Terms & Conditions
Definitions:
The terms defined below will have the meanings assigned to them in these Terms, unless stated otherwise:
(1) Agreement refers to the contract between the Company and the Customer concerning the provision of Goods and Services, which includes the Quote and these Terms;
(2) CCA denotes the Competition and Consumer Act 2010 (Cth);
(3) Company, our, us, and we refer to AdoreStyling Pty Ltd, operating as AdoreStyling;
(4) Vendor, you, and your identify the individual or entity to whom the Quote was addressed and to whom the Goods and Services will be delivered;
(5) Goods and Services encompass the loan of all furniture, decorations, wall art, or any other items installed and owned by the Company, as well as styling services; Goods and/or Services carries a related meaning;
(6) GST has the definition provided in the GST Act;
(7) GST Act refers to the A New Tax System (Goods and Services Tax) Act 1999 (Cth), as amended;
(8) Guarantor signifies any director of the Customer if the Customer is a corporate entity;
(9) Hire Period is defined as the duration starting from the installation date and lasting a minimum of five (5) weeks, unless otherwise agreed upon in writing by the Company and the Customer;
(10) Parties refers to both the Company and the Customer, while Party signifies either one of them, as applicable;
(11) Quote means the estimate provided by the Company to the Customer regarding the Goods and Services;
(12) Site indicates the location specified in the Quote where the Goods and Services will be delivered or performed, as mutually agreed in writing by the Parties;
(13) Terms refers to the conditions outlined in this document.
The terms "including" and similar expressions do not limit the generality of the preceding words.
If a word or expression is assigned a specific meaning, other forms and grammatical variations of that word or expression will have a corresponding meaning.
Headings are for reference only and do not constitute part of these Terms or influence their interpretation.
1. The Vendor agrees:
(1) They have read and fully understood the documents forming the Agreement, and their nature and effect;
(2) These Terms shall apply to the provision of any Goods and Services by AdoreStyling to the Vendor in accordance with the Quote;
(3) The Vendor may not vary these Terms without the written agreement of AdoreStyling;
(4) These Terms shall prevail to the extent of any inconsistency with another document or agreement between the Parties; and
(5) AdoreStyling may, from time to time, by giving the Vendor reasonable prior notice, vary these Terms.
2. Quote
2.1 A Quote remains valid for 30 days from the date of issue, unless stated otherwise in the Quote or withdrawn by the Company.
2.2 The Company is not obligated by any conditions attached by the Customer to the Quote or these Terms unless expressly accepted in writing by the Company.
2.3 Changes or cancellations to Goods and Services and other orders requested by the Customer are not effective unless accepted in writing by the Company. The Customer is responsible for all costs, expenses, losses, and liabilities incurred by the Company in connection with any change to an order.
2.4 Prices quoted by the Company:
(1) do not include GST unless otherwise stated; and
(2) are applicable only to that specific Quote.
2.5 If the Vendor requests work outside the scope of the Quote, such as providing Goods and Services for additional rooms, the Company will provide a further quote for the additional work.
2.6 Unless specified otherwise, any Quote assumes:
(1) delivery, installation, removal, and return of Goods during ordinary working hours;
(2) delivery to street level;
(3) level grounds and floors;
(4) the Site being clean, tidy, clear, and presentable for inspection.
3. Hire Period
3.1 The Hire Period encompasses all weekends and public holidays.
3.2 AdoreStyling may, at its sole discretion and subject to availability of the Goods, provide an extension to the Hire Period, where available, at a weekly hire rate specified in the Quote.
3.3 Payment for any extension to the Hire Period is due upfront, prior to commencement, as outlined in clause 5.2.
3.4 The Vendor acknowledges that the Goods may already be allocated to another customer, and therefore, an extension of Services cannot be guaranteed.
4. Deposit
4.1 The Vendor is required to pay a non-refundable deposit of $1000 within two (2) business days via bank transfer to the account specified on the Quote, unless otherwise agreed upon with AdoreStyling.
4.2 AdoreStyling will issue an invoice to the Vendor for the Goods and Services as detailed in the Quote.
4.3 The Vendor will receive a Quotation outlining the deposit payment and the outstanding balance from AdoreStyling.
4.4 Upon receipt of the deposit, a tax invoice with the outstanding amount will be provided to the Vendor for payment.
5. Payment
5.1 The Vendor must pay AdoreStyling the invoiced amount seven (7) days in advance of installation, or as agreed with AdoreStyling in writing.
5.2 If agreed to be paid within the seven (7) days before installation, the remaining amount must be paid no later than 24 hours before installation.
5.3 Payment may be made by cash, bank cheque, electronic/online banking, or by any other method agreed upon between the Parties.
5.4 Payments made by cheque or electronic funds transfer are not considered paid until AdoreStyling has received cleared funds in full.
5.5 The Vendor is not entitled to withhold payment or make any deduction from an invoiced payment in respect of any set off or counterclaim, provided the invoice supplied by AdoreStyling is in accordance with the Quote and these Terms and any agreed variation.
5.6 If the Vendor fails to pay any invoice for the Goods and Services, AdoreStyling may, at its discretion, but without prejudice to any other remedy, postpone the fulfilment of its obligations under these Terms until such payment (including any extra expenses incurred by AdoreStyling) is made by the Vendor.
5.7 Full payment must be made immediately if the Hire Period commences before the payment terms are met.
6. GST
6.1 If any Goods and Services provided by AdoreStyling are subject to GST as imposed under the GST Act, as well as any other tax, fee, levy, or duty imposed by a competent authority, these costs will be the responsibility of the Vendor. The calculation of such tax, fee, levy, or duty will be based on the rates and assessment methods in effect at the time of delivery. The Vendor is also responsible for any other applicable tax, including withholding tax.
7. Access
7.1 The Vendor must ensure that AdoreStyling has unobstructed access to the Site at all times during the Hire Period to facilitate the provision of Goods and Services.
7.2 AdoreStyling is not responsible for any loss or damage to the Site unless caused by AdoreStyling's negligence.
7.3 The Vendor must allow AdoreStyling, its employees, contractors, and agents access to the Goods at all reasonable times to deliver, install, remove, inspect, test, adjust, maintain, repair, or replace them.
8. Delivery, Installation and Collection
8.1 The Vendor acknowledges that, while AdoreStyling aims to accommodate the advised dates for delivery, installation, and collection, a notice period of two (2) business days is required to address unexpected circumstances.
8.2 The Vendor must ensure that the Site is clean, tidy, and free of clutter on the installation day.
8.3 The Vendor must ensure that any necessary professional cleaning, repairs (including painting), or work required by other contractors is completed before the installation date.
8.4 While AdoreStyling aims to deliver, install, and collect between 9 a.m. and 5 p.m., circumstances may require access to the Site outside of these hours.
8.5 The Goods and Services are to be delivered, installed, and collected from the Site unless otherwise agreed upon in writing.
8.6 By agreeing to the installation, the Vendor acknowledges that AdoreStyling uses permanent wall fixtures to mount wall art. The Vendor understands that these fixtures are designed for long-term placement and that AdoreStyling will not be responsible for the removal of the fixtures following installation. If the Vendor has concerns regarding permanent fixtures, AdoreStyling must be notified in writing no later than two (2) days prior to the scheduled installation date. Failure to provide written notice within this timeframe will constitute acceptance of the permanent wall fixtures as part of the installation process.
9. Risk of goods
9.1 If AdoreStyling forms the reasonable opinion that the Vendor’s Site is not safe or suitable for the provision of the Goods and Services to proceed, AdoreStyling shall be entitled to delay installation of the Goods and Services until satisfied that it is safe or suitable for the provision of the Goods and Services to proceed, or cancel the Goods and Services altogether and retain any deposit.
9.2 In the event the Site is deemed not safe or suitable for installation, AdoreStyling has the right to delay installation and charge a reschedule fee of $500.00 (GST excl) to the Customer, which must be paid before the new installation date is confirmed.
9.3 Risk in the Goods and Services supplied by AdoreStyling to the Vendor will pass to the Vendor immediately upon delivery to the Site. Notwithstanding the delivery of the Goods and Services to the Vendor, full and absolute ownership of and title in the Goods supplied by AdoreStyling to the Vendor under these Terms shall not pass to the Vendor.
9.4 In the event such Goods are lost, damaged, or destroyed, then replacement of the Goods shall be at the Vendor’s expense.
9.5 The Vendor:
(1) will hold any Goods as bailee and fiduciary for AdoreStyling;
(2) agrees that the production of these Terms by AdoreStyling shall be sufficient evidence of AdoreStyling’s rights to receive the insurance proceeds direct from an insurer without the need for any person dealing with AdoreStyling to make further enquiries; and
(3) may not remove or change the manner in which the Goods have been labeled by AdoreStyling.
9.6 The Customer irrevocably authorizes AdoreStyling at any time to enter any premises upon which:
(1) the Goods are stored to enable AdoreStyling to inspect the Goods; and
(2) if the Vendor has breached the Agreement, to reclaim the Goods, and the Vendor will indemnify AdoreStyling against any action, claim, or demand arising out of the exercise by AdoreStyling of its powers under this sub-clause.
9.7 In the event of a default, AdoreStyling may, without prejudice to any of AdoreStyling’s other rights, demand the immediate return of the Goods at the Vendor’s expense.
9.8 The Vendor warrants that any structures to which the Goods and Services are to be affixed are suitable for and able to withstand the provision of the Goods and Services.
10. Security and Charge
10.1 As a consideration for AdoreStyling agreeing to supply the Goods and Services, the Vendor pledges all its rights, title, and interest (whether joint or several) in any land, realty, or other assets capable of being pledged, owned by the Vendor either now or in the future, to secure the performance by the Vendor of its obligations under these Terms (including, but not limited to, the payment of any money).
10.2 The Vendor agrees to indemnify AdoreStyling from and against all costs and disbursements incurred by the Company, including legal costs on an indemnity basis, in exercising the Company's rights under this clause 14.
10.3 The Vendor irrevocably appoints the Company and each director of AdoreStyling as the Customer's true and lawful attorney(s) to perform all necessary acts to give effect to the provisions of this clause 14, including, but not limited to, signing any document on the Customer's behalf.
11. Substitute Goods
11.1 AdoreStyling may, at its discretion, substitute the Goods and Services outlined in the Quote with substitute goods and services of similar quality and style.
11.2 In cases where the Vendor has supplied Goods for AdoreStyling to complete the Services, the Vendor acknowledges and accepts responsibility for those supplied Goods.
12. Responsibility of Adore Styling
12.1 AdoreStyling will provide the following Services:
(1) selection, installation, and placement of Goods on the Site, including hanging art on the walls, using permanent fixings;
(2) arranging delivery and collection of Goods; and
(3) other work incidental to the provision of the Goods and Services, as specified in the Quote.
13. Responsibility of the vendor
13.1 The Vendor is responsible for ensuring that the Vendor site is clean, tidy, and free of clutter on the installation day. Any professional cleaning, repairs, maintenance, or contractor work must be completed before the installation date, unless otherwise agreed to by AdoreStyling.
13.2 The Vendor must ensure that the Goods are available for collection by AdoreStyling at the end of the Hire Period in a clean, dry, and 'as provided' state; otherwise, additional charges may apply.
13.3 The Site must remain:
(1) secured during the Hire Period and any extended periods;
(2) smoke-free;
(3) free of any other emissions or smells that may damage the Goods;
(4) free of pets during delivery, installation, and collection, and if pets are present during the Hire Period, the Vendor bears the cost of any associated damage caused or cleaning required; and
(5) free of pests.
13.4 During the Hire Period, the Vendor is responsible for:
(1) the safekeeping of the Goods;
(2) using the Goods in strict conformity with their intended purpose;
(3) ensuring that the Goods are not moved from the Site (unless in an emergency, in which case the Vendor must contact AdoreStyling immediately afterward);
(4) complying with all relevant laws, bylaws, and regulations applicable to the use and operation of the Goods; and
(5) protecting the Goods against unforeseen events, including but not limited to soiling, damage, fire, tempest, flood, theft, distress, or seizure.
13.5 If the Goods are not returned to AdoreStyling in the condition in which they were provided to the Vendor (subject to reasonable wear and tear), the Vendor must pay AdoreStyling the new replacement cost of the Goods and any other costs incurred due to the loss or damage to the Goods (e.g., cleaning fees, sun damage).
13.6 In the event that any Goods break or become unsafe, the Vendor must ensure that appropriate steps are taken to prevent injuries to persons and to prevent the Goods from sustaining further damage.
13.7 The Vendor must contact AdoreStyling immediately to notify them of any damage to the Goods.
14. Default and Indemnity
14.1 If the Vendor fails to comply with its obligations under these Terms:
(1) the balance of any money owing by the Vendor to AdoreStyling shall immediately become due and payable by the Vendor;
(2) AdoreStyling shall be entitled to charge interest at 10% per month, if any, calculated daily, on any money due and owing and payable by the Vendor to AdoreStyling;
(3) AdoreStyling may withhold the delivery and/or provision of any Goods and Services already ordered or cancel any order not yet fulfilled; and
(4) the Vendor authorizes AdoreStyling to retake possession of any Goods.
14.2 The Vendor indemnifies AdoreStyling, its employees, agents, and subcontractors against:
(1) all damages, losses, expenses, and costs for any claims made against them, whether directly or indirectly sustained. The indemnity includes any claim by any third party for loss or damage to any property, injury, or death of any person, or economic loss arising out of or relating to the Goods and Services or delay in the supply of the Goods and Services; and
(2) all reasonable costs and disbursements that AdoreStyling may incur in recovering any sums due to be paid by the Vendor to AdoreStyling, including but not limited to any debt recovery agency fees, court fees, or legal fees on an indemnity basis.
15. Limitation of Liability
15.1 Section 64A of the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (Act) enables a corporation that has contracted to supply goods and services to limit its liability in certain circumstances for breach of a guarantee implied in the Act.
15.2 Subject to the qualification in Section 64A of the Act, AdoreStyling’s liability for breach of a guarantee implied in Division 1 of Part 3-2 of the Act in the case of goods or services supplied to the Vendor shall be limited to, in the case of goods, any one or more of the following:
(1) replacement of the goods or the supply of equivalent goods;
(2) the repair of the goods;
(3) the payment of the cost of replacing the goods or of acquiring equivalent goods;
(4) the payment of the cost of having the goods repaired, or in the case of services:
(5) the supplying of the services again; or
(6) the payment of the cost of having the services supplied again.
15.3 Except as required by law and as herein provided, all implied warranties and guarantees with respect to the goods and services supplied by AdoreStyling to the Vendor, including, without limitation, guarantees as to quality, fitness for purpose, and sale by sample, are excluded.
15.4 AdoreStyling is not responsible for and does not accept any liability in relation to discrepancies between estimates of quantities it may have prepared based on plans or other information given by or on behalf of the Vendor and quantities the Vendor actually requires. The Vendor warrants that it has verified and, in any event, accepts responsibility for the accuracy of quantities ordered as being in accordance with its requirements.
15.5 The Vendor warrants to AdoreStyling that it will not rely on representations or advice given by AdoreStyling or its employees in connection with the design, installation, or use of goods hired and agrees that AdoreStyling shall not be liable for the consequences of such representations or advice even if made or given negligently.
15.6 AdoreStyling shall not be liable for delay in delivery arising from any cause, including negligence on its part. The Vendor shall not be relieved from any obligation to accept or pay for goods by reason of delay in delivering or dispatch. In no event shall AdoreStyling be responsible for any loss of profits, penalties, expenditure, or damage incurred by the Vendor arising out of any delay in delivery.
15.7 The Vendor acknowledges that advice given by AdoreStyling is of a cosmetic or aesthetic nature and does not extend to the provision of structural or building advice. The Vendor shall seek its own professional advice in respect of any structural alterations or repairs that are to be undertaken.
15.8 AdoreStyling does not warrant or guarantee the Site will sell, will sell any quicker, or for a higher price than if Goods and Services had not been provided.
16. Vendor Insolvency
16.1 If the Vendor:
(1) becomes bankrupt;
(2) is the subject of an application to wind up the Vendor, or if a receiver, a receiver and a manager, or an administrator is appointed in respect of the Vendor or any of the Vendor’s assets; or
(3) makes an arrangement for composition with the Creditors of the Vendor or attempts to make such an arrangement or composition; or
(4) is unable to pay the debts of the Vendor as they fall due; or
(5) ceases business; or
(6) has a mortgagee enter or seek to repossess assets of the Vendor, (each an Insolvency Event) then all money then owing to AdoreStyling (including any amounts which would not otherwise be payable until a later date or dates) shall become immediately due and payable.
17. Cancellation and Deferral
17.1 In the event of cancellation by the Vendor at any time, the deposit paid is non-refundable.
17.2 Any cancellation must be promptly communicated in writing to AdoreStyling by email at: interiors@adorestyling.com.au.
17.3 If the Vendor cancels with less than seven (7) business days' notice before the agreed installation date, AdoreStyling may retain 50% of the total Quote cost.
17.4 Deferrals and date changes are accommodated without cost provided a minimum of two (2) full business days' notice is provided. Any notice less than this will incur a fee of 20% of the total cost.
17.5 The early return of Goods does not qualify for a refund or rebate.
18. Termination
18.1 AdoreStyling may terminate this Agreement, or any part of it, if the Vendor commits or experiences any of the following events:
(1) The Vendor fails to fulfill any of its obligations under the Agreement;
(2) The Vendor fails to rectify any breach of the Agreement within 10 business days of AdoreStyling's request to do so;
(3) The Vendor does not pay any amount owed to AdoreStyling on time, regardless of whether a written demand has been issued;
(4) Any competent authority initiates action to remove the Vendor's name from any company register; or
(5) An Insolvency Event occurs.
18.2 The termination of the Agreement, or any part of it, will not affect the rights and obligations of the parties accrued up to and including the date of termination.
18.3 All amounts paid to AdoreStyling in accordance with the Agreement are non-refundable once paid.
18.4 AdoreStyling may seek urgent interlocutory relief, and the Parties agree that the usual undertakings as to damages are not required from the Vendor.
19. Insurance
19.1 AdoreStyling insures the Goods while they are in transit and once they are placed at the Site against loss resulting from damage, theft, vandalism, fire, and storm damage, excluding flood.
19.2 The Vendor must have appropriate building and contents insurance that a prudent person would have, considering the value of the Goods.
19.3 The Vendor is responsible for the equivalent amount of the excess: $500.00 inclusive of GST.
19.4 The Vendor is responsible for the value of any Goods loss exceeding $10,000 inclusive of
20. GST
20.1 All amounts payable related to the claim must be settled within five (5) business days, or interest and penalties will accrue.
20.2 The Vendor and/or the Vendor’s agents must handle all reporting to the Police in cases of theft or malicious damage and loss, and must do anything else required to facilitate the Insurance Claim, notifying AdoreStyling immediately.
21. Intellectual Property
21.1 AdoreStyling reserves the right to capture photographs and videos of the Site and the Goods and Services. The rights to these visuals shall exclusively belong to AdoreStyling, which may use them for various purposes, including promotional and training purposes.
21.2 The Vendor grants AdoreStyling a license to use images produced by third parties of the Site and the Goods and Services for any purpose, including promotional and training purposes.
21.3 The Vendor may choose to opt out of the use of these images for external promotional purposes by notifying AdoreStyling in writing via email (interiors@adorestyling.com.au) before accepting the Quote.
22. Vendor Input Limitation
22.1 AdoreStyling reserves the right to exclusively determine all aspects of styling services provided. The vendor agrees that input regarding styling preferences, choices, or decisions will not be accepted.
23. Force Majeure
23.1 AdoreStyling may suspend agreements and deliveries in the event of a strike, lockout, trade dispute, fire, tempest, breakdown, theft, crime, force majeure, or the Company's inability to procure necessary materials or articles, preventing or inhibiting the performance of the Agreement by AdoreStyling.
23.2 AdoreStyling does not accept responsibility for any default, delay, loss, or damage due to any of the above causes or to any other cause beyond its control.
23.3 In such circumstances, AdoreStyling shall be entitled to terminate the Agreement with the Vendor, and the Vendor shall not have any claim for damages arising out of the cancellation.
24. Time
24.1 Time shall be of the essence for the Vendor’s obligations under these Terms.
25. Notices
25.1 Any notice from one party to the other will be considered properly served if delivered by prepaid post, in person, via facsimile, or by email. Notice is deemed effective immediately upon transmission if delivered in person, by email, or by facsimile.
25.2 If sent by prepaid post to the party at their registered office or last known place of business, it will be considered received within two days of posting.
25.3 The designated email address for AdoreStyling is: interiors@adorestyling.com.au
26. Assignment
26.1 The Vendor may not assign its interest in this Agreement or any part of it without the prior written consent of AdoreStyling.
26.2 AdoreStyling may assign any of its rights or obligations under this Agreement.
27. Governing Law and Jurisdiction
27.1 This Agreement is governed by the law of the Australian Capital Territory and the parties submit to the non- exclusive jurisdiction of the courts of the Australian Capital Territory. Neither party may object to the Australian Capital Territory as the forum for any proceeding.
28. Entire Agreement
28.1 The Agreement will constitute the entire agreement of the parties about their subject matter and supersede all previous agreements, understandings and negotiations on that subject matter.
29. Severability
29.1 If any part of a provision of these Terms is unenforceable or illegal in a jurisdiction it is severed for that jurisdiction. The remainder of these Terms will have full force and effect, and the validity or enforceability of the Agreement in any other jurisdiction is not affected. This clause has no effect if the severance alters the basic nature of the Agreement or is contrary to public policy.