Your Credit Terms and Conditions are the terms on which you provide credit to customers. For example, you may deliver the goods, but they will have 14, 30 or 60 days to pay for the goods ordered. This is an important document with both legal and financial ramifications. Your Credit Terms and Conditions should set out that you will supply credit only on certain terms, and that the customer will pay when the payments become due. You should also set out what other costs will be associated with purchasing the goods and when these payments will become due and payable. You should also set out the interest payable on unpaid amounts and set out what actions you can take if the payments are not made and further action is required to seek payment for the goods.

Title and Delivery

The terms should set out that title of the goods will not pass to the customer until payment has been completed. This is important to include so that during the period in which payment has not yet been made, you may still retain title in the goods. You should reserve the right to keep or sell the goods and set out that risk of loss and damage to the goods will pass to the customer upon delivery of the goods.

If you are a supplier/wholesaler of goods, it is important to have a detailed title clause which sets out that title in the goods will not pass to the customer until they have either received the goods or the payment has been processed. In some cases, you may be providing goods on credit and therefore it is important to make clear that you retain title in the goods. This will allow you to reclaim the goods after they are delivered.

Pricing, Payment, and Termination

You should also set out that the company’s director, principals and/or partners may be required to enter into a deed of guarantee or other such guarantee as you require. You should also set out that you are able to amend your pricing structure and payment methods. However, these pricing changes will apply to the customer for goods invoiced to the customer after the date of the change. You should also include a clause that allows you to refuse to provide goods ordered by the customer, terminate the customer’s account and terminate your contract with the customer.

Personal Properties Securities Act

If you are providing goods on credit, then you should also consider including a Personal Property Securities Act 2009 (Cth) clause that sets out the requirement to provide you with information so that you can register a security interest in your favour.

General Clauses

Your Sale of Goods Terms and Conditions should also include a number of general clauses to protect your business and which allow for the proper administration of the terms including clauses which cover Privacy, GST, Relationship of parties, Assignment, Severance, Waiver and Variation of Rights, Force Majeure, Notice, Jurisdiction and the Applicable Law.

Conclusion

It is important to draft a thorough Sale of Goods Terms and Conditions to comply with the ACL and your obligations as supplier/wholesaler. If you would like us to draft your Sale of Goods Terms and Conditions, the lawyers at LegalVision have experience in this area. So if you’re in need of legal advice, contact us on 1300 544 755 and speak with one of our experienced consumer law solicitors today.

Edith Moss

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