1. Definitions
In these Standard Conditions of Sale the following words and phrases will have the meaning as set out below unless the content otherwise requires: “Conditions” means Conditions of Sale “Contract” means the contract by which the sellers agreed to sell and the purchaser has agreed to buy goods consisting of the seller’s quotation and the purchaser’s acceptance or the purchaser’s order and the seller’s acceptance as the case may be. “Date of Delivery” means the date when the goods are collected by the purchaser or delivered to the purchaser or the state of the posting of goods. “Goods” means the goods which were to be sold and bought under the contract. “Purchaser” means the buyer under the contract. “Seller” means Garden Solutions, Dunaros, Ballencrieff Farm, Longniddry, East Lothian, EH32 0PJ.
2. Purchase and Sale
The contract incorporates these conditions. Accordingly goods shall be sold by the seller and brought by the purchaser on terms and conditions stated in these conditions and on the terms and conditions stated in the contract be declaring that if anything in the contract is inconsistent with these conditions then these conditions shall prevail unless what is inconsistent is contains in any document issued by the seller or in any document issued by the purchaser, the terms of which have been expressly accepted by the seller as varying these conditions. Neither the contract nor these conditions may be varied expect by agreement in writing, signed the persons having authority to do so on behalf of the seller and the purchaser.
3. Price
The price payable by the purchaser to the seller for the goods shall be the price stated in the contact or where no price is stated or the contract is unclear or ambiguous the price for the same goods stated in the seller’s price list current at the date of conclusion of the contract. The price is stated to be inclusive of VAT and value added tax (VAT) will be charged at appropriate rates. The prices invoiced will be those currently charged by the seller at the date of delivery. The seller may increase the price at any time prior to the date of delivery if the seller’s costs have, in the seller’s reasonable opinion, been materially increased for any of the following reasons. (i) An increase in the cost of materials (ii) An increase in customs or other duties (iii) An increase in labour costs (iv) Currency fluctuations (v) Changes in currency regulations (vi) Any delay on the purchaser’s part in complying with any of its obligations under the contract.
4. Delivery
(i) If the purchaser so requests and the seller agrees, the seller shall arrange for the delivery or posting of the goods to an address specified by the purchaser. Any such delivery or posting shall be on the basis that the purchaser shall reimburse the seller on demand, or in advance if the seller so requires, for all the cost of transportation and the insurance of the goods. (ii) In making delivery of the goods, time shall not be of the essence of the contract and the seller shall not be liable for any cost, loss or expense suffered by the purchaser by reason of delay in delivery. (iii) Added charges may be applied to the purchaser, for the delivery of goods out with the sellers normal working hours. (iv) The seller shall notify the purchaser when the goods are ready for collection and the purchaser shall forthwith make arrangements for collection of the goods at the purchaser’s expense. (v) If the purchaser has arranged to collect the goods and the goods are not collected by the purchaser within seven days of the seller’s notice the seller may charge the purchaser for the storage at the seller’s usual storage rates and the resulting charges shall be payable by the purchaser on demand.
5. Payment
(i)The purchaser shall pay the price and any applicable VAT and any costs or charges for which the purchaser is liable under the contract within 28 days of the date of the seller’s order. (ii) The seller may render its invoice to the purchaser on or any time after it has notified the purchaser that the goods are ready for collection or, when it has made arrangements whether or not these have been fulfilled for delivery of the goods. (iii) Payment will be due by the purchaser on invoices rendered by the seller even though there has been no delivery of the goods and title on the goods has not yet passed to the purchaser. (iv) In making payment of the prices and other sums due under the contract time shall be of the essence of the contract. (v) If any invoice rendered by the seller is not paid within the time limit specified then interest will accrue on the sum invoiced day by day at a rate of 5% over Royal Bank of Scotland base rate compounded monthly and the seller may suspend performance on the contract between the seller and the purchaser and under any other contract between the seller and the purchaser and the seller may appropriate any payment made by the purchaser to any sum due under this contract or under any other contract as the seller thinks fit and may for the purpose, disregard any purported appropriation by the purchaser.
6. Termination
Without prejudice to any rights it may have under any law to terminate the contract and without prejudice to rights it may have for damages or compensation, the seller may terminate the contract by notice to the purchaser if: (i) The purchaser fails to make any payment due under the contract to be performed on its part. (ii) The purchaser becomes apparently insolvent or being a company is unable to pay its debts or summons a meeting of creditors to pass any resolution for winding-up or has a petition for liquidation presented against it or has a receiver or administrator appointed to it or to any part of its assets. (iii) The purchaser may not cancel the contract unless the seller agrees upon the purchaser first indemnifying the seller against any loss, damage or expense (including loss of profit) which the seller may suffer or incur as a result of cancellation.
7. Miscellaneous
Any notice given by either party to the other under the contract shall be in writing and delivered by post to the address of the other party as given in the contract or to such other address as may have been intimated to the other party in terms of this clause. The notice shall be deemed to have been served on the day of delivery, or, in the case of posting on the second day following the date of posting. (ii) No waiver by the seller of any breach of the contract shall bar the seller from taking steps in respect of any subsequent breach of the contract by the purchaser. (iii) If any clause in the contract is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the contract and the reminder of the provisions in questions shall remain in full force and effect and shall not be affected (iv) The contract shall be governed by Scots Law and the purchaser and seller submit to the jurisdiction of the Scottish courts.
8. Exchange/Refund Policy
The seller is happy to discuss an exchange or refund of goods if notified, as soon, within one month of delivery and accompanied by a valid receipt. Goods that have been used will not be permissible for an exchange or refund. Returned goods may be subject to a 10% handling charge. This does not affect your statutory rights.
