CONDITIONS OF QUOTATION/SUPPLY
These are the conditions that govern all orders for the purchase of trees from Trees Impact.
Quoted tree prices will remain valid for 14 days. The trees referred to in this quotation are presently available but no trees can be held to the Customer’s account until the Supplier receives a written order addressed to Trees Impact Pty Limited and signed by or on behalf of the Customer (ie the party who will be responsible for accepting delivery and paying for the trees) plus payment of a non-refundable deposit equal to 25% of the ordered tree component and associated GST.
2. Suitability for purpose
Before ordering, trees may be inspected and selected by the Customer at the Supplier’s associated nursery. Customers should visit and satisfy themselves as to suitability, particularly in relation to species, size and form failing which the customer authorises nursery staff to select what are, in their opinion, the best trees available to satisfy the order.
It is a condition of any order that payment in full must be made prior to delivery.
4. Progress Payments. In the absence of any agreement to the contrary;
4.1 Where the Delivery Date shown in the accompanying quotation (the “nominated delivery date”) is later than six months but sooner than 12 months from the date of order, a second progress payment of 25% of the ordered tree component plus associated GST will be payable after six months from the date of order. If any ordered trees have not been taken by the customer at the end of 12 months a third progress payment of 25% of the remaining ordered tree component plus associated GST will become payable.
4.2 Where the nominated time for delivery is later than 12 months from the date of order.
• a second progress payment of 25% of the ordered tree component plus associated GST will be payable when trees are potted into the second to last containers before their final ordered container sizes or upon the expiration of nine months from the date of the order whichever comes later; and
• a third progress payment of 25% of the ordered tree component plus associated GST will be payable when trees are potted into the their final ordered container sizes.
The outstanding balance of the tree component plus other charges payable in respect of the trees will all fall due for payment before delivery.
5. Size of trees
Any quoted physical dimensions of trees are indicative only. Variations will occur, especially where delivery is not to be immediate (in which case sizes quoted are forward estimates only). Sizes and pricing may increase in the event of delayed delivery – see 7. And 8.below
If the Customer leaves the Supplier with responsibility to arrange transportation of the trees:
6.1 Unless the Customer attends to supervise it, loading the trees will occur under the unfettered supervision of the Supplier’s staff and carriers. Ownership and all liability for the trees’ wellbeing will pass to the Customer when they exit the nursery gates in transit to site.
6.2 Freight charges are based on an estimate of travelling times and a maximum of 1.5 hours on site at time of drop-off. Extra time (eg due to lack of readiness or other site delays, using craned vehicle for multiple drop-offs, loads where large numbers of trees smaller than 300 litres mean prolonged unloading process, etc) will incur additional charges at prevailing hourly rates (available on request).
6.3 Freight quotations will need to be reviewed if our preferred carriers increase their rates and/or levies before shipment, if delivery is deferred by the Customer and bigger sizes are then delivered (see 7. and 8. below) or if numbers that could fit into single loads are broken up into multiple delivery events.
6.4 The Customer is responsible to ensure that:
• There is sufficient access to and space at the point of delivery to enable the vehicle to park and operate safely and comfortably having regard to legal and WHS issues that might otherwise arise. Where appropriate all permits and traffic controls must be available. The final decision as to whether and where trees can be unloaded safely will rest entirely with the driver who may refuse to unload the trees and return them to our nursery all at the Customer’s expense.
• At least two able-bodied workers are available on site to assist unloading. The driver cannot unload unassisted.
6.5 If there are access, WHS or other safety hazards or any deficiency of people, equipment or preparation or anything else preventing the trees from being offloaded they will be returned to the nursery and the customer will be charged for the freight costs of aborted delivery, the costs of unloading on return to the nursery and then reloading and freight costs for redelivery.
7. Deferred delivery
In addition to other moneys payable by the Customer to the Supplier, if any ordered trees conform to order and AS2303:2018 in size and quality but are not taken by the Customer before the expiry of the nominated delivery date the Supplier may invoice the Customer for holding charges in respect of those trees on the terms and at then prevailing rates until the trees are:
• taken by the Customer, or
• potted up to bigger containers by the Supplier pursuant to the terms of the following clause.
8. Potting up to bigger containers
If at any time after the nominated delivery date the average size index for any ordered trees reaches or exceeds the 50th percentile of size index recommended in Australian Standard AS 2303:2018 as appropriate for the container size nominated for those trees in the quotation (see item “VOL (L)”), and the Supplier forms the opinion that it is important for the health and development of those trees that they be potted on to new containers, the following applies:
At its discretion the Supplier may give notice to the Customer of the Supplier’s intention, after the expiration of 30 days from the date of that notice, to pot the subject trees up to bigger container sizes as specified in the notice and include in the notice an estimate of how long will be needed for the trees to establish into their new container before again being suitable for delivery. The size nominated for the new containers will be the next practical size which the Supplier decides is appropriate in all the circumstances.
In the absence of any agreement to the contrary, if the Customer fails to take delivery of the subject trees before the end of the notice period and the trees the subject of the notice are potted up:
• the imposition of ongoing holding costs (if any) will discontinue for the potted trees;
• the quoted unit price per potted tree will increase to the then applicable price appropriate for the new container size.
• if delivery costs incurred by the Supplier are increased because the trees at the time of delivery are bigger than originally ordered, quoted freight costs payable by the Customer will be increased to cover that extra cost; and
• the “Total Price” payable by the Customer will increase accordingly.
9. Cancellation of order
If the Customer cancels any part of an order the initial non-refundable 25% deposit applicable to that part will be forfeited immediately and all other amounts paid by the Customer to the Supplier on account of the order will be retained by the Supplier for the time being. If the Supplier is able to re-sell the cancelled trees before they need to be potted to bigger containers, all amounts held by the Supplier on account of the of the cancelled but re-sold trees (in excess of the amount already forfeited) will be returned to the Customer; otherwise the Customer will be charged the full quoted price for cancelled trees less a proportional discount if those trees are in containers smaller than that ordered and retained funds will be applied by the Supplier in full or partial satisfaction of those charges before surplus retained funds, if any, are accounted for to the Customer.
10. Extended deferral
In the absence of any specific agreement to the contrary,
• if the delivery of any ordered trees is for any reason deferred by the Customer beyond six months after the nominated delivery date has passed or expired, or
• if at any time the Customer defaults in paying any amounts due and payable to the Supplier on account of the purchase or care of the trees,
at any time thereafter the Supplier may invoice the Customer for all amounts accrued but not previously invoiced for the supply and care of those trees and issue a notice requiring the Customer to take delivery of those trees the subject of the notice within 30 days from the date of the notice. All amounts owed on account of the purchase price or other expenses that have then fallen due will be payable in full upon the expiration of the notice period (or, if earlier, prior to delivery of the trees).
If at the end of the notice period any of the subject trees remain undelivered, whether some or all invoices have been paid or not, in addition to and not to the exclusion of any other rights available to the Supplier to help reduce or satisfy all amounts still owing to the Supplier and mitigate the Supplier’s losses, the Supplier may deal with those uncollected trees with the same rights, powers and obligations as would be available under the Uncollected Goods Act 1995 NSW to a bailee from the Customer were those trees uncollected perishable goods up to the value of $100 in imminent danger of perishing and deal with the proceeds of any sale of those trees on the basis that all outstanding amounts that have accrued due to the Supplier from the Customer at any time as part of this transaction were ‘relevant charges’ for the purposes of that Act. Surplus funds in excess of the Customer’s indebtedness to the Supplier, if any, recovered by the Supplier as a result of such actions will be accounted for by the Supplier to the Customer and any deficiency of funds recovered will remain as a debt due from the Customer to the Supplier.
11. Apprehended Shortfall. Trees are living natural products which behave and respond to many conditions and hazards over which the Supplier has limited or no control. Notwithstanding its best efforts, the Supplier may be unable to deliver trees of the required size, standard or number when needed. That will not be a default under the terms of these arrangements.
If, in relation to any batch, the Supplier must notify the Customer of an apprehended shortfall which the Supplier cannot correct, the Customer may choose to purchase all of the suitable trees remaining available in that batch but those only; or to purchase all of the of trees remaining available plus some or all of those in the batch that do not conform with specification.
If the apprehended shortfall in any batch is considerable and will cause significant and demonstrable negative impacts on the planting or project for which the trees are required, the Customer may elect to purchase only some of the remaining available suitable trees in the batch or to purchase none of the trees in the batch.
If, after 14 days from receiving the Supplier’s notice of an apprehended shortfall, the Customer fails to notify the Supplier of the Customer’s choice, the Customer will be deemed to have chosen to purchase and take delivery of all the suitable trees remaining available in the batch.