Beanz Roaster Terms Australia
Version 2.0 | Effective September 2026
The Breville Roaster Agreement entered into by and between Breville Pty. Limited (including its corporate affiliates, "Breville") and Roaster shall be governed by the following Beanz Roaster Website Terms (collectively with the Breville Roaster Agreement, the "Agreement"):
I. BREVILLE'S RIGHTS & RESPONSIBILITIES
Marketing and Sale of Products. Breville shall be responsible for all operating functions of the Beanz website and sale of the Products. Breville shall process customer orders and collect all amounts due from customers for Products purchased, including applicable sales tax. Breville shall transmit the details of each purchase to Roaster for shipment from Roaster directly to the customer. Breville may market the Products for purchase on a one-time basis or as part of a subscription at its sole discretion. Breville may market some or all of the Products and shall solely determine market prices for all Products. Roaster grants Breville a non-exclusive license, which may be sub-licensed to customers, partners or distributors of Breville, to utilize Roaster's name, brand, likeness and any other information provided by Roaster to assist in marketing the Products or otherwise in conjunction with the marketing or sale of products or services of Breville. Breville retains the unrestricted right to enter into agreements with other third parties for the sale of similar coffee bean products through Beanz, and to sell the Products directly to end customers through any other sales channel.
Customer Service. As an additional service to Roaster, Breville shall provide customer service resources relating to Beanz customers. Roaster shall provide Breville with any information reasonably necessary to resolve customer service issues arising from the sale of any Product. Breville may take any action reasonably necessary to satisfy the Customer, up to and including resolving the issue at Roaster's expense. Any delivery issues, including delays or loss of any Product, are the sole responsibility of Roaster, which includes full replacement of any lost Product.
In the event that Breville reasonably believes that a proposed transaction represents potentially fraudulent activity, Breville may cancel the transaction.
II. ROASTER'S RIGHTS & RESPONSIBILITIES
Products and Related Information. Roaster shall provide all Products purchased by customers on the Beanz platform and shall provide Breville with information requested relating to the Products, including raw data and Roaster's notes, to allow Breville to develop Product listings to be posted on Beanz. The Product related information provided by Roaster shall contain a clear and accurate description of the qualities and characteristics of and related to each Product. Breville shall develop the final Product listing to be posted on Beanz and has the right to amend any Product-related information provided by Roaster in its sole discretion.
Roaster warrants that it shall maintain inventory of the Products sufficient to meet reasonable customer demand. Roaster shall not list any Product it does not currently have or reasonably expect to have in stock to fulfill customer orders. Roaster shall not supply stale beans. Roaster shall not roast beans until after an order has been received with respect to such beans.
Shipping. Roaster is responsible for all aspects of shipping, including using the Breville branded packaging, labeling, or other promotional materials when made available by Breville. To assist Roaster, Breville has developed “Beanz Connect”, a Shopify application that connects Breville with the Roaster’s Shopify account, which will allow Roaster’s orders from Beanz.com to appear on Roaster’s Shopify account through its normal e-commerce workflow. Breville shall reimburse Roaster for delivery costs on a flat-fee basis as fully described in the Agreement.
When Roaster receives notice of a customer purchase, Roaster shall process and fulfill the order in accordance with the Agreement. In the event of an incorrect or damaged Product being shipped to a customer, Roaster shall either send a replacement Product at no cost or provide a full refund to the customer. If an item is unavailable, Roaster shall not substitute another item unless expressly agreed to by the customer. Unless otherwise previously agreed to by the parties, Roaster may not include any marketing, promotional materials, or any other solicitations with a Product that is shipped to a customer.
Breville may cancel any customer order that is not shipped by the committed ship date or by a ship date that is reasonable, and Breville shall have no duty to compensate Roaster for any canceled orders. Roaster is responsible for all delivery errors except to the extent caused by Breville's failure to supply accurate customer shipping information.
Customer Chargebacks. If Breville notifies Roaster of a customer chargeback received due to non-delivery or other dispute, Roaster shall provide Breville with all information reasonably requested to resolve any such chargeback within five (5) business days of receiving notice. Breville will then seek to resolve the matter and reestablish the order. If Roaster fails to provide the information requested, Roaster shall reimburse Breville for any such chargeback and any resulting costs.
Newsletters, Marketing & Other Materials. Roaster consents to receiving newsletters, marketing and other materials from Breville in relation to the Agreement or otherwise.
III. PAYMENT
Breville shall provide a weekly pay advise every seven (7) days for Products sold by Breville. Roaster shall subsequently invoice Breville and Breville shall pay Roaster within thirty (30) days of receipt of each invoice.
IV. TERM OF THE AGREEMENT
The Effective Date of the Agreement shall be the date of execution by Roaster and shall continue until terminated by either party. Both Breville and Roaster have a right to terminate the Agreement with or without cause upon five (5) business days' prior written notice to the other party. In the event of any such termination, Roaster shall fulfill all outstanding customer orders placed prior to such termination. Notwithstanding the foregoing, Breville may cease or suspend the availability of the Products on Beanz in its sole discretion at any time.
V. PRODUCT WARRANTY AND RECALLS
Roaster warrants that the Products are of good quality and are merchantable and fit for human consumption, consistent with all applicable food safety and labeling regulations. Roaster shall immediately notify Breville of any potential product defects or recalls relating to the Products. Roaster shall manage any recall process competently and be solely responsible for all related liabilities and costs. Further, Roaster warrants that the Products shall not infringe any intellectual property right held by any third party and that all Products will conform to the product description as listed on Beanz.
VI. MUTUAL WARRANTIES
Each party represents and warrants that it: (i) is validly existing and in good standing in the state or territory where its principal place of business resides, (ii) has full corporate power and authority to enter into and perform under the Agreement, (iii) has not entered into, nor will enter into, any third-party agreements which violate the Agreement, (iv) as of the Effective Date, is aware of no legal, contractual or other restriction, limitation or condition that might adversely affect its ability to perform hereunder, and (v) shall perform its obligations in accordance with all applicable local, state, federal, and governmental regulations, and court orders of any competent jurisdiction.
VII. CUSTOMER DATA
This section governs the handling of personal information under the Agreement and prevails over any other provision of the Agreement to the extent of a conflict concerning personal information. In this section, "Data Protection Laws" means the Privacy Act 1988 (Cth), the Australian Privacy Principles (APPs), the Notifiable Data Breaches scheme under Part IIIC of the Privacy Act, and any other Australian privacy or data protection law applicable to a party's handling of personal information under the Agreement; "Integration" means the application or interface operated by Breville that connects Breville's platform with Roaster's e-commerce store for the purpose of transmitting and fulfilling orders (currently the Beanz Connect application); "Beanz Customer Data" means the personal information Breville transmits to Roaster to enable fulfilment of an order placed through Breville's platform (including the customer's name, delivery address, order line items, delivery contact details, and order and shipment status); and "Roaster Store Data" means any other personal information held in Roaster's own e-commerce store, including personal information of Roaster's own customers who have not placed an order through Breville's platform.
Roles. Breville determines the purposes for which Beanz Customer Data is collected and disclosed to Roaster. Roaster may handle Beanz Customer Data only as necessary to fulfil, ship and handle returns for orders placed through Breville's platform and otherwise only in accordance with Breville's documented instructions. Roaster is solely responsible for Roaster Store Data, and Breville has no authority to handle Roaster Store Data except as set out in paragraph (f).
Roaster's handling of Beanz Customer Data. Roaster shall: (i) handle Beanz Customer Data only on Breville's documented instructions and only to fulfil, ship and handle returns for orders placed through Breville's platform; (ii) not use or disclose Beanz Customer Data for any purpose other than performing the Agreement, including for its own marketing or for establishing or developing its own customer relationship with Beanz customers; (iii) ensure that persons authorised to handle the data are bound by confidentiality; (iv) take reasonable steps, including appropriate technical and organisational measures, to protect Beanz Customer Data from misuse, interference, loss, unauthorised access, unauthorised modification and unauthorised disclosure; (v) not allow any third-party service provider or subcontractor to access Beanz Customer Data without Breville's prior consent and written privacy and security obligations no less protective than those in this section; (vi) promptly assist Breville with any request, complaint or enquiry relating to Beanz Customer Data, including requests for access to or correction of personal information; (vii) on completion of the relevant order or on termination, at Breville's option, return Beanz Customer Data to Breville or destroy or de-identify it, unless retention is required by applicable Australian law or a court or tribunal order, and confirm destruction or de-identification in writing on request; and (viii) make available to Breville the information necessary to demonstrate compliance with this section and allow for audits on reasonable notice.
Retention. Roaster shall retain Beanz Customer Data only for as long as necessary for the permitted purposes or as required by applicable Australian law or a court or tribunal order. When the information is no longer required, Roaster shall destroy or de-identify it.
Security and data breach. Each party shall take reasonable steps, including appropriate technical and organisational measures, to protect personal information handled under the Agreement from misuse, interference, loss, unauthorised access, unauthorised modification and unauthorised disclosure. Roaster shall notify Breville without undue delay after becoming aware of any actual or suspected unauthorised access to, disclosure of, or loss of Beanz Customer Data, and shall promptly provide Breville with all information and assistance reasonably required to investigate and assess the incident, including whether it constitutes an eligible data breach under the Privacy Act. Roaster shall assist Breville with any notification obligations under the Notifiable Data Breaches scheme and shall not notify affected individuals, the Office of the Australian Information Commissioner (OAIC) or any other regulator in relation to Beanz Customer Data without first consulting Breville, except where notification is required by law. Breville shall notify Roaster without undue delay after becoming aware of any breach affecting Roaster Store Data that is connected with the Agreement or the Integration, and shall provide the information Roaster reasonably needs to meet its own obligations.
Cross-border disclosure. Neither party may disclose Beanz Customer Data to a recipient outside Australia except in compliance with APP 8 and the Privacy Act. Each party must take any reasonable steps required by APP 8.1 in relation to the overseas recipient. Roaster must not disclose Beanz Customer Data outside Australia without Breville's prior written consent.
Integration access controls. Breville accesses Roaster's e-commerce store through the Integration using access credentials issued through Roaster's e-commerce platform. Breville shall: (i) request only the access permissions reasonably necessary for the order and fulfilment flow; (ii) access and handle only records created by, or associated with, the Integration, and shall not access, use, retain or disclose Roaster Store Data; and (iii) store access credentials securely. To the extent Breville inadvertently accesses Roaster Store Data, Breville shall promptly delete it and shall not use or retain it.
Compliance and cooperation. Each party shall comply with Data Protection Laws in performing the Agreement. Nothing in the Agreement limits any individual's rights under the Privacy Act or the powers of the Office of the Australian Information Commissioner (OAIC).
VIII. INDEMNIFICATION
Roaster shall indemnify, defend, and hold Breville harmless from and against any losses, expenses, liabilities, damages and other claims, including reasonable attorney fees and expenses, arising out of: (i) its negligent or intentional acts or omissions, or (ii) its breach of the Agreement, or (iii) any and all claims relating to the Products, including but not limited to personal injury claims and third-party intellectual property infringement claims.
IX. LIMITATION OF LIABILITY
IN NO EVENT SHALL BREVILLE BE LIABLE TO ROASTER OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING ANY LOSS OF PROFITS, LOSS OF EARNINGS, LOSS OF ANTICIPATED SAVINGS, GOODWILL OR REVENUE, FOR ANY MATTER ARISING OUT OF OR RELATING TO THE AGREEMENT OR ITS SUBJECT MATTER, REGARDLESS OF WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, WARRANTY, TORT OR OTHERWISE EVEN IF BREVILLE MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF BREVILLE FOR DAMAGES WITH RESPECT TO ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF THE AGREEMENT, REGARDLESS OF LEGAL THEORY, EXCEED THE DOLLAR AMOUNT EQUAL TO THE ANNUAL SALES OF THE PRODUCTS DURING THE TWELVE (12) MONTH PERIOD PRECEEDING WHEN SUCH CLAIM OR CAUSE OF ACTION ARISES, REGARDLESS OF WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, WARRANTY, TORT OR OTHERWISE AND EVEN IF BREVILLE MAY FORESEE OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
X. General
Assignment. Roaster may not assign or otherwise transfer its agreement with Breville without the prior written consent of Breville, which consent shall not be unreasonably withheld. The Agreement shall be binding upon, inure to the benefit of, and be enforceable by the parties and their respective heirs, successors and assigns.
Modification and Waiver. The Agreement contains the entire agreement of the parties and may not be amended or modified unless agreed to in writing by each party. No inaction by either of the parties with regard to any breach of any condition or provision of the Agreement shall be deemed a waiver of that term or of any other provision or condition in the Agreement.
Confidentiality. The parties acknowledge and agree that the Agreement and the matters discussed in negotiating its terms are confidential. It is therefore expressly understood and agreed by each party that it will not reveal, discuss, publish or in any way communicate any of the terms included in the Agreement to any person, organization or other entity, except to professional representatives or as required by law, or as necessary for a party to fulfill its obligations under the Agreement.
Relationship. The parties are independent contractors and neither party is the legal representative or agent of the other in any respect and is not authorized to assume or create any obligation or liability of any kind on behalf of the other.
Severability. The provisions of the Agreement will be deemed severable, and if any provision of the Agreement is held to be illegal, void, or invalid under applicable law, such provision may be changed to the limited extent reasonably necessary to make the provision legal, valid, and binding. If any provision of the Agreement is held illegal, void, or invalid in its entirety, the remaining provisions of the Agreement will not be voided but will remain binding in accordance with their terms.
Force Majeure. If performance of any part of the Agreement by either party is prevented or delayed by reason of any cause or causes beyond the reasonable control of the party affected (including, without limitation, acts of God, acts of civil or military authority including governmental priorities, fires, floods, epidemics, pandemics, terrorist attacks, wars and riots), the party affected shall be temporarily excused from such performance to the extent that it is reasonably prevented or delayed thereby.
Jurisdiction. The Agreement shall be governed by and construed in accordance with the laws of New South Wales without regard to principles of conflicts of law. The parties agree that any legal proceeding relating to the Agreement or the enforcement of any provision of the Agreement shall be brought or otherwise commenced only in the state or federal courts of New South Wales. Both parties hereby agree to a waiver of any trial by jury.
