Hillier Nurseries Limited Supply of Goods and Services: Terms and Conditions (the “Conditions”)
“Company” means Hillier Nurseries Limited.
“Customer” is person, firm, Company or organisation who places an order with Hillier Nurseries Ltd. for the supply of goods and/or services.
“Goods” means the products and/or services supplied by the Company.
“Agreement” means the contract between the Company and the Customer for the supply of services and/or goods incorporating these Terms & Conditions.
Any utilisation by the Company of any order number or similar reference of the Customer will be solely for the purpose of identification for the convenience of the Customer and is not and will not be intended to imply acceptance of any Terms and Conditions accompanying such reference or in which such reference is embodied.
The Customer shall be deemed to have accepted the Terms and Conditions herein which shall constitute the whole of the contract between the parties. Unless otherwise agreed in writing these Terms and Conditions shall override any Terms and Conditions stipulated, incorporated or referred to by the Customer whether in the order or negotiations.
3.1 All orders are accepted subject to the Goods being available at the time of placing the order and to subsequent stock shortage or failure howsoever caused. No liability is accepted for non-availability of goods.
3.2 All orders must state a delivery address, contact telephone number and a specific delivery date or dates or a date by which the order is to be delivered. Any such date or dates must be agreed by the Company with the Customer.
If no such date or dates are specified and agreed for delivery in full on or before 31 March following acceptance of order, the Company will deem the order to have been cancelled by the Customer. In this case, cancellation charges will apply. See item 11 of these Terms and Conditions.
3.3 All orders must be received by the Company in writing on the Customer’s purchase order documentation. Any order placed by telephone or word of mouth must be confirmed in writing within 3 days.
4. Prices and Carriage Charges
4.1 The Company reserves the right to alter prices of stock at any time and without notice.
4.2 All quoted prices are for a single delivery and exclusive of VAT which will be levied in accordance with current legislation applicable at the time of supply (except zero rated items). The Company’s VAT registration number is 382 8084 30.
4.3 Mainland England, Scotland and Wales.
Call off/load values of £6,000.00 or more will qualify for free delivery if sent on a 45’ articulated vehicle. Delivery charges will be applied to calloff/loads of values below £6,000.00. Special vehicle requirements (i.e. 10 tonne, crane unloading) will be charged at cost. A reduced rate of £150 may apply if a load can be routed with orders from other customers.
4.4 The charges for contract pot and coco wrap of goods and maintenance are available upon request. Requirements for contract pot and coco wrap will not be processed without a purchase order. Purchase orders for contract pot and coco wrap must state a date by which delivery will be made which has been agreed with the Company. The charge for contract pot and coco wrap of goods will be invoiced on receipt of a purchase order. If for any reason there is a delay to the stated date by which delivery will be made a weekly maintenance charge will apply. This will be invoiced monthly.
5.1 All times and dates for delivery are given in good faith and the Company will make its best endeavours to comply with them. However, time shall not be of the essence of the contract and no liability is accepted for any loss or damage resulting from late delivery.
5.2 It is the Customer’s own responsibility to provide adequate staff and appropriate handling equipment for unloading the Goods at the time of delivery and to provide safe and appropriate facilities in which the Goods can be maintained in good condition after delivery. No liability can be accepted by the Company in connection therewith.
5.3 If adequate staff or unloading facilities are not available, vehicle and driver waiting time will be charged at £25.00 + VAT per hour for vehicles up to 20 tonnes gross weight, and £50.00 + VAT per hour over 20 tonnes.
6. Changes to Delivery Dates
Any changes to delivery dates (see item 3.3) must be requested at least 48 hours beforehand and agreed in writing by the Company.
Where any change involves a delay in delivery date beyond 31 March or agreed contract period, following the original delivery date, additional charges will be made as follows:-
Either: 10% of the value of the order or part thereof delayed beyond 31 March will be charged per calendar month or part thereof up to the actual delivery date to reflect the cost to the Company of maintaining the Goods.
Or: a charge will be made reflecting the actual and anticipated costs and/or transport booked.
6.1 Changes to delivery date after the stock are lifted and/or the transport booked will not be accepted.
7.1 Customers will be required to pay against proforma invoices for all Goods prior to collection or delivery except where account facilities have been previously expressly granted in writing.
7.2 If account facilities are required Customers are required to furnish two satisfactory trade references and address of their bank. The granting of account facilities is at the absolute discretion of the Company.
7.3 Where account facilities have been granted, unless otherwise agreed by the Company payment of invoices issued by the Company to the Customer shall be strictly net monthly (i.e. by the last day of the month following the month in which the goods were invoiced). In this clause time is of the essence.
7.4 If payment in full is not made in accordance with clause 7.3 the Company will be entitled to charge interest on the outstanding amount due at a rate per month calculated on a daily basis from the due date (at National Westminster Bank base rate plus 5%) until payment in full (including interest) is made compounded monthly. This clause is not intended as an offer of extended credit and action to recover an outstanding debt may be taken at any time after an account is payable.
7.5 The Company reserves the right to withdraw any discounts agreed where the Customer has not complied with the provisions of clause 7.3.
7.6 The Company may withhold delivery of goods to the Customer if awaiting payment of any sum due from the Customer to the Company under any other contract.
8. Damages and Complaints
8.1 It is the Customers own responsibility to examine the Goods on receipt and advise the Company regarding any defects or shortages. No complaints relating to defects or shortages apparent on such inspection will be accepted unless notified within 48 hours in writing from the date of delivery.
8.2 The Company’s liability for goods supplied is limited to replacement of faulty goods or at the Company’s option a refund of the purchase price and no liability for consequential loss or damage is accepted. The Company does not offer a guarantee since the Company has no control over planting and maintenance of product.
8.3 It is the responsibility of the Customer to maintain in good condition and according to good horticultural practice any stock which is the subject of such complaint, until the point at which it is uplifted for return to the Company.
8.4 Compensation for shortfalls in delivery will be limited to the value of goods not delivered and no liability for consequential loss is accepted.
9. Risk and property
9.1 Risk of damage to or loss of the Goods shall pass to the Customer when the Goods are delivered to the Customer’s premises.
9.2 Not with standing delivery and passing of risk in the Goods the property in the Goods shall not pass to the Customer until the Company has received in cleared funds payment in full of the price for the Goods and all other expenses agreed to be paid by the Customer. Until that time the Customer shall hold the Goods to the Company’s order save that the Customer shall be entitled to re-sell or use the Goods in the ordinary course of business but shall then account to the Company for the proceeds of sale or otherwise and shall keep all such proceeds separate from any other monies of the Customer.
9.3 If payment has not been received in full by the Company by the due date the Company shall be entitled to enter upon any premises of the Customer and repossess the Goods.
All packing, freight and other incidentals relating to export are charged at cost and it is the Customer’s responsibility to provide the Company full information regarding import regulations and permits. The Customer hereby indemnifies the Company against any liability, costs, damages or the like for the export of items restricted in the country of delivery. Advance payment may be required for overseas orders. Insurance of the goods is the responsibility of the Customer.
11. Cancellation of Orders and Delays beyond Delivery Dates
Any order placed by the Customer and accepted by the Company may not be cancelled in whole or in part or changed in any way whatever, except with the prior agreement in writing of the Company.
11.1 In the event of such a cancellation the following charges will apply to any order or part thereof with a delivery date within a 12-month period from the date of acceptance, starting from 1 April and ending on 31 March following:-
Date of cancellation
% of Value of Order cancelled payable
1 April to 30 September
1 October to 31 December
1 January to 28 February
1 March or thereafter
11.2 Any order accepted by the Company for delivery more than 12 months from the date of acceptance will be subject to cancellation charges reflecting actual and anticipated losses to the Company resulting from cancellation of the whole or any part of the order.
Should the Company be unable to supply any specific size or variety of stock, the nearest size or variety will be supplied unless otherwise instructed.
13. Collection of Orders
The Company will on request arrange for Customers to collect their orders from Brentry Cash and Carry, Ampfield, Hampshire, Broadmead Nursery, Ampfield, Hampshire or Andlers Ash Nursery, Liss, Hampshire.
14. Force Majeure
If the Company are unable to make delivery of Goods which are the subject matter of a contract, owing to Act of God or any other cause whatsoever beyond the Company’s control, the contract in respect of any Goods undelivered there under may be cancelled by the Company by giving notice in writing to the Customer, in which case the Customer shall have no claim against the Company in respect of such Goods.
15. Severability of Terms and Conditions
Each of the Terms and Conditions hereof shall be treated as independent and severable and should any of the above Terms and Conditions be or be declared invalid before an English Court of competent jurisdiction then such term or condition shall be deemed to be deleted from the Terms and Conditions and the remaining Terms and Conditions shall be treated as being unaffected by such deletion.
The contract for the sale and purchase of the Goods shall be governed by the Laws of England and Wales.
Hillier Nurseries Limited, Amenity Division Terms & Conditions