Supply Terms and Conditions

SPECIFIC HORTICULTURAL TERMS AND CONDITIONS

Specific horticultural considerations need to be applied to the ordering, procurement, management, transport and delivery of plants (living product) by Plantmark.

Despite any terms or conditions which the Purchaser may provide, Plantmark will only supply greenlife and associated products as per the following Terms and Conditions, unless such other terms and conditions are expressly agreed in writing and signed by both parties.

Any notice or communication given in regard to a Tender or Quotation must be in writing and transmitted between the parties by email.

Plantmark Quotes & Orders and Projects & Tenders divisions Trading Hours are Monday to Friday 7.00am to 5.00pm.

1. GENERAL TERMS AND CONDITIONS

1.1 Acceptance of Quotation or Proposal

Unless otherwise stated by Plantmark, a Tender / Quotation will remain valid for a period of 30days from the date thereof.

Intent to accept a Tender / Quotation can be made verbally to Plantmark, confirming the plant schedule (inclusive of any substitutes specified by Plantmark) and expected date or dates of planting.

1.2 Formal Acceptance

Formal acceptance of a Tender / Quotation needs to be made in writing to Plantmark, with the provision of a Purchase Order and a firm Delivery Date or Dates - if the job is to be undertaken in stages.

1.3 Availability of Stock

All plant stock, species, pot sizes and quantities are available at the time of Tender / Quotation and are only secured for individual project supply once a formal Purchase Order and Delivery Date or Dates have been provided to guarantee the specific stock.

1.4 Order Confirmation

Upon receipt of a Purchase Order and firm Delivery Date(s), Plantmark will confirm in writing, generally within 48 hours the availability and pricing of all requested plants (or required substitutes of Plants and or Pot Sizes) for a specific project and provide confirmation of the Purchase Order accuracy and any adjustments that may be required to the Purchase Order.

1.5 Changes to Confirmed Orders

Changes to confirmed orders, are required in writing and are subject to availability at the time of notification and may incur a handling fee of up to 20% of the change requested.

The purchase of additional products, requires the provision of an additional Purchase Order.

1.6 Delays and Postponement

Scheduling of deliveries to Site requires considerable coordination between Plantmark, and specialist 3rd party greenlife transport providers. Communication and confirmation of delivery dates and times are critical to the care and delivery of (living products) plants.

Any delays greater than 5 business days must be communicated in writing in advance to allow for re-scheduling of stock delivery.

Any delays greater than 15 business days may trigger full cost payment for all effected stock as per the Purchase Order Value and such stock may by mutual agreement, in addition, be subject to holding and or re-potting fees in order to maintain its viability.

Further, depending on the stock type, delays greater than 15 days may result in cancellation of supply (at full cost to be paid by the Purchaser) and the replacement of such stock; as per seasonal availability of species, pot size, quantities and thus new supply dates and replacement costs would be quoted by Plantmark as required.

1.7 Holding and Re-potting Fees

If an order is delayed from the agreed delivery date, Plantmark will contact the Purchaser and discuss the potential options for managing the delay. These may include applying holding and or re-potting fees to the effected stock and or regrowing, substituting, downsizing, replacement stock at new prices.

Holding fees would commence 16 days from the agreed delivery date.

Plantmark holding fees and re-potting fees will be calculated based upon plant species, pot sizes and quantities and will include the cost of all labour, materials, watering requirements, ongoing care and maintenance of the plants.

1.8 Cancellation / Termination

Any orders that are cancelled in full or part by the Purchaser, for any reason, after a Purchase Order has been received, may at Plantmark’s discretion, be subject to a 100% cancellation fee.

1.9 Pick-up

Stock compiled at any Plantmark Nursery can be picked-up by the Purchaser rather than being delivery to the Contracted Site by Plantmark. Pick-ups need to be organised 24 hrs (one working day) prior to pick-up, which should take place Monday to Friday between 7.30am and 4.30pm; a special arrangement will be needed for pick-ups outside of those times.

The Purchaser or their representative will sign-off acceptance for all stock picked-up in regard to species, quality, pot size and quantity or formally note any stock that is not acceptable at time of pick-up. 

1.10 Delivery

All deliveries are to be coordinated in advance; with at least 21 days’ notice. All deliveries are quoted and carried out Monday to Friday 7am – 3pm, excluding public holidays. Deliveries outside those times may be subject to a surcharge.

1.10.1 Plantmark utilises specialist 3rd party Greenlife Transporters - that are Chain of Responsibility (COR) and OHS legislation compliant. Plantmark will determine the right sized vehicle(s) with appropriate operational and PPE equipment to undertake each delivery - on the agreed days and times - to Contracted Sites. NOTE: Different sized vehicles have different hourly operating costs.

1.10.2 Plantmark delivery values are delineated in Hours (hrs) of travel or unloading, by individual Vehicle Operating Cost per hour (voc) i.e.

1. a) Travel Time from Plantmark’s stock Compiling Nursery (normally a Plantmark Nursery) to the Contracted Site.
2. b) Time taken to Unload, Count and Record plants (trolleys / pallets) delivered at the Contracted Site.
3. c) Travel Time to return trolleys to a Plantmark Compiling Nursery.
4. d) The number of standard Greenlife industry truck trolleys /pallets or floor space (and thus individual vehicles) required to transport each job’s (stages) plants.
5. e.g. Travel time to site 2hrs x unloading time 1hr x Travel time back to nursery 2hrs – shown as:
6. e.g. 2+1+2 = 5hrs @ e.g. $90phr (voc) = $270 x 3 truck movements (given plant No’s) = $810.00
7. e) NOTE:
8. Where the actual number of deliveries and or unloading times differ from the quoted estimate, the final freight cost will be adjusted accordingly.
9. Where, per delivery plant numbers differ (especially for stages) from the quoted / estimated delivery numbers, the most cost-effective delivery vehicle will be utilised per delivery and the final freight cost will be adjusted accordingly.

1.10.3 The Purchaser’s site representative will sign off acceptance for each delivery in regard to species, quality, pot size and quantity (specification compliance for all delivered stock) or formally note any stock that is not acceptable at time of delivery.

1.10.4 The Purchaser must have personnel (and appropriate equipment, as agreed with Plantmark – e.g. forklift, telehandler, crane) on site at the time of each delivery to carry out unloading. If no personnel or agreed equipment are present to assist with delivery, the stock may be returned to Plantmark and a restocking fee of 20% of invoice value of the stock, may be charged.

1.10.5 The Purchaser or their representative should inspect, on a least one occasion, all stock at Plantmark’s designated Compiling Nursery, prior to pick-up or delivery to the Contracted Site.

Off-site inspections, at Plantmark’s Compiling Nursery, will help ensure the stock is correct in species, pot size and quantities prior to pick-up or delivery and will greatly assist and speed up Contracted Site delivery verification and compliance signoffs by the Purchaser. 

3 business days’ notice is required to arrange the date and time for inspection of stock.

1.11 Tree Certification

Certification as per AS2303:2018 may incur an additional cost per batch tested. Trees used to test compliance will be supplied to the project as part of the order. If a full destructive test is required, the Purchaser is required to pay the full cost of those trees.

The Purchaser must notify Plantmark in writing at time of quoting if tree inspection, testing and certification is required.

1.12 Damaged Stock

It is the Purchaser’s responsibility to check all (living product) plants upon pick-up or delivery. Once the products are pick-up or delivered Plantmark cannot guarantee their future viability due to factors, including but not limited to; storage, planting, watering, weather; outside Plantmark’s control

Pick-ups:  Purchasers will at time of pick-up advise Plantmark of any stock that is damaged or significantly different from their description or sample. Plantmark will investigate such notice and inspect the relevant products in good faith. If Plantmark agree that the relevant products were damaged prior to pick-up or significantly differ to their description or sample, Plantmark will replace those plants at the earliest opportunity given normal greenlife industry supply availability.

Deliveries: Plantmark requires confirmation in writing, no later than 24 hours after plants are delivery, of any stock identified, at time of delivery, as damaged or significantly different from their description or sample. Plantmark will investigate such notice and inspect the relevant products in good faith. If Plantmark agree that the relevant products were damaged on delivery or significantly differ to their description or sample, Plantmark will replace those plants at the earliest opportunity given normal greenlife industry supply availability.

1.13 Returns

Plantmark does not accept stock returns once plants are picked-up or delivered.

2. PRICE

2.1 All prices and charges are subject to change without notice based upon seasonal fluctuations.

2.2 Except as otherwise provided in the Contract;

(a) Invoices for supply of stock shall be submitted by Plantmark progressively (based on pick-ups or deliveries to the Contracted Site) on a monthly basis until the completion of the Contract supply agreement;

(b) Invoices are to be paid prior to pick-up or delivery unless Plantmark has agreed Terms with the Purchaser prior to pick-up or delivery.

2.3 Goods and Services Tax or other taxes, fees or chargers applicable under the Contract shall be added to the quoted prices at the applicable rates.

2.4 Freight prices are based on 3rd Party Specialist Greenlife freight charges. Plantmark will create a Freight Schedule, in conjunction with the Purchaser, which will form the bases of Freight Charges for each stock movement to a Contracted Site.

3. WARRANTY AND STANDARD OF PERFORMANCE

3.1 Plantmark warrants that any stock which forms part of the supply, is free from defects and conforms to the specification in the contract. Plantmark’s obligation under this warranty shall be limited to plant defects or diseases that can be attributed to the growing and handling of the plant prior to the purchaser taking possession of the plant.

3.2 Plantmark’s obligation under this clause shall not extend to any stock which is provided by the Purchaser for inclusion in the Services or any failure caused by climate conditions, no fault of Plantmark transport accidents and terms which are outside the Plantmark scope of supply, including but not limited to, Contract Site plant storage, planting environment, accidents, misuse, neglect, general lack of care post-delivery of the plants.

3.3 Plantmark shall have no liability for any defect, or damage unless notified in writing by the Purchaser, within 24 hours of delivery to the Contracted Site.

3.4 Plantmark’s liability and the Purchaser’s remedies in respect of stock and any loss or damage resulting from any cause, are solely and exclusively as stated in this clause.

4. VARIATIONS

4.1 Unless otherwise agreed by Plantmark and the Purchaser in writing, any variation to the supply shall be valued in accordance with existing Plantmark price schedule as provided at the time of any variation.

5. LIMITATION OF LIABILITY AND INSURANCE

5.1 Notwithstanding any other provision of the contract, except for damages as set out in Clauses 1-4 above, Plantmark shall have no liability to the Purchaser for any loss of use, production, profit, business, contracts, revenues or anticipated savings, or any increase in operating costs, or any indirect or consequential loss or damage whatsoever whether suffered by the Purchaser or by any associated third party.

5.2 The total liability of Plantmark to the Purchaser shall not in any event exceed in aggregate an amount equal to 100% of the Contract Price paid by the Purchaser.

5.3 Plantmark will affect and maintain during the term of the Contract with reputable insurers authorised to carry on business under the Insurance Act, 1973 (Cth):

(a) Public liability insurance for not less the $20 million per event;

(b) Products liability insurance for not less than $20 million in the aggregate for the annual policy period;

(c) Motor vehicle third party property damage insurance cover.

(d) Workers compensation insurance as required by law; and

(e) If the services include design or other professional services, professional indemnity insurance for $10 million for claim and $30 million in the aggregate for the annual policy period.

6. GENERAL

6.1 The supply and purchase of greenlife and associated products as set out in these Terms and Conditions is governed by the laws of the State or Territory in which Plantmark’s nominated Compiling Nursery is located.

6.2 Legal and beneficial title to all stock supplied by Plantmark, is held by the Purchaser as Plantmark’s fiduciary, agent and bailee until the Purchaser pays in full for the stock. In an event of default, for any reason, by the Purchaser Plantmark can, without notice, and at the Purchasers sole risk and expense, retake possession of the stock and if resold apply the proceeds of the sale to the Purchaser (without prejudice to any other rights or remedies available to Plantmark).

6.3 Plantmark, does not engage and is not aware of any of its associates engaging in what would constitute Modern Slavery as defined in the Modern Slavery Act 2018 (Cth) or similar State and Territory acts.