Terms of trading are strictly 30 days from date of invoice/statement
Please refer to our “Terms of Trade” and Conditions of Sale” statements.
Conditions of Sale
If action to recover a debt is taken, the full cost of this will be added to the debt. It is a condition of sale that orders are accepted subject to crop availability, and that in the event of trees supplied not being in accordance with label or description, or being otherwise unsatisfactory, our liability is limited to refund of purchase price or supply new trees. All claims for trees which are unsatisfactory must be received by us within 7 days of delivery date. Trees are dispatched from the Nursery in good condition. However once delivered to either the customer or transport company our liability ceases as we are then unable to ensure correct care of the trees. Risk is assumed by the purchaser on delivery.
Terms of Trade
The Customer accepts the terms of this Invoice/sales order/order form upon the earlier of:
(a) accepting delivery of the Goods; and
(b) agreeing to the terms in writing.
2. Personal Property Securities Act
For the purposes of this Invoice/sales order/order form, the term “PPSA” means the Personal
Property Securities Act
2009 (Cth), as amended from time to time.
3. Ownership and Creation of a Security Interest
3.1 Title and risk in the Goods pass to the Customer upon the Customer accepting delivery of the Goods.
3.2 The provision of the Goods to the Customer pursuant to this Invoice/sales order/order form on credit constitutes a debt from the Supplier to the Customer for an amount equal to the price of the Goods as set out in this Invoice/sales order/order form (debt amount). The loan must be repaid on or before the date for payment specified in this Invoice/sales order/order form. If the loan is not repaid in full as required then the Customer must also pay interest on the debt. Interest will accrue on the debt amount (or so much of it as remains unpaid from time to time) from the due date for payment at a rate of 6% per annum calculated daily and will compound on the first day of each succeeding calendar month until the debt is repaid in full.
3.3 To secure repayment of the loan (including interest) created by Clause 3.2, the Customer grants a security interest (charge) in favour of the Supplier over the Goods and any proceeds of the Goods (as defined by the PPSA), including any money derived from a dealing or dealings with the Goods (whether or not that money is mixed with the Customer’s other money).
3.4 Where –
(a) the Customer defaults in repaying the debt (including interest) created by Clause 3.2 and does not remedy that default within 7 days; and
(b) the Goods remain in the Customer’s possession or control –
the Customer, pursuant to the charge created by Clause 3.3, authorises the Supplier to (without penalty):
(a) at any time enter onto land possessed or controlled by the Customer where the Goods are located and seize the goods and the Customer indemnifies indefinitely the Supplier against any loss or damage suffered by the Supplier arising out of the reasonable exercise of its rights and powers under this clause, including as a result of any claims or demands made by the Customer or any third party; and
(b) once the Supplier has seized the Goods either:
(i) retain possession of the Goods until the debt (including interest) is repaid in full pursuant to Chapter 4, Part 4.3, Division 3 of the PPSA; or
(ii) retain possession of the Goods and:
A. sell the Goods pursuant to Chapter 4, Part 4.3, Division 4 of the PPSA and thereafter apply the proceeds of the sale/s in satisfaction of the debt (including interest)
pursuant to section 140 of the PPSA; and
B. if after selling the Goods the proceeds to which the Supplier is entitled are insufficient to satisfy the debt (including interest), institute legal proceedings against
the Customer to recover the outstanding debt and costs as permitted.
3.5 Where –
(a) the Customer defaults in repaying the debt created by Clause 3.2 and does not remedy that default within 7 days; and
(b) the Supplier does not avail itself of its rights and powers under Clause 3.4 –
the Supplier may institute legal proceedings against the Customer and any other interested person to:
(a) recover possession of the Goods for the purposes of selling the Goods pursuant to the PPSA and costs as permitted and, if after selling the Goods, the proceeds to which the Supplier is entitled are insufficient to satisfy the debt (including interest), recover the outstanding debt and costs as permitted; or
(b) recover the outstanding debt for the non-repayment of the loan (including interest) and costs as permitted.
3.6 The Customer must not deal with the Goods except by selling the goods in the ordinary course of the Customer’s business for valuable consideration.
3.7 For the purposes of Clause 3.3, 3.4 and 3.5, the term “Goods” include any goods or products which contain the Goods, goods or products that are produced using the Goods or goods or products that otherwise incorporate the Goods.
3.8 Without limiting the other terms of this Invoice/sales order/order form, the Customer acknowledges and agrees that this Invoice creates a purchase price security interest in favour of the Supplier attaching to the Goods for the purposes of the PPSA.
3.9 The Customer must execute all documents and do all things as required by the Supplier (at the Customer’s expense) to effect the registration of the security interest created by this Invoice/sales order/order form pursuant to the PPSA.
3.10 The rights, powers and remedies granted to the Supplier under this Invoice are cumulative to those granted to the Supplier under the PPSA and the general law.
Where registered pursuant to the PPSA, the security interest in the Goods created by this Invoice/sales order/order form will endure for a period of 25 years commencing from the registration date.
5 Choice of Law and Forum
This Invoice/sales order/order form and the transaction it embodies are governed by, and must be construed in accordance with, the laws of the State of Victoria. The parties submit to the non-exclusive jurisdiction of the State of Victoria’s courts and courts hearing appeals from those courts. The parties will not object to the exercise of jurisdiction by those courts on any basis.