stocking fee will be communicated in writing to You

      by Frankie & Taj, if applicable.

  2. PRICE

    1. 4.1  Unless otherwise agreed by the representative(s) of Frankie & Taj in writing, the price charged and payable for the Goods shall be priced in local currency, being Australian Dollars (AUD), at the date the order is placed, together with any applicable taxes, charges and delivery costs in relation to the Goods.

    2. 4.2  Prices contained in any Quote or Order for the supply of the Goods are based on the cost of the Goods at the time of Agreement.

    3. 4.3  Frankie & Taj reserves the right to vary the price of the goods if;

      1. a)  There is any movement in the cost of supplying the Goods specified in the order.

      2. b)  If the Goods specified in the order are varied from the Goods specified in Frankie & Taj’s quote.

    4. 4.4  Due to exchange rate fluctuations, pricing may change at Frankie & Taj’s sole discretion without prior notice.

    5. 4.5  It is Your sole responsibility to read and review all quote documentation, invoices and pricing details to ensure details are correct and accurate.

  1. GST

    1. 5.1  Unless otherwise agreed, prices with respect to any taxable supply are exclusive of GST.

    2. 5.2  International wholesale Goods are not subject to GST.

    3. 5.3  You must pay Frankie & Taj all GST in addition to any other amounts

      payable by You when the amount payable is due.

    4. 5.4  Frankie & Taj will issue a tax invoice for any taxable item supplied to you.

    5. 5.5  Prices for imported goods are to be converted into Australian Dollars

      based on the Reserve Bank Exchange Rate on the date that such goods are

      ordered.

    6. 5.6  Any International buyer is solely responsible for any taxes or costs,

      including import taxes and charges, applicable and payable in their country.

  2. PAYMENT

    1. 6.1  In accordance with the Terms and Conditions herein, You agree to make full payment of the Goods at the time the Order is placed, unless otherwise agreed by Frankie & Taj in writing.

    2. 6.2  Frankie & Taj will not send any Order(s) or Goods to You until full payment has been received.

    3. 6.3  You are to make payment via bank deposit unless otherwise agreed in writing.

    4. 6.4  You agree to make payment via bank deposit into the bank account details that will be provided by Frankie & Taj upon ordering.

    5. 6.5  Wholesale account access may be suspended until all fees are paid.

  3. SUSPENSION AND CANCELLATION

7.1 Using its sole discretion, Frankie & Taj reserve the right to cancel or suspend an account or order at any time without prior notice or consent.

8. AUSTRALIAN AND INTERNATIONAL SHIPPING

AUSTRALIAN ORDERS AND SHIPPING

  1. 8.1  All Australian based orders are shipped using Australia Post, Fast Way Courier or other third party delivery service as chosen by Frankie & Taj, unless otherwise agreed in writing.

  2. 8.2  Tracking is available on all Australian Orders.

  3. 8.3  You understand that all Orders will be packed in either a satchel or other

    method(s) dependant upon the size and quantity of the order.

  4. 8.4  You understand that transit times depend on the individual carrier and are

    not guaranteed.

  1. 8.5  You understand that in some instances during peak season there may be a longer timeframe for processing orders.

  2. 8.6  You understand and agree that Frankie & Taj will endeavour to pack and dispatch all Orders within three (3) business days unless subject to clause 8.5.

  3. 8.7  Frankie & Taj will communicate any delays in dispatch and shipping time in writing to you when required.

INTERNATIONAL ORDERS AND SHIPPING

  1. 8.8  You understand that the delivery of international wholesale Orders remains Your sole responsibility, unless otherwise agreed upon in writing by Frankie & Taj.

  2. 8.9  In the event that Frankie & Taj agree to arrange international shipping, a shipping and handling fee will be payable by You as advised by Frankie & Taj.

  3. 8.10  You agree to arrange the transport and shipping of Goods from the Frankie & Taj headquarters in Australia to your chosen International destination.

  4. 8.11  You are responsible for any applicable duties, taxes or import charges that are charged by Customs in your country.

  5. 8.12  All export and import documentation, licences, duties and taxes or costs relating to, either directly or indirectly, the delivery of Goods are Your sole responsibility.

  6. 8.13  You understand that all Orders will be packed in either a satchel or other method(s) dependant upon the size and quantity of the Order.

  7. 8.14  Should You wish for the Goods to be packaged, this will incur an additional fee and is available upon request when ordering the Goods.

  8. 8.15  You understand that transit times depend on the individual carrier and are not guaranteed.

  9. 8.16  You understand and accept that it is your responsibility to pay for all costs associated with delivery.

  10. 8.17  You understand and agree that Frankie and Taj will endeavour to pack and dispatch all Orders within three (3) business days, unless subject to clause 8.18.

  11. 8.18  You understand that in some instances during peak season there may be a longer timeframe for processing orders.

  12. 8.19  Frankie & Taj will communicate any delays in dispatch and shipping time in writing to You when required.

9. DEFECTS AND RETURN OF GOODS

  1. 8.1  You understand and accept that you are required to inspect all shipments immediately upon arrival.

  2. 8.2  Should You believe that You are in receipt of damaged or defective Goods, You are required to contact Frankie & Taj in writing within five (5) days of receipt of Goods.

10.

  1. 8.3  Should You believe that You are in receipt of damaged or defective Goods in conjunction with Clause 8.2, You are required to provide photographic evidence.

  2. 8.4  You understand that Frankie & Taj will use its reasonable discretion when accepting whether or not Goods are deemed defective or damaged.

  3. 8.5  Should it be found that Goods are damaged or defective, Frankie & Taj will use it’s sole discretion to provide either a replacement or a refund of the Good, and will confirm this in writing.

  4. 8.6  Should it be found that the Goods are damaged or defective, Frankie & Taj will pay all reasonable return shipping costs.

  5. 8.7  Returned Goods will not be accepted if they are held for more than 10 days.

  6. 8.8  This Agreement excludes remedies other than those that are provided by a limited warranty. This includes replacement of damaged stock in accordance with Clause 8.4.

  7. 8.9  In no instance will Frankie & Taj provide a refund, unless otherwise agreed upon in writing.

  8. 8.10  Under no circumstances will wholesale goods be returned or exchanged, unless there is a defect to the Goods or the Goods are damaged in accordance with clause 8.4, unless otherwise agreed upon in writing.

  9. 8.11  Under no circumstances will Frankie & Taj be held liable or responsible for any damage received to the Goods during transit, including shipping and delivery.

LIMITATION OF LIABILITY

9.1 To the maximum extent permitted by the applicable law(s), in no event and under no legal theory, with respect to claims for breach of contract and property damage, Frankie & Taj will not be held responsible or liable for;

  • Consequential, incidental, indirect, punitive or exemplary losses or damages;

  • Loss of revenue;

  • Loss of profit;

  • Loss of product;

  • Loss of business opportunity;

  • The amount of stock or Goods sold by You.

11.

STATUTORY RIGHTS

Howsoever caused, including negligence, gross negligence, and strict liability.

  1. 10.1  Both You and Frankie & Taj are additionally gifted rights under Australian Consumer Law and are entitled to pursue these rights should the need arise.

  2. 10.2  By accepting these Terms and Conditions, both parties consent to the exclusive jurisdiction of the Commonwealth of Australia, and any other applicable laws that govern this Agreement within Your jurisdiction.

  1. DIRECTORS GUARANTEE

    1. 11.1  Where a Business or Company enters into an Agreement with Frankie & Taj, the Company agrees to ensure that the Company Directors enter into a personal guarantee with Frankie & Taj to guarantee all and any payments due from the Company are paid in full.

    2. 11.2  You agree that by signing this document, should the Company or Business fail to make payment of the Goods provided, the applicable Company or Business Director(s) will be personally liable for any amount outstanding.

  2. INTELLECTUAL PROPERTY, COPYRIGHT AND TRADEMARK

    1. 13.1  All images and products on the Frankie & Taj website, marketing material or purchasing documents are copyright © Frankie & Taj 2017. All Rights Reserved.

    2. 13.2  You understand that the purchasing of any Frankie & Taj product gives them the right to sell said physical products only. You are not permitted to reproduce or otherwise copy any Frankie & Taj designs, styles or products with the intent to sell, manufacture, or reproduce the designs, styles or products.

    3. 13.3  You understand that clause 13.2 also applies to the use of digital images online.

    4. 13.4  You acknowledge that the material on the Frankie & Taj website is the subject of copyright© and that it is the subject of other intellectual property and legal rights (including third-party rights).

    5. 13.5  You must not commit any act which infringes any of the rights of Frankie & Taj, both expressed and implied under applicable legislation in both equity and common law and, without limiting the generality of the foregoing, You specifically acknowledge that You may not copy the material on the website, the design of the products or the products yourself except as otherwise expressly authorised by Frankie & Taj in writing.

14. PRIVACY

  1. 14.1  Frankie & Taj is bound by the Privacy Act 1988 (Cth).

  2. 14.2  You understand that Frankie and Taj may occasionally hire third parties to provide services on their behalf, including but not limited to handling customer support enquiries, processing transactions or customer freight shipping. Those third parties will be permitted to obtain only the personal information that is needed to deliver the service.

  1. 14.3  You understand that Frankie & Taj may use customer information for new,

    unanticipated uses not previously disclosed in the privacy notice.

  2. 14.4  Frankie & Taj reserves the right to make amendments to this privacy

    Policy at any time.

  3. 14.5  Should You object to any clause outlined in this Privacy Policy, You should

    not access or use the Frankie & Taj website or associated services.

15. DISPUTE RESOLUTION AND REMEDIES

15.1. In the event of a breach or threatened breach of any of the provisions of this Agreement, Frankie & Taj is entitled to a permanent injunction, in addition to and not in limitation of any other rights and remedies available to Frankie & Taj at law and/or in equity, in order to prevent or restrain any such breach by you or by your partners, agents, representatives, servants, employees and/or any and all persons directly or indirectly acting for, or with, You.

  1. 15.2  Should it be found that You have breached a provision(s) of this Agreement, Frankie & Taj will, at its own discretion, take the action that it finds appropriate.

  2. 15.3  Should You wish to provide feedback, request assistance, or dispute an Order received, they must do so in writing within five (5) days of receiving the Order in dispute.

16. RIGHT TO VARY TERM OF TRADE

16.1. Frankie & Taj reserve the right, at its sole discretion, to change the terms of this Agreement at any time. What constitutes a material change will be determined by Frankie & Taj, at Frankie & Taj’s sole discretion.

  1. 16.2  Any amendment or modification of this Agreement or additional obligation assumed by either party in connection with this Agreement will only be binding if evidenced in writing and signed by each party or an authorised representative of each party.

  2. 16.3  This Agreement constitutes the entire agreement between the parties and there are no further items, either oral or written.

16.4. The parties to this Agreement stipulate that neither of them has made any representations with respect to the subject matter of this Agreement, except such representations as are specifically set forth in this Agreement.

17. DEFINITIONS

‘You’- means the account holder who places the order for the Goods subject to the Terms and Conditions outlined in this Agreement.

‘Agreement’- means all content, clauses, terms and definitions as outlined in this document.

‘AUD’- means Australian Dollars, being the currency used in Australia.

‘Dispute Resolution’- means any method adopted to successfully resolve any applicable disputes between the parties.

‘Goods’- means any goods supplied by Frankie & Taj to the purchaser, including but not limited to clothing.

‘GST’- means Goods and Services Tax, applying to purchases made in Australia only.

‘Intellectual Property’- means the content and design of all products and branding, including without limitation, trademarks, copyrights, registered designs, styles, symbols, logos and all digital content.

‘Statutory Rights’- means any legal rights, either under common law or under the law of equity, provided to the parties of this Agreement.

‘Third Party’- means any party, other than the parties to this Agreement, including transport and shipping companies.