Terms of Trade – EC ref 28010 (Nov 2023) + Pazzi Interim Notice v1 – effective 22/10/2026

Download these terms and the interim notice (PDF)

Pazzi Pty Ltd T/A Pazzi Marble & Granite – Terms of Trade

EC Credit Control ref 28010 (Update Nov 2023) – Long version. Text reproduced unchanged.

1. Definitions

1.1 “Client” means the person/s, entities or any person acting on behalf of and with the authority of the Client requesting PMG to provide the Works as specified in any proposal, quotation, order, invoice or other documentation, and:

(a) if there is more than one Client, is a reference to each Client jointly and severally; and

(b) if the Client is a partnership, it shall bind each partner jointly and severally; and

(d) includes the Client’s executors, administrators, successors and permitted assigns.

1.2 “Confidential Information” means information of a confidential nature whether oral, written or in electronic form including, but not limited to, this Contract, either party’s intellectual property, operational information, know-how, trade secrets, financial and commercial affairs, Contracts, client information (including but not limited to, “Personal Information” such as: name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) and pricing details.

1.3 “Contract” means the terms and conditions contained herein, together with any quotation, order, invoice or other document or amendments expressed to be supplemental to this Contract.

1.4 “Cookies” means small files which are stored on a user’s computer. They are designed to hold a modest amount of data (including Personal Information) specific to a particular client and website and can be accessed either by the web server or the client’s computer. If the Client does not wish to allow Cookies to operate in the background when using PMG’s website, then the Client shall have the right to enable / disable the Cookies first by selecting the option to enable / disable provided on the website, prior to making enquiries via the website.

1.5 “GST” means Goods and Services Tax as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).

1.6 “Intended Use” means a building product and the use thereof, for which the building product is intended to be, or is reasonably likely to be, associated with a building.

1.7 “Natural Stone Disclaimer” means PMG’s Natural Stone Disclaimer which should be read in conjunction with these terms and conditions.

1.8 “Non-Conforming Building Product” means building products that are regarded as Non-Conforming for an Intended Use if, when associated with a building:

(a) the product is not, or will not be, safe; or

(b) does not, or will not, comply with the relevant regulatory provisions; or

(c) the product does not perform, or is not capable of performing, for the use to the standard it is represented to conform by or for a person in the chain of responsibility for the product.

1.9 “PMG” means Pazzi Pty Ltd T/A Pazzi Marble & Granite, its successors and assigns or any person acting on behalf of and with the authority of Pazzi Pty Ltd T/A Pazzi Marble & Granite.

1.10 “Price” means the Price payable (plus any GST where applicable) for the Works as agreed between PMG and the Client in accordance with clause 8 below.

1.11 “Works” means all Works (including consultation, manufacturing and/or installation services) or Materials supplied by PMG to the Client at the Client’s request from time to time (where the context so permits the terms ‘Works’ or ‘Materials’ shall be interchangeable for the other).

1.12 “Worksite” means the address nominated by the Client to which the Materials are to be supplied by PMG.

2. Offer and Acceptance

2.1 The parties acknowledge and agree that:

(a) they have read and understood the terms and conditions contained in this Contract; and

(b) the parties are taken to have exclusively accepted and are immediately bound, jointly and severally, by these terms and conditions if the Client places an order for or accepts delivery of the Works.

2.2 In the event of any inconsistency between the terms and conditions of this Contract and any other prior document or schedule that the parties have entered into, the terms of this Contract shall prevail.

2.3 Any amendment to the terms and conditions contained in this Contract may only be amended in writing by the consent of both parties.

2.4 The Client acknowledges that the supply of Works on credit shall not take effect until the Client has completed a credit application with PMG and it has been approved with a credit limit established for the account.

2.5 In the event that the supply of Works requested exceeds the Client’s credit limit and/or the account exceeds the payment terms, PMG reserves the right to refuse delivery.

2.6 Unless agreed otherwise, any quotation includes one (1) call out for collecting templates and one (1) call out for installation. Should additional call outs be required by the Client then these will be charged as a variation in accordance with clause 8.2.

2.7 Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 9 of the Electronic Transactions (Victoria) Act 2000 or any other applicable provisions of that Act or any Regulations referred to in that Act.

3. Authorised Representatives

3.1 Unless otherwise limited as per clause 3.2 the Client agrees that should the Client introduce any third party to PMG as the Client’s duly authorised representative, that once introduced that person shall have the full authority of the Client to order any Works or Materials on the Client’s behalf and/or to request any variation to the works on the Client’s behalf (such authority to continue until all requested works have been completed or the Client otherwise notifies PMG in writing that said person is no longer the Client’s duly authorised representative).

3.2 In the event that the Client’s duly authorised representative as per clause 3.1 is to have only limited authority to act on the Client’s behalf then the Client must specifically and clearly advise PMG in writing of the parameters of the limited authority granted to their representative.

3.3 The Client specifically acknowledges and accepts that they will be solely liable to PMG for all additional costs incurred by PMG (including PMG’s profit margin) in providing any Materials, Works, or variation/s requested by the Client’s duly authorised representative (subject always to the limitations imposed under clause 3.2 (if any)).

4. Errors and Omissions

4.1 The Client acknowledges and accepts that PMG shall, without prejudice, accept no liability in respect of any alleged or actual error(s) and/or omission(s):

(a) resulting from an inadvertent mistake made by PMG in the formation and/or administration of this Contract; and/or

(b) contained in/omitted from any literature (hard copy and/or electronic) supplied by PMG in respect of the Works.

4.2 In circumstances where the Client is required to place an order for Materials, in writing, or otherwise as permitted by these terms and conditions, the Client is responsible for supplying correct order information such as, without limitation, measurements and quantity, when placing an order for Materials (whether they are made to order Materials or not) ("Client Error"). The Client must pay for all Materials it orders from PMG notwithstanding that such Materials suffer from a Client Error and notwithstanding that the Client has not taken or refuses to take delivery of such Materials. PMG is entitled to, at its absolute discretion to waive its right under this sub-clause in relation to Client Errors.

5. Change in Control

5.1 The Client shall give PMG not less than fourteen (14) days prior written notice of any proposed change of ownership of the Client and/or any other change in the Client’s details (including but not limited to, changes in the Client’s name, address, contact phone or fax number/s, change of trustees, or business practice). The Client shall be liable for any loss incurred by PMG as a result of the Client’s failure to comply with this clause.

6. Credit Card Information

6.1 PMG will:

(a) keep the Client’s personal details, including credit card details for only as long as is deemed necessary by PMG;

(b) not disclose the Client’s credit card details to any third party; and

(c) not unnecessarily disclose any of the Client’s personal information, except is accordance with the Privacy Act (clause 22) or where required by law.

6.2 The Client expressly agrees that, if pursuant to this Contract, there are any unpaid charges, other amounts due and outstanding by the Client, PMG is entitled to immediately charge the Client’s nominated credit card for these amounts, and is irrevocably authorised to complete any documentation and take any action to recover from the credit card issuer any and all amounts which may be due by the Client pursuant to the terms of this Contract.

7. General Terms Relating to Purchase, Ordering, Collection and Delivery

7.1 Materials will not be held or any order deemed confirmed unless and until a deposit of fifty (50) percent of the total value of the Materials has been received. This is applicable to all Clients without a trading account.

7.2 The Client accepts that some Materials may need a lead-time of approximately six to twelve (6-12) weeks from the date of the order being confirmed by PMG.

7.3 The Client shall be liable for, and shall indemnify PMG for any unforeseen costs arising from, in connection with, or in any way related to facilitating the transportation of the Materials into Australia, including, but not limited to, costs imposed by any transport and/or logistics and/or shipping PMG and or/in connection with Australian Customs clearance.

8. Price and Payment

8.1 At PMG’s sole discretion, the Price shall be either:

(a) as indicated on invoices provided by PMG to the Client in respect of Works performed or upon placement if an order for the Materials; or

(b) PMG’s quoted Price (subject to clause 8.2) which shall be binding upon PMG provided that the Client shall accept PMG’s quotation in writing within thirty (30) days.

8.2 PMG reserves the right to change the Price:

(a) if a variation to the Materials which are to be supplied is requested; or

(b) if a variation to the Works originally scheduled (including any applicable plans or specifications) is requested; or

(c) where additional Works are required due to the discovery of hidden or unidentifiable difficulties (including, but not limited to, poor weather, limitations to accessing the Worksite, obscured building/Worksite defects, incorrect measurements, plans and/or specifications provided by the Client, as a result of delays from third party suppliers, ready availability of Materials, discontinued lines, variations in quantity or volume of Materials to be supplied, safety considerations, prerequisite work by any third party not being completed, remedial work required due to existing workmanship being of a poor quality or non-compliant to the building code, hard rock barriers below the surface, iron reinforcing rods in concrete or hidden pipes and wiring, etc.) which are only discovered on commencement of the Works; or

(d) in the event of increases to PMG in the cost of labour or Materials which are beyond PMG’s control.

8.3 Variations will be charged for on the basis of PMG’s quotation, and will be detailed in writing, and shown as variations on PMG’s invoice. The Client shall be required to respond to any variation submitted by PMG within ten (10) working days. Failure to do so will entitle PMG to add the cost of the variation to the Price. Payment for all variations must be made in full at the time of their completion.

8.4 At PMG’s sole discretion, a fifty (50) percent non-refundable deposit may be required upon placement of an order for Materials, in accordance with any quotation provided by PMG or as notified to the Client prior to the placement of an order for Materials.

8.5 Time for payment for the Works being of the essence, the Price will be payable by the Client on the date/s determined by PMG, which may be:

(a) before or on completion of the Works; or

(b) by way of progress payments in accordance with PMG’s specified progress payment schedule. Such progress payment claims may include the reasonable value of authorised variations and the value of any Materials delivered to the Worksite but not yet installed; or

(c) fourteen (14) days following the end of the month in which a statement is posted to the Client’s address or address for notices;

(d) the date specified on any invoice or other form as being the date for payment; or

(e) failing any notice to the contrary, the date which is seven (7) days following the date of any invoice given to the Client by PMG.

8.6 Payment may be made by cheque, bank cheque, electronic/on-line banking, credit card (a surcharge may apply per transaction), or by any other method as agreed to between the Client and PMG.

8.7 PMG may in its discretion allocate any payment received from the Client towards any invoice that PMG determines and may do so at the time of receipt or at any time afterwards. On any default by the Client PMG may re-allocate any payments previously received and allocated. In the absence of any payment allocation by PMG, payment will be deemed to be allocated in such manner as preserves the maximum value of PMG’s Purchase Money Security Interest (as defined in the PPSA) in the Materials.

8.8 The Client shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Client by PMG nor to withhold payment of any invoice because part of that invoice is in dispute. Once in receipt of an invoice for payment, if any part of the invoice is in dispute, then the Client must notify PMG in writing within three (3) business days, the invoice shall remain due and payable for the full amount, until such time as PMG investigates the disputed claim, no credit shall be passed for refund until the review is completed. Failure to make payment may result in PMG placing the Client’s account into default and subject to default interest in accordance with clause 20.1.

8.9 Unless otherwise stated the Price does not include GST. In addition to the Price, the Client must pay to PMG an amount equal to any GST PMG must pay for any supply by PMG under this or any other Contract for the sale of the Materials. The Client must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Client pays the Price. In addition, the Client must pay any other taxes and duties that may be applicable in addition to the Price except where they are expressly included in the Price.

9. Provision of the Works

9.1 Subject to clause 9.2 it is PMG’s responsibility to ensure that the Works start as soon as it is reasonably possible.

9.2 The Works’ commencement date will be put back and/or the completion date extended by whatever time is reasonable in the event that PMG claims an extension of time (by giving the Client written notice) where completion is delayed by an event beyond PMG’s control, including but not limited to any failure by the Client to:

(a) make a selection; or

(b) have the Worksite ready for the Works; or

9.3 PMG may deliver the Works by separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these terms and conditions.

9.4 Any time specified by PMG for delivery of the Works is an estimate only and PMG will not be liable for any loss or damage incurred by the Client as a result of delivery being late. However, both parties agree that they shall make every endeavour to enable the Works to be supplied at the time and place as was arranged between both parties. In the event that PMG is unable to supply the Works as agreed solely due to any action or inaction of the Client, then PMG shall be entitled to charge a reasonable fee for re-supplying the Works at a later time and date, and/or for storage of the Materials.

10. Dimensions, Plans and Specifications

10.1 PMG shall be entitled to rely on the accuracy of any plans, specifications and other information provided by the Client. The Client acknowledges and agrees that in the event that any of this information provided by the Client is inaccurate, PMG accepts no responsibility for any loss, damages, or costs however resulting from these inaccurate plans, specifications or other information.

10.2 All customary building industry tolerances shall apply to the dimensions and measurements of the Works unless PMG and the Client agree otherwise in writing.

10.3 Where the Client is to supply PMG with any design specifications (including, but not limited to, CAD drawings) the Client shall be responsible for providing accurate data. PMG shall not be liable whatsoever for any errors in the Works that are caused by incorrect or inaccurate data being supplied by the Client.

10.4 In the event the Client gives information relating to measurements and quantities of Materials required in completing the Works, it is the Client’s responsibility to verify the accuracy of the measurements and quantities, before the Client or PMG places an order based on these measurements and quantities. PMG accepts no responsibility for any loss, damages, or costs however resulting from the Client’s failure to comply with this clause.

11. Risk

11.1 If PMG retains ownership of the Materials under clause 15 then:

(a) where PMG is supplying Materials only, all risk for the Materials shall immediately pass to the Client on delivery and the Client must insure the Materials on or before delivery. The cost of delivery will be payable by the Client in accordance with the quotation provided by PMG to the Client, or as otherwise notified to the Client prior to the placement of an order for the Materials. Delivery of the Materials shall be deemed to have taken place immediately at the time that either:

(i) the Client or the Client’s nominated carrier takes possession of the Materials at PMG’s address; or

(ii) the Materials are delivered by PMG or PMG’s nominated carrier to the Client’s nominated delivery address (even if the Client is not present at the address).

(b) where PMG is to both supply and install Materials then PMG shall maintain a Contract works insurance policy until the Works are completed. Upon completion of the Works all risk for the Works shall immediately pass to the Client.

11.2 Notwithstanding the provisions of clause 11.1 if the Client specifically requests PMG to leave Materials outside PMG’s premises for collection or to deliver the Materials to an unattended location then such Materials shall always be left at sole risk of the Client and it shall be the Client’s responsibility to ensure the Materials are insured adequately or at all. In the event that such Materials are lost, damaged or destroyed then replacement of the Materials shall be at the Client’s expense.

11.3 Any advice, recommendation, information, assistance or service provided by PMG in relation to Materials or Works supplied is given in good faith to the Client, or the Client’s agent and is based on PMG’s own knowledge and experience and shall be accepted without liability on the part of PMG. Where such advice or recommendations are not acted upon then PMG shall require the Client or their agent to authorise commencement of the Works in writing. PMG shall not be liable in any way whatsoever for any damages or losses that occur after any subsequent commencement of the Works.

11.4 The Client acknowledges that variations of colour, shade and grain are inherent in all natural, man-made stone slabs/Materials, kiln fired products, concrete and natural stone. While every effort will be taken by PMG to match colour, shade or grain of product, PMG shall not be liable for any loss, damages or costs howsoever arising resulting from any variation in colour, shading or grain between batches of product or sale samples and the final product supplied.

11.5 Where applicable, PMG gives no guarantee (expressed or implied) against optical hazing, crazing, cracking, chipping or scratching that may occur that is beyond PMG’s control due to the nature of the product at the time of installation, therefore it is recommended that the Client allows for extra product for such breakages.

11.6 The Client acknowledges and accepts that the Materials supplied by PMG may be subject to optical hazing, shadowing and sealer marking which is a common manufacturing occurrence for these types of Materials and is strictly aesthetic.

11.7 The Client acknowledges that Materials supplied may:

(a) expand, contract or distort as a result of exposure to heat, cold, weather;

(b) mark or stain if exposed to certain substances; and

11.8 If the Client orders an insufficient number of slabs and other Materials, then PMG will take no responsibility for any variation of colour in further batches supplied to the Client or the inability to supply Materials at all.

11.9 Where PMG is required to install the Materials the Client warrants that the structure of the premises or equipment in or upon which these Materials are to be installed or erected is sound and will sustain the installation and work incidental thereto and PMG shall not be liable for any claims, demands, losses, damages, costs and expenses howsoever caused or arising in connection with the installation and work incidental thereto.

11.10 PMG strongly recommends that slabs with inherent variations (whether natural or by design) must always be blended (many boxes opened and mixed) prior to laying to ensure best results.

11.11 Save and except for statutory warranties and/or proven defects in the Materials notified to PMG within the prescribed time:

(a) PMG will accept no responsibility for slabs that have already been affixed;

(b) double fired (wall tiles) are not guaranteed if fixed on cement sheet floors; and

(c) PMG will be absolved from and forever released and discharged from any and all liability once tiles are affixed, or if Double fired (wall tiles) are fixed on cement floors.

12. Clients Responsibilities

12.1 The Client (or his or her representative) must conduct a thorough visual inspection of the Materials (individually) prior to the installation or upon collection from PMG. PMG will accept no liability for any loss or damage alleged and will not accept the return of the Materials on the basis of any alleged issue with the Materials which could have been reasonably detected on a visual inspection. On completion of the inspection the Client must complete a signed acknowledgement that the Materials are free from defects freeing PMG from any further liability.

12.2 The Client shall ensure that PMG has clear and free access to the Worksite at all times to enable them to undertake the Works (including, but not limited to, disconnecting and removing appliances, removing cookware, utensils and personal possessions from the work area and providing adequate dust sheets if deemed necessary). PMG may at its discretion apply a charge in accordance with clause 8.2 if the previous criteria is not met.

12.3 PMG shall not be liable for any loss or damage to the Worksite (including, without limitation, damage to pathways, driveways and concreted or paved or grassed areas) unless due to the negligence of PMG.

12.4 It is the responsibility of the Client to provide an adequate supply of electricity, toilet facilities, clean water and first aid equipment for the use of PMG and its employees.

13. Hidden Services

13.1 Prior to PMG commencing any work the Client must advise PMG of the precise location of all services on the Worksite and clearly mark the same. The mains and services the Client must identify include, but are not limited to, electrical services, gas services, sewer services, pumping services, sewer connections, sewer sludge mains, water mains, irrigation pipes, telephone cables, fibre optic cables, oil pumping mains, and any other services that may be on the Worksite.

13.2 Whilst PMG will take all care to avoid damage to any services the Client agrees to indemnify PMG in respect of all and any liability claims, loss, damage, costs and fines as a result of damage to services not precisely located and notified as per clause 13.1.

14. Compliance with Laws

14.1 The Client and PMG shall comply with the provisions of all statutes, regulations and bylaws of government, local and other public authorities that may be applicable to the Works, including any occupational health and safety laws (OHS) relating or any other relevant safety standards or legislation pertaining to the Works.

14.2 Both parties acknowledge and agree:

(a) to comply with the National Construction Code of Australia (NCC) and the Building Act 1993,in respect of all workmanship and building products to be supplied during the course of the Works; and

(b) that Works will be provided in accordance with any current relevant Australian/New Zealand Standards applicable.

14.3 Where the Client has supplied products for PMG to complete the Works, the Client acknowledges that it accepts responsibility for the suitability of purpose and use for their products and the Intended Use and any faults inherent in those products. However, if in PMG’s opinion, it is believed that the materials supplied are Non-Conforming products and will not conform with state and/or territory regulations, then PMG shall be entitled, without prejudice, to halt the Works until the appropriate conforming products are sourced and all costs associated with such a change to the plans and design will be invoiced in accordance with clause 8.2.

14.4 The Client shall obtain (at the expense of the Client) all licenses and approvals that may be required for the Works.

15. Title

15.1 PMG and the Client agree that ownership of the Materials shall not pass until:

(a) the Client has paid PMG all amounts owing to PMG; and

(b) the Client has met all of its other obligations to PMG.

15.2 Receipt by PMG of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised.

15.3 It is further agreed that until ownership of the Materials passes to the Client in accordance with clause 15.1:

(a) the Client is only a bailee of the Materials and unless the Materials have become fixtures must return the Materials to PMG on request;

(b) the Client holds the benefit of the Client’s insurance of the Materials on trust for PMG and must pay to PMG the proceeds of any insurance in the event of the Materials being lost, damaged or destroyed;

(c) the production of these terms and conditions by PMG shall be sufficient evidence of PMG’s rights to receive the insurance proceeds direct from the insurer without the need for any person dealing with PMG to make further enquiries;

(d) the Client must not sell, dispose, or otherwise part with possession of the Materials other than in the ordinary course of business and for market value. If the Client sells, disposes or parts with possession of the Materials then the Client must hold the proceeds of any such act on trust for PMG and must pay or deliver the proceeds to PMG on demand;

(e) the Client should not convert or process the Materials or intermix them with other goods but if the Client does so then the Client holds the resulting product on trust for the benefit of PMG and must sell, dispose of or return the resulting product to PMG as it so directs;

(f) unless the Materials have become fixtures the Client irrevocably authorises PMG to enter any premises where PMG believes the Materials are kept and recover possession of the Materials;

(g) PMG may recover possession of any Materials in transit whether or not delivery has occurred;

(h) the Client shall not charge or grant an encumbrance over the Materials nor grant nor otherwise give away any interest in the Materials while they remain the property of PMG; and

(i) PMG may commence proceedings to recover the Price of the Materials sold notwithstanding that ownership of the Materials has not passed to the Client.

16. Personal Property Securities Act 2009 (“PPSA”)

16.1 In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPSA.

16.2 Upon assenting to these terms and conditions in writing the Client acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all Materials and/or collateral (account) – being a monetary obligation of the Client to PMG for Works – that have previously been supplied and that will be supplied in the future by PMG to the Client.

16.3 The Client undertakes to:

(a) promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which PMG may reasonably require to:

(i) register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;

(ii) register any other document required to be registered by the PPSA; or

(iii) correct a defect in a statement referred to in clause 16.3(a)(i) or 16.3(a)(ii);

(b) indemnify, and upon demand reimburse, PMG for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Materials charged thereby;

(c) not register a financing change statement in respect of a security interest without the prior written consent of PMG;

(d) not register, or permit to be registered, a financing statement or a financing change statement in relation to the Materials and/or collateral (account) in favour of a third party without the prior written consent of PMG;

(e) immediately advise PMG of any material change in its business practices of selling the Materials which would result in a change in the nature of proceeds derived from such sales.

16.4 PMG and the Client agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.

16.5 The Client hereby waives its rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.

16.6 The Client waives its rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.

16.7 Unless otherwise agreed to in writing by PMG, the Client waives its right to receive a verification statement in accordance with section 157 of the PPSA.

16.8 The Client shall unconditionally ratify any actions taken by PMG under clauses 16.3 to 16.5.

16.9 Subject to any express provisions to the contrary (including those contained in this clause 16), nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA.

17. Security and Charge

17.1 In consideration of PMG agreeing to supply the Materials and/or provide its Works, the Client grants PMG a security interest by way of a floating charge (registerable by PMG pursuant to the PPSA) over all of its present and after acquired rights, title and interest (whether joint or several) in all other assets that is now owned by the Client or owned by the Client in the future, to the extent necessary to secure the repayment of monies owed under this Contract for provision of the Materials and/or Works under this Contract and/or permit PMG to appoint a receiver to the Client in accordance with the Corporations Act 2001 (Cth).

17.2 The Client indemnifies PMG from and against all PMG’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising PMG’s rights under this clause.

17.3 In the event that the Client defaults or breaches any term of this Contract and as a result, the security provided in clauses 15.1,16.2 and 17.1 as applicable, is deemed insufficient by PMG to secure the repayment of monies owed by the Client to PMG, the Client hereby grants PMG a security interest as at the date of the default, by way of a charge, that enables the right and entitlement to lodge a caveat over any real property and or land owned by the Client now, or owned by the Client in the future, to secure the performance of the Client of its obligations under these terms and conditions (including, but not limited to, the payment of any money.

18. Defects, Warranties and Returns, Competition and Consumer Act 2010 (“CCA”)

18.1 The Client must inspect all Materials on delivery (or the Works on completion) and must within twenty-four (24) hours of delivery notify PMG in writing of any evident defect/damage, shortage in quantity, or failure to comply with the description or quote. The Client must notify any other alleged defect in the Materials/Works as soon as reasonably possible after any such defect becomes evident. Upon such notification the Client must allow PMG to inspect the Materials or to review the Works provided.

18.2 Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be implied into these terms and conditions (Non-Excluded Guarantees).

18.3 PMG acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-Excluded Guarantees.

18.4 Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, PMG makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Materials/Works. PMG’s liability in respect of these warranties is limited to the fullest extent permitted by law.

18.5 If the Client is a consumer within the meaning of the CCA, PMG’s liability is limited to the extent permitted by section 64A of Schedule 2.

18.6 If PMG is required to replace any Materials under this clause or the CCA, but is unable to do so, PMG may refund any money the Client has paid for the Materials.

18.7 If PMG is required to rectify, re-supply, or pay the cost of re-supplying the Works under this clause or the CCA, but is unable to do so, then PMG may refund any money the Client has paid for the Works but only to the extent that such refund shall take into account the value of Works and Materials which have been provided to the Client which were not defective.

18.8 If the Client is not a consumer within the meaning of the CCA, PMG’s liability for any defect or damage in the Materials is:

(a) limited to the value of any express warranty or warranty card provided to the Client by PMG at PMG’s sole discretion;

(b) limited to any warranty to which PMG is entitled, if PMG did not manufacture the Materials;

18.9 Subject to this clause 18, returns will only be accepted provided that:

(a) the Client has complied with the provisions of clause 18.1; and

(b) PMG has agreed that the Materials are defective; and

(d) the Materials are returned in as close a condition to that in which they were delivered as is possible.

18.10 Notwithstanding clauses 18.1 to 18.9 but subject to the CCA, PMG shall not be liable for any defect or damage which may be caused or partly caused by or arise as a result of:

(a) the Client failing to properly maintain or store any Materials;

(b) the Client using the Materials for any purpose other than that for which they were designed;

(c) the Client continuing to use any Materials after any defect became apparent or should have become apparent to a reasonably prudent operator or user;

(d) interference with the Works by the Client or any third party without PMG’s prior approval;

(e) the Client failing to follow any instructions or guidelines provided by PMG;

(f) fair wear and tear, any accident, or act of God.

18.11 Notwithstanding anything contained in this clause if PMG is required by a law to accept a return then PMG will only accept a return on the conditions imposed by that law.

18.12 Subject to clause 18.1, customised, or non-stocklist items or Materials made or ordered to the Client’s specifications are not acceptable for credit or return.

19. Intellectual Property

19.1 Where PMG has designed, drawn, written plans or a schedule of Works, or created any products for the Client, then the copyright in all such designs, drawings, documents, plans, schedules and products shall remain vested in PMG, and shall only be used by the Client at PMG’s discretion. Under no circumstances may such designs, drawings and documents be used without the express written approval of PMG.

19.2 The Client warrants that all designs, specifications or instructions given to PMG will not cause PMG to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify PMG against any action taken by a third party against PMG in respect of any such infringement.

19.3 The Client agrees that PMG may (at no cost) use for the purposes of marketing or entry into any competition, any documents, designs, drawings, plans or products which PMG has created for the Client.

20. Default and Consequences of Default

20.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at PMG’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.

20.2 If the Client owes PMG any money, the Client shall indemnify PMG from and against all costs and disbursements:

(a) incurred; and/or

(b) which would be incurred and/or

in regard to legal costs on a solicitor and own client basis incurred in exercising PMG’s rights under these terms and conditions, internal administration fees, PMG’s Contract fees owing for breach of these terms and conditions’, including, but not limited to, contract default fees and/or recovery costs (if applicable), as well as bank dishonour fees.

20.3 Further to any other rights or remedies PMG may have under this Contract, if a Client has made payment to PMG, and the transaction is subsequently reversed, the Client shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by PMG under this clause 20 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations under this Contract.

20.4 Without prejudice to PMG’s other remedies at law PMG shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to PMG shall, whether or not due for payment, become immediately payable if:

(a) any money payable to PMG becomes overdue, or in PMG’s opinion the Client will be unable to make a payment when it falls due;

(b) the Client has exceeded any applicable credit limit provided by PMG;

(c) the Client becomes insolvent or bankrupt, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or

(d) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.

21. Cancellation

21.1 Without prejudice to any other remedies the parties may have, if at any time either party is in breach of any obligation (including those relating to payment) under these terms and conditions (“the Breaching Party”) the other party may suspend or terminate the supply or purchase of Materials and/or Works to the other party, with immediate effect, by providing the Breaching Party with written notice. Neither party will be liable for any loss or damage the other party suffers because one of the parties has exercised its rights under this clause.

21.2 If PMG, due to reasons beyond PMG’s reasonable control, is unable to deliver any Materials and/or Works to the Client, PMG may cancel any Contract to which these terms and conditions apply or cancel delivery of Materials and/or Works at any time before the Materials and/or Works are delivered by giving written notice to the Client. On giving such notice PMG shall repay to the Client any money paid by the Client for the Materials and/or Works. PMG shall not be liable for any loss or damage whatsoever arising from such cancellation.

21.3 The Client may cancel delivery of the Materials and/or Works by written notice served within forty-eight (48) hours of placement of the order. If the Client cancels delivery in accordance with this clause 21.3, the Client will not be liable for the payment of any costs of PMG, except where a deposit is payable in accordance with clause 8.4. Failure by the Client to otherwise accept delivery of the Materials and/or Works shall place the Client in breach of this Contract.

21.4 Cancellation of orders for products made to the Client’s specifications, or for non-stocklist items, will definitely not be accepted once production has commenced, or an order has been placed.

21.5 Confirmed orders cannot be cancelled once shipped from an overseas PMG, and deposits are not refundable on cancellation by the Client.

22. Privacy Policy

22.1 All emails, documents, images or other recorded information held or used by PMG is Personal Information, as defined and referred to in clause 22.3, and therefore considered Confidential Information. PMG acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 1988 (“the Act”) including the Part IIIC of the Act being Privacy Amendment (Notifiable Data Breaches) Act 2017 (NDB) and any statutory requirements, where relevant in a European Economic Area (“EEA”), under the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). PMG acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Client’s Personal Information, held by PMG that may result in serious harm to the Client, PMG will notify the Client in accordance with the Act and/or the GDPR. Any release of such Personal Information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Client by written consent, unless subject to an operation of law.

22.2 Notwithstanding clause 22.1, privacy limitations will extend to PMG in respect of Cookies where the Client utilises PMG’s website to make enquiries. PMG agrees to display reference to such Cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Client’s:

(a) IP address, browser, email client type and other similar details;

(b) tracking website usage and traffic; and

(c) reports are available to PMG when PMG sends an email to the Client, so PMG may collect and review that information (“collectively Personal Information”)

If the Client consents to PMG’s use of Cookies on PMG’s website and later wishes to withdraw that consent, the Client may manage and control PMG’s privacy controls via the Client’s web browser, including removing Cookies by deleting them from the browser history when exiting the site.

22.3 The Client agrees for PMG to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) about the Client in relation to credit provided by PMG.

22.4 The Client agrees that PMG may exchange information about the Client with those credit providers and with related body corporates for the following purposes:

(a) to assess an application by the Client; and/or

(b) to notify other credit providers of a default by the Client; and/or

(c) to exchange information with other credit providers as to the status of this credit account, where the Client is in default with other credit providers; and/or

(d) to assess the creditworthiness of the Client including the Client’s repayment history in the preceding two (2) years.

22.5 The Client consents to PMG being given a consumer credit report to collect personal credit information relating to any overdue payment on commercial credit.

22.6 The Client agrees that personal credit information provided may be used and retained by PMG for the following purposes (and for other agreed purposes or required by):

(a) the provision of Works; and/or

(b) analysing, verifying and/or checking the Client’s credit, payment and/or status in relation to the provision of Works; and/or

(c) processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Client; and/or

(d) enabling the collection of amounts outstanding in relation to the Works.

22.7 PMG may give information about the Client to a CRB for the following purposes:

(a) to obtain a consumer credit report;

(b) allow the CRB to create or maintain a credit information file about the Client including credit history.

22.8 The information given to the CRB may include:

(a) Personal Information as outlined in 22.3 above;

(b) name of the credit provider and that PMG is a current credit provider to the Client;

(d) type of consumer credit;

(e) details concerning the Client’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);

(f) advice of consumer credit defaults (provided PMG is a member of an approved OAIC External Disputes Resolution Scheme), overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Client no longer has any overdue accounts and PMG has been paid or otherwise discharged and all details surrounding that discharge(e.g. dates of payments);

(g) information that, in the opinion of PMG, the Client has committed a serious credit infringement;

(h) advice that the amount of the Client’s overdue payment is equal to or more than one hundred and fifty dollars ($150).

22.9 The Client shall have the right to request (by e-mail) from PMG:

(a) a copy of the Personal Information about the Client retained by PMG and the right to request that PMG correct any incorrect Personal Information; and

(b) that PMG does not disclose any Personal Information about the Client for the purpose of direct marketing.

22.10 PMG will destroy Personal Information upon the Client’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this Contract or is required to be maintained and/or stored in accordance with the law.

22.11 The Client can make a privacy complaint by contacting PMG via e-mail. PMG will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Client is not satisfied with the resolution provided, the Client can make a complaint to the Information Commissioner at www.oaic.gov.au.

23. Service of Notices

23.1 Any written notice given under this Contract shall be deemed to have been given and received:

(a) by handing the notice to the other party, in person;

(b) by leaving it at the address of the other party as stated in this Contract;

(d) if sent by facsimile transmission to the fax number of the other party as stated in this Contract (if any), on receipt of confirmation of the transmission;

(e) if sent by email to the other party’s last known email address.

23.2 Any notice that is posted shall be deemed to have been served, unless the contrary is shown, at the time when by the ordinary course of post, the notice would have been delivered.

24. Trusts

24.1 If the Client at any time upon or subsequent to entering in to the Contract is acting in the capacity of trustee of any trust or as an agent for a trust (“Trust”) then whether or not PMG may have notice of the Trust, the Client covenants with PMG as follows:

(a) the Contract extends to all rights of indemnity which the Client now or subsequently may have against the Trust, the trustees and the trust fund;

(b) the Client has full and complete power and authority under the Trust or from the Trustees of the Trust as the case may be to enter into the Contract and the provisions of the Trust do not purport to exclude or take away the right of indemnity of the Client against the Trust, the trustees and the trust fund. The Client will not release the right of indemnity or commit any breach of trust or be a party to any other action which might prejudice that right of indemnity;

(c) the Client will not during the term of the Contract without consent in writing of PMG (PMG will not unreasonably withhold consent), cause, permit, or suffer to happen any of the following events:

(i) the removal, replacement or retirement of the Client as trustee of the Trust;

(ii) any alteration to or variation of the terms of the Trust;

(iii) any advancement or distribution of capital of the Trust; or

(iv) any resettlement of the trust fund or trust property.

25. General

25.1 Any dispute or difference arising as to the interpretation of these terms and conditions or as to any matter arising herein, shall be submitted to, and settled by, mediation before resorting to any external dispute resolution mechanisms (including arbitration or court proceedings) by notifying the other party in writing setting out the reason for the dispute. The parties shall share equally the mediator’s fees. Should mediation fail to resolve the dispute, the parties shall be free to pursue other dispute resolution avenues.

25.2 The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable, that provision shall be severed from this Contract, and the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.

25.3 These terms and conditions and any Contract to which they apply shall be governed by the laws of Victoria and are subject to the jurisdiction of the courts in Melbourne, Victoria. These terms prevail over all terms and conditions of the Client (even if they form part of the Client's purchase order).

25.4 PMG may licence and/or assign all or any part of its rights and/or obligations under this Contract without the Client’s consent provided the assignment does not cause detriment to the Client.

25.5 The Client cannot licence or assign without the written approval of PMG.

25.6 PMG may elect to subcontract out any part of the Works but shall not be relieved from any liability or obligation under this Contract by so doing. Furthermore, the Client agrees and understands that they have no authority to give any instruction to any of PMG’s sub-contractors without the authority of PMG.

25.7 The Client agrees that PMG may amend their general terms and conditions for subsequent future Contracts with the Client by disclosing such to the Client in writing. These changes shall be deemed to take effect from the date on which the Client accepts such changes, or otherwise at such time as the Client makes a further request for PMG to provide Works to the Client.

25.8 Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm, national or global pandemics and/or the implementation of regulation, directions, rules or measures being enforced by Governments or embargo, including but not limited to, any Government imposed border lockdowns (including, worldwide destination ports), etc., (“Force Majeure”) or other event beyond the reasonable control of either party. This clause does not apply to a failure by the Client to make a payment to PMG, once the parties agree that the Force Majeure event has ceased.

25.9 Both parties warrant that they have the power to enter into this Contract and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this Contract creates binding and valid legal obligations on them.

25.10 The rights and obligations of the parties will not merge on completion of any transaction under this Contract, and they will survive the execution and delivery of any assignment or other document entered, for the purpose of, implementing any transaction under this Contract.

25.11 If part or all of any term of this Contract is or becomes invalid, illegal or unenforceable, it shall be severed from this Contract and shall not affect the validity and enforceability of the remaining terms of this Contract.

Pazzi Interim Notice – v1

Version: Pazzi Interim Notice v1 (read with Terms of Trade EC ref 28010, Nov 2023) Effective date: 22/10/2026 Issued by: Pazzi Pty Ltd T/A Pazzi Marble & Granite ("Pazzi", called "PMG" in our Terms of Trade)

Our Terms of Trade were prepared in November 2023 and are being updated. Until the updated version is issued, this notice forms part of every quote and contract made on those terms.

1. Security of payment. Pazzi may make payment claims under the Building and Construction Industry Security of Payment Act 2002 (Vic) for work and materials it supplies. Nothing in our Terms of Trade limits the rights either party has under that Act.

2. Ownership of stone and recovery. As our Terms of Trade say (clause 15, Title), Pazzi owns the stone and other materials it supplies until it has been paid in full. Until then, Pazzi may recover them as set out in clause 15.3. To the extent permitted by law, Pazzi may also hold any of the client's materials or stone in its possession until amounts owing for that work are paid. This clause adds to clause 15 and does not replace or reduce it.

3. Engineered stone. Pazzi does not supply, fabricate or install engineered stone. Its use has been banned in Victoria since 1 July 2024. A reference in our Terms of Trade to "man-made" stone does not include engineered stone.

4. Homeowners and consumer rights. If you are a consumer, nothing in our Terms of Trade (including the deposit wording in clauses 7.1, 8.4, 21.3 and 21.5) takes away your rights under the Australian Consumer Law or any other law that protects you. Deposits are refundable to the extent the law requires. The deposit amount will be shown on your quote.

5. Telling us about defects. The 24-hour notice in clause 18.1 applies to visible damage from transport or installation, and to obvious shortages or errors, that can be seen at delivery or handover. Please tell us about any other defect in writing within a reasonable time after you notice it. Your consumer guarantees are not affected.

6. Natural stone. Natural stone is a product of nature. Colour, veining, pattern and markings vary from slab to slab and from any sample, and natural features such as veins, pits and fissures are not defects in themselves (see clauses 11.4 to 11.11).

7. Which document applies. If this notice and our Terms of Trade differ, this notice prevails.

Questions: contact Pazzi Marble & Granite before accepting your quote.