TreeGreen ltd (referred to as “we”, “our” and “us”) is the operator of this website. As a trade account customer placing an order on this website (referred to as “you” and “your”) you acknowledge that the order you make is subject to our terms and conditions below.
Please read through these terms and conditions carefully and print a copy for future reference.
We may change these terms and conditions at any time (but not in relation to orders that have been sent to us). Any changes will take effect on the date they are posted onto this website.
2. Your status
2.1 By placing an order with us, you warrant to us that:
2.1.1 You are legally capable of entering into binding contracts;
2.1.2 You are at least 18 years old; and
2.1.3 You have authority to bind the business on whose behalf you use this website.
3. Price and payment
3.1 The price payable for goods that you order are as set out in our website (except in cases of obvious error) and are in UK pounds. They exclude any VAT payable.
3.2 You will be required to pay extra for delivery at the rates set out separately on this website.
3.3 The total cost of your order will be the price of the goods you order, plus any applicable delivery and VAT charge. All these will be set out clearly in your Shopping Cart before you submit your order.
3.4 Prices, offers and goods are subject to availability and may change before (but not after) we accept your order. However, we are under no obligation to provide any goods to you at an incorrect price, even after we have sent you an acceptance of order, if the pricing error is obvious and unmistakable and would have reasonably been recognised by you as a mis-pricing.
3.5 We try and ensure that at all times the information and prices on our website are accurate and up to date, however, errors can occur. If we discover an error in price or description of a good ordered by you, we will tell you as soon as possible and ask you whether you wish to reconfirm your order at the correct price or cancel it. If we are unable to contact you we will treat your order as cancelled.
3.6 Time for payment shall be of the essence. No payment shall be deemed to have been received until we have received cleared funds. All payments payable to us under the contract shall become due immediately on its termination despite any other provision.
3.7 You will make all payments due under the contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless you have a valid court order requiring an amount equal to such deduction to be paid by us to you.
3.8 If you fail to pay us any sum due pursuant to the contract, you shall be liable to pay interest to us on such sum from the due date for payment at the annual rate of 3% above the base lending rate from time to time of HSBC plc, accruing on a daily basis until payment is made, whether before or after any judgment. We reserve the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998 instead.
4.1 We will deliver the goods ordered by you by using Royal Mail’s special delivery service, Parcelforce or any other courier. Delivery must be to an address in the Serviced Countries. We cannot deliver outside the Serviced Countries. All deliveries must be signed for by someone aged 18 years or over. Please make sure you keep the receipt enclosed with your goods.
4.2 Our acceptance of order will state an estimated delivery date. This date, and any other date, we specify for delivery of the goods is intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery shall be within a reasonable time. We will close on 20th December and re-open on 4th January each year and no orders will be processed for delivery during that period.
4.3 Subject to the other provisions of these terms and conditions we shall not be liable to you for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the goods (even if caused by our negligence), nor shall any delay entitle you to terminate or rescind the contract unless such delay exceeds 90 days.
4.4 You will provide at the delivery point and at your own expense adequate and appropriate equipment and manual labour for unloading the goods when they are delivered.
4.5 We may deliver the goods by separate instalments. Each separate instalment shall be invoiced and paid for in accordance with the provisions of these terms and conditions. Each instalment shall be a separate contract and no cancellation or termination of any one contract relating to an instalment shall entitle you to repudiate or cancel any other contract or instalment.
5. Delivery charges
5.1 Our delivery charges depend on the size of your order and on which of the Serviced Countries the goods will be delivered to. When you add goods to your Shopping Cart, the appropriate delivery charge will be added automatically and will be clearly set out. If you add additional items, please double check the charge by clicking “update”.
6.1 The quantity of any consignment of goods as recorded by us upon despatch from our place of business shall be conclusive evidence of the quantity received by you on delivery unless you can provide conclusive evidence proving the contrary.
6.2 We shall not be liable for any non-delivery of goods (even if caused by our negligence) unless you give written notice to us of the non-delivery within 7 days of the date when the goods would in the ordinary course of events have been received. You can email your notice to us at corporate@theenergyEGG.com, or write to us at TreeGreen ltd, Graham Hills Building, 50 Richmond St, Glasgow, G1 1XP.
6.3 Our liability for non-delivery of the goods shall be limited to replacing the goods within a reasonable time or issuing a credit note at the pro rata contract price against any invoice raised for such goods.
7.1 The goods are at your risk from the time of delivery.
7.2 Ownership of the goods shall not pass to you until the later of: (a) we receiving in full (in cash or cleared funds) all sums due to us in respect of: (i) the goods; and (ii) all other sums which are or which become due to us from you on any account; and (b) delivery of the goods to you.
7.3 Until ownership of the goods has passed to you, you shall: (a) hold the goods on a fiduciary basis as our bailee; (b) store the goods (at no cost to us) separately from all other goods of your own or any third party in such a way that they remain readily identifiable as our property; (c) not destroy, deface or obscure any identifying mark or packaging on or relating to the goods; and (d) maintain the goods in satisfactory condition and keep them insured on our behalf for their full price against all risks to our reasonable satisfaction. On request you shall produce the policy of insurance to us.
7.4 You may resell the goods before ownership has passed to you solely on the following conditions: (a) any sale shall be effected in the ordinary course of your business at full market value; and (b) any such sale shall be a sale of our property on your own behalf and you shall deal as principal when making such a sale.
7.5 Your right to possession of the goods shall terminate immediately if: (a) you have a bankruptcy order made against you or make an arrangement or composition with your creditors, or otherwise take the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (if you are a body corporate) convene a meeting of creditors (whether formal or informal), or enter into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or have a receiver and/or manager, administrator or administrative receiver appointed of your undertaking or any part thereof, or documents are filed with the court for the appointment of an administrator over you or notice of intention to appoint an administrator is given you or your directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986), or a resolution is passed or a petition presented to any court for your winding-up or for the granting of an administration order in respect of you, or any proceedings are commenced relating to your insolvency or possible insolvency; or (b) you suffer or allow any execution, whether legal or equitable, to be levied on your property or obtained against you, or fail to observe or perform any of your obligations under the contract or any other contract between us and you, or are unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986 or you cease to trade; or (c) you encumber or in any way charge any of the goods.
7.6 We shall be entitled to recover payment for the goods from you notwithstanding that ownership of any of the goods has not passed from us to you.
7.7 You grant to us, our agents and our employees an irrevocable licence at any time to enter any premises where the goods are or may be stored in order to inspect them, or, where your right to possession has terminated, to recover them.
7.8 Where we are unable to determine whether any goods are the goods in respect of which your right to possession has terminated, you shall be deemed to have sold all goods of the kind sold by us to you in the order in which they were invoiced to you.
7.9 On termination of the contract, howsoever caused, our (but not your) rights contained in this clause 8 shall remain in effect.
8.1 We warrant that (subject to the other provisions of these terms and conditions) upon delivery, and for a period of 12 months from the date of delivery, the goods shall: (a) be of satisfactory quality within the meaning of the Sale of Goods Act 1979; and (b) be reasonably fit for their normal purpose.
8.2 We shall not be liable for a breach of any of the warranties in clause 8.1 unless: (a) you give written notice of the defect to us, and, if the defect is as a result of damage in transit to the carrier, within 3 days of the time when you discover or ought to have discovered the defect; and (b) we are given a reasonable opportunity after receiving the notice of examining such goods and you (if asked to do so by us) return such goods to our place of business at your cost for the examination to take place there.
8.3 We shall not be liable for a breach of any of the warranties in clause 8.1 if: (a) you make any further use of such goods after giving such notice; or (b) the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the goods or (if there are none) good trade practice; or (c) you alter or repair such goods without our written consent; or (d) the defect arises because of accident, neglect, misuse or normal wear and tear.
8.4 Subject to clause 8.2 and clause 8.3, if any of the goods do not conform with any of the warranties in clause 8.1 we shall at our option repair or replace such goods (or the defective part) or refund the price of such goods at the pro rata contract price provided that, if we so request, you shall, at our expense, return to us the goods or the part of such goods which is defective.
8.5 If we comply with clause 8.4 we shall have no further liability to you for a breach of any of the warranties in clause 8.1 in respect of such goods.
8.6 Any goods replaced shall belong to us and any repaired or replacement goods shall be guaranteed on these terms for the unexpired portion of the 12-month period.
8.7 You acknowledge that you have not relied on any statement, promise or representation made or given by or on our behalf which is not set out in the contract. Nothing is this clause will exclude or limit our liability for fraudulent misrepresentation.
9. Limitation of liability
9.1 Subject to clause 4, clause 6 and clause 8, the following provisions set out our entire financial liability (including any liability for the acts or omissions of our employees, agents and sub-contractors) to you in respect of: (a) any breach of these terms and conditions; (b) any use made or resale by you of any of the goods, or of any product incorporating any of the goods; and (c) any representation, statement or tortious act or omission including negligence arising under or in connection with the contract.
9.2 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the contract.
9.3 Nothing in these terms and conditions excludes or limits our liability: (a) for death or personal injury caused by our negligence; or (b) under section 2(3), Consumer Protection Act 1987; (c) for any matter which it would be illegal for us to exclude or attempt to exclude our liability; or (d) for fraud or fraudulent misrepresentation.
9.4 Subject to clause 9.2 and clause 9.3: (a) our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the contract shall be limited to the contract price; and (b) we shall not be liable to you for loss of profit, loss of business, or depletion of goodwill in each case whether direct, indirect or consequential, or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the contract.
10. Additional terms
10.1 Additional terms and conditions may apply for our offers. If so, you will be advised of them at the relevant point.
11. Written communications
11.1 Applicable laws require that some of the information or communications we send to you should be in writing. When using our website, you accept that communication with us will be mainly electronic. We will contact you by email or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices and other communications that we provide you electronically comply with any legal requirement that such communications be in writing. This clause does not affect your statutory rights.
12.1 We may assign, novate or subcontract the contract or any part of it to any person, firm or company. You shall not be entitled to assign, novate or subcontract the contract or any part of it without our prior written consent.
12.2 We reserve the right to defer the date of delivery or to cancel the contract or reduce the volume of the goods ordered by you (without liability to you) if we are prevented from or delayed in the carrying on of our business due to circumstances beyond our reasonable control including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 90 days, you shall be entitled to give notice in writing to us to terminate the contract.
12.3 Each of our rights or remedies under the contract is without prejudice to each of our other rights or remedies whether under the contract or not. Our failure or delay in enforcing or partially enforcing any provision of the contract shall not be construed as a waiver of any of our rights under the contract. Any waiver by us of any breach of, or any default under, any provision of the contract by you shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the contract.
12.4 If any provision of the contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the contract and the remainder of such provision shall continue in full force and effect.
12.5 The parties to the contract do not intend that any term of the contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
12.6 The formation, existence, construction, performance, validity and all aspects of the contract shall be governed by UK law and the parties submit to the non-exclusive jurisdiction of the UK courts.
12.7 All communications between the parties about the contract shall be in writing and delivered by hand or sent by pre-paid first class post, fax or email: (a) in case of communications to us, to our registered office or such changed address as shall be notified to you, or by email to firstname.lastname@example.org; or (b) in the case of the communications to you, to your address as registered against your trade account or such other address as shall be notified to us, or emailed to you at the email address also registered against your trade account.
13. Who we are
13.1 This website is operated by, and any contract for the sale of goods will be with, TreeGreen ltd (company no SC333763), a company registered in Scotland and whose registered office address is at 50 Richmond street, Glasgow, G1 1XP. Our VAT number is 938 6749 62.