Wholesale - Terms + Conditions
1. THE CONTRACT
1.1. For the purpose of this contract hereafter Green + Grainy shall be described as the “Supplier” and the
entity placing an order shall be described as the “Customer”.
1.2. There can be no variance to these “Terms and Conditions” of Business (the Contract) whatsoever unless by
written documentation and signed by an authorised signatory of the Supplier.
1.3. The placing of an order by a Customer shall be deemed acceptance of these Terms in their entirety. Any
verbal orders will be bound by these Terms.
2. THE ORDER
2.1. The Customer shall at the time of placing an order provide the Supplier with details of any special product
requirements. This may include but shall not be limited to cutting requirements, delivery requirements,
labelling requirements, description of goods.
2.2. Should the Customer order a product which is produced to their own specific requirements and
subsequently cancelled by the Customer the Supplier reserves the right to charge as if the order has been
fulfilled in its entirety. (Refer to section 8).
3.1. Prices are those applicable at the time of order placement, (price list available on request), and are subject
to change without prior notification. All products quoted are exclusive of VAT, currently not VAT registered.
3.2. The cost of carriage, (unless otherwise agreed) will be added to your invoice at the proposed rate of £5 per
order, unless the total goods come to £100 or more. These conditions are subject to change without prior
notification, as described in clause 8.
4. TERM OF PAYMENT
4.1. The Supplier will issue the Customer an invoice post delivery and requires payment within 14 days (unless
otherwise agreed). These payment terms shall apply at all times unless amended (in writing), by the Supplier.
4.2. All remittances received will be allocated to invoices and credited to the Customers’ account in
4.3. Failure to provide a Remittance will lead to payment being allocated to the oldest invoices on Customers’
4.4. All amounts overdue for payment shall, at the Suppliers discretion, bear interest at the rate of 2% per
month, compounded, for the period from the date of invoice to the date of settlement. (Such penalty shall
apply regardless as to whether judgement in a Court of Law has been obtained). In addition all costs of
recovery shall be borne by the Customer.
4.5. Should, at any time, the Supplier consider that the Customer be unable to settle their account by the due
date, notwithstanding any other remedies, they reserve the right to demand immediate and full payment. In
addition, the Supplier reserves the right to uplift goods supplied to
mitigate amounts due to it and shall assess such goods and credit such values, as it deems reasonable.
5. TITLE AND RISK
5.1. Risk and therefore responsibility for insurance of all items supplied shall pass to the Customer upon
delivery within the United Kingdom.
5.2. Title of goods supplied by the Supplier does not pass until all items outstanding amounts due to the
Supplier, for any reasons whatsoever, have been settled in full, including any penalties for late payment
accruing under these Terms or as varied by Government Legislation. No goods are supplied on a sale or return
5.3. Upon delivery, it is the responsibility of the Customer to ensure that all items are stored in a suitable
environment and at the correct temperature and labeled with the correct allergens. The Supplier will issue an
updated allergens list when necessary, and are available on request.
6.1. The Supplier warrants that all goods supplied are the best of their knowledge of merchantable quality and
comply with all current legislation regarding the production process. Should a product be the subject of a recall
then only that specific product (labelled with the date of delivery) will be accepted and dealt with as described
in clause 6.3.
6.2. It is incumbent upon the Customer to inspect all goods supplied upon delivery. The Customer must notify
the Supplier of incorrectly supplied or damaged items within 12 hours of delivery.
6.3. Should the Supplier accept the validity of any claim regarding the quality of goods supplied, liability shall
be limited to replacement or the invoiced value of such items (not including carriage charge, if applicable). The
method of settlement of any claim is at the discretion of the Supplier. No third party claims will be entertained,
as it is the responsibility of the Customer upon delivery of goods to ensure that they are used correctly for the
purpose for which they are supplied.
6.4. All goods are supplied subject to availability.
6.5. The Supplier at all times, reserves the right, notwithstanding any other remedies available to them, to
refuse to supply and/or suspend further deliveries and/or stop goods in transit to fulfil any other obligations of
this contract without having to give a reason, whether or not the Customer fails to fulfil any of its obligations
under this contract.
7.1. In the event of insolvency, liquidation, receivership or bankruptcy or the Supplier having good reason to
believe any of the aforementioned may apply, notwithstanding any other remedies available to the Supplier,
clause 5.2 of this contract applies.
7.2. The Supplier shall not be liable for any non-performance whatsoever in whole or in part of its obligations as
inferred under the Terms of this contract for any reason or cause beyond its control. Such reasons shall include;
(but not inclusively), strikes, lockouts, disruption of power, transport, raw materials of fuel supplies, acts of war
and civil disturbance.
7.3. The Supplier accepts no liability whatsoever for goods prepared to a Customer specification (unless due to
a preparation fault) and invoices raised for such goods will be due for payment as detailed in Clause 4.
8.1. All dates and times given by the Supplier for delivery are estimated. The Supplier shall not be liable for any
losses whatsoever as a result of a failure to adhere to any such dates and times.
8.2. Unless the Customer notifies the Supplier of alternative delivery arrangements, all goods will be
despatched to the customers invoice address. Failure on the part of the Customer to notify the Supplier of the
correct delivery address will result in all associated delivery costs being passed on to the Customer.
8.3. Details of damage and short delivery must be notified to the Supplier as per paragraph 6.2. The Supplier
shall not be held liable for any consequential loss.
8.4. Due to the perishable nature of the goods being supplied, the Customer is beholden to accept delivery of
goods when the Supplier is in a position to fulfil the order. Where redelivery is required, the Supplier reserves
the right to pass any additional charges to the Customer.
8.5. In the event that a delivery is made at an agreed date and time but off loading is prevented by the
Customer for an unreasonable period, the Supplier, (or their representative) may at their discretion withdraw
the vehicle and impose a charge equivalent to the transport cost incurred.
8.6. We provide a chilled supply chain. All frozen produce is delivered under these conditions and as such the
goods should be kept frozen upon delivery until required for consumption.
9. DATA PROTECTION
9.1 We will respect your privacy and ensure that all sensitive and personal information provided to us is lawfully
processed and held in accordance to the Data Protection Act 1998, (GDPR) (EU) 2016/679.
10.1 This agreement is governed by the Laws of England and Wales
If you don't understand any of this contract and want to talk to us about it, please contact us by email to