Commercial Credit Agreement
Commercial Credit Agreement
1. Contract
a. By signing and submitting a completed Commercial Credit Application, the Customer is stating that the Customer agrees to the terms of this Commercial Credit Agreement.
b. By giving an account to the Customer, the Company is accepting the terms of this Commercial Credit Agreement being in force with the Customer.
2. Payment Terms
a. The Company will issue an invoice to the Customer for goods and services supplied to the Customer to the address stated in the Customer’s Commercial Credit Application;
b. The Customer must pay the amount stated in the invoice within 30 days of the date of the invoice.
c. If the invoice is not paid within 30 days in full, the Customer authorises the Company to deduct any outstanding amount from the credit card supplied by the Customer.
d. The Customer must not dispute any credit card charges by the Company as a result of the Company’s actions in clause (c) above.
e. If the Customer’s credit card is dishonoured for any outstanding amount, all outstanding amounts become immediately due and payable.
f. The Company, at its discretion can commence any debt recovery actions as it sees fit, including but not limited to, exercising its rights under the Guarantee and Indemnity provisions below, engaging solicitors, referring the matter to a debt collection agency or issuing the Customer with a statutory demand.
g. Any expenses, costs or disbursements incurred by the Company in recovering any outstanding amount must be paid by the Customer.
3. Other Terms
a. The Commercial Terms and Conditions located at www.prestonlandscapesupplies.com.au/terms-conditions are incorporated into this Commercial Credit Agreement.
b. The Customer warrants that the credit it seeks from the Company is not wholly or predominantly for:
i. personal, domestic or household purposes;
ii. purchase, renovate or improve residential property for investment purposes; or
iii. refinance credit that has been provided for the above purposes.
c. The Customer warrants that the credit it seeks from the Company is wholly or predominantly for commercial purposes.
4. Guarantee and Indemnity
a. The Guarantors warrant that the Guarantors each have authority and consent to enter into this Commercial Credit Agreement.
b. The Guarantors guarantee to the Company that the Customer will pay all amounts owing to the Company under this Agreement when due.
c. On demand, the Guarantors must pay to the Company any such amount which the Customer does not pay to the Company under this Agreement when due.
d. The Guarantors acknowledge and agree to be bound by the Terms and Conditions, which is found at www.prestonlandscapesupplies.com.au/terms-conditions and to the terms of this Agreement.
e. Each Guarantor indemnifies the Company against any loss, cost or expense, including but not limited to principal, interest, costs, expenses and taxes of any kind, which the Company suffers or incurs due to the Customer’s default under this Agreement, including the Terms and Conditions, and on demand must pay to the Company any such loss, cost or expense.
f. The indemnity is a continuing principal obligation enforceable against each Guarantor, even if the amounts guaranteed or indemnified are not recoverable from the Customer for any reason.
g. The Guarantors must pay the Company the reasonable expenses reasonably incurred to enforce this Guarantee and Indemnity.
h. The Guarantors acknowledge that this Guarantee and Indemnity is:
i. given to the Company jointly and severally by each Guarantor in consideration for the Company agreeing to enter into this Commercial Credit Agreement with the Customer at the Guarantors’ request;
ii. unconditional, irrecovable and continues until the Customer has received all amounts owing by the Customer to the Company in full;
iii. not affected by anything under the law relating to guarantees, by the Company’s delay in acting, by the Company allowing the Customer or a Guarantor extra time to pay, by any act or omission of any person, or by the amount of credit extended to the Customer varying from time to time;
iv. enforceable against a Guarantor even if it is not signed by another person intended to be a Guarantor, or if it is not enforceable against another Guarantor.
i. The Company need not incur an expense nor have exercised or exhausted its legal rights against the Customer before making a demand on the Guarantors.
j. The Customer may assign its rights under this guarantee provided by the Guarantors to a purchaser of the Company’s debts owed to the Company without the Guarantor’s consent.
k. If any payment to the Company is void or voidable as a result of an insolvency event or bankruptcy law, each Guarantor’s liability extends to that payment as if the payment had not been made. Unless the Company agrees otherwise, each Guarantor must not claim any amount in the insolvency of the Customer until the Company is paid all money guaranteed or indemnified under this Guarantee and Indemnity.
l. “Insolvency Event” means:
i. being in liquidation or provisional liquidation;
ii. under administration;
iii. having a controller (as defined in the Corporations Act 2001 (Cth)) or a person appointed to it or any of its property;
iv. being taken under s459(1) of the Corporations Act to have filed to comply with a statutory demand;
v. being unable to pay its debts or otherwise insolvent; or
vi. entering into a compromise or arrangement with, or assignment for the benefit of, any of its members or creditors.
