AVENTRIA LIFE SCIENCE PTY LTD

Terms &Conditions of sale

Last updated: April 2026 | Aventria Pty Ltd

1. DEFINITIONS & INTERPRETATION

1.1 In these Terms:
• “Aventria” means Aventria Life Science Pty Ltd and its assigns
• “Customer” means the purchaser of Goods or Services
• “Goods” means all products supplied by Aventria
• “Services” means sourcing, procurement, logistics coordination, or related services
• “Order” means any request to purchase Goods or Services
• “Supplier” means any third-party manufacturer, distributor, or vendor
• “Business Day” means a day other than a weekend or public holiday in Queensland,
Australia
1.2 These Terms apply to all transactions unless otherwise agreed in writing.
1.3 Any Customer terms are expressly excluded unless accepted by Aventria in writing.

2. BASIS OF AGREEMENT

2.1 A contract is formed when:
• Aventria accepts an Order; or
• Aventria issues an invoice; or
• Aventria dispatches Goods
2.2 Aventria may:
• Refuse or cancel Orders at its discretion
• Limit quantities supplied
• Supply partial Orders
2.3 Quotations:
• Are not binding offers
• Are valid for the stated period or 14 days if unspecified
• May be withdrawn or amended prior to acceptance

3. NATURE OF SUPPLY (IMPORTANT)

3.1 The Customer acknowledges that Aventria:
• Operates as a reseller, sourcing partner, and procurement intermediary
• May not hold physical stock of all Goods
• May procure Goods from third-party Suppliers on behalf of the Customer
3.2 Goods may be:
• Shipped directly from Suppliers; or
• Fulfilled via third-party logistics providers
3.3 Aventria does not control:
• Supplier production timelines
• International shipping delays
• Component shortages

4. PRICING

4.1 All prices:
• Are in AUD
• Exclude GST unless stated
4.2 Pricing may include:
• Supplier costs
• Freight and handling
• Commercial margin
• Negotiated procurement margin
4.3 Aventria reserves the right to:
• Adjust pricing prior to Order acceptance
• Correct pricing errors at any time
4.4 If a pricing error occurs:
• Aventria may cancel the Order; or
• Offer supply at the corrected price

5. PAYMENT TERMS

5.1 Standard terms:
• Net 30 days from invoice date
5.2 Invoices are issued upon shipment of Goods, not delivery.
5.3 Aventria may require:
• Full prepayment
• Deposits
• Credit approval
5.4 Payment must be made:
• Without set-off or deduction
• In cleared funds
5.5 Late payments:
• May incur interest (at a commercially reasonable rate)
• May result in:
o Suspension of supply
o Cancellation of Orders
o Debt recovery action
5.6 The Customer is liable for:
• All recovery costs
• Legal fees on an indemnity basis

6. CREDIT & RISK MANAGEMENT

6.1 Aventria may:
• Conduct credit checks
• Set or vary credit limits
• Withdraw credit at any time
6.2 If Aventria reasonably believes the Customer may not meet obligations, it may:
• Require prepayment
• Suspend deliveries
• Cancel outstanding Orders

7. DELIVERY & LOGISTICS

7.1 Delivery timeframes:
• Are estimates only
• Are not guaranteed
7.2 Aventria is not liable for delays caused by:
• Suppliers
• Freight carriers
• Customs or import processes
• Events beyond reasonable control
7.3 Delivery occurs when:
• Goods are dispatched from Aventria or Supplier facilities
7.4 Aventria may:
• Deliver in instalments
• Part-ship Orders

8. RISK & TITLE

8.1 Risk passes upon dispatch, not delivery.
8.2 Title remains with Aventria until:
• Full payment is received for all Goods supplied
8.3 Until title passes, the Customer must:
• Store Goods separately
• Maintain Goods in saleable condition
• Not encumber or resell Goods without consent
8.4 Aventria may:
• Enter premises to recover unpaid Goods
• Resell recovered Goods

9. PPSR (SECURITY INTEREST)

9.1 These Terms create a security interest under the Personal Property Securities Act 2009.
9.2 The Customer:
• Grants Aventria a security interest in all supplied Goods
• Consents to registration on the PPSR
9.3 Aventria may:
• Register and enforce its security interest
• Recover Goods in the event of default
9.4 The Customer waives rights to:
• Receive notices under the PPSA where permitted

10. RETURNS & CANCELLATIONS

10.1 Returns require prior written approval.
10.2 Approved returns may be subject to:
• 15–25% restocking fee
• Return freight costs
10.3 Non-returnable items include:
• Capital equipment
• Custom or configured systems
• Special-order items
10.4 Orders cannot be cancelled once:
• Supplier procurement has commenced; or
• Goods have been dispatched

11. WARRANTIES

11.1 Goods are supplied with manufacturer warranties only.
11.2 Aventria:
• Does not manufacture Goods
• Does not provide additional warranties unless stated
11.3 Warranty claims must:
• Follow manufacturer processes
• Be supported by required documentation

12. AUSTRALIAN CONSUMER LAW

12.1 Nothing in these Terms excludes rights under the Australian Consumer Law.
12.2 Where Goods are not of a kind ordinarily acquired for personal use:
• Aventria limits liability to:
o Replacement; or
o Repair; or
o Cost of replacement

13. LIMITATION OF LIABILITY

13.1 To the maximum extent permitted by law, Aventria is not liable for:
• Indirect or consequential loss
• Loss of profit or revenue
• Business interruption
• Loss arising from delays
13.2 Aventria’s total liability is limited to:
• The value of the Goods supplied

14. CUSTOMER OBLIGATIONS

The Customer must:
• Ensure Goods are suitable for intended use
• Follow all manufacturer instructions
• Ensure proper installation and operation
• Comply with all regulatory requirements

15. DAMAGE, LOSS & CLAIMS

15.1 The Customer must:
• Inspect Goods upon receipt
• Notify Aventria within 48 hours of:
o Damage
o Shortages
15.2 Failure to notify within this period:
• May void claims
15.3 Aventria will assist with:
• Freight claims
• Supplier resolution

16. FORCE MAJEURE

16.1 Aventria is not liable for failure to perform due to:
• Natural disasters
• War or civil unrest
• Supply chain disruptions
• Government restrictions

17. INTELLECTUAL PROPERTY

17.1 All IP remains the property of Aventria or its Suppliers.
17.2 The Customer must not:
• Copy or reproduce materials
• Misrepresent product specifications

18. SOURCING & NEGOTIATION SERVICES

18.1 Aventria may:
• Source products not listed publicly
• Negotiate pricing on behalf of Customers
18.2 Pricing may include:
• Retained savings
• Service margins
18.3 Aventria does not guarantee:
• Lowest available market pricing
• Availability of specific products

19. TERMINATION

19.1 Aventria may terminate or suspend supply if:
• The Customer breaches these Terms
• Payment is overdue
• Insolvency occurs

20. INSOLVENCY

20.1 If the Customer becomes insolvent:
• All outstanding amounts become immediately due
• Aventria may recover Goods

21. GOVERNING LAW

21.1 These Terms are governed by the laws of Queensland, Australia.
21.2 The parties submit to the jurisdiction of Queensland courts.

22. AMENDMENTS

22.1 Aventria may update these Terms at any time.
22.2 Updated Terms apply to future Orders.