TERMS & CONDITIONS

 

In these terms the following words have the following meanings:

 

B&G Baby and Maternity Distribution (M) Sdn Bhd is referred as Bloom and Grow™.

“Goods” any goods agreed in the Contract to be supplied to the Trade Customer by Bloom and Grow™ (including any part or parts of them);

“Trade Customer” is the person(s), firm or company who purchases the Goods from Bloom and Grow™ and whose details are set out on the Order and Credit

Application forms.

 

 

Credit Agreement

• Bloom and Grow™ reserves the right not to offer credit.
• All initial orders with Bloom and Grow™ will be supplied on a pro-forma basis.
• A credit account will only be issued after the Trade Credit Application Form has been completed by the Trade Customer and duly processed and authorised by Bloom and Grow™.
• Once an application for a trade credit account with Bloom and Grow™ is successful, the Trade Customer will be notified in writing.
• Bloom and Grow™ reserves the right to terminate this credit agreement at any time upon service of written notification of termination without providing any reason therefore.
• The Trade Customer consents and authorises Bloom and Grow™ to seek, from any credit provider, information regarding the Trade Customer’s credit worthiness, history, standing and capacity. The credit provider is allowed to give and receive this information in accordance with the Privacy Act 1993 and such information may be used by Boom and Grow™ to assess whether a credit account will be issued to the Trade Customer.

                                     

Minimum Order Value 

• Minimum order value of RM1,800 (West Malaysia) and RM3,000 (East Malaysia)
• For other locations, please kindly check with the respective sales person.
• Sub distribution is not allowed.
• Marketing material and pictures will be provided by B&G.
• All promotions must be notified to B&G; at least 7 days in advance.
• Exchange policy - No returnable or exchangeable.

 

 Pricing 

• Bloom and Grow™ reserves the right to change its price list at any time without notice

 

 

Payment of Accounts

• The preferred method for payment of Bloom and Grow™ accounts is via bank transfer (EFT).
• Payment terms and dates shall be specified on the relevant invoice.
• Bloom and Grow™ may refuse, cancel or suspend the supply of goods or services should late payments be made.
• All orders placed by the customer without a current credit agreement will be supplied on a pro-forma basis. ie. Cleared funds for the total amount of the invoice must be received prior to the order being shipped. Bloom and Grow™ reserves the right to cancel a pro-forma order if there is a delay of more than 3 business days between order confirmation and payment being received.

 

 

Delivery and Delivery Charges

• Bloom and Grow™ will use its reasonable endeavours to deliver the Goods to the specified delivery address within a reasonable time.
• Any liability Bloom and Grow has for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or issuing a credit note at the pro rata contract rate against any invoice raised for such Goods.
• Risk of the Goods shall pass to the Trade Customer on receipt of the Goods.
• Any discrepancies need to be notified to Bloom and Grow™ within 48 hours of delivery.

 

 

Property of Goods

• Ownership of the Goods shall not pass to the Trade Customer and the Trade Customer shall hold the Goods on a fiduciary basis and as Bailee for Bloom and Grow™ until Bloom and Grow™ has received in full (in cash or cleared funds) all sums due to it in respect of:

1. the goods; and
2. all other sums which are or which become due to Bloom and Grow™ from the Buyer on any account

• Notwithstanding the above, Bloom and Grow shall be entitled to maintain an action against the Trade Customer for the purchase price of the Goods including any goods and services tax.
• The Trade Customer grants Bloom and Grow™, its agents and employees an irrevocable licence at any time to enter any premises where the Goods are or may be stored in order to inspect them, or, where the Buyer's right to possession has been terminated due to an account default, to recover them without liability for trespass or any resulting damage. The Trade Customer agrees to indemnify Bloom and Grow™ for all claims that may arise and pay Bloom and Grow's™ cost of retaking possession.

 

 

Authorised Retailers

• The Trade Customer, its agents, employees and contractors covenant and agree to only sell the Goods to the public at large and subject to the prior written consent of Bloom and Grow™, the Trade Customer, its agents, employees and contractors covenant and agree not to be directly or indirectly engaged, concerned, interested or involved in any way in the sale or distribution of the Goods to any person or entity who the Trade Customer, its agents, employees and contractors or a reasonable person in their position would suspect has the intention or is likely to resell the Goods.
• The Trade Customer agrees to refer to Bloom and Grow™, any enquiries or orders concerning the Goods which the Trade Customer, its agents, employees and contractors may receive from any person or entity interested in reselling the Goods.
• The Trade Customer, its agents, employees and contractors agree they will not, in any way act, represent or hold themselves to any person or entity as a wholesaler or distributor of the Goods.
• Subject to the prior written consent of Bloom and Grow™, the Trade Customer, its agents, employees and contractors covenant and agree not to be directly or indirectly engaged, concerned, interested or involved in any way in the resale or distribution of the Goods through any internet website or internet based auction or selling website.
• The Trade Customer, its agents, employees and contractors will immediately notify Bloom and Grow™ upon becoming aware of any person or entity reselling the goods through any internet website or internet based auction or selling website.

 

• The Trade Customer, its agents, employees and contractors must not sell or distribute the Goods in a manner or do any act or omission which may prejudice or damage the goodwill or reputation of Bloom and Grow™ or the value of the Goods.

 

Default

• If the Trade Customer defaults in the payment of any monies due then Bloom and Grow™ may treat all monies due to it as immediately due and payable and charge interest at the rate of 8% per annum from the due date for payment to the date of actual payment. The Trade Customer shall pay all monies due and owing within 7 days of demand by Bloom and Grow™.
• Any expenses, costs or disbursements incurred by Bloom and Grow™ in recovering any outstanding monies from the Trade Customer including solicitor's cost (on a full indemnity basis) shall be paid immediately on demand by Bloom and Grow™.

 

Notice

• Any notice required to be served, given or made shall be sent by ordinary mail addressed to the addressee at its usual or last known place of business and shall be deemed to have been served 2 days after having been posted.

 

Change to Trade Terms

• Bloom and Grow™ may at any time and from time to time, alter these Trade Terms and such altered Trade Terms shall apply in respect of all transactions taking place after giving notice to the Trade Customer.
• The Trade Customer must give Bloom and Grow™ notice of any proposed changes to any of the directors, shareholders, partners or any information contained in the Trade Terms at least 14 days prior to that proposed change and the Trade Customer shall indemnify Bloom and Grow™ for any loss arising from the Trade Customer’s failure to so notify.
• A change in ownership or trading structure of the Trade Customer will result in any Credit Account being cancelled and a new Credit Application form needing to be submitted.