Dealer Terms and Conditions

Terms & Conditions of Trade

1. Definitions
ACL means the Australian Consumer Law Schedule of the Competition and Consumer Act
2010 (Cth) and its associated Regulations as amended.
Agreement means any agreement for the provision of Goods or Services by SCSA to the
Client.
Client means the client (or any person acting on behalf of and with the authority of the Client)
as described on any quotation, work authorisation or other form as provided by SCSA to the
Client.
Consumer is as defined in the ACL and in determining if the Client is a consumer, the
determination is made if the Client is a consumer under the Agreement.
Dealer means an authorised gun dealer with approved credentials.
End User Invoice means the tax invoice, sales confirmation or other similar document issued
by the Client to their third party customer with respect to the on-sale by the Client of the Goods.
Goods means any goods or products supplied by SCSA to the Client under any contract,
agreement or order or other forms provided by SCSA to the Client and where the context so
permits will include any supply of Services.
Intellectual Property means all present and future rights to industrial and intellectual property
including, without limitation, any inventions and improvements, trade marks (whether
registered or common law trade marks), design, copyright, any corresponding property rights
under the Laws of any jurisdiction and any rights in respect of an invention, discovery, trade
secret, secret process, know-how, concept, idea, information, process, data or formula,
techniques, and confidential information of a party.
Online Dealer Portal is the online portal managed by SCSA exclusively for the purchase of
SCSA accessories for resale in a Dealer’s respective business.
Price denotes the cost to be paid for the Goods.
SCSA means Southern Cross Small Arms Pty Ltd, its successors and assigns or any person
acting on behalf of and with the authority of Southern Cross Small Arms Pty Ltd.
Services encompasses all services provided by SCSA to the Client, and where context
allows, includes any provision of Goods.
Special Order is an order whereby SCSA has been requested to design, draw, alter, develop
or otherwise provide Goods in accordance with specifications from a Client or provide
Services by particular methods specified by a Client.
Terms means these Terms & Conditions of Trade.
2. The ACL
2.1 Nothing in the Terms is intended to have the effect of excluding, restricting, or modifying any
applicable provisions of the ACL or any State or Territory legislation applicable to the sale of
goods or supply of service which cannot be excluded, restricted or modified.
2.2 Where the Client buys Goods as a consumer, these Terms will be subject to any laws or
legislation governing the rights of Consumers and will not affect the Consumer’s statutory
rights.
3. Acceptance
3.1 These Terms apply exclusively to every Agreement.

3.2 Any instructions given to SCSA by the Client for the provision of Goods and/or the Client's
acceptance of Goods from SCSA will signify acceptance of these Terms and the Agreement
created by these Terms.
3.3 In cases where there are multiple Clients, they will be collectively and individually responsible
for all Price payments.
3.4 Upon the Client’s acceptance of the Agreement, these Terms become binding and can only
be altered with SCSA's prior written consent.
3.5 SCSA supplies Goods solely under these Terms, and unless agreed otherwise in writing by
SCSA, these Terms govern every order from the Client. The Client explicitly acknowledges
and agrees that these Terms supersede and apply to the exclusion of any terms and
conditions in any purchase order or other document issued by the Client.
3.6 SCSA reserves the right to decline or cancel any order (including orders placed via the Online
Dealer Portal) placed by the Client for any reason, including if there are any outstanding
amounts owed by the Client to SCSA.
4. Price and Payment
4.1 The Price will be determined at SCSA's sole discretion as:
(a) stated on the Online Dealer Portal for the Goods; or
(b) SCSA's price at the time of order or delivery (at SCSA’s discretion) as per SCSA's
current price list and as stated on the relevant invoice; or
(c) in case of Special Orders, the quoted Price by SCSA (subject to clause 4.2), which
will be binding upon SCSA if the Client accepts the quotation in writing within thirty
(30) days.

4.2 SCSA retains the right to change the Prices specified in the Online Dealer Portal or any SCSA
price list at any time.
4.3 SCSA reserves the right to adjust the Prices specified in a Special Order by notice in writing
to the Client if there are changes to the quotation between the date of quotation and the date
of delivery including, but not limited to, changes due to currency exchange rate fluctuations,
changes to the order specifications or delays in the proposed delivery date which are outside
the control of SCSA.
4.4 Unless otherwise specified, the Price must be paid in cleared funds to SCSA via credit card,
direct debit, or another method agreed upon by SCSA at the time of submitting the order and
in any event, prior to the Goods being dispatched.
4.5 A fee of 1% of the transaction amount may be charged for payments made by credit card.
4.6 GST and any other applicable taxes and duties will be added to the Price unless they are
already included in the quoted Price.
5. Delivery of the Goods
5.1 At SCSA's sole discretion, delivery occurs when the Client takes possession of the Goods
either at SCSA's address or at the specified delivery address.
5.2 Delivery costs with respect to each order are payable by the Client in addition to the Price and
must, unless otherwise specified by SCSA, be paid at the same time and in the same manner
as payment of the Price.
5.3 Delivery of Goods to a third party specified by the Client at the time of order is considered
delivery to the Client.

5.4 SCSA has the option to deliver Special Order Goods in multiple instalments. Each instalment
will be invoiced and paid for according to these Terms or as otherwise set out in the quotation
which applies to such Special Order.
5.5 Any delivery date or period for the delivery of Goods or provision of Services provided by
SCSA is an estimate only.
5.6 SCSA will make reasonable efforts to meet any estimated delivery dates but will not be held
responsible for any losses or damages incurred by the Client or any third party due to any
failure to meet these estimates, or failure to deliver the Goods at all, if such failure is due to
circumstances beyond SCSA's control. A failure by SCSA to deliver on or before any
estimated delivery date does not give either party the right to consider the Agreement as
repudiated.
5.7 Should SCSA be unable to meet any estimated delivery date, it will use its reasonable
endeavours to complete the delivery within a reasonable timeframe.
6. Risk
6.1 Risk in the Goods, including all insurance responsibilities for theft, damage, or other issues,
transfers to the Client upon dispatch or removal of the Goods from SCSA's premises.
6.2 The Goods are sold with the understanding that the Client has secured all necessary licenses
or permits required by relevant laws and regulations pertaining to the Goods.
6.3 If the Client specifically requests SCSA to leave Goods outside SCSA's premises for
collection, those Goods are left at the Client's risk, and it is the Client's duty to ensure the
Goods are adequately insured or insured at all.
6.4 The Client accepts all risk and liability for any loss, damage, or injury to persons or property,
whether belonging to the Client or third parties, resulting from the use, installation, or
possession of any Goods sold by SCSA, unless such liabilities are covered by SCSA due to
a failure of statutory guarantees under the ACL.
6.5 Should any Goods be damaged or destroyed before ownership passes to the Client, SCSA is
entitled to claim all insurance proceeds for those Goods. The presentation of these Terms by
SCSA will suffice as proof of SCSA's right to receive insurance proceeds, without requiring
further inquiries from any party dealing with SCSA.
7. Liability
7.1 Except as explicitly stated in these Terms or in any express warranty given for the Goods or
Services, no other terms, conditions, or warranties regarding the quality, merchantability,
fitness for purpose, condition, description, assembly, manufacture, design, or performance of
the Goods or Services, or any contractual remedies for their failure, are implied in the
Agreement.
7.2 If the Client is a consumer, nothing in these Terms limits, restricts, or modifies the Client's
rights or remedies against SCSA for breaches of statutory guarantees under the ACL.
7.3 If the Client resells the Goods to a consumer:
(a) if the Goods or services are not typically bought for personal, domestic, or household
use, SCSA's liability to the Client is capped at the amount specified in section
276A(1) of the ACL;
(b) if the Goods or services are typically bought for personal, domestic, or household
use, SCSA's liability to the Client is limited to the payment required under section
274 of the ACL, for any issues arising from the sale, installation, use, storage, or
any dealings with the Goods or Services.

7.4 If clauses 7.1 or 7.3 do not apply, then aside from what's stated in these Terms or any written
warranty, SCSA is not liable to the Client or any end consumer or customer of the Client for

any issues related to the sale, installation, use, storage, or any dealings with the Goods or
Services.
7.5 Neither party is responsible for any indirect or consequential losses or expenses suffered by
the other party or any third party, including but not limited to loss of turnover, profits, business,
or goodwill, or any liability to another party, except as mandated by the ACL.
7.6 The Client acknowledges:
(a) it has not relied on any service involving skill and judgment, or any advice,
recommendation, information, or assistance from SCSA concerning the Goods or
Services or their use or application;
(b) it has not disclosed, either explicitly or implicitly, to SCSA any specific purpose for
which it requires the Goods or Services, and it is solely responsible for ensuring the
suitability of the Goods or Services for its use;
(c) SCSA is not liable for any failure or defect in Goods made to Client's specifications
or Services performed by methods specified by the Client;
(d) SCSA is not liable for any incorrect or unsuitable use of the Goods by the Client or
any third party.

7.7 Nothing in these Terms is intended to exclude, restrict, or modify, or have the effect of
excluding, restricting, or modifying the application of any State or Federal legislation
applicable to the sale of Goods or the provision of Services that cannot be excluded, restricted,
or modified.
8. Defects
8.1 The Client must inspect the Goods on delivery and, within 7 days of delivery (time being of
the essence), notify SCSA of any alleged defect, shortage in quantity, damage or failure to
comply with the description or quote. The Client must afford SCSA an opportunity to inspect
the Goods within a reasonable time following delivery if the Client believes the Goods are
defective in any way. If the Client fails to comply with these provisions the Goods will be
presumed to be free from any defect or damage. For defective Goods, which SCSA has
agreed in writing that the Client is entitled to reject, SCSA’s liability is limited to either (at
SCSA’s discretion) replacing the Goods or repairing the Goods except where the Client has
acquired Goods as a consumer within the meaning of the ACL and is therefore also entitled
to, at the consumer’s discretion either a refund of the Price of the Goods, or repair of the
Goods, or replacement of the Goods.
9. Warranty
9.1 Subject to clause 7 and the requirements of the ACL:
(a) for Goods not manufactured by SCSA, the warranty will be the current warranty
provided by the manufacturer of the Goods;
(b) SCSA will not be bound by, nor be responsible for, any term, condition,
representation or warranty other than that which is given by the manufacturer of the
Goods;
(c) for Goods manufactured by SCSA, the warranty will be 12 months from the End
User Invoice date.
10. Intellectual Property
10.1 When SCSA designs, draws, or develops Goods for the Client, the copyright and all other
intellectual property rights in these designs, drawings, and documents remains with SCSA,
and their use by the Client is subject to SCSA's discretion.

10.2 The Client guarantees that any designs or instructions provided to SCSA will not lead to any
infringement of patents, registered designs, or trademarks during the fulfillment of the Client's
order. The Client agrees to indemnify SCSA against any claims or actions by third parties
resulting from such infringement.
10.3 The Client consents to SCSA's use of any documents, designs, drawings, or Goods created
for the purposes of advertising, marketing, or entering competitions.
11. Default and Consequences of Default
11.1 Without limiting any other rights SCSA may have, if the Client breaches any obligation under
these Terms (including payment obligations), SCSA may suspend or terminate the supply of
Goods to the Client and cease any other obligations under these Terms. SCSA will not be
liable for any loss or damage incurred by the Client due to SCSA exercising these rights.
11.2 If SCSA breaches this Agreement, the Client's remedies will be limited to damages, which
under no circumstances will exceed the Price of the Goods, unless otherwise mandated by
the ACL.
12. Cancellation
12.1 SCSA may cancel any Agreement to which these Terms apply or cancel delivery of Goods at
any time before the Goods are delivered by giving reasonable written notice to the Client. On
giving such notice SCSA will repay to the Client any sums paid in respect of the Price. SCSA
will not be liable for any loss or damage whatsoever arising from such cancellation.
12.2 If the Client cancels delivery of Goods, the Client will be liable for any loss incurred by SCSA
(including, but not limited to, any loss of profits) up to the time of cancellation.
12.3 Cancellation of orders for Goods made to the Client’s specifications or non-stocklist items will
not be accepted once the order has been processed.
13. Unpaid SCSA’s Rights
13.1 Where the Client has left any item with SCSA for repair, modification, exchange or for SCSA
to perform any other Service in relation to the item and SCSA has not received or been
tendered the whole of the Price, or the payment has been dishonoured, SCSA will have:
(a) a lien on the item;
(b) the right to retain the item for the Price while SCSA is in possession of the item;
(c) a right to sell the item.
13.2 The lien of SCSA will continue despite the commencement of proceedings, or judgment for
the Price having been obtained.
14. General
14.1 If any provision of these terms and conditions will be invalid, void, illegal or unenforceable the
validity, existence, legality and enforceability of the remaining provisions will not be affected,
prejudiced or impaired.
14.2 These Terms and any Agreement to which they apply will be governed by the laws of New
South Wales and are subject to the jurisdiction of the courts of New South Wales.
14.3 SCSA will be under no liability whatsoever to the Client for any indirect and/or consequential
loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by
SCSA of the Terms, subject to any requirements of the ACL.
14.4 The Client is not entitled to set off against, or deduct from the Price, any sums owed or claimed
to be owed to the Client by SCSA nor to withhold payment of any invoice because part of that
invoice is in dispute.

14.5 SCSA may license or sub-contract all or any part of its rights and obligations without the
Client’s consent.
14.6 The Client agrees that SCSA may review the Terms at any time. If, following any such review,
there is to be any change to the Terms, then that change will take effect from the date on
which SCSA notifies the Client of such change.
14.7 Except where SCSA supplies further Goods to the Client and the Client accepts such Goods,
the Client will be under no obligation to accept such changes.

14.8 Neither party will be liable for any default due to any act of God, war, terrorism, strike, lock-
out, industrial action, fire, flood, storm or other event beyond the reasonable control of either

party.
14.9 The failure by SCSA to enforce any provision of the Terms will not be treated as a waiver of
that provision, nor will it affect SCSA’s right to subsequently enforce that provision.
15. Online Dealer Portal
15.1 Access to the Portal
(a) Only authorised gun dealers with approved credentials will have access to the SCSA
Online Dealer Portal.
(b) Access to the Online Dealer Portal will be granted in SCSA’s absolute discretion and
on such conditions as SCSA deems appropriate including, without limitation, after
verification of business credentials and the Client agreeing to the Online Dealer
Portal Terms and Conditions.
15.2 Use of the Online Dealer Portal
(a) The Online Dealer Portal is exclusively for the purchase of SCSA accessories and
goods for resale in the dealers' respective businesses.
(b) Dealers agree not to use the Online Dealer Portal for personal purchases, sales to
unauthorised parties, or any purpose not explicitly permitted by SCSA.

15.3 Account Management
(a) Dealers are responsible for maintaining the confidentiality of their Online Dealer
Portal account information, including usernames and passwords.
(b) Any activity on the account is deemed to be authorised by the Dealer, and SCSA
will not be liable for any unauthorised use.

15.4 Product Availability and Stock
SCSA will use reasonable endeavours to keep the Online Dealer Portal updated with current
stock levels. However, Dealers acknowledge that stock availability can change and SCSA is
not liable for discrepancies between the Online Dealer Portal's information and actual stock
levels held by SCSA.
15.5 Compliance with Laws
Dealers must comply with all applicable laws, regulations, and licensing requirements related
to the sale and distribution of firearms accessories. SCSA reserves the right to audit dealers'
compliance with these laws. Failure by a Client to facilitate or pass such audit will be a breach
of these Terms permitting SCSA to, without prejudice to any other rights or remedies,
terminate or suspend the Client’s access to the Online Dealer Portal and/or cancel any orders
which have not yet been delivered.

15.6 Termination of Portal Access
SCSA may, at its sole discretion, terminate a Dealer's access to the Online Dealer Portal for
breach of these Terms, non-payment, or any other reason deemed sufficient by SCSA. Unless
otherwise specified by SCSA at the time of termination, termination does not affect the
Dealer's obligations under any existing agreements or orders.
15.7 Data Privacy and Security
(a) Information provided through the Online Dealer Portal will be handled in accordance
with SCSA’s Privacy Policy.
(b) Dealers consent to the collection, use and disclosure of their personal and business
information for the purpose of managing the dealer relationship and fulfilling an
order.

15.8 Amendments to Portal Terms
SCSA reserves the right to amend the Terms relating to the Online Dealer Portal at any time.
16. Brand Integrity and Quality Assurance
16.1 Brand Protection
Dealers are strictly prohibited from using SCSA's brand name, logos, or any other Intellectual
Property in a manner that could dilute or damage the brand's reputation. This includes but is
not limited to, advertising, promotions & pricing, or any form of commercial communication
without prior written consent from SCSA.
16.2 Quality Control
Dealers must adhere to SCSA's quality standards when selling and promoting SCSA
accessories. This includes maintaining product integrity, pricing, ensuring proper storage and
handling, and following SCSA's guidelines for product display and presentation.
16.3 Return Policy
Dealers agree to follow SCSA's return policy for defective or non-conforming products.
Unauthorised returns or exchanges could lead to termination of Dealer status.
16.4 Misrepresentation
Any misrepresentation of SCSA products or services by Dealers, including false advertising
or claims about product capabilities, will be considered a breach of these Terms, potentially
leading to immediate termination of dealer privileges and legal action.
16.5 Audit Rights
SCSA reserves the right to audit Dealer practices to ensure compliance with these Terms,
particularly concerning brand usage and product quality. Dealers must provide full cooperation
during such audits.