These Terms apply to goods and agreed services supplied by Knox One Pty Ltd (ABN 87 149 600 671), including Verdecor, Knox System and other Company brands. The Company is the contracting supplier regardless of the product brand.
1. Application, definitions and priority
1.1 "Company", "we" and "us" mean Knox One Pty Ltd. "Customer" or "you" means the purchasing individual or entity. "Goods" means products supplied by us; "services" means services expressly agreed in writing. "Business day" means a weekday other than a public holiday observed in Victoria.
1.2 We supply trade and other eligible customers. Nothing excludes or limits a right, guarantee, remedy or liability that cannot lawfully be excluded, including applicable Australian Consumer Law rights and unfair contract terms protections. A business customer may have statutory rights depending on the transaction.
1.3 These Terms form part of an accepted order when made available before acceptance. A specific written agreement accepted by both parties prevails over inconsistent general terms. Product-specific warranties govern their stated coverage; the Returns & Restocking and Order Processing & Delivery policies govern their respective procedures. Mandatory law prevails.
1.4 Customer purchase-order terms apply only if expressly accepted by us in writing. These Terms do not retrospectively replace signed agreements or reduce rights under an earlier purchase.
2. Quotations, orders and product selection
2.1 Written quotations are valid for 30 days unless stated otherwise, subject to stated conditions and stock availability. Orders require our written acceptance or order confirmation; an automated receipt is not acceptance.
2.2 Confirm product codes, quantities, dimensions, finishes and delivery requirements. You are responsible for the accuracy of measurements, drawings and specifications you provide, and for checking any approval drawing before fabrication. Tell us any special intended use before ordering. Applicable product ratings, installation instructions and expressly agreed specifications govern selection; statutory rights concerning description and fitness for a disclosed purpose remain.
2.3 Samples and screen images may show normal minor colour or texture variation, but do not authorise materially different goods or override an express description, sample or statutory guarantee.
2.4 Changes or cancellation after acceptance require our written agreement, except where you have a legal right to cancel. For custom or special-order goods, reasonable documented non-recoverable costs already incurred or committed specifically for your order may be recovered. We will explain those costs and any proposed deposit deduction before you agree to cancellation. Deposits are not automatically forfeited. No cancellation charge applies because of our breach or the exercise of a statutory remedy.
2.5 If you place an order for a business, you confirm that you have authority to bind that business. Keep account contact details current and protect your account credentials. Notify us promptly of suspected unauthorised orders; responsibility for such an order depends on the facts and applicable law.
3. Pricing, GST and adjustments
3.1 Amounts are in Australian dollars. Unless expressly stated otherwise, trade quotations and policy fees are exclusive of GST. GST is added at the applicable rate, currently 10%. Freight and any other additional charges are identified separately. The total payable is disclosed before acceptance; consumer-facing prices include GST and unavoidable charges where required by law.
3.2 Before acceptance, we may correct a manifest error or revise a quotation. Changing a website price list does not increase an accepted price. A post-acceptance change needs your written agreement or an expressly agreed lawful adjustment mechanism.
3.3 For a proposed adjustment under an agreed tax, duty or other specified mechanism, we will explain it in writing. You may decline and cancel affected undelivered goods within 7 calendar days without penalty; relevant advance payments will be refunded.
4. Invoicing and payment
4.1 Approved credit-account invoices are issued on fulfilment (dispatch or collection, as applicable). Part fulfilments are invoiced separately for quantities fulfilled. The statement month is determined by the fulfilment date.
4.2 Unless approved otherwise in writing, approved credit accounts are payable 30 calendar days after the end of the fulfilment month (EOM + 30). For example, goods fulfilled during October are due on 30 November. The applicable due date is shown on the invoice or account statement.
4.3 Non-credit accounts require cleared payment before release. A pro forma invoice or payment request may precede release. Custom-order deposits are as quoted.
4.4 Notify an apparent invoice error within 7 calendar days where practicable. We will investigate; the period does not remove rights concerning a later-discovered error. Pay undisputed amounts on time. Lawful withholding, deduction or set-off is not prohibited.
4.5 Payment surcharges apply only where lawful, within legal limits, and after disclosure before payment. Account documents and notices may be emailed to your nominated address.
5. Credit limits, holds and overdue accounts
5.1 Credit is subject to written approval and an approved limit. Before supply, we may review overdue balances, the approved limit and the exposure from the proposed shipment. If a shipment would exceed the available limit, we may require an agreed prepayment or other reasonable arrangement before release.
5.2 If your credit account has overdue amounts, we may suspend further supply, including a new order paid separately. We will identify the overdue invoices and explain what is required to release the order. Funds paid for a specific new order are not applied to old invoices without agreement. If you do not wish to wait, contact us to cancel the held new order and obtain a refund of its allocated payment, subject to clause 2.4 for custom or special-order goods. Existing debt remains payable. Genuine invoice disputes and lawful withholding rights will be considered.
5.3 We may reduce, suspend or withdraw credit on reasonable grounds, including persistent overdue payment, material deterioration in creditworthiness or insolvency risk. We will provide reasonable written notice and an explanation, unless an urgent material risk justifies immediate suspension. Payment of overdue amounts does not automatically reinstate credit. A credit change does not accelerate invoices not yet due unless separately and lawfully agreed.
5.4 If expressly agreed in writing for an approved business credit account, overdue interest may be charged at 2 percentage points per annum above the rate under the Penalty Interest Rates Act 1983 (Victoria), calculated daily as simple interest on overdue undisputed principal. It does not compound and must remain lawful.
5.5 Reasonable properly incurred recovery costs caused by your default are payable only to the extent legally recoverable. They exclude ordinary overheads, unreasonable fees and double recovery. A later website update alone cannot impose an undisclosed, unagreed fee.
6. Delivery, inspection and returns
6.1 Delivery follows the Order Processing & Delivery Policy. Risk passes on actual delivery or collection, including expressly authorised safe unattended placement completed as instructed. Arrival without handover or authorised placement is insufficient.
6.2 Inspect within 2 business days where practicable. Notify visible defects, shortages or incorrect goods in writing within 7 calendar days. Report concealed defects promptly when discovered. These periods do not automatically bar warranty or statutory claims.
6.3 Change-of-mind returns require written approval and follow the Returns & Restocking Policy, including its 7-day request period and fees. Those restrictions and fees do not apply to a remedy required for a defect or our delivery error.
7. Ownership and PPSA security
7.1 Title remains with us until the amounts payable for those goods under the relevant supply contract are fully paid. Take reasonable care and keep unpaid goods identifiable where practicable. Do not pledge or grant another security interest over them without our written consent, except where permitted by law. The ordinary-course processing and resale permission in clause 7.2 remains.
7.2 Trade customers may process or resell in the ordinary course before title passes if the account is not in material default. Payment remains due; security extends to identifiable proceeds to the extent lawful.
7.3 For credit supplies these Terms are a security agreement under the Personal Property Securities Act 2009 (Cth). You grant security in supplied goods and identifiable proceeds for related payment obligations. We may register it on the PPSR, including a purchase money security interest where applicable.
7.4 Provide accurate legal-entity details and reasonable assistance needed for registration. Registration costs payable by you must be reasonable and disclosed before agreement. If a material payment default remains unremedied after reasonable notice, we may exercise lawful security and recovery rights concerning identifiable unpaid goods. Any inspection, repossession or entry must comply with the law and applicable notice requirements.
8. Product warranties and remedies
8.1 Warranties are brand- and product-specific. The Verdecor Limited Warranty covers its listed panels only and sets no period for Knox System hardware or other brands. Separate written warranties supplied with other products govern those products.
8.2 If consumer guarantees apply, remedies follow the law and the failure. For a major goods failure, you may choose replacement or refund and other lawful remedies. For a remediable non-major failure, we provide a lawful replacement within a reasonable time. Nothing limits any additional remedy or choice that the law requires.
8.3 For a verified claim under our voluntary product warranties, we replace the affected covered product or component without charge rather than repair it. If it is discontinued or a like-for-like replacement is unavailable, we may refund the affected price paid or supply a reasonably suitable similar product agreed with you. Other verified supply failures receive appropriate correction, replacement or refund. You need not pursue a manufacturer or carrier instead of a valid claim against us.
9. Liability and customer conduct
9.1 For business contractual claims other than non-excludable statutory claims, and only where lawful, fair and reasonable, our liability for affected goods or services is limited to replacement, resupply, refund of their price or the reasonable cost of obtaining the relevant remedy. This limitation does not apply to fraud, wilful misconduct, death or personal injury caused by our negligence, or any liability that the law does not permit us to limit. It does not limit a statutory right or remedy preserved by clause 1.2.
9.2 For those lawfully limited contractual claims only, indirect or consequential business loss, including lost profit and downtime, is excluded. This does not exclude reasonably foreseeable loss recoverable under the Australian Consumer Law.
9.3 Use, store and install reasonably and follow instructions. You are responsible for lawful, reasonable loss directly caused by your unlawful acts, material breach or negligent misuse, excluding loss caused or contributed to by us. Both parties should minimise avoidable loss.
10. Disruption, suspension and cancellation
10.1 A party affected by an event beyond reasonable control, such as natural disaster, industrial action, government restriction or unavoidable transport disruption, must promptly notify the other and take reasonable steps to minimise its effect. Only the obligation actually prevented is affected, for the period reasonably necessary. Payment for goods already supplied remains due.
10.2 If supply cannot resume in a reasonable time, either party may cancel the affected unfulfilled portion without penalty. Advance payments for unsupplied goods or services are refunded. Statutory rights remain unaffected.
10.3 For material breach, allow a reasonable remedy opportunity by written notice where practicable, then terminate the affected agreement if unremedied. Accrued payment duties, valid claims and supplied-product warranties survive.
11. Intellectual property and privacy
11.1 Trademarks, original product content and licensed material remain their owners' property. Technical information may be used for legitimate selection, fabrication and installation. Unrelated commercial reproduction needs permission.
11.2 Personal information follows our Privacy Policy. Credit applications, guarantees and regulated credit reporting require their applicable notices and lawful authority; website use is not blanket consent to consumer credit checks.
11.3 You confirm that you may lawfully authorise use of any drawings, designs, logos or other material you supply for your order. You are responsible for reasonable losses directly caused by infringement arising from that material, to the extent caused by your breach of this obligation. You are not responsible for loss caused by our unauthorised changes, negligence or breach.
12. Disputes, governing law and updates
12.1 Contact us in writing with relevant details. Both parties will seek prompt good-faith resolution, without preventing access to a regulator, court, tribunal or urgent remedy.
12.2 Victorian and applicable Commonwealth law apply. Victorian courts have non-exclusive jurisdiction, subject to mandatory rights to claim elsewhere.
12.3 An unlawful provision is read down or severed as necessary; others continue. These Terms and accepted written order documents form the agreement without excluding actionable representations or statutory rights.
12.4 Updates apply prospectively to orders accepted after the new version is available. They do not retrospectively alter accepted orders, credit agreements or warranties without lawful agreement.
12.5 A failure or delay to exercise a right does not by itself waive it. A waiver must be clear and in writing and applies only to the stated matter. Notices should be sent to the nominated contact details; notify the other party promptly of changes.
13. Contact
Knox One Pty Ltd | ABN 87 149 600 671
13-15 Endeavour Way, Braeside, VIC 3195, Australia
Telephone: (03) 9543 6666
Sales: sales@verdecor.com.au
Accounts: accounts@knoxone.com.au