These conditions shall not apply to any person dealing as consumer as defined in the Unfair Contract Terms Act 1977 and the statutory rights of consumers as defined are in no way affected.
HEADINGS - The headings are for ease of reference only and shall not affect the interpretation of these Terms of Business.
DEFINITION - “Goods” unless the context otherwise requires shall in these Terms of Business mean seeds, seedlings, plants, bulbs, tubers, and any other items supplied by the Seller. “Seller” shall mean Seedlynx. “Buyer” shall mean the person or company making an offer for purchase of Goods.
ACCEPTANCE OF TERMS OF BUSINESS - The giving or sending of an order to the Seller constitutes an acceptance of these terms by the Buyer who is deemed to purchase with full knowledge thereof regardless of whether the Goods being the subject of the order are listed in this catalogue or not.
INVITATION TO TRADE - Nothing in this catalogue shall constitute an offer by the Seller to sell but shall only constitute an invitation to the Buyer to trade and the Seller reserves the right to refuse to accept any offer from any Buyer in its sole discretion on any order received from a Buyer and in that event the Seller will immediately notify the Buyer and may apply any payments included with the order to any outstanding account owed by the Buyer and will return any excess to the Buyer.
QUALITY OF GOODS – The Seller warrants that Seeds sold by the Seller comply at the time of delivery with the U.K. Seeds Regulations currently in force.
QUALITY OF INFORMATION - All information whether contained in our catalogue or given by our staff and related to any characteristics of a variety including but not limited to resistance to disease, periods of maturity or fitness for any particular purpose or otherwise relating to the performance of Goods is based on the best information available to the Seller and is offered in good faith. However variation in local conditions can render such information inaccurate. Information and descriptions are given for general guidance only and neither constitute nor form a warranty or guarantee nor do they constitute a representation by the Seller in these matters. Buyers should satisfy themselves that any Goods ordered are of a variety and performance satisfactory for their requirements.
LATENT DEFECT - Diseases of plants can be transmitted by the wind by insects by animals or by human agencies and may be seed borne or soil borne. The Seller believes the Goods sold to be free from such latent defect but it is nor a condition of sale nor does the Seller warrant that any Goods sold by the Seller shall be free from such defect and the Seller shall not be responsible for the resultant performance of the Goods.
TREATMENT - Where any treatment whether chemical or otherwise is applied to the Goods such treatment shall be declared to the buyer and the Seller’s liability shall be limited to such treatment being carried out in accordance with the instructions given by the manufacturer of the treatment in question. The Seller accepts no responsibility whatsoever for the effectiveness of such treatment or any damage direct or consequential which may result there from.
In the case of pelleted seed the Seller relies on the expertise of the company carrying out the pelleting process (the pelleter) and can offer no guarantee beyond that which the Seller receives from the pelleter. Where seeds have been treated to control pests or diseases or have been pelleted, the purity and germination percentages are based on tests made before the treatment unless otherwise stated.
LIMITATION OF LIABILITY - In the event that any Goods supplied by us do not comply with the terms of contract of sale or of any Goods proving defective (whether as regards purity or germination or otherwise) the Seller will at the Seller’s option replace the Goods free of charge to the Buyer or will refund all payments made to the Seller by the Buyer in respect of the defective Goods and this will be the limit and the sole extent of our obligation. The Seller hereby excludes all liability whatsoever (whether based on negligence by the Seller or the Seller’s employees, suppliers, sub-contractors or agents or otherwise) for any loss expense or damage whether direct or consequential arising in any way whatsoever in connection with any Goods supplied by the Seller whether due to any failure in the performance of or any defect in such Goods or otherwise howsoever save for the liability for such replacement or refund as aforesaid. In accordance with the established custom of the Seed and Horticultural Trade any express or implied condition statement or warranty statutory or otherwise whatsoever not expressly stated in these Terms of Business is excluded. The price of all Goods sold by the Seller is based upon the foregoing limitations upon our liability. The price would be much greater if a more extensive liability were required of the Seller.
COMPLAINTS - No complaint will be entertained without clear proof that the Goods alleged to have performed unsatisfactorily were in fact the Goods supplied by the Seller and were treated carefully and correctly while in the custody of the Buyer and were subject only to such conditions as were likely to produce favourable results. Claims will not be entertained from any party other than the Buyer.
MINIMUM QUANTITIES – The minimum quantity of any item is the smallest pack size listed in this catalogue for that item unless specifically agreed with the Seller.
PRICES – are quoted Ex Works Maldon except for inland deliveries within Great Britain and Northern Ireland when prices are quoted Carriage Insurance Freight. Value Added Tax (VAT) will be charged as appropriate on all orders unless the Seller receives the necessary information to relieve the Goods. In the European Union this is usually the Buyer’s VAT number. Outside the European Union this is a despatch address and invoice address outside the European Union.
PLANT VARIETIES & SEEDS ACT 1964 (with subsequent amendments) - The price of any variety which is the subject of a grant of Plant Breeders Rights under the Plant Varieties and Seeds Act 1964 (with subsequent amendments) includes any royalty payable to the owner of the rights. Any change in the rate of royalty payable to the owner of the rights will result in an immediate review of the Seller’s price to include the total royalty payable by the Seller.
MINIMUM ORDER VALUE – regretfully the Seller is unable to cover the costs of handling and distribution on orders of a value less than £50.00 sterling $75.00 US dollars or E80.00 Euros.
PAYMENT - Unless otherwise indicated on the Seller’s contract of sale payment is due in full no later than 28 days after the date of despatch and is payable at the address on the Seller’s invoice. A credit charge at 1% per calendar month or part thereof will be made on any outstanding balance of an overdue account. The Seller reserves the right to set off any amount owed by the Seller to the Buyer or its subsidiaries or associated companies. Nevertheless the Seller reserves the right to cancel any order or suspend delivery if in the Seller’s sole opinion it is considered that any of the Buyer’s obligations may not be met.
NEW BUYERS – Payment should accompany orders until credit facilities are established. Credit accounts cannot normally be approved until two satisfactory trade references and bank details are provided.
PROPERTY IN GOODS - All Goods supplied by the Seller remain the property of the Seller until full payment is received. Until such time as the Buyer becomes the owner of the Goods, he will store them on his premises separately from his own goods or those of any other person and in a manner that makes them readily identifiable as the Goods of the Seller.
BANKRUPTCY - The Buyer’s right to possession of the Goods shall cease if not being a Company he commits an available act of bankruptcy or being a Company he does anything or fails to do anything which would entitle a receiver to take possession of any assets or which would entitle any person to present a petition for winding-up the company. The Seller may for the purpose of recovery of the Seller’s Goods enter upon any premises where Goods are stored or where they are reasonably thought to be stored and may repossess the same. If the Buyer has a Receiver appointed of any of his property or business undertaking or being an individual trader is adjudicated bankrupt or makes any composition or scheme of arrangement with his creditors or being a body corporate enters into Liquidation (other than for the purpose of reconstruction or amalgamation) by the making of an order or the passing of a resolution for winding up then the full price of any Goods delivered shall be immediately payable notwithstanding any previous arrangement to the contrary and the Seller shall have the right, without prejudice to any other rights and remedies available to him to cancel and/or suspend any or further deliveries. If the Buyer fails to make any payment as due or if the Buyer dies the rights conferred on the Seller by these Terms of Business shall apply provided that within twenty-eight days after becoming aware of the relevant occurrence the Seller gives the Buyer or his representative written notification of the Seller’s intention to exercise all or any of such rights.
DELIVERY - Delivery dates are approximate and without engagement. The Seller will endeavour to meet the Buyer’s requirements. In particular the Seller shall not be responsible for delay in delivery or nondelivery of the Goods or any part thereof occasioned by contingency beyond the Seller’s control including but not limited to Act of God, action by the Government, strike, lockout, combination of workmen, riot or civil commotion, breakdown of machinery, power failure, fire, failure of any crop loss and loss or detention at sea. Should any of the Goods be rendered unfit by reason of any such act the Seller shall not be responsible for any loss accruing to the Buyer.
DAMAGE. DELAY OR LOSS IN TRANSIT – On receipt of Goods, please inspect carefully if there is any sign of damage, sign ‘‘Damaged on receipt”, indicate that a claim will be made, and advise the Seller immediately by phone or fax, confirmed in writing, as in the case of Goods delivered damaged the Seller is required to notify the carrier within 3 days of delivery to have any opportunity to claim. The Seller reminds Buyers that Goods in transit are at the Buyer’s risk. Where Goods have not arrived within 14 days of the Seller notifying the Buyer of despatch, please advise the carriers and the Seller. This enables the Seller to lodge a complaint within the time limit of twenty-eight days.
RISK - Risk passes to the Buyer on despatch of the Goods.
INSURANCE – Seedlynx will insure Goods in transit. Within the UK the cost of such insurance is included in the price. Export orders are subject to an additional charge to the Buyer to recover this cost unless alternative arrangements are agreed in writing with the Seller prior to despatch of the Goods
PACKAGING AND PACKING – Packaging in listed sizes is included in the price of seed. Packing into alternative sizes or Buyer’s packaging can usually be arranged on request. A supplementary charge will be negotiated to cover this cost.
DOCUMENTS EXPORT ORDERS - All prices are quoted for supply in the Great Britain and Northern Ireland. Charges incurred for export documentation including Phytosanitary Certificates, Orange International Certificates, and Import Permit Documentation are for the Buyer’s account.
REPRODUCTION OF SEED AND PLANT MATERIAL – The Buyer warrants that no Goods shall be used for reproduction of seed for further re-sale as plant material including but not limited to seed, growing plants, flowers or parts of plants except by agreement in writing with the Seller. The Buyer warrants that no Goods shall be used to produce plants for further reproduction by vegetative techniques including but not limited to cuttings, pipings, layering, tissue culture and meristem culture, except by written agreement with the Seller. Law prohibits the reproduction of plant varieties protected by Plant Breeders Rights without the consent of the owner. CLAIMS – the Buyer shall notify the Seller in writing of claims in respect of germination within 30 working days of receipt of the Goods. Claims regarding errors in items delivered packing or weight must be notified in writing within 10 working days of receipt of Goods.
ARBITRATION - Any dispute between the parties shall be referred to an independent arbitration in accordance with the rules of the Federation Internationale de Semence (FIS) the costs thereof to be apportioned by the appointed arbitrator.
LAW – These Terms and Conditions shall be subject to and interpreted according to English law.
FUTURE VARIATION - This catalogue cancels all previous Terms of Business and catalogues. Prices have been based on latest costs at the time of going to press, and orders will be accepted subject to outturn of our crops grown by others on our behalf and/or being unsold and without engagement. Prices are subject to alteration without notice