Terms and Conditions

BRAZILIAN STYLE IMPORTS - TERMS & CONDITIONS OF TRADE 2019

Definitions
1. “Contract” means the terms and conditions contained herein, together with any quotation, order, invoice or other document or amendments expressed to be supplemental to this Contract.
2. “BSI” means Brazilian Style Trading Pty Ltd ATF Hill Family Trust T/A Brazilian Style Imports its successors and assigns or any person acting on behalf of and with the authority of Brazilian Style Trading Pty Ltd ATF Hill Family Trust T/A Brazilian Style Imports.
3. “Customer” means the person/s, entities or any person acting on behalf of and with the authority of the Customer requesting BSI to provide the Services as specified in any proposal, quotation, order, invoice or other documentation, and:
  1. if there is more than one Customer, is a reference to each Customer jointly and severally; and
  2. if the Customer is a partnership, it shall bind each partner jointly and severally; and
  3. if the Customer is a part of a Trust, shall be bound in their capacity as a trustee; and
  4. includes the Customer’s executors, administrators, successors and permitted assigns.
4. “Goods” means all Goods or Services supplied by BSI to the Customer at the Customer’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).
5. "Confidential Information” means information of a confidential nature whether oral, written or in electronic form including, but not limited to, this Contract, either party’s intellectual property, operational information, know-how, trade secrets, financial and commercial affairs, contracts, client information (including but not limited to, “Personal Information” such as: name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) and pricing details.
6. “Cookies” means small files which are stored on a user’s computer. They are designed to hold a modest amount of data (including Personal Information) specific to a particular client and website, and can be accessed either by the web server or the client’s computer. If the Customer does not wish to allow Cookies to operate in the background when ordering from the website, then the Customer shall have the right to enable / disable the Cookies first by selecting the option to enable / disable provided on the website, prior to ordering Goods via the website.
7. “Price” means the Price payable (plus any GST where applicable) IN Australian Dollars for the Goods as agreed between BSI and the Customer in accordance with clause 8 below.
8. “GST” means Goods and Services Tax as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).

Acceptance
1. The Customer is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms and conditions if the Customer places an order for or accepts Delivery of the Goods.
2. In the event of any inconsistency between the terms and conditions of this Contract and any other prior document or schedule that the parties have entered into, the terms of this Contract shall prevail.
3. Any amendment to the terms and conditions contained in this Contract may only be amended in writing by the consent of both parties.
4. The Customer acknowledges that the supply of Goods on credit shall not take effect until the Customer has completed a credit application with BSI and it has been approved with a credit limit established for the account.
5. In the event that the supply of Goods request exceeds the Customers credit limit and/or the account exceeds the payment terms, BSI reserves the right to refuse Delivery.
6. These terms and conditions may be meant to be read in conjunction with BSI’s Sales and Returns Policy, and if there are any inconsistencies between the two documents then the terms and conditions contained herein shall prevail.
7. Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 9 of the Electronic Transactions Act 2000 or any other applicable provisions of that Act or any Regulations referred to in that Act.

Out of Stock/Substitution
1. BSI will use its reasonable endeavours to ensure that all Goods ordered by the Customer are supplied to the Customer. If the Goods ordered are not available, BSI shall work with the Customer on a case by case basis where options may include back order of Goods or amendment to the order.

Authorised Representatives
1. The Customer acknowledges that BSI shall (for the duration of the Services) liaise directly with one (1) authorised representative, and that once introduced as such to BSI, that person shall have the full authority of the Customer to order any Services, Goods and/or to request any variation thereto on the Customer’s behalf. The Customer accepts that they will be solely liable to BSI for all additional costs incurred by BSI (including BSI’s profit margin) in providing any Services, Goods or variation/s requested thereto by the Customer’s duly authorised representative.

Distribution of Goods via an Approved Distributor
1. The Customer agrees that until they are authorised as a distributor by BSI, (and hereinafter the Customer shall be referred to as “Distributor” for the purposes of this clause) the Distributor shall not be able to sell the Goods on as a Distributor for BSI or represent to any third parties that the Distributor is in any way acting for BSI. BSI shall not accept responsibility or agree to be bound in any way by any contracts with third parties to whom the Distributor is a party.
2. At BSI’s sole discretion the Distributor acknowledges that only approved Distributors shall have the authority to accept internet orders via their respective website and/or any alternative online auction sites.
3. Orders from a Distributor are accepted on the basis that;
  1. unless otherwise agreed by prior approval between BSI and the Distributor, Goods may only be resold to consumers at retail level and may not be sold at wholesale level or to any other trader that is known or is suspected to be purchasing for resale, and
  2. Goods are to be sold for retail or displayed for sale at only the approved locations advised by the Distributor to BSI, and
  3. sale of Goods by mail order, internet, social media or any other method outside of the traditional display and sell at the approved location is prohibited without prior written consent of BSI, and
  4. Goods are to be displayed, presented and marketed in the manner that is in the best interest of the brand name.
4. Any default of clauses 5.1-5.3 may at BSI’s sole discretion be subject to immediate and permanent closure of account facilities, with any account balances payable immediately on demand.
5. BSI has sole discretion on which brands or Goods are made available to any approved Distributor and BSI does not guarantee continuing supply of any specific brand or Goods.

Errors and Omissions
1. The Customer acknowledges and accepts that BSI shall, without prejudice, accept no liability in respect of any alleged or actual error(s) and/or omission(s):
  1. resulting from an inadvertent mistake made by BSI in the formation and/or administration of this Contract; and/or
  2. contained in/omitted from any literature (hard copy and/or electronic) supplied by BSI in respect of the Services.
2. In the event such an error and/or omission occurs in accordance with clause 6.1, and is not attributable to the negligence and/or wilful misconduct of BSI; the Customer shall not be entitled to treat this Contract as repudiated nor render it invalid.

Change in Control
1. The Customer shall give BSI not less than fourteen (14) days prior written notice of any proposed change of ownership of the Customer and/or any other change in the Customer’s details (including but not limited to, changes in the Customer’s name, address, contact phone or fax number/s, change of trustees, or business practice). The Customer shall be liable for any loss incurred by BSI as a result of the Customer’s failure to comply with this clause.

Price and Payment
1. At BSI’s sole discretion, the Price shall be either:
  1. as indicated on any invoice provided by BSI to the Customer; or
  2. the Price as at the date of Delivery of the Goods according to BSI’s current price list; or
  3. BSI’s quoted price (subject to clause 8.2) which will be valid for the period stated in the quotation or otherwise for a period of thirty (30) days.
2. BSI reserves the right to change the Price if a variation to overseas transactions that may increase as a consequence of variations in foreign currency rates of exchange and/or international freight and insurance charges which are beyond BSI’s control.
3. Variations will be charged for on the basis of BSI’s quotation, and will be detailed in writing, and shown as variations on BSI’s invoice. The Customer shall be required to respond to any variation submitted by BSI within ten (10) working days. Failure to do so will entitle BSI to add the cost of the variation to the Price. Payment for all variations must be made in full at the time of their completion.
4. At BSI’s sole discretion, a non-refundable deposit may be required.
5. Time for payment for the Goods being of the essence, the Price will be payable by the Customer on the date/s determined by BSI, which may be:
  1. on or before Delivery of the Goods;
  2. by way of instalments/progress payments in accordance with BSI’s payment schedule;
  3. thirty (30) days following the end of the month in which a statement is posted to the Customer’s address or address for notices; or
  4. for approved credit account holders either, fourteen (14) or thirty (30) days following the date of any invoice; and
  5. failing any notice to the contrary, the date which shall be seven (7), days following the date of any invoice given to the Customer by BSI.
6. Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, credit card (a surcharge may apply per transaction), or by any other method as agreed to between the Customer and BSI.
7. BSI may in its discretion allocate any payment received from the Customer towards any invoice that BSI determines and may do so at the time of receipt or at any time afterwards. On any default by the Customer BSI may re-allocate any payments previously received and allocated. In the absence of any payment allocation by BSI, payment will be deemed to be allocated in such manner as preserves the maximum value of BSI’s Purchase Money Security Interest (as defined in the PPSA) in the Goods.
8. The Customer shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Customer by BSI nor to withhold payment of any invoice because part of that invoice is in dispute.
9. Unless otherwise stated the Price does not include GST. In addition to the Price, the Customer must pay to BSI an amount equal to any GST BSI must pay for any supply by BSI under this or any other agreement for the sale of the Goods. The Customer must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Customer pays the Price. In addition, the Customer must pay any other taxes and duties that may be applicable in addition to the Price except where they are expressly included in the Price.

On-Line Ordering
1. The Customer acknowledges and agrees that:
  1. BSI does not guarantee the website’s performance;
  2. display on the website does not guarantee the availability of any particular Goods; therefore, all orders placed through the website shall be subject to confirmation of acceptance by BSI
  3. on-line ordering may be unavailable from time to time for regularly scheduled maintenance and/or upgrades;
  4. there are inherent hazards in electronic distribution, and as such BSI cannot warrant against delays or errors in transmitting data between the Customer and BSI including orders, and you agree that to the maximum extent permitted by law, BSI will not be liable for any losses which the Customer suffers as a result of online-ordering not being available or for delays or errors in transmitting orders;
  5. when making a transaction through the website, the Customer’s information will pass through a secure server using SSL (secure sockets layer) encryption technology or any other similar technology as disclosed by BSI and/or displayed on the website. The encryption process ensures that the Customer’s information cannot be read by or altered by outside influences;
  6. if the Customer is not the cardholder for any credit card being used to pay for the Goods, BSI shall be entitled to reasonably assume that the Customer has received permission from the cardholder for use of the credit card for the transaction.
2. BSI reserves the right to terminate the Customer’s order if it learns that you have provided false or misleading information, interfered with other users or the administration of BSI’s business, or violated these terms and conditions.

Delivery of Goods
1. Delivery (“Delivery”) of the Goods is taken to occur at the time that:
  1. the Customer or the Customer’s nominated carrier takes possession of the Goods at BSI’s address; or
  2. BSI (or BSI’s nominated carrier) delivers the Goods to the Customer’s nominated address even if the Customer is not present at the address.
2. At BSI’s sole discretion, the cost of Delivery is either included in the Price or is in addition to the Price.
3. BSI is authorised to deliver the Goods at the address given to BSI by the Customer for that purpose and it is expressly agreed that BSI shall be taken to have delivered the Goods in accordance with this Contract, if at that address BSI obtains from any person a receipt or a signed delivery docket for the Goods.
4. Notwithstanding clause 18.1, the Customer agrees to inspect the Goods upon Delivery and in the event of any damage and/or shortage in respect of the supplied Goods, the Customer must submitted to BSI within twenty-four (24) hours of Delivery, the duly signed delivery docket to effect and ratify any alleged claim, otherwise, the Goods will be deemed as being received in full.
5. Any time specified by BSI for Delivery of the Goods is an estimate only. The Customer must take Delivery by receipt or collection of the Goods whenever they are tendered for Delivery. BSI will not be liable for any loss or damage incurred by the Customer as a result of Delivery being late. In the event that the Customer is unable to take Delivery of the Goods as arranged then BSI shall be entitled to charge a reasonable fee for redelivery and/or storage.

Goods On Consignment
1. Where Goods are supplied on consignment the following provisions apply specifically to those Goods:
  1. the Goods shall be at the Customer’s risk from the time of delivery and the Customer shall be responsible for insuring the Goods; and
  2. the Customer may retain possession of the Goods until the Customer sells them or BSI requires re-delivery of them to BSI, whichever first occurs; and
  3. if BSI requires re-delivery of the Goods such re-delivery shall be at the Customer’s cost; and
  4. BSI shall fax the Customer a consignment form on a bi-monthly basis and the Customer shall notify BSI within forty-eight (48) hours of receipt by return fax or email of all consignment Goods sold during that that period and shall within seven (7) days of that bi-monthly advice pay BSI for the Goods sold. Failure to comply with confirmation will result in BSI’s right to invoice the Customer for all consignment Goods held in stock.
2. Furthermore, consignment Goods shall at all times remain the property of BSI and are returnable on demand by BSI. In the event that the consignment Goods are not returned to BSI in the condition in which the consignment Goods were delivered then BSI retains the right to charge the cost of repair or replacement of the consignment Goods.
3. The Customer further agrees that;
  1. BSI have the right to inspect the consignment Goods at any time upon giving written notice to the Customer; and
  2. BSI reserves the right to cease the supply of consignment Goods and enforce clause 11.2 if upon inspection it is found the consignment Goods totals do not correspond with information supplied by the Customer and/or the consignment Goods are not stored in accordance with BSI’s instructions; and
  3. consignment Goods shall be placed on display at front of house together with any advertising material supplied by BSI to the Customer; and
  4. the stand for consignment Goods are to be kept stocked to the agreed minimum levels at all times; and
  5. they shall immediately advise BSI if for any reason they opt to remove the consignment Goods from display area; and
  6. any accumulated Goods that are short dated (with three (3) months expiry date), BSI recommends that the Customer runs a clearance special and BSI may assist in promoting the clearance special; and
  7. the Customer is responsible for:
    1. the upkeep of the stand and agrees to take all due care to ensure that the consignment Goods are not damaged or marked in any way; and
    2. ordering the correct quantity of Goods and that BSI may assist to merchandise and promote the Goods if required.

Export Contracts
1. In the event that the Goods are exported, delivery of the Goods may be subject to either FOB Contract or CIF Contract.
2. In the event of a FOB Contract the following shall apply;
  1. the Goods shall be delivered to the Customer by delivery on board the agreed upon mode of transport on the delivery date. BSI shall promptly notify the Customer that the Goods have been delivered aboard. Title (subject to clause 15) to, and risk in the Goods shall pass to the Customer upon such delivery being effected. BSI shall promptly provide the Customer with a clean shipped bill of lading in respect of the Goods.
  2. the Customer shall reserve the necessary space on board the agreed upon mode of transport and give BSI due notice of the loading berth and any revised delivery dates. The Customer shall bear any costs caused due to the failure of the agreed upon mode of transport being available to load the Goods on the delivery date.
3. In the event of a CIF contract the following shall apply:
  1. the Goods shall be delivered to the Customer by delivery on board the agreed upon mode of transport on or before the delivery date. BSI shall procure a contract of carriage and insure the Goods from dispatch until delivery on terms current in the trade for the benefit of the Customer. The Goods shall be at the risk of the Customer as they are loaded on board. BSI shall promptly tender to the Customer a clean shipped bill of lading, the insurance policy and an invoice in respect of the Goods.
  2. the Customer shall accept the documents tendered by BSI if they correspond to this Contract and take delivery of the Goods at the port of destination and bear all other costs and charges arising out of shipment of the Goods to the port of destination.

Risk
1. Risk of damage to or loss of the Goods passes to the Customer on Delivery and the Customer must insure the Goods on or before Delivery.
2. If any of the Goods are damaged or destroyed following Delivery but prior to ownership passing to the Customer, BSI is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by BSI is sufficient evidence of BSI’s rights to receive the insurance proceeds without the need for any person dealing with BSI to make further enquiries.
3. If the Customer requests BSI to leave Goods outside BSI’s premises for collection or to deliver the Goods to an unattended location, then such Goods shall be left at the Customer’s sole risk.
4. The Customer must ensure the containers are kept clean, not damaged and are returned (at the request of BSI) to BSI in good condition.

Compliance of Law
1. BSI warrants that Goods supplied to all Customers, shall meet all safety regulations and standards as defined by the Hazard Analysis and Critical Control Points (HACCP), Food Safety Programme, and is eminently suitable for public consumption and thereby compliant with the Australia New Zealand Food Standards Code.
2. Any alleged claims of contamination, accidental inclusion or food borne illnesses must be reported to BSI’s management in writing as soon as reasonable practicable. BSI reserves the right to inspect any items attributed to the claim and have the items tested by an independent laboratory before any public claims, statements or dissemination of information in any format including social media.

Title
1. BSI and the Customer agree that ownership of the Goods shall not pass until:
  1. the Customer has paid BSI all amounts owing to BSI; and
  2. the Customer has met all of its other obligations to BSI.
2. Receipt by BSI of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised.
3. It is further agreed that, until ownership of the Goods passes to the Customer in accordance with clause 15.1:
  1. the Customer is only a bailee of the Goods and must return the Goods to BSI on request;
  2. the Customer holds the benefit of the Customer’s insurance of the Goods on trust for BSI and must pay to BSI the proceeds of any insurance in the event of the Goods being lost, damaged or destroyed;
  3. the Customer must not sell, dispose, or otherwise part with possession of the Goods other than in the ordinary course of business and for market value. If the Customer sells, disposes or parts with possession of the Goods then the Customer must hold the proceeds of any such act on trust for BSI and must pay or deliver the proceeds to BSI on demand;
  4. the Customer should not convert or process the Goods or intermix them with other goods but if the Customer does so then the Customer holds the resulting product on trust for the benefit of BSI and must sell, dispose of or return the resulting product to BSI as it so directs;
  5. the Customer irrevocably authorises BSI to enter any premises where BSI believes the Goods are kept and recover possession of the Goods;
  6. BSI may recover possession of any Goods in transit whether or not Delivery has occurred;
  7. the Customer shall not charge or grant an encumbrance over the Goods nor grant nor otherwise give away any interest in the Goods while they remain the property of BSI;
  8. BSI may commence proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods has not passed to the Customer.
4. Any containers used for the delivery of the Goods, including any baskets, doleys, pallets, pallecons, crates or tanks (Containers) owned by BSI at all times remains the property of BSI and title does not pass in any circumstances.

Personal Property Securities Act 2009 (“PPSA”)
1. In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPSA.
2. Upon assenting to these terms and conditions in writing the Customer acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all Goods and/or collateral (account) – being a monetary obligation of the Customer to BSI for Services – that have previously been supplied and that will be supplied in the future by BSI to the Customer.
3. The Customer undertakes to:
  1. promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which BSI may reasonably require to;
    1. register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
    2. register any other document required to be registered by the PPSA; or
    3. correct a defect in a statement referred to in clause 16.3(a)(i) or 16.3(a)(ii);
  2. indemnify, and upon demand reimburse, BSI for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods charged thereby;
  3. not register a financing change statement in respect of a security interest without the prior written consent of BSI;
  4. not register, or permit to be registered, a financing statement or a financing change statement in relation to the Goods and/or collateral (account) in favour of a third party without the prior written consent of BSI;
  5. immediately advise BSI of any material change in its business practices of selling the Goods which would result in a change in the nature of proceeds derived from such sales.
4. BSI and the Customer agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
5. The Customer waives their rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
6. The Customer waives their rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
7. Unless otherwise agreed to in writing by BSI, the Customer waives their right to receive a verification statement in accordance with section 157 of the PPSA.
8. The Customer must unconditionally ratify any actions taken by BSI under clauses 16.3 to 16.5.
9. Subject to any express provisions to the contrary (including those contained in this clause 16), nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA.

Security and Charge
1. In consideration of BSI agreeing to supply the Goods, the Customer charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Customer either now or in the future, to secure the performance by the Customer of its obligations under these terms and conditions (including, but not limited to, the payment of any money).
2. The Customer indemnifies BSI from and against all BSI’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising BSI’s rights under this clause.
3. The Customer irrevocably appoints BSI and each director of BSI as the Customer’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 17 including, but not limited to, signing any document on the Customer’s behalf.

Defects, Warranties and Returns, Competition and Consumer Act 2010 (CCA)
1. The Customer must inspect the Goods on Delivery (including but not limited to expired or short dated Goods (with less than three (3) months expiry date) received in error and must within twenty-four (24) hours of Delivery notify BSI in writing and/or provide BSI with a photo of any evident defect/damage, (including but not limited to pictures of the exterior and interior damaged cartons), shortage in quantity, failure to comply with the description or quote. The Customer must notify any other alleged defect in the Goods as soon as reasonably possible after any such defect becomes evident. Upon such notification the Customer must allow BSI to inspect the Goods.
2. Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be implied into these terms and conditions (Non-Excluded Guarantees).
3. BSI acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-Excluded Guarantees.
4. Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, BSI makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Goods. BSI’s liability in respect of these warranties is limited to the fullest extent permitted by law.
5. If the Customer is a consumer within the meaning of the CCA, BSI’s liability is limited to the extent permitted by section 64A of Schedule 2.
6. If BSI is required to replace the Goods under this clause or the CCA, but is unable to do so, BSI may refund any money the Customer has paid for the Goods.
7. If the Customer is not a consumer within the meaning of the CCA, BSI’s liability for any defect or damage in the Goods is:
  1. limited to the value of any express warranty or warranty card provided to the Customer by BSI at BSI’s sole discretion;
  2. limited to any warranty to which BSI is entitled, if BSI did not manufacture the Goods;
  3. otherwise negated absolutely.
8. Subject to this clause 18, returns will only be accepted provided that:
  1. the Customer has complied with the provisions of clause 18.1; and
  2. the Goods purchased from BSI were received in error, damaged or short dated (less than three (3) months best before date); and
  3. BSI has agreed that the Goods are defective; and
  4. the Customer supplies the original purchase invoice provided by BSI; and
  5. the Goods are returned within a reasonable time at the Customer’s cost (if that cost is not significant); and
  6. the Goods are returned in as close a condition to that in which they were delivered as is possible.
9. Notwithstanding clauses 18.1 to 18.8 but subject to the CCA, BSI shall not be liable for any defect or damage which may be caused or partly caused by or arise as a result of:
  1. the Customer failing to properly maintain or store any Goods;
  2. the Customer using the Goods for any purpose other than that for which they were designed;
  3. the Customer continuing the use of any Goods after any defect became apparent or should have become apparent to a reasonably prudent operator or user;
  4. the Customer failing to follow any instructions or guidelines provided by BSI;
  5. fair wear and tear, any accident, or act of God.
10. Discounted short dated sale items with less than three (3) months best before date will not accepted for credit.
11. BSI may in its absolute discretion accept non-defective Goods for return in which case BSI may require the Customer to pay handling fees of up to thirty percent (30%) of the value of the returned Goods plus any freight costs.
12. Notwithstanding anything contained in this clause if BSI is required by a law to accept a return then BSI will only accept a return on the conditions imposed by that law.

Intellectual Property
1. The Customer warrants that all designs, specifications or instructions given to BSI will not cause BSI to infringe any patent, registered design or trademark in the execution of the Customer’s order and the Customer agrees to indemnify BSI against any action taken by a third party against BSI in respect of any such infringement.
2. The Customer agrees that BSI may (at no cost) use for the purposes of marketing or entry into any competition, any documents, designs, drawings or Goods which BSI has created for the Customer.

Default and Consequences of Default
1. Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at BSI’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
2. If the Customer owes BSI any money the Customer shall indemnify BSI from and against all costs and disbursements incurred by BSI in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, BSI’s contract default fee, and bank dishonour fees).
3. Further to any other rights or remedies BSI may have under this Contract, if a Customer has made payment to BSI, and the transaction is subsequently reversed, the Customer shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by BSI under this clause 20 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Customer’s obligations under this Contract.
4. Without prejudice to BSI’s other remedies at law BSI shall be entitled to cancel all or any part of any order of the Customer which remains unfulfilled and all amounts owing to BSI shall, whether or not due for payment, become immediately payable if:
  1. any money payable to BSI becomes overdue, or in BSI’s opinion the Customer will be unable to make a payment when it falls due;
  2. the Customer has exceeded any applicable credit limit provided by BSI;
  3. the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
  4. a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer.

Cancellation
1. Without prejudice to any other remedies BSI may have, if at any time the Customer is in breach of any obligation (including those relating to payment) under these terms and conditions BSI may suspend or terminate the supply of Goods to the Customer. BSI will not be liable to the Customer for any loss or damage the Customer suffers because BSI has exercised its rights under this clause.
2. BSI may cancel any contract to which these terms and conditions apply or cancel Delivery of Goods at any time before the Goods are delivered by giving written notice to the Customer. On giving such notice BSI shall repay to the Customer any money paid by the Customer for the Goods. BSI shall not be liable for any loss or damage whatsoever arising from such cancellation.
3. In the event that the Customer cancels Delivery of Goods the Customer shall be liable for any and all loss incurred (whether direct or indirect) by BSI as a direct result of the cancellation (including, but not limited to, any loss of profits).
4. Cancellation of orders for Goods made to the Customer’s specifications, or for non-stocklist items, will definitely not be accepted once production has commenced, or an order has been placed.

Privacy Policy
1. All emails, documents, images or other recorded information held or used by BSI is Personal Information, as defined and referred to in clause 22.3, and therefore considered Confidential Information. BSI acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 1988 (“the Act”) including the Part IIIC of the Act being Privacy Amendment (Notifiable Data Breaches) Act 2017 (NDB) and any statutory requirements, where relevant in a European Economic Area (“EEA”), under the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). BSI acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Customers Personal Information, held by BSI that may result in serious harm to the Customer, BSI will notify the Customer in accordance with the Act and/or the GDPR. Any release of such Personal Information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Customer by written consent, unless subject to an operation of law.
2. Notwithstanding clause 22.1, privacy limitations will extend to BSI in respect of Cookies where transactions for purchases/orders transpire directly from BSI’s website. BSI agrees to display reference to such Cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Customer’s:
  1. IP address, browser, email client type and other similar details;
  2. tracking website usage and traffic; and
  3. reports are available to BSI when BSI sends an email to the Customer, so BSI may collect and review that information (“collectively Personal Information”)

In order to enable / disable the collection of Personal Information by way of Cookies, the Customer shall have the right to enable / disable the Cookies first by selecting the option to enable / disable, provided on the website prior to proceeding with a purchase/order via BSI’s website.

The Customer agrees for BSI to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) about the Customer in relation to credit provided by BSI.
The Customer agrees that BSI may exchange information about the Customer with those credit providers and with related body corporates for the following purposes:
1. to assess an application by the Customer; and/or
2. to notify other credit providers of a default by the Customer; and/or
3. to exchange information with other credit providers as to the status of this credit account, where the Customer is in default with other credit providers; and/or
4. to assess the creditworthiness of the Customer including the Customer’s repayment history in the preceding two (2) years.
The Customer consents to BSI being given a consumer credit report to collect overdue payment on commercial credit.
The Customer agrees that personal credit information provided may be used and retained by BSI for the following purposes (and for other agreed purposes or required by):
1. the provision of Goods; and/or
2. analysing, verifying and/or checking the Customer’s credit, payment and/or status in relation to the provision of Goods; and/or
3. processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Customer; and/or
4. enabling the collection of amounts outstanding in relation to the Goods.
BSI may give information about the Customer to a CRB for the following purposes:
1. to obtain a consumer credit report;
2. allow the CRB to create or maintain a credit information file about the Customer including credit history.
The information given to the CRB may include:
1. Personal Information as outlined in 22.3 above;
2. name of the credit provider and that BSI is a current credit provider to the Customer;
3. whether the credit provider is a licensee;
4. type of consumer credit;
5. details concerning the Customer’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
6. advice of consumer credit defaults, overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Customer no longer has any overdue accounts and BSI has been paid or otherwise discharged and all details surrounding that discharge (e.g. dates of payments);
7. information that, in the opinion of BSI, the Customer has committed a serious credit infringement;
8. advice that the amount of the Customer’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
The Customer shall have the right to request (by e-mail) from BSI:
1. a copy of the Personal Information about the Customer retained by BSI and the right to request that BSI correct any incorrect Personal Information; and
2. that BSI does not disclose any Personal Information about the Customer for the purpose of direct marketing.
BSI will destroy Personal Information upon the Customer’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this Contract or is required to be maintained and/or stored in accordance with the law.
The Customer can make a privacy complaint by contacting BSI via e-mail. BSI will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Customer is not satisfied with the resolution provided, the Customer can make a complaint to the Information Commissioner at www.oaic.gov.au.

Service of Notices
1. Any written notice given under this Contract shall be deemed to have been given and received:
  1. by handing the notice to the other party, in person;
  2. by leaving it at the address of the other party as stated in this Contract;
  3. by sending it by registered post to the address of the other party as stated in this Contract;
  4. if sent by facsimile transmission to the fax number of the other party as stated in this Contract (if any), on receipt of confirmation of the transmission;
  5. if sent by email to the other party’s last known email address.
2. Any notice that is posted shall be deemed to have been served, unless the contrary is shown, at the time when by the ordinary course of post, the notice would have been delivered.

Trusts
1. If the Customer at any time upon or subsequent to entering in to the Contract is acting in the capacity of trustee of any trust (“Trust”) then whether or not BSI may have notice of the Trust, the Customer covenants with BSI as follows:
  1. the Contract extends to all rights of indemnity which the Customer now or subsequently may have against the Trust and the trust fund;
  2. the Customer has full and complete power and authority under the Trust to enter into the Contract and the provisions of the Trust do not purport to exclude or take away the right of indemnity of the Customer against the Trust or the trust fund. The Customer will not release the right of indemnity or commit any breach of trust or be a party to any other action which might prejudice that right of indemnity;
  3. the Customer will not without consent in writing of BSI (BSI will not unreasonably withhold consent), cause, permit, or suffer to happen any of the following events:
    1. the removal, replacement or retirement of the Customer as trustee of the Trust;
    2. any alteration to or variation of the terms of the Trust;
    3. any advancement or distribution of capital of the Trust; or
    4. any resettlement of the trust property.

General
1. The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
2. These terms and conditions and any contract to which they apply shall be governed by the laws of New South Wales, the state in which BSI has its principal place of business, and are subject to the jurisdiction of the courts in that state.
3. Subject to clause 18, BSI shall be under no liability whatsoever to the Customer for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Customer arising out of a breach by BSI of these terms and conditions (alternatively BSI’s liability shall be limited to damages which under no circumstances shall exceed the Price of the Goods).
4. BSI may licence and/or assign all or any part of its rights and/or obligations under this Contract without the Customer’s consent.
5. The Customer cannot licence or assign without the written approval of BSI.
6. The Customer agrees that BSI may amend their general terms and conditions for subsequent future contracts with the Customer by disclosing such to the Customer in writing. These changes shall be deemed to take effect from the date on which the Customer accepts such changes, or otherwise at such time as the Customer makes a further request for BSI to provide Goods to the Customer.
7. Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control of either party.
8. Both parties warrant that they have the power to enter into this Contract and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this Contract creates binding and valid legal obligations on them.

Terms of use

Welcome to our website. If you continue to browse and use this website, you are agreeing to comply with and be bound by the following terms and conditions of use, which together with our privacy policy govern our relationship with you in relation to this website. If you disagree with any part of these terms and conditions, please do not use our website.

The use of this website is subject to the following terms of use:

The content of the pages of this website is for your general information and use only. It is subject to change without notice.

Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.

Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.

This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.

All trademarks reproduced in this website, which are not the property of, or licensed to the operator, are acknowledged on the website.

Unauthorised use of this website may give rise to a claim for damages and/or be a criminal offence.

From time to time, this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).

Your use of this website and any dispute arising out of such use of the website is subject to the laws of Australia.

Shipping

NZ CUSTOMERS PLEASE NOTE:

Brazilian Style Imports do not export Alcohol products.

Orders above NZ$399.00 may incur extra customs duties and charges.

Which are the sole responsibility of the customer.

For more information contact NZ customs:

www.customs.govt.nz

What if I am not at home when you deliver my goods?
We send all items by Australia Posts e-parcel or express service. Because of this we require a signature upon delivery. If you are not going to be home during business hours then, if practical, please provide your work address. Delivery is usually attempted straight to your door. If there is no one available to sign for the delivery, or if the local postal service does not offer this direct service, then a card will be left in your mailbox advising you of a post office to collect your parcel from.

When will my order be shipped?
Usually within 2 working days from the payment date (Please Note: This is not the delivery time to your front door).

You can check in your customer account under "Your Orders" whether or not your order has been shipped or where in the progress queue it is. Generally, from the confirmation of shipment please expect your delivery within 2- 9 working days.

PLEASE NOTE: As we use external couriers we cannot guarantee a delivery time or day.

Which Carrier/Courier do you use?

We use only Australia Post for our online customers. We also use other companies for our wholesale customers. We send every item by a traceable method of delivery.

How do I know when you have shipped my order?

You can check in your customer account whether or not your order has been shipped or what its current status is. Alternatively you can send us an e-mail requesting a trace of you order.

Public Holidays:

Wicked Berries is not open on public holidays so delivery for public holidays will go forward to the next delivery day.

Weather Delays:
In the rare circumstance that your product is delayed or not delivered due to severe weather conditions couriers will usually not honour any guarantees and therefore, unfortunately neither can we.

Incorrect Address:
Unfortunately Brazilian Style is not responsible if the correct address is not supplied. We suggest double checking your details at the time of checkout.

Returns Policy

Product Quality Guarantee:

In the unlikely event that any of your products are damaged in transit, please contact us within 2 weeks and we will automatically refund you the correct value. Please note that a photograph will be required for the refund of any damaged goods.

Cancellation/Changing Orders:

Unfortunately it is not possible to change or cancel your order once it has been placed and finalised in the shopping cart. We will, however, try to help you so long as the order hasn’t been despatched or incurred us any cost.

Order errors:

In the event we have sent you the wrong item due to a packing error, we will cover the postage costs of having the incorrect item sent back to us and for the correct item to be sent to you, or a refund of the goods value.

Incorrect Address:

Unfortunately Brazilian Style is not responsible if the correct address is not supplied. We suggest double checking your details at the time of checkout.

Please Note:

We will provide refunds or replacements for: Product sent in error; Product damaged in transit; Product with wrong description or quality faults.

We will not refund you for: Stock that has expired while in your possession; Products that were purchased incorrectly; Customer change of mind.

Privacy Policy

This privacy policy sets out how we uses and protects any information that you give us when you use this website.

We are committed to ensuring that your privacy is protected. Should we ask you to provide certain information by which you can be identified when using this website, then you can be assured that it will only be used in accordance with this privacy statement.

We may change this policy from time to time by updating this page. You should check this page from time to time to ensure that you are happy with any changes.

What we collect

We may collect the following information:

name and job title

contact information including email address

demographic information such as postcode, preferences and interests

other information relevant to customer surveys and/or offers

What we do with the information we gather

We require this information to understand your needs and provide you with a better service, and in particular for the following reasons:

Internal record keeping.

We may use the information to improve our products and services.

We may periodically send promotional emails about new products, special offers or other information which we think you may find interesting using the email address which you have provided.

From time to time, we may also use your information to contact you for market research purposes. We may contact you by email, phone, fax or mail. We may use the information to customise the website according to your interests.

Security

We are committed to ensuring that your information is secure. In order to prevent unauthorised access or disclosure, we have put in place suitable physical, electronic and managerial procedures to safeguard and secure the information we collect online.

How we use cookies

A cookie is a small file which asks permission to be placed on your computer's hard drive. Once you agree, the file is added and the cookie helps analyse web traffic or lets you know when you visit a particular site. Cookies allow web applications to respond to you as an individual. The web application can tailor its operations to your needs, likes and dislikes by gathering and remembering information about your preferences.

We use traffic log cookies to identify which pages are being used. This helps us analyse data about webpage traffic and improve our website in order to tailor it to customer needs. We only use this information for statistical analysis purposes and then the data is removed from the system.
Overall, cookies help us provide you with a better website by enabling us to monitor which pages you find useful and which you do not. A cookie in no way gives us access to your computer or any information about you, other than the data you choose to share with us.
You can choose to accept or decline cookies. Most web browsers automatically accept cookies, but you can usually modify your browser setting to decline cookies if you prefer. This may prevent you from taking full advantage of the website.

Links to other websites

Our website may contain links to other websites of interest. However, once you have used these links to leave our site, you should note that we do not have any control over that other website. Therefore, we cannot be responsible for the protection and privacy of any information which you provide whilst visiting such sites and such sites are not governed by this privacy statement. You should exercise caution and look at the privacy statement applicable to the website in question.

Controlling your personal information

You may choose to restrict the collection or use of your personal information in the following ways:

whenever you are asked to fill in a form on the website, look for the box that you can click to indicate that you do not want the information to be used by anybody for direct marketing purposes

if you have previously agreed to us using your personal information for direct marketing purposes, you may change your mind at any time by writing to or emailing us.

We will not sell, distribute or lease your personal information to third parties unless we have your permission or are required by law to do so. We may use your personal information to send you promotional information about third parties which we think you may find interesting if you tell us that you wish this to happen.

If you believe that any information we are holding on you is incorrect or incomplete, please write to or email us as soon as possible at the above address. We will promptly correct any information found to be incorrect.

Security Policy

We take all reasonable steps to keep secure any information which we hold about you. Personal information may be stored both electronically on our computer system, and in hard-copy form. Firewalls, 2048 Bit v3 SSL encryption, passwords, anti-virus software and email filters act to protect all our electronic information.

We do not store credit card information, we securely submit credit card information to our bank for processing.

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