VINES DIRECT LTD – TERMS &
CONDITIONS OF SALE
Buyer: The person, firm or
company purchasing the goods from the Company
Company: Vines Direct Ltd, 32
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
- 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.
- 3.1 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.
- 4.1 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
- 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
- 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.
- 6.1 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.
7.1 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
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
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
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
10. PLANT WELFARE AND LOSS
- 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
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)
11.1 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 32
PEARTREE LANE DANBURY ESSEX CM3 4LS PHONE 07972 668370 EMAIL firstname.lastname@example.org
VAT Registration No: 879023695. Registered In England No: 05677331