1.1 This document sets out the terms and conditions (“Terms”) on which Wella Australia Pty Limited t/a Wella Australia (“Supplier”) will supply products and goods (“Products”) to each customer in Australia (“Customer”). The Supplier and the Customer are each referred to as a “Party” and collectively as the “Parties”.
1.2 If the Customer orders Products from a website of the Supplier or through any offline channels operated by the Supplier, before using the website or contacting Supplier to place an order, the Customer must read these Terms carefully and make sure they understand them. Every time the Customer wishes to order Products, the Customer shall check these Terms to ensure the Customer understands the Terms which will apply at that time.
1.3 These Terms override, supersede and replace any and all existing terms and conditions of sale, and any previous dealings, either oral or written, between the Parties, except that in respect of any Order placed when a prior version of these Terms was in effect, that prior version of these Terms will apply to such Order.
1.4 The Supplier may, at any time, and from time to time, vary, amend or replace these Terms unilaterally after giving reasonable notice to the Customer, provided that any such changes will only apply to future Orders placed after such variation, amendment or replacement.
1.5 The Customer acknowledges and agrees that:
a) any Products supplied, or to be supplied, to the Customer by the Supplier are supplied on, and subject to, these Terms; and
b) the Customer will be deemed to have acknowledged and accepted these Terms each time it places an order for Products (“Order”) with the Supplier.
2 Orders
2.1 The Supplier may, in its absolute discretion, accept (in whole or in part) or reject any Order even if the full price of the Order has been paid by the Customer, such as in the event that there are insufficient Products available to fulfill the order. In case the Supplier rejects an Order before shipment, the Supplier will refund the Customer the payment received by the Supplier (if any) without any interest.
2.2 An Order becomes binding from the moment of acceptance by the Supplier. The Supplier may accept an Order by:
a) written notice to the Customer; or
b) part performance by the Supplier, even if no notice has been given to the Customer (e.g. by the Supplier allocating stock to the Order).
2.3 The Customer understands and accepts certain shipping costs will apply on Order, the shipping cost is based on the Order value and Customer’s delivery address. The shipping cost is advised to Customer at the time Customer places their Order. Any changes to the shipping cost will be communicated to Customer via email prior to products being shipped and become effective after thirty (30) days from the serving of email notice, provided that the Customer will have the opportunity to cancel the Order for a full refund of any products not yet shipped prior to any increased handling costs applying.
2.4 In the event that the Supplier experiences any genuine human or system error and confirms an Order accidentally, the Supplier shall not be liable for fulfilling the Order and retains the right to cancel or adjust the Order.
3 Delivery and Risk
3.1 Subject to the Customer's rights under the Australian Consumer Law, being Schedule 2 to the Competition and Consumer Act 2010 (Cth) (“ACL”), the Supplier will use its reasonable endeavours to deliver the Products at the dates and times notified to the Customer. However, the Customer acknowledges and understands that the actual delivery time is subject to Product availability, the capacity of carriers, the volume of demand, etc. Any delays caused by such issues will not confer on the Customer any rights to cancel the delivery, reject the Products or claim any damages, costs or other compensation from, or take any other action against, the Supplier.
3.2 The Customer agrees that all risk in the Products passes to the Customer on and from delivery, being:
a) the time when the Products are received by the Customer from the Supplier's carriers;
b) where the Customer authorises the Supplier to leave the Products outside the Customer’s delivery address if the Customer is not present, the time when the Products are left outside the Customer’s delivery address; or
c) if the Products are to be received pursuant to a customer pick-up arrangement between the Supplier and the Customer, the time of pick-up from the Supplier's premises.
3.3 Subject to any rights that the Customer may have under the ACL, the Customer must examine the Products immediately after delivery and note any discrepancy, visible defect or damage to the Products on the delivery documents. The Customer must notify the Supplier of any such discrepancy, visible defect or damage (“Claim”) within 5 business days after delivery. If the Supplier does not receive notice of any Claims within that time, then, subject to applicable law and to clause 10.4, the Customer will be deemed to have accepted the Products and the Supplier will not be obliged to consider any Claims.
3.4 Subject to any rights that the Customer may have under the ACL, where the Claims procedure contemplated by clause 3.3 has been followed and the Supplier has acknowledged and accepted the Claim, then the Supplier may, after consulting the Customer, rectify the discrepancy, replace the defective or damaged Products and/or issue a credit note to the Customer for any missing, defective or damaged Products.
3.5 Subject to any rights that the Customer may have under the ACL, Products may be returned to the Supplier only with the prior consent of the Supplier and at the expense of the Customer except in the case of defective Products, or if the return is initiated by the Supplier in which cases the Supplier will bear the handling charges. Where Products are returned, the Supplier will be entitled to be paid by the Customer a handling charge of twenty percent (20%) of the price of the returned Products.
3.6 Subject to any rights that the Customer may have under the ACL, the Supplier does not accept any test results issued by a testing institution or laboratory that is not recognised by the Supplier to support any Claim. The Supplier retains the discretion to determine whether a Product is defective and whether the improper functioning (or failure to function properly) of a Product occurs due to the Customer’s improper operations or failure to follow the Supplier’s guidance.
3.7 Our goods come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure.
4 Prices
4.1 The prices payable for the Products are the prices indicated on the Supplier's current price lists.
4.2 The Supplier may, in its absolute discretion, change the prices on its price lists without prior notice to the Customer. For the avoidance of doubt, any Order accepted by the Supplier prior to the price change will remain subject to the price at the time of the Supplier’s acceptance of the Order.
4.3 All prices indicated on the Supplier's price lists are stated exclusive of GST. The Supplier will charge GST to the Customer at the rate prescribed at the time of invoicing.
5 Invoicing and Payments
5.1 The Customer must pay all amounts owing to the Supplier in full, without set-off, deduction or counterclaim, within thirty (30) days from the last day of the month in which the Supplier invoices the Products, unless otherwise agreed with the Supplier.
5.2 Payments may be made by:
a) electronic funds transfer to the Supplier's nominated bank account (as notified to the Customer);
b) direct debit from the Customer's nominated bank account (after having obtained the Customer's authority);
c) credit card; or
d) any other payment method made available by the Supplier from time to time.
5.3 Prior to 1 October 2026, and to the extent permitted by law, payments via Visa, MasterCard and AMEX (“Banks”) may incur a payment processing surcharge. The Customer acknowledges and accepts that surcharges imposed on the Customer’s payment will be borne by the Customer only. The Supplier, upon receiving change notice from the Banks, will notify the Customer of any change to the surcharge rates or policies on the payment page. Currently, any payment via Visa or MasterCard will incur a 0.95% surcharge while AMEX will incur a 1.95% surcharge. With effect from 1 October 2026, the Supplier will not impose any surcharge on payments made via Visa, MasterCard or AMEX, in accordance with applicable law. In order to avoid surcharges (where applicable prior to 1 October 2026), Customers may provide an authority to pay invoices within seven (7) days via credit card or provide a direct debit authority by contacting our Customer Service Team via wellaaustralia@service.wella.com or toll free Number 1300 885 002. Prompt payment discounts are not available on credit card payments. Any fee or surcharge incurred in paying an invoice will also be a taxable supply where the products or services on the invoice are subject to GST.
5.4 Except for the surcharges advised in clause 5.3, the Supplier reserves the right, upon written notice which will act as a binding variation to these Terms, to charge the Customer any applicable bank charges, credit card merchant fees or other applicable fees and charges relating to the payment of invoices. The Supplier will not impose additional charges after the Customer's Order is accepted.
5.5 The Customer must pay the invoice by the due date specified on the invoice which is advised according to clause 5.1 herein. If any invoice is not paid in full by the due date, then, without limiting any other rights or remedies available to the Supplier:
a) the Supplier may charge the Customer default interest on the outstanding amount at ten percent (10%) per annum calculated daily from the due dateand/or late payment fees (and the Customer's default will not be remedied until all outstanding amounts, together with any default interest and/or late payment fees, have been paid in full);
b) the Customer will be liable for any and all costs, expenses and disbursements incurred by the Supplier in recovering, or attempting to recover, any outstanding amounts from the Customer, including debt collection fees and/or legal fees; and
c) the Supplier may cancel or suspend any further deliveries to the Customer or require cash payments in advance from the Customer before making any further deliveries.
6 Title and Security
6.1 Property and ownership of the Products does not pass to the Customer until the Customer has paid for the Products, and paid all other amounts owing to the Supplier on any account whatsoever, in full.
6.2 The Supplier or its agents may enter the Customer's premises to take possession of any of its Products in the event that any payment (in respect of those or any other Products) becomes overdue. The Customer acknowledges that the Supplier will not be liable for any damage caused to its premises in connection with the Supplier exercising its rights under this clause 6.2. Until title in the Products passes to the Customer under clause 6.1, the Customer agrees to store the Products separately from all other goods and in such a way as to allow the Products to be identified as the Supplier's and to keep them fully insured against all customary risks of damage or loss (at the Customer's expense).
6.3 The Customer acknowledges that these Terms are a continuing security agreement for the purposes of section 20 of the Personal Properties Securities Act 2009 (Cth) (“PPSA”) and will operate irrespective of any intervening payment or settlement of account until a release has been signed by the Supplier.
6.4 A security interest is taken in all Products previously supplied to the Customer, and in all Products that will be supplied to the Customer, during the continuance of the Supplier's relationship with the Customer.
6.5 The Customer agrees to sign any and all further documents, and do any and all further acts or things which the Supplier may reasonably require, to enable the Supplier to perfect its security interest under clause 6.4.
7 Professional Use Products
7.1 Permitted Use. Products designated as "Professional Use" or otherwise identified as professional-grade products ("Professional Products") sold to the Customer are intended exclusively for use by qualified, trained hairdressers or beauty professionals in the provision of hair services to clients.
7.2 Approved Locations. Professional Products may only be used at:
(a) the Customer's registered salon premises;
(b) any other location where the Customer or its employed or contracted hairdressers are lawfully permitted to provide hair services, including mobile hairdressing, home-based services, or on-site client visits, in accordance with all applicable laws, regulations, and local council requirements.
7.3 Prohibited Activities. The Customer must not, and must ensure that its employees, contractors, and agents do not:
(a) resell, distribute, or supply Professional Products to any third party, including end consumers, for personal or home use;
(b) permit the use of Professional Products by any person who is not a trained hairdresser or beauty professional; or
(c) use Professional Products in any manner or at any location that contravenes applicable laws or regulations.
7.4 Compliance. The Customer is solely responsible for ensuring that all use of Professional Products complies with applicable occupational licensing requirements, workplace health and safety laws, and any other relevant legislation in the jurisdiction where services are provided.
7.5 Breach. Any breach of this clause constitutes a material breach of these Terms. Upon becoming aware of any breach, the Supplier reserves the right to suspend or terminate the Customer's account and refuse future sales of Professional Products to the Customer, without liability. The Supplier will provide the Customer with notice of its intention to suspend or terminate the Customer's account, following which the Customer will have fourteen (14) days to remedy the breach. The Supplier reserves the right to refuse future sales of Professional Products to the Customer during this period.
8 Resale of Non-Professional Products
8.1 Permitted Resale. Products not designated as "Professional Use" or otherwise identified as professional-grade products ("Non-Professional Products") may be resold by the Customer to end consumers, subject to the terms of this clause.
8.2 Approved Resale Channels. The Customer is permitted to resell Non-Professional Products through the following channels only:
(a) the Customer's registered salon premises;
(b) any physical retail location owned or operated by the Customer;
(c) any online marketplace, e-commerce platform, or website, in each case owned or operated by the Customer, subject to clause 8.4(b).
8.3 Resale Conditions. In reselling Non-Professional Products, the Customer must:
(a) sell the products in their original, unopened packaging and unaltered condition;
(b) not make any representations, warranties, or claims regarding the products that are false, misleading, or inconsistent with the Supplier's product information and labelling;
(c) comply with all applicable consumer protection laws, product safety standards, and advertising regulations in the jurisdiction where the products are sold.
8.4 Prohibited Resale Activities. The Customer must not:
(a) resell Non-Professional Products through third-party retailers, distributors, or wholesalers without the prior written consent of the Supplier;
(b) sell Non-Professional Products on any online marketplace or platform not owned or operated by the Customer (including, without limitation, Amazon, eBay, or similar third-party platforms) without the prior written consent of the Supplier;
(c) export or resell Non-Professional Products outside of Australia.
8.5 Product Integrity. The Customer is responsible for ensuring proper storage and handling of Non-Professional Products to maintain product quality and integrity prior to resale.
8.6 Consumer Guarantees. The Customer acknowledges that Non-Professional Products resold to end consumers are subject to the consumer guarantees provided under the ACL. The Customer must:
(a) not make any representations to end consumers that exclude, restrict, or modify the application of the consumer guarantees under the ACL;
(b) handle all warranty claims and consumer complaints from end consumers in accordance with the ACL;
(c) display or communicate to end consumers, where required by law, that the goods come with guarantees that cannot be excluded under the ACL.
9 Force Majeure
9.1 The Supplier will not be liable for any failure to perform, or any delay in the performance of, its obligations under these Terms where that failure or delay is due to any event beyond the Supplier’s reasonable control, including natural disasters, adverse weather, strikes, labour disputes, material shortages, problems with its suppliers, defaults by its carriers, fire accidents, power failure, industrial or political activities, breakdowns of plant or machinery or import or export regulations or embargoes (“Force Majeure”).
9.2 The Supplier may terminate, without any liability or compensation to the Customer (save as to refunds for Orders that remain unfulfilled by the Supplier), the performance of its obligations in respect of an Order to which a Force Majeure relates immediately by giving notice to the Customer, if the delay arising from the Force Majeure which precludes the Supplier from performing its obligations under these Terms continues for more than ten (10) consecutive business days.
10 Limitation of Liability
10.1 Subject to the ACL, and to the maximum extent permitted by law, the Customer acknowledges and agrees that all other representations, warranties, guarantees, terms and conditions (whether express or implied) in relation to the Products are expressly excluded.
10.2 Subject to the ACL, and to the maximum extent permitted by law, the Supplier's liability in respect of Professional Products will be limited (at the Supplier's option) to:
a) replacing the Professional Products or supplying equivalent Professional Products; or
b) paying the cost of replacing the Professional Products or of acquiring equivalent Professional Products.
10.3 Subject to clause 10.5, and to the maximum extent permitted by law (including the ACL), the Customer acknowledges and agrees that the Supplier will not be liable to the Customer for any indirect, incidental, special or consequential loss, damage, cost, expense or other claim, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, which arises in connection with the Products, or for any loss, damage, cost, expense or other claim arising from the Products being used or stored in conditions that are unusual or incompatible with their nature.
10.4 Subject to clause 10.5, and to the extent permitted by law (including the ACL), the Supplier's maximum aggregate liability under or in connection with these Terms or their subject matter, however arising (including liability for breach of contract, in negligence or in tort or for any other common law or statutory action), is limited to the greater of: (a) $100; or (b) the price paid for the Products giving rise to the relevant liability.
10.5 Nothing in these Terms is intended to limit the Supplier's liability for any losses caused by the Supplier's gross negligence, fraud, criminal conduct or wilful misconduct.
11 Intellectual Property
11.1 All of the Supplier’s intellectual property, including any forms of patents, trade marks, brands, copyright and other information, remain the sole property of the Supplier and/or its licensors and the Customer agrees that it shall not use any of the Supplier’s intellectual property without the Supplier’s prior written consent.
11.2 The Customer shall not engage in or conduct any form of diversion, counterfeiting or tampering with the Supplier’s intellectual property and the Supplier reserves the full right to lodge a formal action against such attempts.
11.3 The Customer shall immediately inform the Supplier of any infringement or threatened infringements of the Supplier’s intellectual property to the best knowledge of the Customer.
12 Termination
12.1 Each Party may terminate the Terms if:
a) Both Parties agree to terminate the Terms in writing;
b) The other Party becomes insolvent; or
c) The other Party fails to remedy any breach of the Terms within fourteen (14) days of receiving written notice of breach requiring it to be cured from the first Party.
13 Confidentiality
13.1 The Customer acknowledges that these Terms are confidential and agrees not to disclose these Terms, as well as any other proprietary information, documents or materials relating to the Supplier, its property, products, services or activities ("Confidential Information"), to any third party.
13.2 The obligations of confidentiality under clause 13.1 do not apply to:
any Confidential Information that:
is disclosed to the Customer by a third party entitled to do so, whether before or after the date of these Terms;
was already lawfully in the Customer's possession when it was given to the Customer and was not otherwise acquired from the Supplier directly or indirectly; or
is generally available to the public at the date of these Terms or subsequently becomes so available other than by reason of breach of these Terms; or
any disclosure of Confidential Information by the Customer that is necessary to comply with any court order or applicable law if, to the extent practicable and as soon as reasonably possible, the Customer:
notifies the Supplier of the proposed disclosure;
consults with the Supplier as to its content; and
uses reasonable endeavours to comply with any reasonable request by the Supplier concerning the proposed disclosure.
14 Notices
14.1 Any notice or other communication under these Terms (“Notice”) made by Customer to Supplier must be in writing and given by post at the address below, email at wellaaustralia@service.wella.com, or telephone at 1300 885 002.
Wella address:
Level 9, 1 Market St, Sydney 2000
14.2 Any Notice made by Supplier to Customer must be in writing and given by email or by post to the address Customer provides to Supplier.
14.3 A Notice is taken to have been received:
a) (in the case of prepaid post) on the third day after the date of posting; or
b) (in the case of email) unless the party sending the email knows or ought reasonably to suspect that the email was not delivered to the addressee's email address, 24 hours after the email was sent,
provided that if the time the notice is taken to have been received is after 5pm or is on a day that is not a business day, the notice will be taken to have been received on the next business day at the location of receipt.
15 Assignment
15.1 The Customer must not assign, or purport to assign, any of its rights under these Terms without the prior written consent of the Supplier, which shall not be unreasonably withheld.
15.2 The Supplier may assign any of its rights under these Terms without the prior written consent of the Customer to any third party.
16 Privacy
16.1 By entering into these Terms and ordering Products, Customers are required to provide their personal information to Supplier for the purpose of processing and sending their order.
16.2 Personal information supplied may be disclosed in the course of processing the order and delivering the Products.
16.3 Customer acknowledges and agrees it must not provide Supplier with any personal information of any individual unless Customer first makes them aware of the Wella Privacy Policy and have their consent to provide such personal information to Supplier.
16.4 Customers are entitled upon request to have access to the personal information held by the Supplier.
16.5 If the personal information is not provided by Customer, then Customer's request for Products may not be able to be considered.
16.6 By entering into these Terms and providing the personal information requested, Customer hereby consents to the collection, use, disclosure and transfer of such personal information by Supplier in accordance with this clause 16 hereof, the Wella Privacy Policy (Wella Company Global Privacy Notice | Wella Company) and pursuant to the Privacy Act 1988 including the Australian Privacy Principles. By entering into these Terms Customer confirms it has read the Wella Privacy Policy and understood its contents.
17 General
17.1 These Terms, and all dealings between the Supplier and the Customer, will be governed by, and construed in accordance with, the laws of New South Wales, and the Customer agrees to submit to the non-exclusive jurisdiction of the courts of New South Wales.
17.2 In the event that any provision of these Terms is held by a court of competent jurisdiction to be unenforceable, the remaining provisions of these Terms will remain in full force and effect.
17.3 The Supplier's failure to enforce, at any time, any provision of these Terms will not constitute a waiver of that provision and will not affect its right to enforce it subsequently.
17.4 The Supplier and the Customer are independent contractors, and no agency, partnership, joint venture or employment relationship is intended or created by these Terms.
SCHEDULE 1: ADDITIONAL TERMS FOR RESELLER CUSTOMERS
This Schedule forms part of the Wella Australia Terms and Conditions of Sale effective 1 October 2026 (“Terms”). Defined terms used in this Schedule have the meanings given to them in the Terms unless otherwise specified. Where there is any inconsistency between this Schedule and the Terms, this Schedule prevails to the extent of the inconsistency.
1. Application and Acknowledgements
1.1 This Schedule applies to any Customer that purchases Products for the purpose of resale to hairdressing salons, beauty professionals, or other trade buyers, whether or not the Customer also uses Products in its own salon or provision of hair services (“Reseller Customer”).
1.2 Where a Reseller Customer has entered into a separate Salon Purchasing Agreement or equivalent agreement with the Supplier, the terms of that agreement govern the commercial relationship between the Supplier and the Reseller Customer and prevail over this Schedule to the extent of any inconsistency. The remaining provisions of this Schedule continue to apply to the extent they are not inconsistent with the Salon Purchasing Agreement.
1.3 A Reseller Customer is bound by all provisions of the Terms that are not inconsistent with this Schedule.
1.4 By placing an Order, the Reseller Customer confirms that it has read this Schedule, understands the scope of the reseller relationship (including what is and is not included under the Supplier’s standard reseller terms), and has had the opportunity to ask questions before placing its first Order.
2. Scope of Reseller Relationship
3. Use and Resale
3.1 The Reseller Customer may:
(a) use Products in the Reseller Customer’s own salon or in the provision of hair services, in accordance with the Terms;
(b) resell Professional Products to trained hairdressers or beauty professionals for use in the provision of hair services, or trade buyers who the Reseller Customer reasonably believe will use the Products in the provision of hair services, but not to end consumers for personal or home use; and
(c) resell Non-Professional Products to hairdressing salons, beauty professionals, and end consumers, in accordance with the Terms.
3.2 When reselling Products, the Reseller Customer must:
(a) ensure all Products are supplied in their original, unopened packaging with all labelling, instructions for use, warnings, and safety alerts intact and unaltered;
(b) not make any representations about the Products or the Supplier that are false, misleading, or inconsistent with the Supplier’s product information and labelling; and
(c) draw the downstream customer’s attention to the instructions for use, warnings, and safety alerts on the Product packaging at the point of sale.
4. Restrictions
4.1 The Reseller Customer must not:
(a) resell Professional Products to end consumers for personal or home use;
(b) resell Products on any general online marketplace or platform not owned or operated by the Reseller Customer (including Amazon, eBay or similar platforms) without the prior written consent of the Supplier;
(c) export or resell Products outside of Australia;
(d) represent to any third party that the Reseller Customer is an authorised distributor, agent, or partner of the Supplier, or that the Supplier will provide colour charts, starter packs, training, or other support through the Reseller Customer (unless separately agreed under clause 2.3 or provided at the Supplier’s discretion under clause 2.2); or
(e) use the Supplier’s trade marks, logos, or branding in advertising, signage, or promotional materials without the Supplier’s prior written consent.
5. Product Safety
5.1 The Reseller Customer acknowledges that certain Products, including Professional Products, contain chemicals and active ingredients that may cause harm if used improperly. In addition to its obligations under clause 3.2, the Reseller Customer must:
(a) promptly pass on to its downstream customers any product safety notices or recalls issued by the Supplier; and
(b) maintain reasonable records of its downstream customers to enable compliance with clause 5.1(a) and to assist the Supplier with any product recall.
5.2 The Reseller Customer acknowledges that the Supplier has no direct relationship with the Reseller Customer’s downstream customers and relies on the Reseller Customer to pass on Product safety information. If a downstream customer or end user suffers loss because the Reseller Customer failed to comply with its obligations under clause 3.2 or this clause 5, the Reseller Customer will be responsible for that loss to the extent it was caused by the Reseller Customer’s failure, and will indemnify the Supplier against any third-party claim to the extent that the claim arises from the Reseller Customer’s non-compliance. This indemnity does not apply to the extent that the loss was caused by a defect in the Product itself or by the Supplier’s own act or omission.
6. Breach
6.1 If the Reseller Customer breaches any provision of this Schedule, the Supplier will notify the Reseller Customer in writing, specifying the breach. The Reseller Customer will have fourteen (14) days to remedy the breach. If the breach is not remedied within that period, the Supplier may suspend the Reseller Customer’s account. If a breach of the same or similar nature occurs on more than two occasions within any 12-month period, the Supplier may terminate the Reseller Customer’s account in accordance with clause 12 of the Terms.