General Trading Conditions These Conditions of Sale apply to all Buyers in respect of all goods supplied by Magusto Wines Pty Ltd.

Orders Magusto Wines Pty Ltd will accept orders only if they conform to these Terms and Conditions. Orders that specify terms inconsistent with these Conditions require the prior written approval of Magusto Wines Pty Ltd. All orders must be signed by an authorised representative of the Buyer.

Delivery Where a delivery date is specified on an order, Magusto Wines Pty Ltd will use its best endeavours to effect delivery on that date. Failure to deliver on the specified date shall not give rise to any rights or cause of action against Magusto Wines Pty Ltd. Magusto Wines Pty Ltd expressly reserves the right to make partial deliveries and to amend the terms of supply; such amendments will apply to wines ordered but not yet delivered.

Minimum Order Value Magusto Wines Pty Ltd reserves the right to impose minimum order values.

Pricing All prices quoted in Magusto Wines Pty Ltd price lists and catalogues are subject to change without prior notice. Magusto Wines Pty Ltd reserves the right to invoice goods at the revised prices prevailing at the time of supply rather than at the prices in effect when the Buyer placed the order.

Credit Accounts Buyers may apply to open a credit account with Magusto Wines Pty Ltd after completing an initial period of three (3) purchases paid in advance. Where an account is approved, wines will be supplied up to an assigned credit limit. Magusto Wines Pty Ltd reserves the right to vary a Buyer’s credit limit at any time, without obligation to provide reasons.

Supply Conditions Wines are supplied at the invoiced price on the condition that payment is made in accordance with the terms stated on the Magusto Wines Pty Ltd invoice, or on any other credit terms expressly specified in writing by Magusto Wines Pty Ltd. If the Buyer’s account becomes overdue at any time, the entire outstanding balance shall become immediately due and payable, and Magusto Wines Pty Ltd may, at its discretion, determine whether to continue supply.

Payments Payments of invoices must be made to the Magusto Wines Pty Ltd bank account specified on the invoice. An account will only be considered paid once payment is received by Magusto Wines Pty Ltd in cash or as cleared funds. Cheques or other negotiable instruments will not be regarded as discharged until they have been cleared by Magusto Wines Pty Ltd’s bank. All invoices are payable by the due date shown on each individual invoice.

Overdue Payments Interest on overdue accounts shall accrue at a rate of 2% per month, commencing one day after the date of the overdue invoice.

Delivery Wines will be delivered to the address specified on the Buyer’s official order, in accordance with the delivery terms and conditions issued by Magusto Wines Pty Ltd.

The Buyer or the Buyer’s authorised agent must sign a consignment note upon delivery; such signature shall constitute conclusive evidence of delivery. Any discrepancies must be notified to Magusto Wines Pty Ltd within two (2) working days of delivery; absent such notification, deliveries will be deemed accepted and final.

Magusto Wines Pty Ltd will not accept returns of wines if delivery has been accepted by the Buyer. All returns require prior written approval from Magusto Wines Pty Ltd and must be consigned to the address nominated by Magusto Wines Pty Ltd. Unauthorized returns will be refused; the carrier will be instructed to return such goods to the Buyer at the Buyer’s expense.

All claims relating to incorrect, damaged or faulty goods must be submitted to Magusto Wines Pty Ltd within two (2) days of receipt of the goods that are the subject of the claim.

Claims for non-receipt of an entire consignment must be submitted in writing within five (5) days following issuance of Magusto Wines Pty Ltd’s monthly statement of account to the Buyer.

Warranty To the fullest extent permitted by law, all guarantees, warranties, representations, promises, conditions or statements, whether express or implied and whether statutory or otherwise, concerning the wines supplied are excluded, except where expressly provided otherwise in these Terms and Conditions. This exclusion includes, without limitation, any assurances as to merchantability, suitability or fitness for any particular purpose, profitability, or any other attributes, consequences or benefits that might be derived from or in connection with the use of such goods.

Risk Risk in respect of the wines shall pass to the Buyer at the moment the goods leave the designated pick-up address of Magusto Wines Pty Ltd.

Title Legal and beneficial title to the goods supplied under these Terms and Conditions shall remain vested in Magusto Wines Pty Ltd and shall not pass to the Buyer until all amounts payable in respect of those goods (including, without limitation, interest, freight and insurance charges) have been paid in full to Magusto Wines Pty Ltd.

Magusto Wines Pty Ltd may, at its option, recover goods in which it retains title, and for that purpose an authorised employee or agent of Magusto Wines Pty Ltd is permitted to enter the Buyer’s premises. The Buyer shall, upon request, promptly deliver up such goods. Until title passes, the Buyer shall hold the goods as fiduciary bailee for Magusto Wines Pty Ltd. Notwithstanding the foregoing, the Buyer is permitted to sell the goods in the ordinary course of its business.

Set-off A complaint alleging that goods are faulty shall not entitle the Buyer to withhold payment of any amounts due to Magusto Wines Pty Ltd, nor shall it give rise to any right of set-off, unless and until Magusto Wines Pty Ltd has expressly admitted and quantified any allowance or adjustment.

The agreement arising from Magusto Wines’ acceptance of orders shall be governed by the laws of the State of Victoria, Australia.

In the event of any dispute between the parties, the parties shall first seek to resolve the matter through mediation before initiating any legal proceedings.