Last updated: 03/05/2025

These Wholesale Trading Terms (“Terms”) apply to all wholesale transactions between Flint (“we”, “us”, or “our”) and the wholesale customer (“you”,  “your” or “the stockist”). 

By placing a wholesale order with us, you agree to be bound by these Terms.

We reserve the right, at our sole discretion, to update, change or replace any part of these Terms by posting updates and changes to our Website. It is your responsibility to check our Website periodically for changes. Your continued placement of any orders for Goods following the posting of any changes to these Terms constitutes acceptance of those changes.

1.       Definitions

1.1       Defined
terms have the following meanings:

“Company” “we”, “our” or “us” means Flint AU Pty Ltd, ABN 44656209399

“Goods” means any goods supplied by the Company (as more fully described in any invoice or other sales record issued by the Company) to you or your agent, from time to time.

“GST” has the same meaning provided by the New Tax System (Goods and Services Tax) Act 1999, from time to time or any replacement legislation.

“Price” means the price which we will charge you for the Goods as determined by the Company from time to time. 

“Stockist”, “you” or “your” means any person or entity placing a wholesale order for Goods with the Company.

“Terms” means these terms and conditions, and any amendment, modification, or addition that the Company may make from time to time. 

“Website” means shopflint.co.

2.       Eligibility & Exclusivity

2.1       To be eligible for a wholesale account, you must hold a valid Australian Business Number (ABN) and operate a physical or online retail store that aligns with our brand values. We reserve the right to accept or decline wholesale applications at our discretion.

2.2       The Company appoints the Stockist as a non-exclusive stockist to sell and promote Flint products to retail customers, in accordance with the terms of this Agreement.

2.3       Exclusivity is not granted and is only considered on a case-by-case basis, subject to a separate written agreement. We may, at our discretion, require stockists granted exclusivity to meet a minimum annual purchase volume.

3.       Orders

3.1       The Stockist shall submit orders for Goods via email to wholesale@shopflint.co. We do not accept orders via phone or text.

3.2       The Stockist must place orders for Goods as per our minimum order quantity (which is noted in our wholesale guide and is subject to change).

3.3       All orders shall be submitted subject to written acceptance or rejection by us, in whole or part.

3.4       We may refuse to supply Goods to you if any amount due and payable by you, to us, is outstanding or if either party has issued a termination notice under the terms of this Agreement.

4.       Changes to Goods

4.1       We reserve the right absolutely at any time and without notice or incurring any liability to the Stockist to:

(a) discontinue or limit its production of any of the Goods;

(b) terminate or limit deliveries of such discontinued or limited Goods;

(c) discontinue or limit its supply (whether temporarily or permanently) of certain Goods;

(d) alter the design, construction, specifications, features or attributes of any of the Goods; and/or

(e) add new, different, modified and/or extra products or lines of products to the Goods.

5.       Pricing

5.1       All prices are exclusive of GST, freight and any other applicable taxes and are subject to change without notice.

6.       Payment

Payment terms will be offered on a case-by case basis as per the below guideline:

6.1       New stockists: Full payment is required prior to dispatch for the first 3 orders.

6.2       Ongoing accounts: Unless otherwise agreed in writing, payment for the Goods shall be due 30 days following the invoice date.

6.3       If the Stockist does not pay on time, we reserve the right to rescind 30-day payment terms & request payment in full before goods are dispatched.

6.4       Accepted payment methods include bank transfer and credit card. If payment is made by way of credit card, we reserve the right to impose a credit card handling fee.

6.5       Right title and interest in the Goods shall remain with us until we receive payment in full for the Goods from you.

7.       Default on Payment

If payment is not received by the due date:

7.1       Interest will apply to the overdue amount at 12% per month, calculated daily until the total amount (including any accrued interest) is paid in full.

7.2       You will be responsible for any debt collection fees, legal costs, and related expenses incurred by us in recovering the outstanding balance.

7.3       We may also suspend all future deliveries until the account is brought up to date.

8.       Delivery

8.1       All risks and liability for the Goodswill pass to you, upon being collected from our premises by a registered courier service provider. We are not liable to you for any loss that you may incur as a result of the Goods being delivered to an incorrect address or being left unattended at the location of the delivery address.

8.2       All delivery dates are estimated dates for delivery only.

8.3       For the purposes of these Terms “delivery” will be deemed upon the Goods arriving at the address which you instructed us to send the Goods.

9.       Freight

9.1       We will charge you all costs associated with and in connection with the freight of the Goods in addition to the Price. Such charges will be included on our invoices for each order.

10.     Acceptance of Goods

10.1      If the Company has not received any notice of damage or error with any delivery (such as quantity or colour of Goods) within 48 hours of delivery then you are deemed to have accepted the Goods.

11.     Returns & Damages

11.1      We do not accept returns for change of mind.

11.2      Any damages, defects, or shortages must be reported within 48 hours of delivery. Please include photographs for assessment. If approved, we will offer a replacement, refund, or credit at our discretion.

12.     Warranty for Defective Goods

12.1      In accordance with Australian Consumer Law, we provide a limited replacement warranty for manufacturing defects on the Goods for 12 months, commencing on the date upon which you sold the Goods (or Good) to a customer. This warranty is limited because we reserve the right to determine whether or not the defect falls within the scope of a “manufacturing defect” at our sole discretion.

For the purposes of this clause and without restricting our discretionary rights under clause 12.1 examples of “manufacturing defects” may include:

A)   Charging port falling inside the lighter

B)   Safety switch jammed and immovable

12.2      Please see our wholesale guide for more information on making a claim under our warranty.

13.     Product Issues & Returns Policy

13.1      The Stockist is responsible for handling any product issues directly with their customer, as the contract of sale lies between the Stockist and the customer. Your customers must not be referred to us directly.

13.2      Stockists must offer a replacement or refund to the customer where required, then follow the process in our Wholesale Guide to request a credit from us for any defective goods.

13.3      Troubleshooting steps outlined in the Wholesale Guide must be completed before submitting a claim. We will only get involved in extenuating circumstances, at our discretion.

14.     Risk & Liability

14.1      We are not liable for to you or any other person for any loss suffered by you as a result of the purchase of Goods from us under these Terms. In no event will we be liable for any indirect you may become liable.

15.     Limitation of Liability

15.1      To the maximum extent permitted by law we are not liable or responsible to you or any other person for any loss (including indirect and consequential) under or in connection with these Terms, or the use of the Goods. This exclusion applies regardless of whether our liability or responsibility arises in contract, tort (including negligence), equity, breach of statutory duty, or otherwise.

15.2      To the extent only that our liability cannot be excluded but can be limited, our liability is limited to the total price which you have paid to us for the Goods (excluding freight).

15.3      In addition to subclause 15.1, we will not be liable to you or any other person for:

1)         any failure to supply the Goods or meet any other obligations owed to you where such failure results from circumstances beyond our control

2)         any property damage, loss, personal injury or death as a result of accident or misuse of the Goods.

16.     No Representations

16.1      We make no representation or warranty that any of the Goods are fit for purpose, appropriate, available for use or satisfy the laws of Australia.  You are responsible for ensuring that the use of the Goods is not illegal or prohibited, and for your own compliance with applicable laws of Australia or any other country in which you are advertising the Goods for sale.

17.     Ownership & Repossession

17.1      Until we receive payment in full for the Goods you will hold the Goods on our behalf as bailee and fiduciary owner, and the Goods shall at all times be stored so as to be readily identifiable as Goods supplied by us and we are at any time entitled to be satisfied that the manner of storage complies with this requirement.

17.2      Upon default in any payment due or either before or after any period of credit expires and you become insolvent or have a receiver appointed or going into liquidation, we may (without prejudice to any of our other rights) enter upon the premises where the Goods are kept and recover possession of the Goods, resell same and collect the proceeds
therefrom.

17.3      Until we have been paid in full (including any period of time where you have sold the Goods to a customer but have still not paid us) the proceeds of the sale may be claimed by us as our property, and if so claimed we will apply such proceeds first in payment of any costs, charges, expenses or outgoings incurred by interest due thereon, and we will account to you for the balance (if any).

18.     Privacy Act 1988 (Cth)

18.1      The Company will comply with its obligations under the Privacy Act 1988 (Cth) (“Privacy Act”) in respect of any personal information which the Company receives under or in connection with these Terms.

18.2      The Company will not disclose any personal information (as defined under the Privacy Act) to any third party unless required to do so by law.

18.3      Any personal information received from the Stockist will be stored in Australia or New Zealand.

19.     Personal Property Securities Act 2009 (PPSA)

19.1      These Terms apply to every purchase of Goods by you from us. By virtue of these Terms security interests (as defined under the Personal Property Securities Act 2009 (Cth) (PPSA)) are created, arise, or are provided for. The security interests are interests in the Goods we have supplied to you at any time (including in the future) as well as security interests in their proceeds.

19.2      The security interests in Goods supplied secure payment of the purchase price for the Goods as well as all other monies that you may owe us either now or in the future.

19.3      You acknowledge and agree that these Terms constitutes a security agreement for the purposes of the PPSA. Additionally, for the purposes of the PPSA, the collateral is described as all Goods supplied by us at anytime (including in the future) to you as well as all proceeds from such Goods.

19.4      You must do all things necessary and execute all documents reasonably required to register the security interests and to ensure that we have perfected security interests in the Goods and their proceeds for the purposes of the PPSA.

19.5      Pursuant to section 115 of the PPSA, the parties hereby contract out of the following provisions of the PPSA to the extent (if any) mentioned in section 115 of the PPSA: 95, 118, 120, 121(4), 125, 129, 130, 132(3)(d), 132(4), 135, 142 and 143. You also hereby irrevocably waive your rights to receive notices under section 157 of the PPSA. The parties also agree for the purposes of section 275(6)(a) of the PPSA that neither of us will disclose information of the kind mentioned in section 275(1) of the PPSA. Nor will you authorise the disclosure of any information of the kind mentioned in section 275(1) of the PPSA without prior written consent from us.

19.6      Our rights, powers and remedies under these Terms are in addition to any of its other rights, powers, and remedies, including its right to seize collateral in accordance with section 123 of the PPSA. You must not at any time assert any right or interest in the goods supplied (or any of their proceeds) in priority to any security interest held by us  in the goods supplied (or their proceeds).

20.     Intellectual Property

20.1      The Goods (including all marketing material such as logo, brand, photos, specifications and drawings) incorporate the Company’s copyright, patents, designs and trademark rights which remain our absolute property. You acknowledge that you have no proprietary right or interest in the intellectual property relating to any of the Goods (including the associated marketing material) and you shall not use, apply, copy or duplicate without our prior written approval. At our request you must immediately cease using and either return to us or destroy (as applicable) all logos, photos, advertisements, and any other marketing collateral we have provided to you in connection to these Terms. 

21.     Brand Representation

21.1      Stockists must represent the Flint brand in a manner consistent with our values, tone of voice, and visual identity. This includes how products are merchandised, described online, and promoted across any marketing or social media channels.

21.2      All products must be sold under the Flint name with original packaging and branding intact.

21.3      Rebranding, white-labelling, or altering product packaging is not permitted.

21.4      Breach of this clause may result in immediate termination of wholesale access at our discretion.

22.     Indemnity

22.1      The Stockist indemnifies the Company against all actions, proceedings, claims, damages, losses and costs which the Company may suffer, incur or sustain as a result of, or arising directly or indirectly from the Stockist placing an order for the Goods or a breach by the Stockist of these Terms.

23.     Other Terms

23.1      Each party enters into these Terms and each order as independent contractors. The Stockist is not an employee, agent, partner, or joint venturer of the Company and the Stockist has no right or authority to act, make representations or incur any obligations on behalf of the Company. No failure or omission by a party to carry out or observe any of these Terms (except payment terms) will give rise to a claim against the party or be deemed to be a breach of these Terms to the extent that and for so long as such failure or omission arises from any event reasonably beyond the control of the party and which occurs without the fault or negligence on behalf of the party (“Force Majeure Event”). The affected party must promptly notify the other party of the occurrence of the Force Majeure event and take all reasonable steps to overcome or address the Force Majeure Event so as to resume normal performance of its obligations as soon as possible.

23.2      The Stockist must not assign any of its rights under these Terms.

24.     Termination

24.1      We reserve the right to suspend or terminate your wholesale account at any time due to breach of these terms, including non payment, misrepresentation of the brand, or sale via unauthorised channels.

25.     Governing Law

25.1      These Wholesale Trading Terms and the orders to which they apply will be governed and construed in accordance with the laws of the State of Victoria, Australia. The parties irrevocably agree that the courts of Victoria, Australia shall have non exclusive jurisdiction to hear and determine any disputes which may arise out of or in connection with these Terms and the orders to which they apply, including disputes about formation, validity, interpretation, or termination.