By checking this box and with payment of the Interim Tax Invoice (‘Tax Invoice’) you, (‘the Customer’), agree to enter into a validly binding contract with Francie (‘Francie’) on the following terms and conditions in regard to the supply and payment for the goods described above (‘the Goods’):
1. You warrant that the Customer, the details of which are described as the addressee on this Tax Invoice is a valid legal entity capable of entering into this contract.
2. Final amount is exclusive of Australian or New Zealand Goods and Services Tax (‘GST’)
3. The Customer agrees to pay Francie 30% of the total amount shown on this Tax Invoice within 7 days of signing and returning this Order Confirmation/ Tax Invoice to Francie. The 70% balance of the total price shown on this Tax Invoice is payable within 30 days of Francie notifying the Customer that the goods described above are available and ready to be shipped and a Final Tax Invoice is issued to the Customer by Francie. The Customer acknowledges that Francie is under no obligation to ship the Goods to the Customer until Francie has received the total amount due on the Final Tax Invoice in cleared funds. The Customer agrees that failure to pay the 70% balance of the total price will cause loss to Francie for which the Customer shall be strictly liable.
4. Any cancellations of an Order must be conveyed to Francie within forty-eight (48) hours of providing an Order Confirmation and Interim Tax Invoice to Francie. All changes or amendments must also be made within 48 hours of confirming the Order Confirmation. The Customer acknowledges that failure to comply with this provision shall cause loss to Francie for which the Customer agrees to be liable for 50% of the invoiced total, payable within 7 days.
5.EX-WORKS terms. Retailer to cover local freight from the Francie warehouse in AUK. Any additional import / export duties, taxes, government charges or unforeseen expenses shall be incurred by the Customer.
6. The Customer shall be liable for all freight and handling charges as indicated on the Final Tax Invoice
7. All right, title and interest in the Goods remains with Francie until the Goods have been paid for in full.
8. Risk in the Goods passes to the Customer when the Goods have been delivered by Francie to the carrier for delivery to the Customer.
9. Shipping Window is stated on order confirmation at top of page and will be made to set address as per OC.
10. Sales Channel confirmed as partners bricks and mortar door location as per OC address and e-commerce site if confirmed in writing by Francie.
11. If you require to place the Francie brand in any additional door or e-commerce site outside of the above stated and confirmed sales channel, this must be approved in writing by the Francie team. This also includes relocation, all sales distribution sites must be first approved by Francie prior to move.
12. Provided that the Customer adheres to these terms and conditions, Francie will use all reasonable endeavours to have the Goods delivered to the freight carrier for delivery to the Customer within fourteen (14) days from the Due Date however Francie will be in no way liable to the Customer if, for reasons beyond its control there is a delay in the Goods becoming available for delivery.
13. Francie's Rights in Relation to Goods;
We reserve the following rights in relation to the Goods until all accounts owed by you to us are fully paid:
(i) Ownership and full title to the Goods;
(ii) To enter your premises (or the premises of any related party or agent where the Goods are located) without liability for trespass or any resulting damage and retake possession of the Goods; (and in the event any liability is incurred by us in doing so, you hereby indemnify us for that liability); and
(iii) Subject to, and in accordance with, the Personal Property Securities Act 2009, to keep or resell any Goods repossessed pursuant to clause (ii).
If any Goods to which this clause applies are resold by you, you will hold such part of the proceeds of any such sale on trust for us. This will be held as beneficial property of us and you will pay such amount to us upon request. Despite this provision, we will be entitled to maintain an action against you for the full invoice price or the purchase price, whichever is greater.
14.The Customer agrees to gain approval from Francie before discounting stock on hand (SOH) within the first three (3) months of receiving product. Mark downs must be approved by Francie in writing as per request of account.
15. The Customer agrees to cover all associated banking and transfer fees when making payments to Francie. Failure to do so will result in Francie adding these amounts to any existing Customer orders and/or invoicing the customer to recover fees accordingly.
16. If trade terms above have been breached, Francie reserves the right to cease trade with the account. This includes but not limited to; failure to meet payment terms, distribution placement without confirmation, mark down without consent.
17. Orders to the USA: Prices are calculated based on approximate current USD exchange rates, Free Trade Agreements, Duties , and Tarrif rates. Francie will endeavour to honour the order and this price list, even in the event of reasonable fluctuations in currency. However Francie reserves the right to cancel the order in the event of a significant change in cost associated with exporting to the USA, if that change of cost is deemed by Francie to be unreasonable to absorb. In the unlikely event of an order being cancelled, the deposit would be refunded in full.
18. Making payment to the invoice shared in relation to this PO, is another confirmation channel of compliance to all the above trade terms. Please note payment at payment term notice is confirming all T&C with Francie Label ltd as per above.