Wholesale Terms and Conditions
When completing a Bluebird Trading Co. (ABN: 83 641 434 273) wholesale order, you agree to the following terms and conditions.
Definitions in these Terms and Conditions:
- Australian Consumer Law means Schedule 2 of the Competition and Consumer Act 2010 (Cth).
- Customer or You/Your means a sole trader, partnership, company, trust, institution or government body, its related entities and affiliates or assignees that orders wholesale products from us.
- PPSA means the Personal Property Securities Act 2009 (Cth).
Application of these terms and conditions
- These terms and conditions apply in relation to any goods we sell you, and it overrides any inconsistent terms or conditions in any purchase orders or other documents you use (unless we specifically sign a document agreeing otherwise).
- You accept these terms and conditions by placing an order with us.
Application of Australian consumer law
- You warrant that regardless of the amount paid for the goods, you are acquiring the goods for the sole purpose of re-supplying the goods and accordingly may not be entitled to consumer guarantees under the Australian Consumer Law.
- If you are a consumer under the Australian Consumer Law, the Australian Consumer Law applies to the extent that it is inconsistent with these Terms and Conditions.
- The wholesale minimum order spend is $250.
- The minimum order spend does not include shipping.
Placing an Order
- Wholesale accounts will be approved by Bluebird Trading Co. and orders will be placed using our website.
- A unique discount code will be used at checkout on www.bluebirdtradingco.com. The discount code is valid for wholesale use only and is unique to your wholesale account.
Order cancellation – Termination
- You acknowledge that once you place an order with us you are agreeing to our terms and conditions, and you are not permitted to vary or cancel the order.
- We may cancel your order at any time prior to shipment. If we do so, we will notify you in writing about the same and we will give you a full refund of any monies that you have paid for the unfulfilled order.
Price and GST
- Unless otherwise stated, the price for the goods are in Australian dollars. All loose leaf teas are GST free. All tea accessories and shipping are inclusive of GST.
- All prices are in Australian dollars or if you are paying in foreign currency it will be displayed as such.
- We will give you a tax invoice showing the applicable GST if applicable to your invoice.
- The quoted prices for the goods do not include delivery fees for the goods, and you therefore may either: Agree to pay the fees for the delivery of the goods as calculated by us at the time of you placing an order; or arrange for delivery at your own expense by alternative courier.
- Prices listed are per item (not per carton).
- Unless otherwise agreed, you must pay for the goods in advance and we will not deliver the goods until payment has been received. We accept payment by credit card (including Visa and MasterCard) Direct bank transfer can also be arranged.
- If you make payment by bank transfer please include your store name and invoice number in the receipt description. You can also email or send us a remittance advice receipt.
- In exceptional circumstances, we may allow you to have an account where we allow you to pay within 30 days of the date of the invoice we issue you (Credit Account). We may approve a Credit Account for you at our sole discretion.
- If you have not paid your invoice within the time stipulated, we will charge you a late fee of $50.
- If you are late in payment for any invoices, we may: cancel your Credit Account and require payment in advance; refuse to supply you goods in the future; and/or send your details to our debt collector or lawyers.
- If we are required to use a debt collector or lawyers to recover any amounts from you, you indemnify us for our costs, including reasonable fees and disbursements, incurred to collect any unpaid amount.
Recommended Retail Price
- We will supply you with a suggested Recommended Retail Price (RRP) inclusive of GST for all products and this might be updated from time-to-time.
- Charges for delivery are not included in the cost of goods. On all orders shipping charges will be selected at checkout. All Shipping charges will be calculated based on location and weight.
- We aim to pack and process orders within 1-4 days upon receipt of your order. Please allow at least another 7-14 days for delivery in Victoria and additional time for interstate deliveries. We will not be liable for any loss you suffer as a result of a delay or failure to deliver the goods within the specified delivery time.
- We generally use third party delivery companies, such as Australia Post and Sendle to deliver your order. By placing an order for the goods, you agree that your details, including your name, contact numbers and delivery address, will be passed to those third party delivery companies.
- We offer a local delivery service to local businesses on the Mornington Peninsula on Fridays only (additional cost). Alternatively, local pickup can be pre-arranged and will not incur a delivery charge.
- Further, you agree that notwithstanding anything in these Terms, we are not liable with respect to any loss, damage, cost or expense you or any third party suffers as a result of a change in delivery times or delay in delivery.
Property & Delivery of goods
- Title of the goods passes to you only after the goods have been paid in full. Bluebird Trading Co. is authorised to take possession of any goods in which it has title, to the value of the overdue amount.
- Risks in the goods will pass to you on when you take possession of them. You are considered to have taken possession of the goods if we leave them at a delivery address as instructed by you. You may insure your goods if you wish.
- We do not accept returns for simply changing your mind or deciding not to stock our range. You must inspect the goods on delivery and you must notify us of any damage within 5 days of receipt of the goods.
- Please notify firstname.lastname@example.org. You will be required to provide an original receipt of purchase including the invoice number and send photos of the damage or fault. We will conduct an assessment to confirm if the goods are defective or damaged.
- Returned merchandise will not be accepted if it is held for more than 15 days after receipt.
- We will cover the charges for returning the goods if we accept that they are defective or damaged.
Your Consumer Returns
- If you sell faulty products to consumers, under the Australian Consumer Law you are responsible for replacing those goods and then (if the fault was with our product), we will provide you with a credit for those items.
- If you are an online store and have sent faulty goods out to your customer - you are responsible for sending a replacement back to your customer. We will provide you with a credit for the faulty item.
- Bluebird Trading Co. is not responsible for the freight replacement even if our goods are faulty and we are not liable for damaged stock sent out by you. We strongly recommend that you check that the stock is not faulty before you send it out.
Intellectual Property Rights and Brand Protection
- You acknowledge that no rights to any intellectual property in the goods are transferred to you.
- All of our images are strictly protected by copyright and cannot be used in any form without our express written consent.
- You will use reasonable efforts to ensure that the goods are displayed in a manner which reflects our aesthetic values as communicated to you from time to time You will use all reasonable efforts to display goods together.
- If we allow you to sell goods online, you agree to use the brand “BLUEBIRD BLEND” in the description of our goods and you will use all reasonable efforts to not display the goods in a manner which will dilute the value of our brand and reputation.
Photos of Products
- Bluebird Trading Co. can provide high resolution photos on request.
- You may use any of the images from our website and/or social media.
- All images published on Instagram featuring Bluebird Trading Co. goods must include tags @bluebirdblend and #bluebirdblend
- We encourage stockists to use not only our images at anytime but also their own creative images for any marketing campaigns.
Online Sales Agreement
- You agree to abide by the following rules. Items must ONLY go on sale online/social media during the following periods:
- EOFY: 23rd – 30th June
- CLEARANCE SALE: 1st September till stock sold.
- BLACK FRIDAY & CYBER MONDAY SALE: November.
- BOXING DAY SALE: 26th December till stock sold.
- You may have sales using coupon codes via email marketing only and you may have sales inside your retail brick and mortar store.
- Please note that if you are bricks & mortar store and we have agreed to sell to your physical store and your business plan has changed and you are now also selling online then you need to notify us first to sell our goods online.
- You are not allowed to sell our products to a 3rd party websites including but not limited to ebay, hard to find, amazon, or gumtree.
Termination of Agreement
- We may terminate this agreement with you and refuse to sell your store any more goods if you:
- Become verbally or physically abusive to any of our staff (including by way of emails);
- Object to our online store or our use of sales at any time;
- Object to us selling at markets and events;
- Cannot pay your bill;
- Use our trademarks or branding in a derogatory manner or in a way that would not be beneficial to us; or
- Otherwise breach any other terms and conditions.
- On termination of this agreement you must immediately pay any outstanding invoices for all stock that you hold.
- You acknowledge that we stock a range of stockists and are not entering into this agreement with you on an exclusive basis. While we will make efforts to ensure that we do not sell to other stores within close proximity to you, we cannot guarantee that we will not stock any of your competitors.
- We warrant that the goods we deliver will: match the description in the invoice and any agreed specification; be free of third party claims or undisclosed securities; and be of acceptable quality as defined in the Australian Consumer Law.
Limitation of Liability
- We limit our liability in relation to the sale of goods to you as follows: apart from the warranties in these Terms and Conditions or any express guarantees, we exclude all warranties and guarantees, whether written or oral; our liability for any claims (whether for negligence, breach of contract or statute) is limited at out option to either:
- replacing the goods or supplying equivalent goods; or
- repairing of the goods; or
- paying you the cost of having the goods replaced or repaired; and
- we are not liable for any indirect, incidental, special and/or consequential losses, liability, costs or damages; any loss of business opportunity, production, profits or savings; or any reasonably foreseeable losses.
- However, this limitation of liability does not apply if it would restrict, modify or exclude rights in a way that is not permitted under the Australian Consumer Law or other applicable laws.
Personal Property Securities Act
- If requested by us, you must sign all documents, provide all necessary information and do anything else required by us to perfect, register, maintain or enforce any security interest under the PPSA.
- For any goods supplied that are not goods that are used predominantly for personal, domestic or household purposes, the parties agree to contract out of the application of sections 95, 118, 121(4), 130, 132(4), 135, 142 and 143 of the PPSA.
- Specifically, you waive the requirements for us to provide the following: A verification statement under section 157 of the PPSA; Notices under section 95, 118, 121, 130, 132 and 135; and Information to interested persons under section 275 of the PPSA.
- We may vary these Terms and Conditions by giving you written notice at any time. The variation will only affect future orders.
Jurisdiction and Governing Law
- This Agreement is governed by the laws of the State of Victoria, Australia.
Events which are out of our control
- We shall not be held liable and responsible for any delay in performance of our obligations under these Terms and Conditions if the delay is caused by circumstances beyond our reasonable control.
- Any provision in these Terms and 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, any provision in these Terms and Conditions which is invalid or unenforceable in any jurisdiction is to be severed to the extent of the invalidity or unenforceability, without affecting the remaining provisions of these Terms and Conditions.
Change of Ownership
- Bluebird Trading Co. must be notified straight away in writing in the event of any change of ownership of the Customer. The customer agrees to indemnify Bluebird Trading Co. against any loss incurred if such notice is not given.