Council archive · source document
App2.4 Program Preventative Maintenance Agreement · OPW16/0021
From the archive OPW16/0021- Response Landscape. File date in the archive: 2016-05-16 04:00.
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
PPM GF
Probuild Pty Ltd
7 R Playne St
FRANKSTON
VIC
Attention:
Dear
RE: PROGRAM M ED PREVENTATIVE M AINTENANCE (PPM ) OF THE
FYTOGREEN GREEN ROOF LOCATED AT
SOUTHEAST W ATER HEAD OFFICE, FRANKSTON, VIC
Please find herewith, our proposed contract agreement for continuing maintenance of your Fytogreen
green facade with its associated equipment, installed at the abovementioned premises, for your
consideration and confirmation.
General Services Offered by Fytogreen (Australia) Pty Ltd:
• Scheduled inspections and all necessary maintenance of plants and growing medium by
competent technicians.
• Scheduled maintenance to ensure equipment operates correctly.
• 24 / 7 Emergency call-out service.
We trust the Agreement meets with your approval.
Should you have any queries, please contact our Client Services Administration.
Yours sincerely
Fytogreen AustraliaPty Ltd.
Fytowall (Australia) Form FWF-10 / Rev C Page 1 of 16
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Page 2
Page 3
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
PROGRAMMED PREVENTATIVE MAINTENANCE
SERVICE AGREEMENT
CONTENTS
A. Programmed Preventative Maintenance Service Agreement (PPM)
B. Terms & Conditions.
C. Schedules
1. Client Details
2. List of Equipment to be checked, serviced & maintained.
3. List of Other Components to be checked, serviced & maintained.
4. List of Excluded Components & Services.
5. Plant, Planters and Growing Medium - Inspection & Maintenance Matrix.
6. Drainage & Irrigation - General Inspection & Maintenance Matrix.
7. Irrigation - Individual Components Inspection & Maintenance Matrix.
8. Emergency Maintenance and Overtime Charge-out Rates.
Fytowall (Australia) Form FWF-10 / Rev D Page 3 of 16
Page 4
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
(A) PROGRAMMED PREVENTATIVE MAINTENANCE PPM No. _ _ _ _ _ _ _ _ _ _
SERVICE AGREEMENT
This Agreement between the following parties, shall be effective from the Commencement Date
hereunder:
Fytogreen (Australia) Pty Ltd ABN 20 099 581 736
3 Webb Lane, Somerville, VIC, 3912
(Hereinafter referred to as “Maintenance Provider”)
and
Probuild ABN
7 Playne St
Frankston, Vic
(Herein after referred to as “Client”)
BY THIS AGREEMENT it is hereby agreed and declared that the Maintenance Provider shall provide
Programmed Preventative Maintenance for the Fytogreen Green Facade installation at the Premises
and the Client shall pay the Maintenance Provider in accordance with the information and terms and
conditions annexed hereto.
COMMENCEMENT DATE:
PREMISES 7 Playne St, Frankston
AGREEMENT PRICE for PPM – for 12 months TERM (“initial Term”) $
plus GST
PAYMENT OF AGREEMENT PRICE
* Payable quarterly in advance, in equal instalments, (or) _ _ _ _ ____
* Payable in advance of commencement of service, in full less a discount of 5%.
(Client to delete that which is not applicable and intial.)
Agreed and signed for and on behalf of:
Company Name: Fytogreen (Australia) Pty Ltd
Name: Geoff Heard Signed: _______________
Title: Managing Director Dated:
Company Name: Probuild
Name: _______________ Signed: _______________
Title: Dated:
Fytowall (Australia) Form FWF-10 / Rev D Page 4 of 16
Page 5
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
(B) TERMS & CONDITIONS
1. MAINTENANCE PROVIDER’S RESPONSIBILITIES
1.1 On-Site Programmed Preventative Maintenance
Subject to these Terms and Conditions, the Maintenance Provider agrees to provide on-site
programmed preventative maintenance for the Client’s Fytogreen green facade at the
Premises, including the supply of normal access equipment, nutrients, pesticides and biological
testing of growing medium in accordance with the matrices comprising sections 6, 7 and 8.
Maintenance shall be provided during normal service hours (8.00 am - 4.30 pm) Monday to
Friday, excluding Public Holidays, Rostered Days Off in the State where the Premises are
located, and in general accordance with the inspection frequencies indicated in the matrices
comprising Sections 6, 7 and 8 and co-ordinated with the Client's operating requirements as
far as possible. Maintenance outside such hours, as may be requested by the Client, shall be at
an incremental additional cost to and paid for by the Client at the Maintenance Provider’s then
current Extra-Over rates for overtime labour, in addition to the Agreement Price.
1.2 Additional Services
If required by the Client, the Maintenance Provider may provide additional services, at a charge
to be agreed prior to performance of such services or in the absence of prior agreement, such
charge as is reasonable in the circumstances, such as:-
• The implementation of upgrades or changes in the equipment as the Client may require.
• The modification of the green facade and associated equipment to accommodate building
changes, building service modifications, new penetrations or the like.
• The repair, overhauling or replacement of and additions to the green facade and
Equipment.
1.3 On-Site Emergency Service
A 24-hour emergency service shall be provided by the Maintenance Provider as may be
required from time to time by the Client or by remote sensors. Such service shall be an
additional cost to and paid for by the Client at the Maintenance Provider’s then current rates for
labour, plus materials, plus necessary reasonable vehicle use, fares, meals and
accommodation, in addition to the Agreement Price.
Fytowall (Australia) Form FWF-10 / Rev D Page 5 of 16
Page 6
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
2. REPLACEMENT PARTS
The Agreement Price does not cover the supply of replacement plants, growing medium,
Equipment as listed in Schedules 2 and 3 (“Equipment”) or components.
Many components of the green facade are covered by a third party manufacturers warranty for
an initial period following purchase for the initial installation. Any warranty on new replacement
components and equipment shall be as provided by the manufacturer. The Maintenance
Provider agrees to act as the Client’s agent in any warranty claims on these parts.
Excluding any written warranty from the Maintenance Provider, all costs associated with the
obtaining and replacement of components and equipment, whether or not covered by a
manufacturers warranty, shall be at an additional charge as is reasonable in the circumstances.
Plants, materials and components shall generally be charged by the Maintenance Provider at
cost plus 15%.
3. RECTIFICATION AND OVERHAUL OF EQUIPMENT
3.1 If during the provision of services under this Agreement the Maintenance Provider
becomes aware of a condition with the Equipment, which in its opinion requires
rectification the Maintenance Provider shall notify the Client and shall provide an estimate
of the rectification cost.
3.2 If in the opinion of the Maintenance Provider the Equipment or any substantial part
thereof is no longer capable of providing satisfactory operation due to obsolescence or
expiry of effective life, the Maintenance Provider will report thereon to the Client, issue the
Client with an estimate of cost for replacement and may either request the Client to
replace or overhaul the equipment or part thereof. In the event that the Client should fail
to instruct the Maintenance Provider so to replace or overhaul such equipment within the
period requested, the Maintenance Provider shall be relieved of responsibility, if any,
resulting from defective performance of such Equipment.
4. CLIENT'S RESPONSIBILITIES
4.1 The Client shall provide free, reasonable clear access and any necessary special
equipment to access the green facade and all equipment covered by this Agreement and
acknowledges that the Maintenance Provider shall have the right, with the Client's co-
operation, to start and stop equipment for the purposes of performing the maintenance
services under this Agreement.
4.2 The Client shall use its best endeavours to ensure that the recommended environment
conditions are maintained at all times.
4.3 The Client acknowledges that the green facade requires a correct amount of water,
nutrient and light and shall ensure the green facade is frequently assessed in conformity
with Schedule 9, between PPM visits, and shall promptly advise the Maintenance
Provider of any perceived irregularities.
4.3 The Client shall ensure that its employees and others do not attempt to adjust, repair or
alter the Equipment during the term of this Agreement except as expressly approved by
Fytowall (Australia) Form FWF-10 / Rev D Page 6 of 16
Page 7
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
the Maintenance Provider. The Maintenance Provider may make a separate additional
charge for the provision of any of its services necessitated by such attempted adjustment,
repair or alteration.
4.4 The Client shall pay the Maintenance Provider the Agreement Price and other charges,
as invoiced by the Maintenance Provider to the Client, under the terms of and in
accordance with this Agreement.
5. TERM OF THE AGREEMENT
5.1 This Agreement shall come into effect on the Commencement Date and shall remain in
force unless terminated by either party giving written notice to the other party of the
termination of the Agreement in not less than 30 days, subject to the following:
i. The Client may only terminate providing there are no outstanding or unpaid
Maintenance Provider invoices under the terms of this Agreement.
ii. There shall be no credit of any prepaid or due amount for current quarter.
iii. Where the current quarter has less than 30 days remaining, an additional amount
calculated on a daily pro rata basis shall be payable for the notice period outside
the current quarter’s coverage.
5.2 During the term of this Agreement no change shall be made to the terms, conditions and
provisions contained in this Agreement and other than by agreement between the parties
evidenced by a document signed by both parties.
5.3 The Agreement Price and Charge Rates shall be fixed for the first year of this Agreement.
The Maintenance Provider may increase the Agreement Price and Charge Rates at the
end of the year of this Agreement for the next year by an increase as determined by the
Maintenance Provider being the greater of the Consumer Price Index percentage
increase and the Award Rates of Pay Indexes, Australia percentage increase.
5.4 The Agreement Price plus GST is otherwise exclusive of all other Federal, State,
Municipal and other government taxes and charges, current and future. Any and all other
taxes and charges necessarily incurred and paid by the Maintenance Provider, shall be
additional to the Agreement Price and shall be reimbursed by the Client upon invoice.
6. FORCE MAJEURE
The Maintenance Provider shall not be responsible or liable for failure to perform or observe
or for a delay in performing or observing any obligation under this Agreement where such
failure or delay arises from any cause beyond reasonable control of the Maintenance Provider
including without limitations, strikes and industrial actions of all kinds, fire and associated
perils, unusually inclement weather, civil riots and lock outs and shortages or unavailability of
supply of parts or materials.
Fytowall (Australia) Form FWF-10 / Rev C Page 7 of 16
Page 8
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
7. LIMITATION OF LIABILITY
7.1 Except to the extent to which any Commonwealth, State or Territory Law applies and
implies conditions or warranties which cannot be excluded, the Maintenance Provider
obligations shall be limited to providing the maintenance and service expressly provided
by this Agreement. Other than for rectification of the green facade itself, the Maintenance
Provider shall not be liable for any injury, loss or damage (including but not limited to
damages for delay, loss of profits or revenue, cost of capital, costs of substitute or
replacement equipment or down time costs and all consequential injury, loss or damage)
arising in any way out of the provision, non-provision, delay in provision, negligent
provision of such agreement or from any other cause.
7.2 In the case of the supply of goods or services to which the Trade Practices Act
(Commonwealth) applies, other than goods or services of a kind ordinarily acquired for
personal, domestic or household use and consumption, the liability of the Maintenance
Provider is limited to;
i. The replacement or repair of goods at the option of the Maintenance Provider.
ii. In the case of services, the supplying of the services again or payment of the
reasonable costs of having the services supplied again by others, at the option of
the Maintenance Provider.
Fytowall (Australia) Form FWF-10 / Rev C Page 8 of 16
Page 9
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
8 PAYMENTS
8.1 The Agreement Price or instalment payment (see below) is payable in advance and is
due before the first day of the period for which it is applicable and the Maintenance
Provider may issue an invoice in respect of each instalment payment 21 days prior to its
due date. The Maintenance Provider reserves the right to withhold all maintenance and
service and shall be relieved from its obligations under this Agreement, during any period
when the Client is in default of payment.
8.2 The first instalment payment shall be calculated to the end of first full calendar quarter,
invoiced upon execution of this Agreement. Thereafter instalment payments shall be due
calendar quarterly in advance
8.4 Alternatively, if the Client so requests upon execution of this Agreement, the Maintenance
Provider shall accept payment, in advance, in full, of the total Agreement Price for the
Initial Term less a discount nominated elsewhere herein. Thereafter, in the case of
extension to the Term, instalments shall be calendar quarterly in advance, as above.
8.5 No retentions shall be withheld in relation to any products or services provided in relation
to this Agreement.
8.6 Payment of the Maintenance Provider’s invoices shall be net 14 days from date of
invoice.
8.7 Late payments shall be subject to an administration charge of $60.00 per month and
interest at 10% per annum, monthly, until paid in full.
Fytowall (Australia) Form FWF-10 / Rev C Page 9 of 16
Page 10
Fytogreen (Australia) Pty Ltd Tel +61 3 5978 0511
3 Webbs Lane Fax + 61 3 5978 0744
Somerville Victoria 3912 E [email protected]
Australia ABN 20 099 581 736
___________________________________________________________________________
(SCHEDULE 1 )
CLIENT DETAILS
(a) Client Representative for matters relating to this green facade Agreement:
Name:
Phone: Mob:
Email: Fax:
(b) Contact at Premises for inquiries and entry arrangements:
Name:
Phone: Mob:
Email: Fax:
(c) Client/Company Name for Invoicing:
(d) Client/Company Address for Invoicing:
(e) Client ‘Accounts Payable’ Contact:
Name:
Phone: Fax:
Email:
Fytowall (Australia) Form FWF-10 / Rev C Page 10 of 16
Page 11
(SCHEDULE 2 )
LIST OF EQUIPMENT TO BE CHECKED / MAINTAINED / SERVICED UNDER
THIS AGREEMENT:
LOCATION
ITEM DESCRIPTION DRAWING REF
DISCRIPTOR
1 Irrigation Controller
2 Pressure Reducing valve(s)
3 PV101 Solenoid valves for each irrigation zone
4 Back flow preventer
5 Ball valve(s)
6 Techfilter
7 Irrigation reticulation pipe work / connectors
Fytowall (Australia) Form FWF-10 / Rev D Page 11 of 16
Page 12
(SCHEDULE 3 )
LIST OF OTHER ITEMS COVERED UNDER THIS AGREEMENT
LOCATION
ITEM DESCRIPTION DRAWING REF
REF
1 Irrigation components
2 Growing Medium
3 Planter
(SCHEDULE 4 )
ITEMS NOT COVERED / PPM EXCLUSIONS UNDER THIS AGREEMENT
LOCATION
ITEM DESCRIPTION REF DRAWING REF
Maintenance of components of Third Party
1
Service Providers in respect of Power Supply
Maintenance of components of Third Party
2
Service Providers in respect of Water Supply
Maintenance of components of Third Party
3 Service Providers in respect of
telecommunications network access
4 Maintenance of planter support structure
Fytowall (Australia) Form FWF-10 / Rev D Page 12 of 16
Page 13
(SCHEDULE 5 )
Plant, Planters and Growing Medium - Inspection and Maintenance Matrix:
Inspection Procedure as
Area of Inspection Necessary Action
Inspection Item applicable to detailed/general
Attention Frequency
inspections
Check for loss of integrity of 6 Visits per
Inspect each planter box, cover If damage is affecting plant growth
growing annum total
and mulch layer at close range then repair or replacements are to
medium/planters/mulch and with detailed
for signs of loss of integrity as be initiated
any related adverse plant and general
applicable to visit type
growth problems inspections
conducted
between
above- Repair of replace irrigation drip lines
mentioned The medium should neither be if damaged or faulty
Check moisture levels of
visits, saturated or dry, rather uniformly Adjust levels of irrigation if growing
growing medium
moist medium excessively wet or
excessively dry
General
Check general plant growth Inspection General / detailed inspection of As necessary, removal of struggling
condition – are all or only required all plant species growing in plant species and or overplant with
some healthy 6 times year panels as appropriate to visit another more suitable plant species
General Check for weeds growing / from within As Above Remove weeds
gardening Check for signs of disease or the building Remove and clean affected species.
and review pest damage to plants and on each As Above If problem persists spray with
of growing growing medium respective insecticide
medium & floor Conduct soil tests to monitor Appropriate adjustments to manage
attachment Total dissolved Salt and pH soil chemistry will be made, as
structures Check for uncontrolled or & levels required
over-growth General / detailed inspection of
Detailed Prune and remove excess plant
all plant species growing in
Inspection material.
panels as appropriate to visit
required 5
times a year
from
specialist
access Check fertilising regime report,
equipment to ensure nutrients are
Monitor plant nutrient maintained at appropriate levels. Apply controlled release fertilizer in
requirements Visits to be Observe condition of plants, in Spring
spread terms of nutrient availability
evenly over symptoms
the 12
month
period
Fytowall (Australia) Form FWF-10 / Rev D Page 13 of 16
Page 14
(SCHEDULE 6 )
Drainage and Irrigation
General Inspection and Maintenance Matrix:
Inspection Inspection Procedure as applicable Necessary Action
Area of Attention Inspection Item
Frequency to detailed/general inspections
Check all drainage points for
Check all drainage Detailed accumulation of fallen debris,
points (where Inspection leaves and weeds at all drainage Remove and clean drainage points
accessible) required 5 points throughout the green
times facade system
Automated
a year
Irrigation and
System Check for blockages or Repair or replace drainage drip lines
Irrigation drip line Visits to be
Generally irregularities in dripper apertures if damaged or faulty
spread evenly
over the 12
Irrigation drip-line Check for blocks or breaks in the
month period
primary connection irrigation hose by conducting Repair or replace faulty hose
points at low level general irrigation test sections
Fytowall (Australia) Form FWF-10 / Rev D Page 14 of 16
Page 15
(SCHEDULE 7 )
Irrigation–
Individual Components Inspection and Maintenance Matrix:
Area of Inspection Inspection Procedure as applicable Necessary Action
Inspection Item
Attention Frequency to detailed/general inspections
6 Visits in Check power / operation and run self Service / Repair / Replace as required
Galcon Irrigation total with diagnostic test if faulty; Call the Manufacturer for
Controller alternate (Refer to FytoWall Irrigation Users Technical support
detailed and Guide)
general Check that the solenoid valve is Service / Repair / Replace as required
Solenoid valve with
inspections, regulating flow, (Listen for clicks faulty valve/component
Flow Control
sounding) open on actuation
General
Pressure Reducing Inspection Inspect / clean / replace as per
Check static / operational pressuring
valve required manufactures Instructions
6 times year
Ball valves / from within As above As above
the building
Automated Unscrew, check port, check filter,
Techfilter Detailed As above
Irrigation should appear in clean condition
Inspection
individual
required 5
components
times a year
from
specialist
access
equipment
Visits to be
spread
evenly over
the 12
month
period
Fytowall (Australia) Form FWF-10 / Rev D Page 15 of 16
Page 16
(SCHEDULE 8 )
EMERGENCY CALL OUT – CHARGE RATES
(FOR SERVICES NOT INCLUDED IN PPM AGREEMENT)
EFFECTIVE 1ST April 2014
ITEM ALL PRICES ARE EXCLUSIVE OF GST
Service Charge $70.00 per call out
Normal Working Hours $75.00 per hour or part thereof
• 8:00 am to 4:3pm Mon to Fri.
(excluding Public Holidays)
Overtime: Time and A Half $85.00 per hour or part thereof
• 4:30pm to 12:00 midnight.
• 12:00 midnight to 8:00am.
• Mon to Fri (excl. Public Hol’s).
• First two (2) hrs or part thereof.
Extra-over rate. (For works covered $15.00 per hour or part thereof
by PPM but outside Normal Working
Hours.)
Overtime: Double Time $100.00 per hour or part thereof
• 4:30pm to 12:00 midnight.
• 12:00 midnight to 8:00am.
• All hours or part thereof
subsequent to first two (2) hrs,
Mon to Fri (excl. Public Hol’s).
• Saturday, Sunday & Public Hol’s)
• All hours or part thereof
Extra-over rate. (For works covered
by PPM but outside Normal Working $30.00 per hour or part thereof
Hours.)
Note 1 After hours call outs are charged at a minimum of four (4) hours
Note 2 Travel time to and from site is charged at the relevant rates above
Note 3 Our target response time for all service calls is 5 hours within 100 km of our
regional offices, which are located in Sydney, Melbourne and Brisbane
Our target response time for all service calls is 24 hours in excess of 100 km of
our regional offices, which are located in Sydney, Melbourne and Brisbane.
Fytowall (Australia) Form FWF-10 / Rev D Page 16 of 16
Used in these records
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