Terms & Conditions
Terms & Conditions

1. Definitions and Interpretation

1.1 Definitions

In this document, unless contrary to or inconsistent with the context:

1.1.1 Agreed Price means the price list in Item 1 of Schedule 1.

1.1.2 Associate means:

(i) in relation to a corporation, any Related Body Corporate of that corporation, any director of that corporation, any person that has a substantial holding (as that term is defined in section 9 of the Corporations Act) in the corporation, any person with whom the corporation is acting, or proposes to act, in concert and any person with whom the corporation is, or proposes to become, associated in any other way (whether formally or informally); and

(ii) in relation to a natural person (Primary Person), their spouse or any blood or adoptive relative provided that the person is sufficiently influenced, directly or indirectly by the Primary Person or is acting in concert with the Primary Person, or any corporation in respect of which the Primary Person is an Associate by virtue of clause 1.1.2(i), or any trust in respect of which the Primary Person or a spouse is a trustee or beneficiary.

(iii) in relation to a trust, any corporation in respect of which the trust is an Associate by virtue of clause 1.1.2(i), and any person who is a trustee or beneficiary of the trust.

1.1.3 Authority

Authority means any government authority or department, including Commonwealth and State governments authorities or departments, local governments authorities or departments, semi-government authorities, statutory bodies, other competent bodies or boards having or exercising government authority in relation to the Premises, and other regulatory agencies.

1.1.4 Business Day means any day other than:

(i) A public holiday;
(ii) A Saturday;
(iii) A Sunday;
(iv) A bank holiday; and
(v) The dates 26 December to 1 January (inclusive).

1.1.5 Commencement Date

Commencement Date means the date of this document.

1.1.6 Corporations Act

Corporations Act means the Corporations Act 2001 (Cth).

1.1.7 Damage

Damage means any major damage that is not incidental damage occurring in transport that is to reasonably expected to occur in transport.

1.1.8 Delivery Cost

Delivery Cost means the amount specified on the Marketplace.

1.1.9 GST

GST has the same meaning in this document as it does in the GST Act.

1.1.10 Intellectual Property

Intellectual Property means all of Everything About Garden’s or Everything About Garden’s Related Party’s discoveries, inventions, know-how, business advice, analytics, improvements, developments, processes, technology, compositions, designs, techniques, methods, industrial designs, compositions, prototypes, models, literary work, research, drawings, software, and trade secrets whether capable of patent, industrial design, copyright, or trade mark protection, or any other type of intellectual property protection.

1.1.11 Marketplace

Marketplace means the website administered by Everything About Garden for the purpose of buying and selling plants and other related items.

1.1.12 Nominated Bank Account

Nominated Bank Account means the bank account nominated by The Buyer for payment from Everything About Garden for Product that has been delivered to or purchased from Everything About Garden.

1.1.13 Parties

Parties means Everything About Garden and The Buyer under this document.

1.1.14 Product

Product means the products purchased on the Marketplace.

1.1.15 Related Entity

Related Entity has the same meaning as under section 9 of the Corporations Act 2001 (Cth).

1.1.16 Related Party

Related Party means Related Entity.

1.1.17 Restocking Fee

Restocking Fee means 20% of the purchase price.

1.1.18 Seedings

Seedings means flower and vegetable seeds in addition to plants up to 5 months of age.

1.1.19 Seller

Seller means the seller of the Product that is on the Marketplace.

1.1.20 Term

Term means the period between the Commencement Date and at least two years from the Commencement Date.

1.2 Interpretation

1.2.1

Words defined in a Schedule or Annexure have the meaning given in that Schedule or Annexure.

1.2.2

A reference to a Schedule, Annexure, or clause is a reference to a Schedule, Annexure, or clause of this document, unless otherwise noted.

1.2.3

The words “including”, “includes”, and “in particular” do not limit the words which precede them or to which they refer.

1.2.4 Unless the contrary intention appears:

(i) a person includes a firm, a body corporate, an unincorporated association or an authority;
(ii) the singular includes the plural and vice versa;
(iii) words importing gender include all genders;
(iv) a reference to a statute, ordinance, code, or other law includes regulations and other instruments made under it and consolidations, amendments, re-enactments, or replacements or any of them;
(v) where any word or phrase is given a defined meaning, any other part of speech or other grammatical form in respect of that word or phrase has a corresponding meaning; and
(vi) cents, dollars, or $ means Australian cents and dollars.

1.2.5

Headings are inserted for convenience of reference only and are not to be used in the interpretation of this document.

1.2.6

If an act under this document to be done by a party on or by a given day is done after 5.30pm on that day, it is taken to be done on the next day in the place where the act is to be done.

1.2.7

1.2.7 If an event must occur on a stipulated day which is not a Business Day then the stipulated day will be taken to be the next Business Day.

1.2.8

Times of day in the document refer to times of day in Sydney NSW.

1.2.9

Unless specified or agreed otherwise, each payment referred to in this document must be made by deposit of cleared funds to the credit of the Nominated Bank Account.

2. Binding Agreement

2.1

By ticking the box, the Buyer agrees to be bound by the provisions of this document.

2.2

In consideration of the Buyer placing the order on the Marketplace and paying all amounts owed under clause 4, Everything About Garden agrees to be bound by the provisions of this document.

3. Products

3.1

All Products purchased by The Buyer under this agreement include a five day guarantee from the date of receipt, excluding Seedlings.

3.2

A Product is not eligible for return, in Everything About Garden sole discretion, under clause 5 if the damage complained of is:

(i) Minor branch breakage and minor leaf loss; or
(ii) Root ball and soil is loosened or disturbed.

3.3

The Buyer acknowledges that during periods of extreme weather, Everything About Garden is not liable for any losses suffered due to the damage of Product delivered and left in these conditions.

3.4

The quality of Products will reasonably vary between batches, due to the fragile and perishable nature of the Product.

3.5

The Buyer acknowledges that Everything About Garden does not guarantee that the Product is edible nor that the Buyer or anyone else is not allergic to the Product.

3.6

The Buyer acknowledges that Everything About Garden is not liable for any injury or loss suffered in relation to a product bought on the Marketplace.

4. Pricing and Payments

4.1

The Buyer must pay the Agreed Price and the Delivery Cost to Everything About Garden and Everything About Garden shall procure the Seller to provide the Product to The Buyer.

4.2

All orders made by The Buyer to Everything About Garden must be paid immediately upon order.

4.3

The Delivery Cost to be paid by the Buyer is to be calculated in accordance with the amount listed on the Marketplace.

4.4

The Buyer acknowledges that delivery of the Product may take 14 Business Days or longer from the date of order. If the expected delivery date exceeds 14 Business Days, then Everything About Garden will inform the Buyer of the expected delivery date.

5. Product Returns

5.1

In the event that a Product is damaged, not fit for purpose, defective, or not fit for sale, and notice is provided to Everything About Garden within 5 days of receipt:

5.1.1

Everything About Garden may replace the Product (if available), once it has been sighted and approved as damaged, not fit for purpose, defective, or not fit for sale, by Everything About Garden; or

5.1.2

Everything About Garden may offer store credit of the equivalent value of the original purchase; or

5.1.3

Everything About Garden may offer a refund of the total purchase price for the original Product.

5.2

A Product The Buyer may only rely on 5.1 once it has provided Everything About Garden with sufficient evidence of damage. Sufficient evidence of damage as required under this Clause 5.2 is taken to mean:
t is not eligible for return, in Everything About Garden sole discretion, under clause 5 if the damage complained of is:

(i) A photo of the alleged damage or defect has been taken immediately; and
(ii) The photo has been provided to Everything About Garden within 24 hours of the Product being delivered.

5.3

If The Buyer wishes to return a Product without satisfying any of the conditions stated in Clause 5.1, Everything About Garden at their sole discretion may charge a Restocking Fee and a reasonable charge as compensation for cost of return shipping to the Buyer.

5.4

Within three Business Days of the date of order, The Buyer may cancel an order and receive a full refund. The right to cancel the order and receive a full refund is lost as soon as the Product has been dispatched to the Buyer.

5.5

After three Business Days of the date of order, The Buyer may no longer cancel an order and receive a refund.

5.6

Everything About Garden will not deal directly with customers of The Buyer relating to product returns. Everything About Garden will deal with The Buyer, and The Buyer will deal with their customers directly.

5.7

In the event that the Product is not available to fulfill the Buyer’s order, then Everything About Garden is permitted to substitute the Product with a similar Product as also agreed by the Buyer.

6. Intellectual Property

6.1

In order to use any of Everything About Garden’s Intellectual Property or Brand Names, The Buyer must first be given permission, in writing, to use that Intellectual Property or Brand Name in any advertising or promotional material.

6.2

The Buyer must clearly use Everything About Garden’s Brand Names and Intellectual Property with respect to any Product being provided by Everything About Garden.

7. Third Party Businesses

Parties other than Everything About Garden operate stores or sell Products on this website and we provide links to the sites of affiliated companies and certain other businesses. Everything About Garden is not responsible for examining or evaluating, and we do not warrant or accept any responsibility or liability for the actions or offerings of, any other party or the content of their websites. You can tell when a third party is involved in your transactions, and we may share your information related to those transactions with that third party. You should carefully review their privacy statements and other conditions of use.

8. Everything About Garden’s Role

Everything About Garden, through the Marketplace, allows third party sellers to list and sell their products on the Marketplace. The relevant Seller is indicated on the respective product detail page. While Everything About Garden helps facilitate transactions that are carried out on the Marketplace, Everything About Garden is neither the Buyer nor the Seller of the Seller’s items. Everything About Garden provides a venue for Buyers and Sellers to negotiate and complete transactions. Accordingly, the contract formed at the completion of a sale for these third party products is solely between the Buyer and Seller. Everything About Garden is not a party to this contract nor assumes any responsibility arising out of or in connection with it nor is it the Seller’s agent. The Seller is responsible for the sale of their Products and for dealing with any Buyer claims or any other issue arising out of or in connection with the contract between the Buyer and Seller.

9. Everything About Garden’s Offering

Everything About Garden reserves the right to cease providing any service to any person, to discontinue any service offered by Everything About Garden and to make changes to any services at any time. A Seller access to the services or Marketplace may be suspended or restricted in accordance with these terms and conditions and the applicable Seller Terms and Conditions, and as necessary for our business operations including without limitation to allow for repairs, maintenance or the introduction of new features or services.

10. Notices

10.1

Any notice or other communication to or by a party to this document must be in writing, in the English language, and addressed in accordance with the details in Schedule 1, or as specified to the sender by the other party by notice.

10.2

Any notice is regarded as being given by the sender and received by the addressee:

10.2.1

If any delivery in person, when delivered to the address;

10.2.2

If by post, three Business Days from and including the date of postage;

10.2.3

If by email, at the time that the notice was sent, and provided that the sender is not provided with any notification of any error in sending, but if the delivery is on a day that is not a Business Day or is after 5:00pm (addressee’s time) it is regarded as received at 9:00am on the following Business Day;

10.3

Any notice can be relied upon by the addressee and the addressee is not liable to any other person for any consequences of that reliance if the addressee believes it to be genuine, correct, and authorised by the sender.

10.4

In this clause 10, a reference to an addressee includes a reference to an addressee’s officers, agents, or employees.

11. General

11.1. Cost

Each party agrees to pay its own legal and other costs and expenses in connection with the negotiation, preparation, and execution of this document or any other negotiation.

11.2 Governing Law

This document is governed by the law in force in Australia and the State of New South Wales, and each Party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of New South Wales and courts of appeal from them. Each Party waives any right it has to object to an action being brought in those courts including, without limitation, by claiming that the action has been brought in an inconvenient forum or that those courts do not have jurisdiction.

11.3 Counterparts

This document may be executed in any number of counterparts. A Party may execute this document by signing any counterpart and those signed counterparts may be exchanged electronically or by email or by facsimile. Signed counterparts so exchanged shall be deemed, together, to constitute one binding instrument.

11.4 Severability

If any provision of this document is illegal, void, invalid, or unenforceable for any reason, all other provisions, which are self-sustaining and capable of separate enforcement, shall be, and continue to be, valid and enforceable.

11.5 Variation

Any amendment or variation of this document must be in writing and is not effective until agreed to in writing by all the Parties.

11.6 Waiver

A power or right under this document may only be waived in writing, signed by the Party to be bound by the waiver.

11.7 Assignment

The Parties may not assign or deal with or purport to assign or deal with its rights or obligations under this document, or create, or allow to exist, any third-party interest over them, without the prior written consent of either Party.

11.8 Entire Document

This document contains the entire document between the Parties in relation to the above and any subject matter dealt with herein, and no earlier document, understanding, or representation, whether oral or in writing in relation to any matter dealt with in this document will have any effect from the date of this document and any such document, understanding, or representation is terminated with effect from the date of this document.

Updated: 04/07/2022