Distributor Terms & Conditions

ITSKINS Australia Distributor Terms & Conditions
Version 1.0 · Effective 21 July 2026 · Governs the wholesale relationship between ITSKINS Australia Pty Ltd and its approved distributors, resellers and stockists ("Distributors").

1. About us

These Terms & Conditions ("Terms") apply to all wholesale supply of ITSKINS-branded products by ITSKINS Australia Pty Ltd (ABN 97 670 788 833), of Office 5, 9-11 Surfers Ave, Mermaid Beach QLD 4218 ("ITSKINS AU", "we", "us", "our") to approved Distributors ("you", "your"). By submitting a wholesale application, placing an order, or accepting delivery of ITSKINS product from us, you agree to be bound by these Terms.

2. Distributor application & approval

1. All wholesale accounts require prior written approval from ITSKINS AU. Submitting an application does not create a distributor relationship or entitlement to trade.
2. We may in our absolute discretion decline any application, request additional information (including trade references, ID, ASIC search or credit report authority), or defer a decision.
3. On approval, we will provide login credentials to your ITSKINS AU wholesale portal. Login credentials are personal to your business and must not be shared beyond your authorised staff.
4. You must keep your ABN, trading address, contact details and payment information current at all times. Notify us within 7 days of any material change.

3. Product ordering & acceptance

1. Orders are placed via your wholesale portal login at itskins.com.au. All orders are offers to purchase and are subject to acceptance by ITSKINS AU.
2. ITSKINS AU may accept or decline any order in whole or in part without giving reasons. No contract of sale exists until an order is accepted and confirmed by us.
3. Stock is subject to availability. We are not liable for stock shortages, supplier delays or supply-chain disruption outside our reasonable control.
4. Minimum order quantities and minimum order values may apply and will be published on your wholesale portal from time to time.

4. Pricing, retail price maintenance & RRP

1. All wholesale prices are shown in your wholesale portal in Australian Dollars (AUD) and are exclusive of GST unless expressly marked. GST will be applied at 10% at invoice.
2. ITSKINS AU sets a Recommended Retail Price ("RRP") for every product. RRP is the ticket price we recommend and expect Distributors to hold when advertising or displaying our products.
3. Distributors are required to maintain the ITSKINS AU RRP in all advertised prices — including online listings, printed catalogues, in-store signage, marketplace listings (eBay, Amazon, Catch, Kogan and equivalent), social media and any other public advertising channel.
4. You remain free to sell at any price of your choice at point-of-sale. This clause governs advertised price only, not the final transaction price.
5. ITSKINS AU may amend the RRP for any product from time to time by written notice (email to your registered contact address is sufficient).
6. Breach of clause 4.3 (advertising below RRP) may result in one or more of the following, at our discretion:
   • Written notice to correct the non-compliant advertisement within 5 business days;
   • Suspension of the ability to purchase the product line in question for 30, 60 or 90 days;
   • Suspension of the entire wholesale account for a period we consider proportionate;
   • Termination of the wholesale relationship under clause 12.

5. Credit terms, payment & late payment

1. Approved distributors may be granted credit terms (typically Net 14 days or Net 30 days from invoice date). The credit limit, terms and payment method assigned to your account are shown in your wholesale portal.
2. Payment must be made in cleared funds by the due date shown on the tax invoice. Time is of the essence.
3. If any invoice is not paid by its due date:
   • Your account will be placed on credit hold and no further orders will be accepted or dispatched until the overdue balance is paid in full;
   • We may charge interest on the overdue amount at 2% above the Reserve Bank of Australia cash rate, calculated daily from the due date until the date of full payment;
   • We may recover from you all reasonable costs of collection, including legal costs on an indemnity basis and fees charged by external debt collection agencies;
   • We may refer the debt to a licensed external debt collection agency, and you consent to us providing your business and contact information to that agency for the purpose of recovering the debt;
   • We may report defaults to a commercial credit reporting body in accordance with applicable law;
   • If a payment default persists for more than 30 days, or if a Distributor repeatedly breaches credit terms, we may suspend or terminate the wholesale account under clause 12.
4. You must not withhold or reduce any payment by way of set-off, counterclaim or otherwise except with our prior written consent.
5. ITSKINS AU may vary or withdraw credit terms at any time by written notice.

6. Title, risk & retention

1. Legal and beneficial title to product remains with ITSKINS AU until we have received payment in full for that product and all other amounts owing by you to us on any account.
2. Risk of loss or damage to product passes to you on dispatch from our warehouse (see clause 7).
3. Until title passes you hold the product as our fiduciary bailee. On our written demand you must return any product for which we have not received full payment.

7. Delivery, shipping & insurance

1. Orders are dispatched from our Gold Coast warehouse via our nominated carrier. Delivery times published on your portal are estimates only and not guaranteed.
2. Shipping does not include transit insurance. Once product is dispatched from our warehouse, risk of loss, damage, theft or delay in transit passes to you as the Distributor.
3. You are responsible for arranging your own transit insurance if required. If you would like ITSKINS AU to arrange insured shipping on your behalf we may do so at our cost plus a reasonable admin fee — request in writing before your order is packed.
4. You must inspect all deliveries within 3 business days of receipt and notify us of any visible damage, shortage or discrepancy in writing within that period. Claims outside this window will not be accepted.

8. Warranty & consumer guarantees

1. ITSKINS product is covered by our published Limited Lifetime Warranty, which applies solely to the original owner of the product and only in respect of manufacturing defects arising in normal use.
2. The Limited Lifetime Warranty does not cover:
   • Damage caused by misuse, abuse, alteration, water beyond stated IP rating, accidental damage or normal wear and tear;
   • Products purchased from unauthorised resellers or channels;
   • Products used other than in accordance with the product instructions.
3. Proof of purchase is required for every warranty claim. The end-consumer must present a valid tax invoice or receipt showing the product SKU and the date of purchase from an authorised ITSKINS AU stockist. Distributors are responsible for supplying end-consumers with a valid receipt at point of sale.
4. Distributors must direct all warranty claims from end-consumers to the product-registration and claims process at itskins.com.au. Distributors have no authority to accept, adjudicate, replace or refund product on behalf of ITSKINS AU under the Limited Lifetime Warranty without our prior written consent.
5. Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy that is conferred by the Australian Consumer Law (ACL) and cannot be excluded, restricted or modified by agreement. Our goods come with guarantees that cannot be excluded under the ACL.

9. Faulty stock & trade returns

1. Faulty or incorrectly supplied stock must be reported to us in writing within 30 days of delivery, with photos, SKU and quantity. On our confirmation we will issue a return authorisation and a credit note or replacement, at our option.
2. We do not accept returns of correctly supplied stock for change of mind, over-ordering, end-of-line clearance or discontinued lines except with our prior written consent.

10. Intellectual property & use of the ITSKINS brand

1. All ITSKINS trademarks, logos, product imagery, packaging designs, patents and copyright materials remain the exclusive property of ITSKINS AU and its licensors. Nothing in these Terms grants any assignment of intellectual property to you.
2. You may use ITSKINS-supplied product imagery and brand assets solely for the purpose of promoting and reselling ITSKINS product in accordance with these Terms, and only in the form supplied. Any modification, cropping, colour-shift or overlay of ITSKINS assets requires our prior written approval.
3. You must not register or use any domain name, business name, trademark, hashtag or social handle that incorporates "ITSKINS", any variation, or a name that is confusingly similar.
4. On termination of your wholesale account you must immediately cease all use of ITSKINS trademarks, imagery and assets.

11. Marketing, advertising & channel restrictions

1. All advertised prices must comply with clause 4 (RRP maintenance).
2. Marketplace listings (Amazon, eBay, Catch, Kogan, MyDeal and equivalent) require prior written approval from ITSKINS AU. We may withdraw approval at any time.
3. You must not export ITSKINS product outside Australia or supply ITSKINS product for resale outside Australia without our prior written consent.
4. You must not de-brand, re-brand, repackage, bundle or combine ITSKINS product with third-party product without our prior written consent.

12. Suspension & termination

1. ITSKINS AU reserves the right to suspend or terminate any Distributor account at any time, in our absolute discretion, with or without cause and with or without prior notice — including but not limited to breach of these Terms, breach of credit terms, MAP or RRP violations, insolvency events, or conduct that in our reasonable view damages the ITSKINS brand.
2. On suspension: all pending orders may be cancelled, credit facilities immediately withdrawn, and access to your wholesale portal suspended.
3. On termination: all sums owing become immediately due and payable; you must cease all use of ITSKINS trademarks and imagery; and any product on hand may be sold-through in the ordinary course of business subject to continued compliance with clause 4.
4. Termination does not affect either party's rights accrued before termination or any provision expressly or by implication intended to survive termination (including clauses 4, 5, 6, 8, 10 and 15).

13. Insolvency & adverse events

You must notify us immediately in writing if you become insolvent, appoint an administrator or liquidator, enter into a scheme of arrangement, cease trading, undergo a change of control, or if any equivalent event occurs. Any such event entitles ITSKINS AU to suspend or terminate the wholesale account immediately under clause 12 and to exercise our rights under clause 6 (retention of title).

14. Confidentiality

Wholesale pricing, credit terms, forecast information, product roadmaps and any other non-public information supplied by ITSKINS AU is confidential. You must not disclose it to any third party (other than your authorised advisers under equivalent duties of confidence) or use it other than for the purpose of your wholesale relationship with ITSKINS AU. This clause survives termination.

15. Limitation of liability

1. To the maximum extent permitted by law, and subject to clause 8.5 (Australian Consumer Law), ITSKINS AU's total aggregate liability to you under or in connection with these Terms is limited to the price paid by you to ITSKINS AU for the specific product giving rise to the claim in the 12 months preceding the event.
2. To the maximum extent permitted by law, we are not liable for any indirect, incidental, consequential, special or punitive loss, or loss of profits, revenue, business, goodwill or anticipated savings, howsoever arising.

16. Privacy & data

ITSKINS AU handles personal information supplied by Distributors in accordance with the Privacy Act 1988 (Cth) and our published Privacy Policy. By submitting a wholesale application you consent to us conducting ABN verification, ASIC insolvency checks, credit reporting body enquiries, business background checks and (where credit terms are being assessed) obtaining a commercial credit report on your business.

16A. Credit checks & personal guarantees

1. By submitting an application to become an ITSKINS AU Distributor, you expressly consent to ITSKINS AU (and any third-party credit-reporting body we engage) conducting credit, insolvency and identity checks on the Distributor entity and, where the Distributor is a company, on its directors and beneficial owners.
2. ITSKINS AU may, in our absolute discretion, require one or more personal guarantees from the directors, shareholders or principals of the Distributor as a condition of granting or maintaining credit terms. Personal guarantees will be documented in a separate signed instrument and may be enforced independently of the Distributor entity in the event of default.
3. ITSKINS AU may re-run credit checks at any time during the life of the account. A material adverse change (default event, insolvency filing, sustained AR aging, guarantor incapacity) entitles us to reduce or withdraw credit terms, require additional security, or suspend the account under clause 12.
4. You must promptly notify us in writing of any material adverse change in the financial position of the Distributor or of any guarantor. Failure to notify is itself a breach of these Terms.
5. Costs of credit checks and enforcement of guarantees are recoverable from the Distributor as debt collection costs under clause 5.3.

17. Force majeure

Neither party is liable for delay or failure to perform (other than an obligation to pay money) caused by any event beyond that party's reasonable control, including natural disasters, pandemic, war, civil unrest, industrial action, supplier failure, cyber-attack, or acts of government.

18. Amendments

ITSKINS AU may amend these Terms from time to time. The current version will always be published at itskins.com.au/pages/distributor-terms-and-conditions. Amendments take effect 14 days after publication. Continued ordering after that date constitutes acceptance of the amended Terms.

19. General

1. Governing law: These Terms are governed by the laws of Queensland, Australia. The parties submit to the non-exclusive jurisdiction of the courts of Queensland.
2. Severability: If any provision is held unenforceable, the remaining provisions continue in force.
3. Waiver: Failure to enforce any provision does not constitute a waiver of that provision.
4. Assignment: You may not assign these Terms without our prior written consent. We may assign or novate at any time on written notice.
5. Notices: Notices to ITSKINS AU must be sent to info@itskins.com.au. Notices to you will be sent to your registered contact email.
6. Entire agreement: These Terms, together with any written credit application, order confirmation and price list, constitute the entire agreement between the parties in respect of the wholesale supply relationship.

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ITSKINS Australia Pty Ltd · ABN 97 670 788 833
Office 5, 9-11 Surfers Ave, Mermaid Beach QLD 4218 · Australia
info@itskins.com.au · Version 1.0, effective 21 July 2026