Wholesale T&Cs

Definitions

  • “Rich Roots” / “we / us / our”

    Rich Roots Fertilisers Pty Ltd (ABN 90 685 847 965).

  • “Product”

    Any item sold under the Rich Roots brand.

  • “Customer” / “You”

    The person or entity purchasing or using our
    Products.

  • “Wholesale Buyer” / “Stockist”

    The approved reseller purchasing Products for resale.

Last updated 10 June 2025

These Terms govern every wholesale transaction between Rich Roots Fertilisers Pty Ltd (“Rich Roots”, “we”, “our”) and any approved reseller (“you”, “your”, “Stockist”). By placing a wholesale order you confirm you’ve read, understood, and agreed to these Terms and the Liability & Product Safety Statement (together, the “Agreement”).

1. Acceptance of Terms

Placing a wholesale order constitutes your acknowledgement that you have read, understood, and agree to these Wholesale Terms and the Liability & Product Safety Statement. If you do not agree, do not place an order.

2. Account Approval

  1. Apply via our Stockist Application & Order Form.
  2. Approval or clarification usually within 3 business days.
  3. First order = pre-paid. Net-14 (payment due 14 days after invoice date) or otherwise agreed credit terms are subject to approval of a completed credit application; Rich Roots may refuse, revoke or vary credit at any time.

3. Pricing, GST & Recommended Retail Pricing (RRP)

  • Price lists are quoted ex-GST; GST is added on the tax invoice for Australian buyers.
  • Prices may change without notice up to order acceptance.
  • Errors & Omissions: We reserve the right to correct price or description errors and will notify you before dispatch.

Current wholesale price lists and promotional bundles are available in the Stockist Toolkit (link). Prices remain subject to the change-notice period in §18 below.

4. Retention of Title & Security

  1. Title to all Products remains with Rich Roots until we receive full cleared payment.
  2. Until title passes, you hold the Products as bailee, must keep them separate and clearly labelled as Rich Roots property, and must not create any competing security interest.
  3. You grant Rich Roots a purchase-money security interest under the Personal Property Securities Act 2009 (Cth) in the Products and their proceeds and consent to any PPSR registration we consider necessary.
  4. If you default in payment, you irrevocably authorise us (and our agents) to enter your premises during normal business hours to recover unpaid stock without liability for trespass.
  5. You must promptly sign any further documents and supply any information we reasonably request to perfect, maintain or register our PPSA security interest.
  6. The parties contract out of each provision of the PPSA that may be contracted out of, to the extent permitted by s 115(1).

5. Minimum Order Quantities (MOQ)

Minimum Orders (Product / SKU / MOQ):

  • 160 g Pouches / RF-160-001 / 24 units
  • 480 g Packs / RF-480-001 / 12 units

A mixed-SKU order is fine if each SKU meets its own MOQ and the subtotal ≥ A$ 200 ex-GST + freight.

6. Ordering & Payment

  1. 1st order – pro-forma invoice (paid before dispatch).
  2. Approved credit accounts – Net 14 days. Overdue balances accrue interest at 2 % per month (calculated daily, compounding monthly) and you are liable for all reasonable costs of debt recovery, including solicitor–client costs.
  • Credit limits are set at Rich Roots’ discretion; reviewed quarterly.

7. Availability, Lead-Times & Shipping

  • All orders are subject to stock availability.
  • Delay Disclaimer: Rich Roots is not liable for shipment delays caused by raw-material shortages, carrier disruption, weather events, or other Force-Majeure events (§19).
  • Risk passes to you on dispatch unless otherwise stated; title remains with Rich Roots per §4 until cleared payment. For consumer sales, risk passes on delivery to the consumer in accordance with the Australian Consumer Law (ACL).
  • International Buyers bear all import permits, duties and compliance costs. Goods returned or destroyed due to customs refusal will be credited less shipping and any fees incurred.

8. Order Cancellation

Orders may be cancelled within 24 hours of placement without penalty. Beyond 24 h we may charge reasonable restocking or production fees.

9. Returns & Claims

  • Inspect goods on arrival and notify us of shortages/damage within 7 days of delivery (photos required). We may require reasonable access to inspect or collect alleged faulty goods before issuing credit.
  • We replace, credit or refund faulty items.
  • Claims will not be accepted where damage results from improper storage, misuse, fair wear & tear, or continued use after a defect becomes apparent.
  • No returns on opened product or change of-mind.
  • Nothing in this clause limits your rights under the ACL (Australian Consumer Law).
  • Unused frass can be composted or disposed of with green waste (see Liability & Product Safety Safety Statement).

10. Brand Assets & Marketplace Policy

All Rich Roots trademarks, artwork and copy remain our intellectual property. We grant Stockists a non-exclusive, non-transferable, revocable licence to use approved assets solely for promoting genuine Rich Roots Products.

  • You may resize/crop supplied images; substantive edits require written consent.
  • Resale on third-party marketplaces (Amazon, eBay, etc.) requires written approval.
  • We recommend advertising within ± 10 % of RRP, but stockists remain free to set their own resale prices.

11. Shelf Life & Storage

Store sealed, cool and dry (< 30 °C / < 65 % RH). Shelf life 12–18 months. For allergy & PPE advice, see §3-4 of Liability & Safety Statement.

12. Liability & Indemnity

The Limit of Liability (§7) and Indemnity for Wholesale Resale (§8) in the Liability & Product Safety Statement applies. By reselling the Products you indemnify Rich Roots against claims arising from:

  1. Storage or display contrary to §11 or on pack directions;
  2. Re-packaging, relabelling or unauthorised modification;
  3. Misrepresentation of Product attributes or benefits.

This indemnity is void if loss is caused by Rich Roots’ gross negligence or wilful misconduct.

Stockist is responsible for maintaining adequate public- and product-liability insurance for on-premise risks. Rich Roots may request evidence of such insurance before approving Net-14 terms or consignments.

13. Product Recall & Stockist Obligations

If Rich Roots initiates a recall you must:

  • Cease selling affected stock immediately;
  • Quarantine and, if instructed, return or safely dispose of affected stock;
  • Provide proof-of-disposition within 14 days;
  • Notify downstream customers promptly.

Where a recall is the result of Rich Roots' breach of warranties, Rich Roots will bear reasonable documented costs of the recall.

14. Dispute Resolution

The parties will attempt in good faith to resolve any dispute within 14 days of written notice. If unresolved, either party may refer the matter to mediation administered by the Australian Small Business and Family Enterprise Ombudsman (or a mutually agreed mediator) before commencing court proceedings, except for urgent injunctive relief. This clause does not prevent either party from seeking urgent injunctive or declatory relief in a competent court.

15. Change-in-Control Notice

You must notify Rich Roots in writing at least 14 days before any material change in your ownership or effective control. Rich Roots may reassess credit terms or terminate the Agreement following such change.

16. Assignment / Sub-contracting

Rich Roots may assign or sub-contract any of its rights or obligations under this Agreement on 14 days’ notice. You may not assign or transfer your rights or obligations without our prior written consent.

17. No Partnership / Agency

Nothing in this Agreement creates a joint venture, partnership or agency relationship. You must not act or hold yourself out as our agent and have no authority to bind Rich Roots in any way.

18. Price-Change Notice

Wholesale and/or RRP changes will be notified 30 days in advance via email.

19. Force Majeure

Neither party is liable for delays or non performance caused by events beyond reasonable control (e.g. acts of God, natural disaster, government border closures, transport strike, pandemic, utility outage).

20. Termination

Either party may terminate the relationship with 14 days’ written notice. Non-payment or material breach may trigger immediate termination.

21. Severability & Waiver

If any provision of these Terms is unenforceable, the remainder remains in force. A party’s failure or delay to exercise a right is not a waiver of that or any other right.

22. Service of Notices & Electronic Signatures

All notices must be in writing and may be delivered by hand, prepaid post or email. Email is deemed received on the next business day after transmission if no bounce-back is received. The parties consent to electronic execution in accordance with the Electronic Transactions (Queensland) Act 2001.

23. Changes to Terms

Rich Roots may revise these Terms by emailing an updated version or posting it online. Continued ordering after notice constitutes acceptance.

24. Governing Law

These Terms are governed by the laws of Queensland, Australia. Disputes are submitted to the courts of Queensland. International buyers are responsible for local compliance, import duties and taxes.

25. Entire Agreement

These Wholesale Terms, the Liability & Product Safety Statement and any written quotation or order confirmation constitute the entire agreement and supersede all prior communications. If there is any inconsistency, a signed quotation or approved credit agreement prevails over these Terms, which prevail over any purchase order or other document supplied by you. Online checkout terms are deemed a 'purchase order' for the purpose of this clause.

26. Contact

Rich Roots Fertilisers Pty Ltd
ABN 90 685 847 965
📧 richrootsfertilisers@gmail.com | 📞   (+61) 0403 179 371

Mailing Address:
Shop 8, Randall Ct Shopping Centre, 214 Kingston Rd, Slacks Creek QLD 4127
(Please direct all business correspondence here – we live locally and collect regularly.)

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