Terms and Conditions

Introduction

This website and the associated application, Zupply, (collectively referred to as “Site”) are owned and operated by Zupply Pty Limited ACN 169 797 264 (Zupply).

The purpose of the Site is to provide a simple, convenient and cost effective service to Zupply’s customers by linking them to wholesale providers (Providers) in their geographic area that offer a variety of wholesale goods and services (Goods and/or Services).  

Your access to the Site, use of the Site, purchase of Goods and/or Services from Providers using the Site, linking to the Site, use of software on or downloading software from the Site is conditional upon your acceptance and compliance with the terms, conditions, notices and disclaimers contained on this page and elsewhere on the Site (Terms).

By continuing to access and/or use the Site including by purchasing Goods and/or Services using the Site you agree to be bound by the Terms (User, you and your).

The Terms do not affect your statutory rights as a consumer.

In the Terms, the expression “Provider” means the wholesaler or other supplier to which you have been introduced or referred by Zupply using the Site.

 

Free To Use

Subject to the Terms, the Site is free for Users to use.

Typically, purchasing Goods and/or Services through the Site does not cost Users more than if the Goods and/or Services were purchased directly via the Provider.

Pricing of Goods and/or Services on the Site is established independently of Zupply by the relevant Provider(s).

 

Account, Age and Location Requirements

A User is entitled to a maximum of one (1) Zupply account (Account).  You must set a password in relation to the Account (discussed below).

A User must be 16 years or over and must be located in Australia at the time of establishing an Account and when placing an Order (defined below).

From the Account, a User, amongst other things, can:

  1. place an Order(s);
  1. view Goods and/or Services the subject of placed Order(s); and
  2. view and rate/review previously purchased Goods and/or Services and previously used Providers, .

You are not allowed to register multiple Accounts. Your Account(s) will be terminated by Zupply if you have or attempt to do so.

Your Account password should be kept confidential at all times and must not be shared or disclosed to anyone. If you know or suspect that someone has knowledge of your Account password then you should contact Zupply immediately to request a reset of your Account password.  You are responsible for all activities that occur or are submitted through your Account.

 

How Zupply uses your Personal Information

Zupply only uses your personal information in accordance with Zupply’s Privacy Policy www.zupply.com.au/privacy-policy/. Please take the time to read the Privacy Policy as it includes important terms which apply to you and your personal information.

 

How Contracts are Formed

The pages which comprise the Site will guide you through the steps you need to take to purchase Goods and/or Services using the Site.  Zupply’s order process allows you to check and amend any errors before purchasing Goods and/or Services using the Site.  Please take the time to read and check the Order (defined below) including any and all terms specified to apply to the Order at each stage of the purchase process.

After you place an order to purchase Goods and/or Services using the Site (Order), you will receive an email from Zupply acknowledging that we have received the Order.  However, this does not mean that the Order has been accepted by Zupply on behalf of the Provider or that the Goods and/or Services will be supplied by the Provider. Acceptance of the Order by the Provider will only take place in accordance with the process specified below.

Zupply will confirm acceptance of the Order on behalf of the Provider by sending you an email attaching an Order confirmation (Order Confirmation). The Order Confirmation is a receipt that evidences your purchase of Goods and/or Services through the Site.  The Order Confirmation contains the terms of and any unique redemption information for the Order. Any contract between you and the Provider will only be formed when Zupply sends you the Order Confirmation.

The User may be bound by additional terms and conditions imposed by the Provider. These additional terms will appear on the Site and Order Confirmation.

Zupply reserves the right to refuse to accept the Order if we are unable to process your payment for the Order or we reasonably believe that your payment for the Order will be refused.

If a Provider is unable to supply you with the Goods and/or Services the subject of the Order (for example because a Provider no longer offers the relevant Goods and/or Services), Zupply will inform you of this by email, telephone, push notification or text message and we will not process the Order (Failure Notice).  If you have already received an Order Confirmation and paid for the Order, Zupply or the Provider will refund you the full amount paid and the Order will be cancelled in circumstances where a Failure Notice is issued for an Order.

Sometimes due to circumstances Zupply and/or a Provider needs to cancel or re-schedule the supply of Goods and/or Services the subject of an Order Confirmation.  If Zupply and/or a Provider re-schedule the supply of Goods and/or Services the subject of an Order Confirmation, Zupply will advise you of the new date for the supply of the Goods and/or Services.  If you are unable to collect the Goods from the Provider or unable to receive the Goods and/or Services, on the rescheduled date, or the supply of Goods and/or Services the subject of an Order Confirmation is otherwise cancelled by Zupply or the Provider, Zupply or the Provider will refund you the full amount paid by you for the Order, the Order will be cancelled and you agree that Zupply and the relevant Provider will have no further liability or responsibility to you relating to the Order.

 

Placing Orders to Purchase Goods and/or Services

The Site endeavours to deal with reputable Providers who provide quality Goods and/or Services, however Zupply accepts no responsibility or liability for the quality or quantity of any Goods and/or Services displayed on the Site including Goods and/or Services the subject of an Order and/or Order Confirmation.

The relevant Provider has the sole responsibility for satisfying any Order the subject of an Order Confirmation. All questions regarding Goods and/or Services displayed on the Site should be directed to the relevant Provider(s). Any disputes between you and Provider(s) including in relation to the Goods and/or Services the subject of an Order Confirmation are to be resolved between you and the Provider(s).

 

Discount

By using the Site, Providers agree to provide Users with a discount of up to 10% of the undiscounted price of the Goods and/or Services purchased through the Site (Discount) if a User pays the Provider’s tax invoice for the Goods and/or Services purchased through the Site (Invoice) within 30 days of the date of the tax invoice (Payment Period).   

The percentage of the Discount varies depending upon when the Invoice is paid within the Payment Period.  

The earlier in the Payment Period the Invoice is paid, the higher percentage of the Discount.  

The later in the Payment Period the Invoice is paid, the lower the percentage of the Discount.   

If the Invoice is not paid within the Payment Period, the User will not be entitled to any Discount.

 

For example if the Invoice is paid:

  1. on the same day as the date of the Invoice, the Discount will be [10%];
  2. 12 days after the date of the Invoice, the Discount will be [5.92%];
  3. 29 days after the date of the Invoice, the Discount will be [0.1433%]; and
  4. 30 days after the date of the Invoice, there will be no Discount.  

 

Payment

You can only pay for the purchase of Goods and/or Services the subject of an Order by using Braintree (a payment Provider owned by PayPal) with a valid credit card or debit card bearing the Mastercard, Visa or American Express symbol (Payment Card).

Any credit card or debit card and associated payment details you use on the Site will be held by Braintree and not by Zupply. For more information about protection of your personal information, please see our Privacy Policy www.zupply.com.au/privacy-policy/ and the privacy policy of Braintree www.paypal.com/au/webapps/mpp/ua/privacy-full.

All prices quoted on the Site are in Australian Dollars and unless expressly stated otherwise are inclusive of GST.

All prices quoted on the Site are subject to change without notice and all Goods and/or Services displayed on the Site are subject to availability.

 

Cancellation

You have the right to cancel an Order up to the point the Order is submitted by Zupply to the Provider as determined by Zupply.

Subject to the Terms, Zupply and the Provider reserve the right to cancel any Order, before or after an Order Confirmation is issued, and Zupply will endeavour to notify you immediately of any such cancellation.

Zupply reserves the right to process a refund to the Payment Card used to purchase the Goods and/or Services the subject of an Order. Zupply does not accept any responsibility for any delays in inter-bank processing of such refunds.  

 

Intellectual Property

All text, graphics, user interfaces, photographs, trademarks, logos, and artwork including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such content, contained on the Site is owned, controlled or licensed by or to Zupply, and is protected by copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

You may only use information on the Site for personal, non-commercial informational purposes. No content on the Site may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without Zupply’s prior written consent.

Provider Reviews and Ratings

The Site is an open forum for Users to comment on the experience they have had with Goods and/or Services purchased using the Site and the Provider(s) who supplied those Goods and/or Services. 

A User can only post one (1) review and rating per Order.

The reviews and ratings contained on the Site (Rating(s)) are for informational purposes only and do not constitute advice. You should not rely on Ratings to make (or refrain from making) or take (or refrain from taking) any action.

Ratings are the opinions of Users and any statements, advice or opinions made by such Users are those of such Users only and not Zupply’s.

Subject to Australian Consumer Law, Zupply reserves the right to include or exclude any Rating and take necessary steps to protect Providers, Users and other users of the Site from any offensive, abusive, hateful, discriminatory or malicious content, including termination of Accounts. Refer to Unauthorised Use section below for more detail.

To ensure the integrity of the Site, Zupply will not remove or edit Ratings where Zupply believes that doing so would be in breach of Australian Consumer Law.

Review of Transmissions

You agree that if you submit Ratings, suggestions, comments, questions or post any other content on the Site, you grant Zupply the non-exclusive, worldwide, royalty-free, perpetual, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display such content in any form, media or technology.

Zupply takes no responsibility and assumes no liability for any content posted or submitted by you or by other Users of the Site. You warrant to Zupply that any such material posted or submitted by you to the Site complies with all laws and does not breach the intellectual property rights of any person and you agree to indemnify Zupply against claims of any kind arising from a breach by you of that promise, including legal fees on an indemnity basis.

Disclaimer of Warranty

Zupply provides the Site and its contents on an “as is” basis and use of the Site is at your own risk. All content is believed, in good faith, to be accurate, complete, current and reliable at the date the information was placed on the Site. Zupply does not, nor does any of its respective directors, officers, employees or agents, make any representation or warranty as to the accuracy, completeness, currency or reliability of the information contained on the Site (including in relation to any Goods and/or Services displayed on the Site).

To the extent permitted by law, Zupply and any of its respective directors, officers, employees or agents, will not be liable or responsible in any way (including in negligence) for errors in, or omissions from, the information contained on the Site.

To the extent permitted by law, Zupply expressly disclaims all warranties of any kind, whether express or implied, including (without limitation) implied warranties or conditions of merchantability or fitness for purpose.

 

Liability Limited

To the extent permitted by law, under no circumstances will Zupply or its directors, officers, agents, employees or contractors have any liability for any direct, indirect, special or consequential losses or damages (including without limitation, damages for loss of business or loss of profits), arising in contract, tort or otherwise from the use or inability to use the Site.

Zupply is not responsible for any claims or complaints about Providers or the Goods and/or Services the subject of an Order Confirmation, nor disputes between you and a Provider about the Provider’s terms and conditions that apply to an Order Confirmation. All Goods and/or Services purchased via the Site are in response to an offer(s) prepared by the Provider for supply by the Provider, which offer(s) outline the Provider’s terms and conditions.  

 

Release and Indemnity

You agree to indemnify and hold Zupply and its officers, directors, agents, and employees, harmless from and against any claims, demands, proceedings, losses and damages (actual, special and consequential) of every kind and nature, known and unknown, including legal fees, made by any third party due to or arising out of your breach of these Terms.

 

Goods and/or Services Purchase and Usage Terms

To purchase Goods and/or Services using the Site you will need to login to an Account.  Simply go to: www.zupply.com.au.

Zupply’s terms and conditions relating to the purchase of Goods and/or Services through the Site include but are not limited to the following:

  1. A User must not use their Account to purchase more than $5000 Goods and/or Services per day;
  2. A User must not use their Account to purchase Goods and/or Services worth more than $5000 per day; and
  3. Order(s) can only be redeemed with the Provider(s) the subject of an Order Confirmation.

Certain Orders may have additional terms, conditions and restrictions that the User acknowledges and agrees they have read and understood before placing the Order and which apply to the Order as set out on the Order Confirmation.

 

Minimum Amounts

If a Provider has a minimum Order amount in place, then that minimum Order amount will be displayed on the Site and must be met in order for an Order Confirmation to be valid.

 

Limitations of Use

The Site is intended for use by persons located in Australia only and Zupply makes no representation that the Site and any information, materials or functions included on the Site are appropriate for use in any other jurisdiction.

By using the Site, you warrant that any personal information provided by you is true, accurate, current and complete in all respects and that you will notify Zupply immediately of any changes to your personal information by updating your Account details on the Site or contacting Zupply.

In creating an Account or otherwise using the Site, you agree not to impersonate any persons or to use a false name or a name that you are not authorised to use.

Third Party Sites

The Site may contain links to third party websites (Linked Websites). The Linked Websites are not under the control of Zupply nor is Zupply responsible for the practices, content or availability of the Linked Websites.  A link to a Linked Website does not imply Zupply’s endorsement of, sponsorship of, or affiliation with the Linked Website. Zupply provides the links as a convenience only. If you decide to access Linked Websites, you do so at your own risk, and Zupply will not be held responsible or liable for any loss or damages caused by your access or use of the Linked websites including your reliance on any contents, goods or services available on the Linked websites.

You may not provide a link to the Site from any other website unless expressly agreed to by Zupply in writing.

Unauthorised Use

You may not use the Site including your Account for any unlawful or unauthorised purpose, including without limitation distributing any unlawful, libelous, abusive, threatening, harmful, obscene or otherwise objectionable material transmitting material that constitutes a criminal offence, results in civil liability or otherwise breaches any laws, regulations or codes of practice.

Interfering with any other persons use or enjoyment of the Site, damaging, disabling or impairing the operation of the Site or attempting to gain unauthorised access to the Site or to networks connected to it, through hacking, spoofing or any other means is strictly forbidden.

 

Breach and Termination

Zupply reserves the right to terminate your Account, decline any new User registration, terminate your right to link to the Site, cancel an Order (whether the subject of an Order Confirmation or not) and/or prevent any further use of the Site if you violate any of these Terms.  If Zupply considers there to be a risk of liability or loss to Provider(s) or Zupply, we may take any action deemed necessary to prevent such a liability or loss from occurring.

Any person who holds a suspended or terminated Account must not place or attempt to place an Order or re-join or attempt to re-join the Site without Zupply’s prior written consent, which may be withheld in Zupply’s absolute discretion.

Zupply reserves the right and the ability to trace your IP address, and if necessary, contact your internet Provider in the event of a suspected breach of these Terms.

 

Cookie Policy

In addition to personal information you may provide to Zupply directly, Zupply may also collect information from you when you access the Site via the cookies on the Site.

A ‘cookie’ is a small text file which is placed on your internet browser and which Zupply accesses each time you visit the Site. The cookie allows Zupply to obtain information about how the Site is being used. Cookies may be used by Zupply for various reasons, including remarketing across the internet through Google Adwords, maintaining website security, monitoring website traffic, measuring website performance and improving the navigational experience of the Site. Zupply do not use cookies to identify you or any other user.

Availability

The Site may be unavailable at certain times including to allow for maintenance and upgrades. Although Zupply endeavours to notify Users and other users of the Site in advance of any service/Site unavailability, this cannot be guaranteed and Zupply reserves the right to alter or withdraw the service/Site at any time.

Assignment

Zupply reserves the right to assign or sub-contract any or all of our rights and obligations under these Terms.

Unless otherwise expressly provided in these Terms, the User is not capable of assigning, novating or encumbering any right or liability under these Terms or the Offer, without the prior written consent of Zupply.

Governing Law

The laws of the State of New South Wales and the Commonwealth of Australia govern the Site and its use. Subject to the Terms, the Site may be accessed throughout Australia and overseas but Zupply makes no representations or warranties that the content of the Site complies with the laws (including intellectual property laws) of any jurisdiction outside Australia. If you access the Site from outside Australia, you do so at your own risk and are responsible for ensuring compliance with all laws in the place where you are located.

Our right to Vary these Terms

Zupply reserves the right to amend these Terms from time to time.  Please look at the top of this page to see when these Terms were last updated.

Every time you place an Order to purchase Goods and/or Services through the Site, the Terms in force at the time of your Order will apply to the Order.
Zupply may revise these Terms to reflect the changes in relevant laws and regulatory requirements. If Zupply has to revise these Terms as they apply to your Order, Zupply will contact you to give you reasonable advance notice of the changes and let you know how to cancel your Order if you are not happy with the changes.