1. Introduction
These Terms and Conditions govern all sales made by SKY AGRO LTD (“we”, “us”, “our”) to business customers (“you”). By placing an order with us, you accept these Terms in full.
We sell exclusively to registered business customers. These Terms do not apply to consumers.
2. Our Details
Company: SKY AGRO LTD
Registered in England and Wales — Company No. 15440197 — VAT No. GB 461614503
Registered Office: 1502, 30 Casson Square, London, SE1 7DY, United Kingdom
Email: info@sky-agro.com
Telephone: +44 1327 828001
3. Orders and Contract Formation
3.1 All orders are subject to acceptance by us. A binding contract is formed only when we issue a written order confirmation.
3.2 We reserve the right to decline any order at our discretion, including where we are unable to verify your business status or where a product is out of stock.
3.3 Product descriptions, images and specifications on our website are for guidance only and do not form part of the contract unless confirmed in writing.
4. Prices and Payment
4.1 All prices are shown exclusive of VAT. VAT will be charged at the prevailing rate and shown on your invoice.
4.2 Prices are subject to change without notice until an order has been confirmed in writing by us.
4.3 Payment is due in accordance with the payment terms stated on your invoice. Standard terms are payment in full prior to dispatch, unless a credit account has been agreed in writing.
4.4 We reserve the right to charge interest on overdue invoices at 8% per annum above the Bank of England base rate, pursuant to the Late Payment of Commercial Debts (Interest) Act 1998.
4.5 We reserve the right to suspend further orders and/or credit facilities if payment is overdue.
5. Delivery
5.1 Delivery is subject to our Delivery Policy, which forms part of these Terms and is available on our website.
5.2 Delivery dates are estimates only. Time for delivery is not of the essence.
5.3 Risk in the goods passes to you on delivery. Title to the goods passes to you only on receipt of payment in full.
6. Inspection and Acceptance
6.1 You must inspect goods upon delivery and report any damage, shortage or incorrect supply in accordance with our Delivery Policy and Returns Policy.
6.2 Failure to report issues within the timeframes set out in those policies may affect your ability to make a claim.
7. Returns and Cancellations
7.1 Returns and cancellations are subject to our Returns Policy, which forms part of these Terms and is available on our website.
7.2 As all sales are business-to-business, the statutory 14-day consumer cancellation right does not apply.
8. Equipment Warranty
8.1 Sales of brewing equipment are subject to our Equipment Warranty Policy, which forms part of these Terms and is available on our website. The Equipment Warranty Policy sets out the warranty periods, claim procedures and remedies applicable to equipment purchases.
9. Chemical Products
9.1 Chemical products (including hygiene chemicals, processing aids and finings) are sold subject to our Chemical Safety Notice, which forms part of these Terms and is available on our website.
9.2 By ordering chemical products, you confirm that you are a trained professional purchasing on behalf of a registered business, and that you have read and accepted the Chemical Safety Notice.
9.3 You are responsible for compliance with all applicable regulations relating to the use, storage and disposal of chemical products, including COSHH, DSEAR, UK REACH, UK CLP and, where applicable, the Control of Explosives Precursors and Poisons Regulations 2023.
10. Warranties and Liability
10.1 We warrant that goods supplied will conform to their description and be of satisfactory quality at the time of delivery.
10.2 Save as set out in clause 10.1 and to the fullest extent permitted by law, all other warranties, representations and conditions are excluded.
10.3 Our total liability to you in contract, tort (including negligence) or otherwise shall not exceed the price paid for the goods giving rise to the claim.
10.4 We shall not be liable for any indirect, consequential or economic loss, including loss of profit, loss of production or business interruption.
10.5 Nothing in these Terms limits our liability for death or personal injury caused by our negligence, or for fraud or fraudulent misrepresentation.
11. Force Majeure
We shall not be in breach of these Terms or liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including but not limited to extreme weather, transport disruption, shortage of materials, strikes or regulatory restrictions.
12. Website Use and Intellectual Property
12.1 Our website is made available for the purpose of browsing our products and placing orders. You may use our website only for lawful purposes and in accordance with these Terms.
12.2 You must not use our website in any way that is unlawful or fraudulent, or that could damage, disable, overburden or impair it. In particular, you must not: (a) attempt to gain unauthorised access to our website, server or any database connected to it; (b) transmit any unsolicited or unauthorised advertising or promotional material; (c) use any automated tools (including scrapers, bots or crawlers) to extract data from our website without our prior written consent; or (d) knowingly introduce viruses or other harmful material.
12.3 We do not warrant that our website will be uninterrupted, error-free or free from viruses. We reserve the right to suspend, withdraw or restrict access to our website at any time without notice.
12.4 Product descriptions, prices and availability shown on our website are for information only and are subject to change. They do not constitute an offer and do not form part of any contract unless confirmed in a written order confirmation issued by us.
12.5 Our website may contain links to third-party websites. Those sites are not under our control and we are not responsible for their content, accuracy or availability. A link does not imply any endorsement by us.
12.6 All content on our website, including text, images, logos and product information, is the property of SKY AGRO LTD or its licensors and is protected by intellectual property law. You may not reproduce, copy, redistribute or commercially exploit any content without our prior written consent.
13. Data Protection
We process personal data in accordance with our Privacy Policy, available on our website. By transacting with us, you acknowledge that you have read and understood that policy.
14. Dispute Resolution
14.1 If a dispute arises in connection with these Terms or any contract formed under them, the parties shall first attempt to resolve it by good-faith negotiation. Either party may initiate this process by giving written notice to the other describing the dispute in reasonable detail.
14.2 If the dispute is not resolved within 14 days of that written notice (or such longer period as the parties may agree in writing), either party may refer it to mediation before a mediator agreed between the parties, or appointed by the Centre for Effective Dispute Resolution (CEDR) on the application of either party.
14.3 Nothing in this clause prevents either party from seeking urgent injunctive or other interim relief from the courts.
15. Governing Law
These Terms and any contract formed under them are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.
16. Wholesale Accounts and Pre-Orders
16.1 Wholesale accounts and pre-orders are subject to our Wholesale & Pre-Order Policy, which forms part of these Terms and is available on our website. That policy sets out the terms applicable to wholesale pricing, minimum order quantities, pre-order deposits and fulfilment timelines.
17. Changes to These Terms
We may update these Terms from time to time. The Terms applicable to your order are those in force at the date of your order confirmation.