Terms & Conditions
COS Terms
These standard terms and conditions apply to all sale of products or provision of services by Complete Office Supplies Pty Limited ABN 92 001 634 715 (“COS”) to any customer (“the Customer”).
- ORDERS
(a) The Customer confirms that, regardless of whether it is ordering directly through COSnet, through COS’s Customer Support or a COS sales representative, or through an integrated ordering system, all the details that it provides when placing an order and making an offer to purchase products are true and correct.
(b) COS is not bound to fulfil any order until the order is accepted into COS’s computer system. COS reserves the right to accept or reject any order in whole or in part.
(c) A Customer cannot cancel an order after it has been accepted into COS’s computer system.
(d) A Minimum order value of $25.00 (excl. GST) is required for all orders placed directly through COSnet or through COS’s Customer Support or a COS sales representative, or through an integrated ordering system.
- MINIMUM ORDER VALUES AND FEES
(a) COS may apply minimum order values, delivery fees and small order handling fees depending on the customers location, order value, product type or customer segment.
(b) Applicable fees and thresholds will be communicated to the Customer at the time of ordering, in quotes, or via COSnet.
(c) COS reserves the right to vary such fees and thresholds from time to time without prior notice, and the Customer agrees to pay all applicable fees at the time an order is placed.
- FURNITURE, TECHNOLOGY, PRINT AND PROMOTIONAL ITEMS
(a) COS may require the Customer to pay a deposit to COS for orders of furniture, technology, print or promotional items. The deposit is non-refundable, except if the product supplied by COS contravenes a guarantee described in clause 14 or any other guarantee which cannot be excluded under law.
(b) At the time of the order, COS will notify the Customer of when the balance of the price must be paid. This may be before delivery, at the time of installation of the products, or otherwise in accordance with the terms of payment set out in clause 8.
- SPECIAL BUY INS AND CUSTOMER SPECIFIC STOCK
(a) Special buy ins and customer specific stock are products sourced specifically or made specifically for the Customer. The Customer may be required to enter into a separate agreement with COS with respect to these products. These products cannot be returned, except where it breaches a guarantee described in clause 14 or any other guarantee which cannot be excluded under law.
(b) The Customer warrants that any logos, photographs or other material provided by the Customer in connection with specific buy ins or customer specific stock do not infringe any rights, including intellectual property rights (whether registered or not), of third parties.
(c) Where the Customer has agreed to purchase special buy ins and customer specific stock over time, COS has purchased that stock for supply to the Customer and the Customer does not comply with the agreed timeframe(s) for purchase (or 30-day notice from COS in the absence of an agreed timeframe) then at COS’s option:
(i) COS is entitled to charge a storage fee for such stock;
(ii) COS may invoice the Customer for the whole (or any part) of the stock; and
(iii) COS may arrange for the stock to be destroyed or otherwise disposed of, sold or used in the event that the Customer fails to pay for and collect or take delivery of the stock, and all costs so incurred shall be a debt due to COS by the Customer.
- SPECIALS, PROMOTIONS, CLEARANCE, OFFERS AND DISCOUNTS
(a) All specials, promotions, clearances, offers and discounted items are subject to their specific terms and conditions and are whilst stocks last unless otherwise indicated.
(b) No other discount is valid with any offer for clearance products or products that are sold as part of a clearance sale. These products are not returnable once ordered except where any products have been supplied by COS in contravention of the guarantees described in clause 14 or any other guarantee which cannot be excluded under law.
- DELIVERY
(a) Method. COS delivers products using a combination of dedicated COS drivers and 3rd party transport companies, depending on the Customer’s location. Furniture and technology products may be delivered to the Customer direct from the supplier.
(b) Costs. Delivery costs may be influenced by the size and weight of the product(s) and the Customer’s location. For online orders, delivery costs are calculated in the shopping cart and will be added to the order total before checkout. For all other orders, delivery costs are as specified in the quote provided to the Customer by COS.
(c) Timeframe. For products other than furniture or technology products, unless otherwise specified by COS, COS aims to dispatch orders within 1 business day and delivery times are estimated at between 1 and 3 business days. Unless otherwise specified by COS, delivery times for furniture and technology products are estimated at between 1 to 3 weeks and Customer will be advised of the estimated delivery time at the time of order placement. COS does not give any guarantee with respect to delivery times.
(d) Delivery is deemed to occur when the products are delivered to the Customer’s nominated delivery address, including where products are left unattended at that location in accordance with delivery instructions.
- TITLE AND RISK
(a) Title in products passes to the Customer on payment in full for those products.
(b) Risk in the products passes to the Customer on delivery of the products to the Customer or the delivery point specified in the purchase order.
(c) If any payment owed by the Customer on any account is overdue, COS may recover the products if they are in the Customer’s possession and re-sell the products. For the purpose of recovering the products, the Customer agrees to allow COS, its servants or agents to enter upon the Customer’s or other premises upon which the products are located during the Customer’s business hours.
(d) The Customer has the right to dispose of the products in the course of its business for the account of COS and to pass good title to the products to its customer being a bona fide purchaser for value without notice of COS’s rights. If the products are on-sold prior to COS being paid in full then the sale proceeds are deemed to be held in trust by the Customer for COS.
- PAYMENT
(a) COS is not obliged to accept any order for products on credit. Without limiting COS’s discretion to refuse any order, COS may not accept an order for products on credit from a Customer until that Customer has submitted a credit application and that credit application has been approved by COS.
(b) Payment by approved customers is to be made within 30 days of the issue of invoice. Customers on the monthly billing program must pay within 15 days of the end of the calendar month of purchase in full.
(c) Interest at the rate of 1.5% per calendar month (or part thereof) will be charged per calendar month (or part thereof) on all overdue amounts, unless expressly waived by COS.
(d) Credit card payments or payments made via alternative checkout methods (such as PayPal, Afterpay etc.) will incur a fee.
- ACCOUNT MANAGEMENT
(a) COS reserves the right to suspend or terminate a Customer’s account, refuse supply or restrict access to COSnet at its discretion.
(b) Without limiting clause (a), COS may take such action where the Customer is in breach of these terms and conditions or has overdue payments.
- RECOVERY OF LEGAL COSTS AND COLLECTION EXPENSES BY COS
(a) In the event of non-payment of a valid tax invoice issued by COS, COS reserves the right to commence collection action and stop delivery of products and/or services.
(b) Should legal action become necessary in COS’s opinion, legal action may include recovery of the outstanding debt including any reasonable legal costs and disbursements incurred by COS on a solicitor/client basis, and any collection expenses incurred.
(c) In the event that COS commences legal action against a Customer, the Customer shall indemnify COS in respect of, and must pay to COS on request, any reasonable costs and expenses (including legal and related costs on a solicitor/client basis) incurred by COS in enforcing its rights against the Customer.
- RETURNS FOR CREDIT
(a) The Customer may return a product for credit (but not a refund) if the Customer returns the product within 14 days of delivery in a saleable condition and in its original packaging. This does not apply for products that are categorised as furniture, technology, print or promotional items, or products which are special buy ins, customer specific stock, specials, clearances, promotions, offers and discounted items.
(b) The Customer is responsible for the costs of return and must submit a request for the product to be returned and receive confirmation from COS to return the product before returning it.
(c) If the Customer wishes to return products after 14 days following delivery, then this will be at the sole discretion of COS and if COS agrees to provide a credit, a re-stocking fee may be deducted from the credit.
(d) This clause 11 does not apply to damaged or defective products, products delivered after their “use by” or “best before date” or products which are not otherwise in accordance with the Customer’s order or the guarantees described in clause 14 or any other guarantee which cannot be excluded under law.
- WARRANTIES
(a) Warranties are available for select goods as specified on COSnet.
(b) The benefits provided in these warranties are in addition to other rights and remedies of a consumer under the Australian Consumer Law, and any other laws applicable to the goods.
(c) The warranty period will be stated in the goods description advertised, on your sale order or on the goods. Repaired or replaced goods or parts carry only the unexpired portion of the original warranty period.
(d) The warranty will not apply if:
(i) repairs to a good are made or attempted by a service provider other than one approved in writing by us or the manufacturer in advance;
(ii) the good has not been used or maintained in accordance with the manufacturer’s instructions as provided with the good;
(iii) the Customer uses the good in an abnormal manner for example if the good is abused, misused, dropped, crushed, impacted with any hard surface, exposed to extreme heat (including fire) or cold, cleaned improperly, not maintained properly or used after partial failure.
(iv) the good is damaged due to storage, handling, transportation or improper disassembly or assembly;
(v) the good has been modified, incorrectly adjusted or operated, subjected to incorrect electrical supply or inconsistent electrical supply or used with inappropriate accessories;
(vi) the good is tampered with in any way;
(vii) the good’s serial number, as applied by the manufacturer, has been altered or removed from the good; or
(viii) any other exclusion set out in the product warranty published on COSnet or provided with the product applies.
(e) To claim under this warranty, the Customer must notify COS of any claim in writing as soon as reasonably practicable after it becomes aware of the defect giving rise to the warranty claim.
(f) As part of the claims process, COS may require the Customer to return the goods. Prior to returning any goods to COS, Customer must obtain a credit return authorisation number which must be clearly shown on the outside of the packaging when returning the goods to COS.
- RETURNS FOR FURNITURE, TECHNOLOGY, PRINT AND PROMOTIONAL ITEMS
(a) COS does not accept returns for any product categorised as furniture, technology, print or promotional items, except where it is required to accept a return under law, including under Australian Consumer Law. An example of where COS might be required to accept a return under law is if the product supplied breaches a guarantee described in clause 14.
(b) If a Customer considers that COS has supplied any product categorised as furniture, technology, print or promotional items in contravention of the guarantees described in clause 14:
(i) the Customer must submit a request for the product to be returned and receive confirmation from COS to return the product before returning it.
(ii) without any admission of liability, COS may return the product to the manufacturer to determine the nature of the problem before COS offers a remedy to the Customer (such as a return or credit);
(iii) COS may choose to repair products based on manufacturers policy, send the product for repair by the manufacturer’s authorised repair agents advised or offer another remedy.
- OUR GUARANTEE
(a) Our goods come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure.
(b) These terms and conditions must be read subject to the provisions of the Competition and Consumer Act 2010 (Cth).
- FORCE MAJEURE
(a) COS is not liable for any delay or failure to perform its obligations where such delay or failure is due to events beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, supply chain disruptions, transport delays, labour shortages or industrial disputes.
(b) COS may suspend or delay performances of its obligations for the duration of such an event without liability to the Customer.
(c) Where the delay continues for an extended period, COS may cancel any affected order without liability.
- LIABILITY
(a) If the products or services are not of a kind ordinarily acquired for personal, domestic or household use, COS limits the amount of its liability, at its option, to:
(i) in the case of products, any one or more of the following:
(A) the replacement of the products or the supply of equivalent products;
(B) the repair of the products;
(C) the payment of the cost of replacing the products or of acquiring equivalent products; or
(D) the payment of the cost of having the products repaired.
(ii) in the case of services:
(A) the supplying of the services again; or
(B) the payment of the cost of having the services supplied again.
(b) To the extent permitted by law, it is the Customer’s sole responsibility to ensure that the products or services supplied are sufficient and suitable for the purposes of the Customer.
(c) Subject to any other terms of these terms and conditions, a party is not liable to the other party for indirect or consequential damages relating to these terms and conditions or the sale of products or services.
- INDEMNITY
(a) The Customer must indemnify COS against any loss, action, suit, claim, demand, cost or expense (Loss) COS suffers or incurs as a result of:
(i) the Customer’s breach of its obligations under this Agreement;
(ii) the Customer’s non-compliance with any applicable law;
(iii) the use of the goods by the Customer otherwise in accordance with specifications or intended use; and
(iv) the Customer’s negligence.
(b) The Customer’s liability to indemnify COS for Loss is reduced to the extent the Loss is directly caused by the acts or omissions of COS.
(c) COS must use reasonable endeavours to mitigate the Loss.
- PERSONAL PROPERTY SECURITIES
(a) The Customer acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the Personal Property Securities Act 2009 (Cth) (“PPSA“) (“Security Agreement”) and creates a security interest in all products supplied by COS on credit from time to time and any proceeds of the sale of the products to secure payment for the products (“Security Interest”).
(b) The Customer further agrees that COS may lodge a financing statement on the Personal Property Securities Register established under the PPSA in respect of the Security Interest and the proceeds of the sale of the products, including as a purchase money security interest (“PMSI“).
(c) The Customer must do all things reasonably required (including providing information, providing consents and signing documents) to enable COS to acquire, maintain and enforce a perfected Security Interest in the products.
(d) If the Customer disposes of the products, the Customer must immediately use those proceeds to repay any amount the Customer owes to COS, which COS may apply in the order specified in s 14(6)(c) of the PPSA. The Customer must also not grant another security interest over those proceeds that ranks ahead of COS’s Security Interest.
(e) If a higher-priority security interest does arise in the products despite clause 18(d) , the Customer must ensure that the Customer receives cash proceeds equal to at least the market value of the products and immediately pay those proceeds to COS to reduce the amount owing to COS.
(f) The Customer must not act in a manner that would detriment COS’s registered Security Interest without COS’s prior written consent. This may include changing its structure, status or partnership, assigning or selling its business or amending any registered documentation.
(g) To the extent permitted by law:
(i) for the purposes of sections 115(1) and 115(7) of the PPSA, COS need not comply with sections 95, 118, 121(4), 125, 129(2), 129(3), 130, 132(3)(d) or 132(4) and sections 142 and 143 are excluded; and
(ii) for the purposes of section 115(7) of the PPSA, COS need not comply with sections 132 and 137(3).
(h) To the extent permitted by law, the Customer agrees to waive its rights to receive any notice required under the PPSA (including a notice of a verification statement).
(i) The parties must not disclose information of the kind mentioned in section 275(1) of the PPSA, except in the circumstances where:
(i) disclosure is required by sections 275(7)(b) to (e) of the PPSA;
(ii) a party reasonably believes the disclosure necessary to comply its obligations under the PPSA or any other law; or
(iii) COS discloses information of a kind mentioned in section 275(1) of the PPSA to the extent that COS is not doing so in response to a request made by an “interested person” (as defined in section 275(9) of the PPSA) pursuant to section 275(1) of the PPSA.
(j) Notwithstanding clause 18(i), the Customer must only authorise the disclosure of information under section 275(7)(c) or request information under section 275(7)(d) of the PPSA, if COS approves such disclosure or request for information in writing.
(k) If the Customer defaults in the timely performance of any obligation owed to COS, COS may enforce the Security Interest by exercising any of COS’s rights. The Customer agrees to pay all costs reasonably incurred by COS in enforcing or attempting to enforce the Security Interest.
- INTELLECTUAL PROPERTY AND RESTRICTIONS ON USE OF CONTENT
Unless expressly stated otherwise, all intellectual property rights appearing on COS’s website, such as names, trademarks (registered and unregistered), logos and copyright material, are owned by COS and/or its related companies or the third-party supplier of the relevant product. The Customer must not use that intellectual property, except as expressly permitted by COS in writing or in the case of copyright material, as permitted by Australian and international copyright laws).
- PRIVACY AND PERSONAL INFORMATION
The collection, use and disclosure of personal information provided by the Customer to COS is governed by COS’s Privacy Policy.
COSnet and COS’s website may use cookies and similar technologies to improve functionality, user experience and performance. By using COSnet, the Customer consents to such use as outlined in COS’s Privacy Policy.
- DISCLAIMER
While COS takes reasonable steps to ensure that its website is accurate, the website and its contents are provided on an “as is” basis. To the maximum extent permitted by law, all warranties in respect of COS’s website (including the content of or use of this site, the security of the Customer’s computer in accessing this site, computer viruses, the availability, uptime and security of this site and the integrity of data accessed through this site) are excluded. COS reserves the right to revise the content of, or withdraw access to COS’s website at any time without notice or liability to the Customer.
- PRODUCT INFORMATION AND SUSTAINABILITY CLAIMS
(a) Product descriptions, specifications and sustainability attributes (including but not limited to environmental claims, recyclability or carbon-related statements) are based on information provided by suppliers or manufacturers.
(b) While COS takes reasonable steps to ensure accuracy, such information may change without notice and is not guaranteed unless expressly confirmed in writing by COS.
(c) The Customer acknowledges that it does not rely solely on such information when making purchasing decisions.
- COSNET LOGIN
COSnet is the COS website available at https://www.cos.net.au/ and is amended from time to time.
The login details for COSnet are intended to be used only by the Customer’s authorised representatives. The Customer must not disclose its login details to anyone other than current employees authorised to place orders through COSnet. The Customer must keep the login details secure, prevent use of its COSnet login details by any unauthorised person and immediately change its password if it knows or suspects that an unauthorised person has the login details.
- COSNET USAGE
The Customer must, and must ensure that its employees, agents and contractors:
(a) not use COSnet or any modem connection with COS in order to gain unauthorised access to any computer system of COS;
(b) use COSnet only for its intended purposes and comply with the law in using this website;
(c) not use the COSnet account login details of any other person;
(d) not damage, disrupt or interfere with COSnet;
(e) not interfere with or compromise the security of COSnet, COS’ network or COS’ host service. For example but not limited to, attempting to transmit any malware, spamming, phishing, email bombing;
(f) not disrupt or interfere with any other user’s use of COSnet or the security of their account; and
(g) not use COSnet login access for any purpose other than for the ordering of goods from COS.
- CYBERSECURITY
(a) The Customer must comply with the cybersecurity policy of COS, as provided by COS from time to time.
(b) In the unlikely event of the Customer obtaining unauthorised or unintended access to third party personal information (as that term is defined in the Privacy Act 1988 (Cth)) from COS, the Customer must as soon as reasonably practicable:
(i) notify COS of its possession of the personal information;
(ii) at the option of COS, return or destroy the personal information; and
(iii) comply with the reasonable requests of COS to remedy the data breach.
- LINKS TO THIRD PARTY SITES
There may be links to other websites or advertisements of products and services available from other parties on COS’s website. COS is not responsible for those websites, their content or the products and services available on them. Links and feeds are provided solely for the Customer’s convenience and the Customer uses them entirely at its own risk.
- SEVERABILITY
If any provision of these terms and conditions is illegal or unenforceable due to any legislation, including the Competition and Consumer Act 2010 (Cth), such provision shall be severed from these terms and conditions, and this will not otherwise render any other provision of these terms and conditions unenforceable.
- INCONSISTENCIES
Any orders placed with COS are on the basis of these terms and conditions unless otherwise expressly agreed in writing by COS. In the event of any inconsistency between any terms and conditions in the Customer’s order, then these terms and conditions will prevail.
- JURISDICTION
The law of the state of New South Wales shall apply to these terms and conditions and sales by COS.
- CHANGES
COS may add to or change these terms and conditions provided the updated terms and conditions are available to be viewed online at www.cos.net.au. The Customer will be bound by and agrees to accept any such updated terms and conditions.