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Terms of Trade

Effective 5 October 2026.

These terms apply to every supply of goods and services by Captivate Solutions Pty Ltd (ABN 20 701 952 794), 19 Jade Drive, Molendinar QLD 4214 ("Captivate Solutions", "we", "us") to a trade customer ("you"): dealers, integrators and resellers, on COD or credit. Clause 11 applies only to customers we approve for a credit account.

1. Application

  1. These terms apply to every quote, order, delivery and invoice between us, from the date you accept them on our account application or first place an order, whichever is earlier.
  2. They prevail over any terms in your purchase order or other documents. A quote or written agreement signed by us prevails over these terms to the extent of any inconsistency.
  3. We may change these terms by giving you 14 days' written notice. Changes apply to orders placed after the notice period ends.

2. Quotes and orders

  1. A quote is valid for 30 days unless it says otherwise. It is subject to stock availability when you order.
  2. An order is accepted only when we confirm it in writing (including by email or through our portal) or dispatch the goods.
  3. Once accepted, you may cancel or change an order only with our written consent. Special-order, custom, imported-to-order or non-stocked goods cannot be cancelled once we have placed the order with our supplier. Where we agree to a cancellation, you must pay any costs we incur, including supplier cancellation and freight charges.
  4. Product descriptions, specifications and images are given in good faith from manufacturer information. Manufacturers may change specifications without notice.

3. Pricing

  1. Prices are in Australian dollars and exclude GST unless stated. You must pay GST on every taxable supply, in addition to the price.
  2. Dealer pricing applies only to approved trade accounts. We may change dealer pricing or price lists at any time. Changes do not affect orders we have already accepted.
  3. Prices exclude freight, insurance and delivery unless the quote says otherwise.
  4. For imported or special-order goods, we may adjust the price before dispatch to reflect material changes in exchange rates, supplier pricing, duties or freight costs after the order was accepted. We will tell you before dispatch, and you may cancel the affected goods without charge if you do not accept the adjustment.

4. Payment

  1. COD accounts: payment in full is due before dispatch or collection. You may pay by credit card or bank transfer. Goods are not released until cleared funds are received.
  2. Credit accounts: payment is due by the date and on the terms shown on our invoice (see clause 11).
  3. We may require a deposit for special-order or non-stocked goods. Deposits are non-refundable once we have placed the order with our supplier.
  4. Card payments may attract a surcharge, shown at checkout or on the invoice, of no more than our cost of accepting that card.
  5. Payment is made only when we receive cleared funds. Time for payment is essential.
  6. You may not withhold or set off any amount against what you owe us without our written agreement.

5. Delivery

  1. Delivery dates are estimates only. We are not liable for any loss caused by late delivery, and late delivery does not entitle you to cancel an order or refuse the goods.
  2. Delivery happens when the goods are collected from our premises by you or your carrier, or delivered to the address you nominate, whichever applies.
  3. We may deliver an order in parts and invoice each part separately.
  4. You must inspect the goods on delivery. Note any visible damage on the carrier's delivery docket, and tell us in writing within 2 business days of delivery about any damage, shortage or incorrect item. Otherwise the goods are taken to have been delivered complete and in good condition, except for defects that could not reasonably have been seen on inspection.
  5. If you fail to take delivery or collect goods within 14 days of our notice that they are ready, we may charge reasonable storage and re-delivery costs.

6. Risk

  1. Risk in the goods passes to you on delivery under clause 5.2.
  2. If we arrange freight at your request, the carrier acts on your behalf. We will help you with any transit damage claim, but the claim is against the carrier and its insurer.
  3. You are responsible for insuring the goods from delivery.

7. Title and security (PPSA)

  1. Ownership of the goods stays with us until we have received payment in full for them and for all other amounts you owe us on any account.
  2. Until then you hold the goods as our bailee. You must store them so they can be identified as ours, and keep them insured and in good condition.
  3. You may resell the goods in the ordinary course of your business before ownership passes. You hold the proceeds of any resale on trust for us, up to the amount you owe us.
  4. If you fail to pay when due, or suffer an insolvency event, we and our agents may enter any premises where the goods are kept to recover them. You must give us access, and you are liable for our recovery costs.
  5. These terms create a security interest, including a purchase money security interest, in all goods we supply to you now or in future, and their proceeds. We may register it on the Personal Property Securities Register. You must sign any documents and provide any information we reasonably need to do so, and must tell us at least 7 days before changing your name, ABN or address.
  6. To the extent the law allows, you waive your right to receive a verification statement, and agree that sections 95, 96, 118, 121(4), 125, 130, 132(3)(d), 132(4), 135, 142 and 143 of the Personal Property Securities Act 2009 (Cth) do not apply.
  7. Neither party will disclose information of the kind described in section 275(1) of that Act, except as section 275(7) allows.

8. Returns (not faulty)

  1. We do not accept returns of goods that are not faulty unless we agree in writing first and issue a Return Authority (RA) number.
  2. Where we agree, the goods must be returned within 14 days of delivery, unused, complete, in original undamaged and unmarked packaging, with the RA number shown, and freight prepaid by you.
  3. We may charge a restocking fee of up to 20% of the invoiced price, plus any supplier return charges.
  4. Special-order, custom, imported-to-order, cut-to-length, software, licences and opened consumables cannot be returned.
  5. Goods we supplied in error are covered by clause 5.4 and returned at our cost.

9. Warranty

  1. Goods carry the manufacturer's warranty for the period and on the terms the manufacturer sets. We pass that warranty through to you and manage claims on the manufacturer's behalf. Warranty periods are stated on the product page or quote, or are available on request.
  2. To make a claim, request an RA through our website (captivatesolutions.com.au/ra-form) or by email before sending anything. Give the model, serial number, invoice number and a description of the fault. Goods sent without an RA may be refused or delayed.
  3. You must send the goods to us freight prepaid, adequately packed. If the claim is accepted, we will repair or replace the goods, or credit the price, at our option, and return them to you at our cost within Australia.
  4. Warranty does not cover faults caused by:
    1. incorrect installation, configuration, rigging or use, or use outside the manufacturer's specifications;
    2. accident, misuse, neglect, liquid, impact, power surges, unsuitable power or environmental conditions;
    3. repair or modification by anyone other than us or the manufacturer's authorised agent;
    4. normal wear and tear, consumables, or cosmetic damage that does not affect performance.
  5. If we find no fault, or the fault is not covered, we may charge our reasonable assessment fee and return freight. We will tell you before carrying out any chargeable repair.
  6. Warranty covers the goods only. We are not liable for your labour, call-out, removal or reinstallation costs, or for hire of replacement equipment, unless we agree in writing.
  7. Clause 10 applies to all warranty claims. Nothing in this clause limits rights you have under the Australian Consumer Law.

10. Liability and Australian Consumer Law

  1. Nothing in these terms excludes, restricts or modifies any guarantee, right or remedy under the Australian Consumer Law (ACL) or other law that cannot lawfully be excluded.
  2. Where goods are not of a kind ordinarily acquired for personal, domestic or household use, our liability for breach of a non-excludable guarantee is limited, at our option, to repairing or replacing the goods, supplying equivalent goods, or paying the cost of doing so.
  3. Subject to clause 10.1, we exclude all other warranties and conditions, express or implied, and we are not liable for any indirect or consequential loss, including loss of profit, revenue, business, data, goodwill or opportunity, or liability to third parties.
  4. Subject to clause 10.1, our total liability for any claim relating to goods or services is limited to the price you paid for those goods or services.
  5. You are responsible for choosing goods suitable for your purpose and for their installation. Any advice or system design we give is given in good faith on the information you provide; you remain responsible for checking it suits your project.
  6. If you supply our goods to your customers, you must not give any warranty or representation about them that goes beyond the manufacturer's warranty, and you are responsible for any you do give.

11. Credit accounts

  1. A credit account is available only if we approve it in writing. We may ask for further information, a director's guarantee or other security before approving, and may decline any application without giving reasons.
  2. Approved accounts are payable within the terms shown on your approval and our invoice. We will set a credit limit, which you must not exceed without our written approval.
  3. If an invoice is not paid by its due date, we may charge an administration fee of $35 per overdue invoice, plus interest on the overdue amount at 2% per month (24% per annum), calculated daily from the due date until paid. These charges reflect our costs of managing and funding overdue accounts. You must also pay our reasonable costs of recovering overdue amounts, including mercantile agent and legal costs.
  4. We may review, reduce or withdraw your credit limit or credit account at any time, by written notice, if your account is overdue, your circumstances change, or the information you gave us proves incorrect.
  5. You must tell us in writing within 7 days of any change in your ownership, directors, legal structure, name, ABN or address.

12. Default and suspension

  1. If you fail to pay any amount when due, breach these terms and do not fix the breach within 7 days of our notice, or suffer an insolvency event, we may do any one or more of the following:
    1. suspend or cancel deliveries and undelivered orders;
    2. move your account to COD or withdraw credit;
    3. treat all amounts you owe us as immediately due;
    4. recover goods under clause 7.
  2. "Insolvency event" means bankruptcy, liquidation, administration, receivership, a compromise with creditors, ceasing to trade, or being unable to pay debts as they fall due.

13. Privacy and credit enquiries

  1. We collect and use your information, and that of your staff, to set up and manage your account, process orders and warranty claims, and (if you opt in) send you product news. We handle it under the Privacy Act 1988 (Cth).
  2. If you apply for a credit account, you authorise us to obtain information about your business, and about your directors or guarantors with their separate consent, from credit reporting bodies, trade referees and public registers, and to give such bodies information about your account, including defaults.

14. Dealer use of brands

  1. You may use manufacturers' names, logos and product images we supply only to promote and sell genuine goods bought from us, and in line with any brand guidelines we give you.
  2. Your dealer status does not make you our agent or partner, and gives you no exclusive territory unless we agree in writing.

15. General

  1. We are not liable for delay or failure caused by events beyond our reasonable control, including supplier or shipping delays, industrial action, natural disasters and government action.
  2. Notices may be given by email to the address on your account or the address on our invoices.
  3. You may not assign your rights under these terms without our written consent.
  4. If any provision is invalid or unenforceable, it is severed and the rest continues in force.
  5. A failure or delay by us in exercising a right is not a waiver of it.
  6. These terms are governed by the laws of Queensland. Both parties submit to the courts of Queensland.