Marketplace Transaction Terms

Version: 2026-08-legal-l4

1. Application and Priority

These Terms apply to every transaction between a buyer and a supplier conducted through the Protein Link Platform, and form the terms of the contract of sale between them. Protein Link Pty Ltd ACN 696 889 433 (Protein Link, we, us or our) is not a party to that contract.

A buyer accepts these Terms when it submits an order request, and a supplier accepts them when it accepts an order request. We will record the version accepted on each occasion.

If there is an inconsistency between these Terms and another document forming part of the Platform’s terms, the Buyer Terms or the Supplier Agreement prevails as against the party bound by it, then these Terms, then the Platform Terms of Use, then the policies, being the Food Safety and Recall Policy, the Freight Responsibility Matrix, the Refund and Dispute Policy and the Website Disclaimer, in that order, except that the Privacy Policy prevails over every other document on the handling of personal information and the Freight Responsibility Matrix prevails over every other document in relation to freight, risk in transit and cold chain.

2. Transaction Structure

All transactions on the Platform are between the buyer and supplier directly. Protein Link acts as the marketplace facilitator. Payments are processed by Stripe. Protein Link is not a party to the sale. Title to goods passes from the supplier to the buyer at the point of dispatch unless otherwise agreed. Risk in the products passes at the time set out in the Freight Responsibility Matrix for the delivery arrangement that applies to the order.

3. Order Process

1. The buyer submits an order request specifying quantity and any notes.
2. The supplier reviews and accepts or declines the order request. A supplier must accept or decline an order request within two business days. If it does not, the order request lapses and any payment authorisation is released. Acceptance of an order request forms a binding contract of sale between the buyer and the supplier on these Terms.
3. Upon acceptance, payment is authorised and captured via Stripe.
4. The supplier dispatches the products and confirms dispatch on the Platform.
5. Payment is released to the supplier after dispatch confirmation.

4. Pricing

The listed price is set by the supplier. Protein Link may apply a platform fee, which is disclosed to both parties. The final price shown to the buyer includes any applicable Platform fees. Freight costs are calculated and disclosed separately where applicable. Prices are exclusive of GST unless stated otherwise. We may change the Platform fee on 30 days’ written notice, and a change does not apply to an order accepted before it takes effect.

5. Payment Terms

Payment is processed at the time of order acceptance. Funds are held by Stripe and released to the supplier upon dispatch confirmation. Protein Link does not hold client funds directly. Protein Link does not hold money on trust for a buyer or a supplier.

If a payment is reversed, charged back or refunded after release, we may recover the amount from the supplier by deduction from future payouts or by invoice payable within 10 business days.

6. Cancellation and Modifications

Pending order requests may be cancelled by the buyer without penalty. Once a supplier accepts an order, cancellation by either party may incur a cancellation fee not exceeding the reasonable costs incurred by Protein Link and the other party as a result of the cancellation, and we will tell the cancelling party how the fee has been calculated. Orders cannot be modified after acceptance. A new order must be placed instead.

A cancellation fee is not payable where the cancellation results from the other party’s breach, or where the buyer cancels because the products do not comply with the listing.

7. Disputes

Nothing in these Terms excludes, restricts or modifies any guarantee, condition, warranty, right or remedy conferred on a person by the Competition and Consumer Act 2010 (Cth), including the Australian Consumer Law, or by any other law, where to do so would be void or would contravene that law. Every other provision of these Terms is read subject to this clause.

If a dispute arises between buyer and supplier, both parties should first attempt to resolve it directly. If resolution is not reached, Protein Link will deal with the dispute in accordance with the Refund and Dispute Policy. If we mediate, we act as a facilitator and not as an arbitrator or decision maker, and we are not liable for the outcome. See our Refund and Dispute Policy for the formal process.

8. Taxes

All prices are exclusive of GST unless stated otherwise. Each party is responsible for its own tax obligations. Protein Link may include GST in platform fees where applicable. The supplier must issue the buyer a valid tax invoice for each order it fulfils. If a supply under these Terms is a taxable supply, the recipient must pay the supplier an additional amount equal to the GST payable, at the same time as the consideration, on receipt of a valid tax invoice. Terms used in this clause have the meanings given in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

9. Delivery and Risk

The supplier must deliver the products in accordance with the delivery arrangement selected for the order and the Freight Responsibility Matrix, and must maintain the temperature stated for the storage type of the products until risk passes.

Risk in the products passes to the buyer at the time set out in the Freight Responsibility Matrix for the applicable delivery arrangement. Where Protein Link arranges freight, risk passes to the buyer on dispatch. Protein Link may contract with the carrier in its own name as agent for the buyer, and the Freight Responsibility Matrix sets out how a claim against the carrier is pursued and how Protein Link accounts to the buyer for what it recovers. Protein Link is not otherwise liable for the loss.

Each party must keep temperature records for the period during which it bears risk, and must provide them on request in connection with a dispute.

10. Warranties Between Buyer and Supplier

The supplier warrants to the buyer that:

1. it has the right to sell the products and can transfer title free of any security interest;
2. the products conform to the listing;
3. the products comply with the Food Standards Code and with the food safety laws of each State or Territory in which they are handled, stored or sold; and
4. it has maintained the cold chain required for the storage type of the products up to the point at which risk passes.

The buyer warrants to the supplier that:

1. it holds every licence required to acquire, store, handle and on-supply the products; and
2. it will maintain the cold chain required for the storage type of the products after risk passes.

11. Recalls

If products sold through the Platform are subject to a recall, the supplier conducts the recall as sponsor of the products and bears its cost. The supplier must notify Protein Link and the buyer immediately, and must make the notifications required by sections 128 and 131 of the Australian Consumer Law within the two day periods those sections require.

The buyer must follow the instructions in any recall notice, immediately quarantine affected products, stop distributing them, and tell Protein Link and the supplier what it has done.

12. Our Liability

Subject to the clause on non-excludable rights, our total liability to a buyer or a supplier in connection with these Terms is limited to the lesser of the Platform Fees paid to us by that buyer or supplier in the 12 months before the event giving rise to the liability and $50,000, but in no case less than $10,000, and we are not liable for loss of profit, loss of revenue, loss of anticipated savings, loss of data or any indirect or consequential loss. Nothing in these Terms affects any liability we have under Part 3-5 of the Australian Consumer Law.

13. Governing Law

These Terms are governed by the laws of New South Wales. Each party submits to the exclusive jurisdiction of the courts of New South Wales and of any court that may hear appeals from them.