Terms & Conditions

VINES DIRECT LTD – TERMS & CONDITIONS OF SALE 

1. DEFINITIONS 

Buyer: The person, firm or company purchasing the goods from the Company 

Company: Vines Direct Ltd, 25 Peartree Lane, Bicknacre, Chelmsford, Essex, CM3 4LS 

Conditions: These terms and conditions relating to the goods 

Contract: Any contract between the Company and the Buyer for the sale of Goods or provision of Services incorporating these Conditions 

Goods: Those Goods to be supplied by the Company to the Buyer under the Contract Services: Those services to be supplied by the Company to the Buyer under the Contract 

2. APPLICATION OF CONDITIONS 

• 2.1  These conditions shall apply to all contracts for the sale of Goods or provision of Services by the Company to the exclusion of all other terms and conditions, including any terms or conditions that the Buyer purports to apply under any purchase order, confirmation of order, specification or other document
• 2.2  Any quotation provided by the Company shall be construed as an invitation to trade, and orders placed thereon are subject to acceptance by the Company
• 2.3  Unless otherwise stated quotations are valid for 30 days from the date of quotation. The Company may withdraw a quotation at any time.

3. PRICING POLICY 

• 3.1  Unless otherwise stated, prices quoted are ‘Ex Works’ and do not include VAT which will be charged at the rate applicable to the Goods or Services on the date of the Company’s invoice.
• 3.2  Unless otherwise agreed in writing between the Company and the Buyer, the price for the Goods and Services will be the price at the date of despatch.
• 3.3  The Company may cancel or vary any quotation or accepted order at any time, until the particular order has been fulfilled.

4. DELIVERIES 

• 4.1  Any dates specified by the Company for the delivery of Goods are intended to be an estimate only, and time for delivery shall not be made the essence of the Contract. If no date for delivery is specified, then delivery shall be within a reasonable time.
• 4.2  Once notified that the Goods are ready for despatch the Buyer will arrange to receive delivery. Should the Buyer not take delivery within a reasonable time, the Company shall be entitled to invoice the Buyer for the agreed price of the Goods, which the Buyer will pay as though the Goods had been delivered. The Company shall have

the right to charge the Buyer for storage and insurance of the Goods, and risk in the Goods shall be treated as 

having passed from the Company to the Buyer from the date of the Company’s notification 

• 4.3  The quantity of any consignment of Goods as recorded by the Company upon despatch from the Company’s premises shall be conclusive evidence of the quantity received by the Buyer on delivery unless the Buyer can
  provide conclusive evidence to the contrary.
• 4.4  Any complaints or discrepancies regarding deliveries should be notified to the Company immediately and
  confirmed in writing within 5 days from receipt of the Goods.

5. PASSING OF RISK AND OWNERSHIP 

• 5.1  The Goods will be at the risk of the Buyer from the time of delivery.
• 5.2  Ownership of the Goods shall not pass to the Buyer until the Company has received in full all sums due to it in
  respect of the Goods, and all other sums which are or which become due to the Company to the Buyer on any
  account.
• 5.3  Until ownership of the Goods has passed to the Buyer, the Buyer shall hold the Goods on a fiduciary basis as the
  Company’s bailee and store the Goods separately from all other goods of the Buyer or any third party in such a way that they remain readily identifiable as the Company’s property. The Buyer shall maintain the Goods in satisfactory condition and keep them insured for their full price against all risks to the reasonable satisfaction of the Company.
• 5.4  The Buyer may re-sell the Goods before ownership has passed providing any sale be a sale of the Company’s property on the Buyer’s own behalf and the Buyer shall deal as principal when making such a sale.
• 5.5  The Buyer’s right to possession shall terminate immediately if the Buyer has a bankruptcy order made against it or makes an arrangement or composition with it’s creditors, or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or convenes a meeting of creditors, or enters into a liquidation except a solvent voluntary liquidation for the purpose of reconstruction or amalgamation.
• 5.6  The Buyer grants the Company, it’s agents and employees an irrevocable license at any time to enter any premises where the Goods are or may be stored to inspect them or, where the Buyer’s right to possession has terminated, to recover them.

6. PAYMENT 

• 6.1  All orders placed shall require a deposit of 50% of the amount payable to be made, in order to secure the goods from being supplied to another party prior to the fulfilment of the order.
• 6.2  The final balance payment of the remaining 50% is to be made prior to the delivery of the Goods. The Company shall inform the Buyer in good time, of when the delivery is due to be made so that the Buyer can arrange to make payment prior to delivery.
• 6.3  Payment is to be made in Euros, into a Vines Direct Ltd UK based bank account – the details of which can be found on the invoice provided
• 6.4  The Company shall be entitled to remove the Goods and terminate the Buyer’s right to possession if the full payment is not received within 21 days of written notice of recovery being given.

7. CANCELLATION 

7.1 Should the Buyer wish to cancel an order placed with the Company, the Company shall be entitled to liquidated damages as detailed below: 

LENGTH OF TIME OF CANCELLATION, PRIOR TO 1st APRIL IN THE YEAR OF PLANTATION
39 weeks – 52 weeks                                                                5% OF CONTRACT VALUE DUE FOR PAYMENT
26 weeks – 38 weeks and 6 days                                           20% OF CONTRACT VALUE DUE FOR PAYMENT

13 weeks – 25 weeks and 6 days                                           60% OF CONTRACT VALUE DUE FOR PAYMENT

Less than 13 weeks                                                               85% OF CONTRACT VALUE DUE FOR PAYMENT

8. LIMITATION OF LIABILITY

8.1 All warranties, conditions and other terms implied by statute or common law, with the exception of the conditions implied by the Sale Of Goods Act 1979, are, to the fullest extent permitted by law, excluded from the contract. 

8.2 The Company’s total liability arising in connection with the performance or contemplated performance of the Contract shall be limited to the Contract price and the Company shall not be liable to the Buyer for any pure economic loss, loss of profit, loss of business, depletion of goodwill or otherwise any claims for consequential compensation whatsoever or howsoever caused which arise out of or in connection with the Contract. 

9. FORCE MAJEURE 

9.1 The Company shall not be liable for any default due to any weather circumstances, war, strike, lock out, industrial action, fire, flood, drought, tempest or any other event beyond the reasonable control of the Company. 

10. PLANT WELFARE AND LOSS REPLACEMENT POLICY 

• 10.1  The Company cannot accept responsibility for the health and welfare of plants after delivery to the Buyer.
• 10.2  Please notify the Company within 7 days of receipt of Goods to allow us to address any concerns. Within this timeframe the Company is in a positon to replace the plants if there is a good reason to do so. Following that
  period, the Company cannot be held responsible for the health or welfare of the plants.
• 10.3  The Company cannot be held responsible for loses discovered within your planting scheme during the summer or
  winter following planting in the Spring. (Please see bottom of the page for reasons why)

11. INTERPRETATION 

11.1 The Conditions and the Contract shall be governed by and construed in accordance with English law.
11.2 The parties irrevocably agree that the English courts have exclusive jurisdiction to settle any dispute or claim that 

arises out of or in connection with these Conditions Further information pertaining to Terms & Conditions No.10 

We pride ourselves on supplying healthy grapevines of the highest quality. However, it is not unusual for natural losses to occur following planting, even where good plant husbandry has been upheld. 

Many factors exist which may have either a ‘positive’ or a ‘negative’ impact on the loss rate experienced, such as the storage and handling of plants upon receipt, the quality of planting, the ground conditions, soil type compatibility, rainfall, drought and on-going maintenance. All of which are out of our control. 

We advise every customer to allow for this potential loss rate and to budget for replacements for 2 - 3 years following the initial planting. 

Despatched with every order is our Vine Planting Guidelines document, which includes information on how to prepare the soil into which your vines will be planted, and how to treat your vines upon delivery. Further information can also be sought by contacting a staff member of Vines Direct Ltd directly. 

The advice given in the Vine Planting Guidelines document or by our staff does not provide a 100% guarantee for plant success, but will help to reduce any potential loss rate. 

Vines Direct Ltd BLAGDON 25 PEARTREE LANE DANBURY ESSEX CM3 4LS PHONE 07972 668370 EMAIL duncan@vines-direct-ltd.com
VAT Registration No: 879023695. Registered In England No: 05677331