GREAT LENGTHS AUSTRALIA PTY LIMITED (ABN 19 106 797 184)
TERMS OF SALE (Wholesale)
1. INTERPRETATION
“Agreement” means the Agreement for wholesale. supply of Products and Services between Great Lengths and the Customer of which these Terms of Sale form part.
“Application Form” means the form to be completed by the Customer prior to placing its first Order.
“Business Day” means any day on which trading banks of the State in which the Customer is located are open for general banking business in the capital city of that State.
“Charges” includes all monies payable by the Customer to Great Lengths in relation to the supply of Products and Services.
“Consumer Products” means Products manufactured by the Manufacturer for use by Users (consumers).
“Customer” means a Person or Company to whom Great Lengths has agreed to provide Products and/or Services.
“Great Lengths” means Great Lengths Australia Pty Limited and its assigns.
“Great Lengths Certification” means the successful completion of the Great Lengths’ certification course by a qualified hairdresser.
“Hairdressing Services” means the services to be provided by the Customer to its clients using Products.
“Notices” means written notification issued by Great Lengths amending, or updating, or revising these Terms of Sale.
“Order” means an order for Products or Services placed by the Customer with Great Lengths in the form at required by Great Lengths from time to time.
“Person” includes corporations, partnerships and unincorporated associations.
“Products” means Consumer Products and Professional Products manufactured by the Manufacturer.
“Professional Products” means hair care products sold by Great Lengths for use by professionally trained hairdressers with Great Lengths Certification and which are marked with words to the effect of “For professional use only” or “Not for retail sale”, or which, in accordance with common industry knowledge, are for intended for professional use only.
“Resalable Condition” means Products still in the packaging in which Great Lengths supplied them to the Customer and which is unopened, undamaged and unused.
“Services” means services provided by Great Lengths to Customers including marketing support and training.
“User” means an individual who acquires Consumer Products for his or her personal use only, or, engages the Customer to provide hairdressing services using Products to him or
“Manufacturer” means Great Lengths Universal, Nepi, Rome.
Words importing the singular number shall include the plural and vice versa.
2. INTRODUCTION
These terms and conditions override and replace any prior terms and conditions between the Customer and Great Lengths for the provision of Products or Services and cannot be varied or replaced except by Notice.
3 CUSTOMER WARRANTIES
3.1 The Customer warrants that:
(a) it conducts business primarily as a professional hairdressing salon or professional beauty salon from commercial premises designed for that purpose; and
(b) it will provide Hairdressing Services only at the address listed on the Application Form or such other location as agreed to in writing by Great Lengths;
(c) only hairdressers who have current Great Lengths Certification may perform Great Lengths Hairdressing Services.
3.2 The Customer will at all times throughout the term of this Agreement employ at least one (1) hairdresser with current Great Lengths Certification.
4 TERMS
4.1 The Customer will be deemed to purchase all Products and Services upon the basis set out in these Terms of Sale unless specifically varied by Notice.
4.2 Great Lengths may issue Notices from time to time varying the Terms of Sale for all orders for Products or Services placed subsequent to the issue of the relevant Notice.
4.3 The publication by Great Lengths of price lists and other material provided to the Customer (in writing or verbally) will only constitute an invitation to do business and Great Lengths will not be bound by any order for such Products and Services until accepted by Great Lengths.
4.4 Prices are subject to change without notice.
5 ORDERS, DELIVERY & Returns
5.1 Orders for Products may be placed either through the Great Lengths online ordering system available to customers or by calling customer service on (02) 99356900. Orders placed by phone will incur a service fee.
5.2 Great Lengths may decline any order for Products or Services in its absolute discretion and no binding contract will come into existence until the Order has been accepted by Great Lengths in writing.
5.3 A Customer’s Order may not be accepted by Great Lengths until or unless:
(a) the Customer’s employees have been trained in the use of the Products to the satisfaction of Great Lengths and have an employee with Great Lengths Certification and
(b) Great Lengths receives a duly completed and executed application form for an account with Great Lengths.
(c) The Customer’s Order will not be delivered by Great Lengths until it has been paid for in full or an acceptable payment plan has been accepted by Great Lengths in its sole discretion.
5.4 The time or date accepted by Great Lengths for delivery of Products is an estimate only and is not a condition of any agreement between the parties or a warranty. If delivery is delayed by any circumstance, then Great Lengths may suspend delivery of the Order for a period or indefinitely, or, cancel acceptance of the Order.
5.5 Great Lengths does not accept returns of except where at Great Lengths sole discretion, the products are damaged, faulty or were sent incorrectly. The Customer must notify Great Lengths within five (5) Business Days of delivery if:
(a) they believe any Products are damaged or faulty, or
(b) They believe there is any discrepancy between the Order and the Products delivered.
5.6 The Customer may not make a claim for an Order to be rectified if made after that time. The Customer bears the onus of establishing that a delivery differs from the relevant Order. Great Lengths in its sole discretion will determine at the time whether a product is faulty/damaged/sent incorrectly and if agreed will exchange or credit the hair in it's sole discretion.
5.7 No returns of hair will be accepted for any reason if they have been used/ applied or separated from their original packaging/state. No credit or exchange can occur until the products in question are returned to Great Lengths at The Customers expense.
5.8 No returns or refunds of equipment or merchandising will be accepted, except in the case of Clause 5.5, after they have been shipped to the Customer, unless Great Lengths, in its sole discretion, agrees to a return or refund. If Great Lengths agrees to a return or refund a 10% restocking fee will apply to the item(s) being returned/ refunded.
6 MANUFACTURER
6.1 The Customer acknowledges that Great Lengths is reliant on the Manufacturer for supply, delivery dates and specifications of Products.
6.2 A price list or other document published by Great Lengths does not constitute a representation by Great Lengths that the Products detailed in such publication are available for purchase by the Customer. The Manufacturer may at any time and without notice to Great Lengths vary the composition of or packaging for the Products. Great Lengths does not warrant that any Products supplied to the Customer will be identical to those previously purchased or advertised.
7 PROHIBITION AGAINST RESALE OF PROFESSIONAL PRODUCTS
7.1 The Customer must:
(a) (where a salon) only use the Professional Products in the course of its business and do so with professional skill and care; and
(b) not resell nor supply any Professional Products to any Person.
7.2 Consumer Products may only be sold or supplied by the Customer to Users.
8 TITLE AND RISK
8.1 Title in any of the Products delivered to the Customer will not pass to the Customer until all Charges due in respect of all Products delivered have been paid in full.
8.2 Great Lengths may institute action for recovery of all Charges in relation to Products notwithstanding that legal and beneficial ownership therein may not have passed to the Customer.
8.3 Risk of loss or damage to the Products will pass to the Customer upon receipt of those Products by the Customer, or, by any person apparently authorised to accept delivery of goods on behalf of the Customer.
8.4 Great Lengths, or its agents, may enter the Customer’s premises and take possession of any Products in the event that any payment or charges (in respect of those or any other products) becomes overdue.
9 CHARGES
9.1 Subject to clause 5.4, payment for Products and Services must be paid up front.
9.2 The Customer will be liable to pay interest on any outstanding monies at the rate of 3% above the indicator lending rate charged by the St George Bank from time to time calculated on a daily basis from the date payment is due to the date payment is made.
9.3 Payment for all Orders must be:
(a) By authorising payment to be made by means of a Mastercard or Visacard, at the time of placing the order with, or at a time otherwise agreed in writing with Great Lengths;
9.4 Invoices for Products for delivery will include a delivery charge which may vary from time to time.
9.5 Unless otherwise shown on the relevant invoice, all prices shown for the Products and Services are exclusive of GST and other value added taxes, which will be payable by the customer in addition to the relevant prices.
10 DEFAULT BY CUSTOMER
10.1 If the Customer is in default of any of its obligations in relation to any Order (including a failure to make payment), Great Lengths may, without limitation to any other remedies set out in the Terms, withhold delivery of all other Orders pending remedy of the default.
10.2 Any expenses, costs or disbursements incurred by Great Lengths in recovering any outstanding amounts, including debt collection, agency fees or legal fees will be recoverable from the Customer.
11 IMPLIED TERMS AND LIMITATIONS OF LIABILITY
11.1 Where terms and conditions or warranties are implied in this Agreement under any laws they are, to the extent permitted by such laws, excluded from the Agreement. Where such implied conditions or warranties are not able to be excluded, Great Lengths liability for any such breach of such term or condition or warranty will, to the extent permitted by law, and subject to any qualifications appearing in such laws, be limited:
(a) in the case of Products supplied, to any one or more of the following (as Great Lengths may in its sole discretion determine):
(i) replacement of the Products with similar or equivalent Products; or
(ii) payment of the costs of replacing the Products or of acquiring equivalent Products; or
(b) in the case of Services, to one of the following (as Great Lengths may in its sole discretion determine):
(i) supplying the services again; or
(ii) payment of the costs of having the services supplied again.
11.2 Save as provided in clause 11.1, Great Lengths will not be liable to the Customer or any person or entity claiming under it in contract or in tort for, or in respect of any direct, indirect or consequential loss, damage, expense or injury or costs (including all legal costs) suffered by the Customer or any other person or entity whatsoever, arising out of or relating to:
(a) the sale (or nonsale) of Products and Services to the Customer or the Products themselves, their use or otherwise or the Agreement, its performance or non-performance or any error in information supplied to the Customer before or after the date of the Agreement in connection with its subject matter;
(b) Great Lengths affording any Customer any rights of exclusivity, or in relation to any territory;
(c) Great Lengths terminating any supply to or agreement with the Customer or any other person.
12 TERMINATION
12.1 Great Lengths may, at any time at its own discretion, terminate supply of Products and Services to any Customer without cause.
12.2 Great Lengths may, in any event and at its sole discretion, terminate this Agreement immediately upon notice in writing to the Customer where:
(a) the Customer does not employ a hairdresser who has completed the Great Lengths Certification;
(b) the Customer has, at any time, used the Products on its customers using a hairdresser who does not have Great Lengths Certification;
(c) the Customer has used the Products in a sub-standard manner as determined in Great Lengths’ sole discretion.
12.3 If the Customer has not provided Hairdressing Services for a period of six (6) consecutive months, Great Lengths may suspend the Customer’s account until such time as a hairdresser employed by the Customer who has Great Lengths Certification attends a refresher course conducted by or on behalf of Great Lengths or until such time as another hairdresser who holds Great Lengths Certification is available to perform the Services.
12.4 Not withstanding that the Customer has no right to require Great Lengths to sell Products or Services to it, Great Lengths may upon the occurrence of any of the following events decline any further request or supply of Products and Services from the Customer:
(a) the failure of the Customer to perform any obligations due to the terms of any agreement with Great Lengths for the supply of Products and Services (including a failure to make payment for orders delivered);
(b) a receiver or receiver and manager or administrator of the Customer, its assets, income or business or any part of it is appointed or being appointed, an application is made or being made for the liquidation or the appointment of any such person (being a corporation), or an application is made or is being made for the bankruptcy of the Customer (being a person).
12.5 Great Lengths may, at any time at its own discretion, repurchase and /or collect any unused/unsold Great Lengths Products from the Customer.
12.6 The price of repurchase for all Products in Resaleable Condition will be equivalent to the price paid by the Customer to Great Lengths for such Products (less a 10% handling charge).
12.7 The Customer must return all Products which are not in Resaleable Condition to Great Lengths without charge or credit.
13 GENERAL
13.1 Great Lengths will not be liable for any delay or any breach or default of the Agreement in circumstances where such delay, breach or default is caused by labour troubles, strikes, lockouts, war, riot, insurrection, civil commotion, fire, flood, storm, accident or any act of God or other cause beyond Great Lengths’ reasonable control.
13.2 Any indulgence, latitude or extension of time whatsoever which Great Lengths may show towards the Customer in relation to any of the provisions of the Agreement or any matter or thing relating to it or arising from it will not in any way prejudice or interfere with Great Lengths’ rights under the Agreement and will not constitute a waiver of it.
13.3 The Agreement will be governed by the laws of New South Wales and the Customer agrees to submit to the non-exclusive jurisdiction of the courts of that State.
13.4 If any provision of the Agreement is determined to be illegal, invalid, void or voidable, the legality or validity of the remainder of the Agreement will not be affected and will continue in full force and effect.
13.5 If the Customer comprises more than one Person this Agreement will bind each of such persons individually and severally.
13.6 The Customer may under no circumstances sell or distribute Products on the internet, or any website.