Terms of Service

◆Overview

Welcome to Pond Plants UK. The terms "we", "us" and "our" refer to Pond Plants UK Ltd, a company registered in England and Wales (company number 15172676). Pond Plants UK operates this store and website, including all related information, content, features, tools, products and services (the "Services"). Pond Plants UK is powered by Shopify, which enables us to provide the Services to you.

We are a trade supplier. Our Services are intended for businesses buying aquatic and pond plants for resale or for use in their own business.

The below terms and conditions, together with any policies referenced in them (these "Terms of Service" or "Terms") describe your rights and responsibilities when you use the Services.

Please read these Terms of Service carefully, as they include important information about your legal rights and cover areas such as warranty disclaimers and limitations of liability.

By visiting, interacting with or using our Services, you agree to be bound by these Terms of Service and our Privacy Policy. If you do not agree to these Terms of Service or our Privacy Policy, you should not use or access our Services.

1Access and account

By agreeing to these Terms of Service, you confirm that you are at least 18 years old and that you have authority to place orders on behalf of the business named on your account.

To use the Services, including accessing or browsing our online store or purchasing any of the products or services we offer, you may be asked to provide certain information, such as your email address, billing, payment and delivery information. You represent and warrant that all the information you provide is correct, current and complete and that you have all rights necessary to provide this information.

You are solely responsible for maintaining the security of your account credentials and for all activity on your account. You may not transfer, sell, assign or license your account to any other person.

Trade pricing is shown only when you are logged in to an approved trade account.

2Trade accounts

Access to trade pricing and trade ordering is by approved account only. Applications are made through our Apply for a Trade Account page and are accepted at our discretion.

We offer three arrangements. An account runs on one of them at a time, not a mix:

1. (a)
   Pay before dispatch. You pay by card or bank transfer against a pro-forma invoice before each order leaves us. No references or bank details are required.
2. (b)
   Credit account. You pay on invoice. Our standard credit period is 28 days from invoice date and applies to all credit accounts unless otherwise agreed in writing. Credit is granted at our discretion and is subject to status, two trade references, a bank reference and a credit check.
3. (c)
   Sale and Return. A seasonal arrangement described in Section 3 below.

Credit accounts and Sale and Return arrangements are additionally governed by our Universal Trade Account Agreement, which must be signed before the arrangement begins. Where anything in that signed Agreement differs from these Terms, the signed Agreement takes precedence for that account.

3Sale and Return

Where we have agreed a Sale and Return arrangement with you in writing, the following applies in addition to the rest of these Terms.

1. (a)
   Season. The arrangement normally runs from March to August, unless we agree a different period in writing.
2. (b)
   Supply. Plants may be supplied without an initial payment, subject to our minimum order requirements and an opening order value of no more than £1,000 plus VAT unless we specifically agree a larger amount.
3. (c)
   Stock-control invoices. We may raise an invoice when stock is supplied, for stock-control and accounting purposes. Where Sale and Return terms apply, that does not mean payment is due at that stage.
4. (d)
   Top-up stock. Additional top-up stock is invoiced separately and payment is due before dispatch. Minimum order requirements apply for free delivery; otherwise a delivery charge may apply.
5. (e)
   Your responsibilities. You are responsible for keeping all stock healthy, properly maintained and saleable throughout the season. Plants must be kept in no less than 1 inch of water and in suitable part-shade or part-sun conditions.
6. (f)
   End of season. At the end of the agreed season you must either pay for all stock remaining on our inventory, or arrange its return.

   • Payment option: unless otherwise agreed, payment is due 28 days from receipt of the final invoice.
   • Return option: we will arrange collection of unsold stock and we cover the agreed collection or shipping cost.
7. (g)
   Condition of returned stock. Returned plants must be in good, healthy and saleable condition and in substantially the same condition as when supplied. Any plants that are damaged beyond saleable condition, dead, diseased, missing or otherwise unsaleable will be classed as a loss and charged to you at the original supply price. This includes plants made unsaleable through negligence, pests, disease, weeds, poor maintenance, improper storage, handling or other mishandling.
8. (h)
   Crates. All crates supplied with the plants remain our property and must be returned when requested or on collection of the stock. Any crate not returned will be charged at £6.00 per crate.
9. (i)
   Presentation of returned stock. Returned stock must be presented for collection in a safe, tidy and orderly manner, grouped by type or variety wherever reasonably practicable, and not combined together, loosely thrown onto pallets or otherwise presented in a disorganised condition. Where returned stock requires additional sorting, handling or administration by us, an administration and handling charge of £50.00 per affected pallet will be charged to you.
10. (j)
    Swaps. If Sale and Return stock becomes too large or overgrown during the season, you may contact us to arrange a swap, subject to availability and agreement. Where a swap is agreed we cover the agreed shipping cost and you cover the packaging cost.
11. (k)
    Title. Stock supplied on Sale and Return remains our property until it is paid for in full.

The full terms of the arrangement are set out in our Universal Trade Account Agreement.

4Our products

Our products are living plants. Size, form, leaf colour and flowering vary naturally between individual plants and through the season, and plants supplied outside their growing season may be dormant, cut back or below their summer size. Images in our store are representative of the variety and not of the individual plant you will receive.

Colours and product appearance may also differ from how they appear on your screen, depending on the device you use and its settings.

We do not warrant that the appearance of any product will be the same as depicted in our online store.

All descriptions of products are subject to change at any time at our discretion. We reserve the right to discontinue any product at any time and may limit the quantities of any product we offer to any person, geographic region or jurisdiction, on a case-by-case basis.

5Orders

When you place an order you are making an offer to purchase. We reserve the right to accept or decline your order for any reason at our discretion. Your order is not accepted until we confirm acceptance.

Where your account is on pay-before-dispatch terms, we must receive and process your payment before your order is accepted. Where your account is on credit or Sale and Return terms, orders are accepted in accordance with those terms.

Please review your order carefully before submitting it, as we may be unable to accommodate cancellation requests after an order is accepted. If we do not accept, change or cancel an order, we will attempt to notify you using the email address, billing address or phone number provided at the time the order was made.

Returns and exchanges are dealt with in accordance with our Refund Policy and, for Sale and Return accounts, Section 3 above.

6Prices and billing

Prices, discounts and promotions are subject to change without notice. The price charged will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Unless otherwise expressly stated, posted prices exclude VAT, delivery, handling, customs and import charges.

Prices in our online store may differ from prices offered elsewhere, including by third parties. We may from time to time run promotions governed by terms separate from these Terms. If there is a conflict between the terms of a promotion and these Terms, the promotion terms govern.

You agree to provide current, complete and accurate purchase, payment and account information for all orders, and to update that information promptly so that we can complete your transactions and contact you as needed.

You represent and warrant that (i) any card information you provide is true, correct and complete, (ii) you are authorised to use that card for the purchase, (iii) charges incurred by you will be honoured by your card issuer, and (iv) you will pay charges incurred at the posted prices, including delivery and handling charges and all applicable taxes.

Invoices not paid in full by the due date will be treated as overdue. We reserve the right to charge statutory interest, compensation and reasonable debt recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998.

7Delivery, risk and title

Delivery times are estimates only and are not guaranteed. We are not liable for delays caused by carriers, customs processing, weather or other events outside our control, and we may hold or reschedule a delivery where weather conditions would put live plants at risk.

Risk in the goods passes to you on delivery.

Title to goods supplied on credit or on normal invoiced terms remains with us until we have received payment in full, including any applicable interest and costs. Until payment is made you must keep unpaid goods appropriately identified and maintain them in satisfactory condition. Where payment is overdue we reserve the right to recover unpaid goods, subject to lawful access.

8Live plants: care and claims

The goods are live biological products and require appropriate care immediately after delivery.

We are not responsible for loss, deterioration or mortality occurring after delivery where caused by environmental conditions, improper storage, planting, handling, water conditions or other factors outside our control.

Any claim concerning damaged or non-viable goods must be made in writing within 24 hours of delivery and supported by photographic evidence. Claims made after this period may not be accepted.

9Intellectual property

Our Services, including all trade marks, brands, text, displays, images, graphics, product reviews, video and audio, and the design, selection and arrangement of them, are owned by Pond Plants UK Ltd, its affiliates or licensors and are protected by UK and international intellectual property laws.

These Terms permit you to use the Services for the purposes of buying from us. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on the Services without our prior written consent, except that approved trade account holders may use our product images and descriptions for the purpose of reselling goods bought from us.

Except as expressly provided here, nothing in these Terms grants a licence or other rights under any patent, trade mark, copyright or other intellectual property of Pond Plants UK Ltd, Shopify or any third party. All rights not expressly granted are reserved.

Pond Plants UK's names, logos, product and service names, designs and slogans are trade marks of Pond Plants UK Ltd or its affiliates or licensors. You must not use them without our prior written permission. Shopify's name, logo, product and service names, designs and slogans are trade marks of Shopify. All other names, logos, product and service names, designs and slogans on the Services are the trade marks of their respective owners.

10Optional tools

You may be provided with access to customer tools offered by third parties as part of the Services, which we neither monitor nor control.

You acknowledge and agree that we provide access to such tools "as is" and "as available" without any warranties, representations or conditions of any kind and without any endorsement. We have no liability arising from or relating to your use of optional third-party tools.

Any use by you of the optional tools offered through the site is entirely at your own risk and discretion, and you should ensure that you are familiar with and approve of the terms on which those tools are provided.

We may in future offer new features through the Services. Such features are also part of the Services and are subject to these Terms of Service.

11Third-party links

The Services may contain materials and hyperlinks to websites provided or operated by third parties, including embedded third-party functionality. We are not responsible for examining or evaluating the content or accuracy of any third-party materials or websites you choose to access. If you decide to leave the Services to access these materials or third-party sites, you do so at your own risk.

We are not liable for any harm or damages related to your access of any third-party websites, or your purchase or use of any products, services, resources or content on any third-party websites. Please review the third party's policies and practices carefully before you engage in any transaction. Complaints, claims, concerns or questions regarding third-party products and services should be directed to the third party.

12Relationship with Shopify

Pond Plants UK is powered by Shopify, which enables us to provide the Services to you. However, any sales and purchases you make in our Store are made directly with Pond Plants UK. By using the Services, you acknowledge and agree that Shopify is not responsible for any aspect of any sales between you and Pond Plants UK, including any injury, damage, or loss resulting from purchased products and services. You hereby expressly release Shopify and its affiliates from all claims, damages, and liabilities arising from or related to your purchases and transactions with Pond Plants UK.

13Privacy policy

All personal information we collect through the Services is subject to our Privacy Policy, and certain personal information may be subject to Shopify's Privacy Policy, which can be viewed at shopify.com/legal/privacy/app-users. By using the Services, you acknowledge that you have read these privacy policies.

Because the Services are hosted by Shopify, Shopify collects and processes personal information about your access to and use of the Services in order to provide and improve the Services for you. Information you submit to the Services will be transmitted to and shared with Shopify as well as third parties that may be located in other countries than where you reside, in order to provide services to you. See our Privacy Policy for more detail on how we, Shopify and our partners use your personal information.

Bank details you provide for the purpose of setting up a trade account are held for administering your account and collecting sums properly due, including through our GoCardless Direct Debit arrangement where Direct Debit has been agreed.

14Feedback

If you submit, upload, post, email or otherwise transmit any ideas, suggestions, feedback, reviews, proposals, plans or other content ("Feedback"), you grant us a perpetual, worldwide, sublicensable, royalty-free licence to use, reproduce, modify, publish, distribute and display such Feedback in any medium for any purpose, including commercial use.

You represent and warrant that: (i) you own or have all necessary rights to all Feedback; (ii) you have disclosed any compensation or incentives received in connection with your submission of Feedback; and (iii) your Feedback complies with these Terms. We are under no obligation to maintain your Feedback in confidence, to pay compensation for it, or to respond to it.

We may, but have no obligation to, monitor, edit or remove Feedback that we determine to be unlawful, offensive, threatening, libellous, defamatory, obscene or otherwise objectionable, or that violates any party's intellectual property or these Terms.

You agree that your Feedback will not violate any right of any third party, and will not contain libellous or otherwise unlawful, abusive or obscene material, or any virus or other malware. You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third parties as to the origin of any Feedback. You are solely responsible for any Feedback you make and its accuracy.

15Errors, inaccuracies and omissions

Occasionally there may be information in the Services that contains typographical errors, inaccuracies or omissions relating to product descriptions, pricing, promotions, offers, delivery charges, transit times or availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information is inaccurate, at any time without prior notice, including after you have submitted your order.

16Prohibited uses

You may access and use the Services for lawful purposes only. You may not access or use the Services, directly or indirectly: (a) for any unlawful or malicious purpose; (b) to violate any applicable law or regulation; (c) to infringe our intellectual property rights or those of others; (d) to harass, abuse, insult, harm, defame, slander, disparage or intimidate any of our employees or any other person; (e) to transmit false or misleading information; (f) to send, knowingly receive, upload, download, use or re-use any material that does not comply with these Terms; (g) to transmit, or procure the sending of, any unsolicited advertising or promotional material; (h) to impersonate or attempt to impersonate any other person or entity; or (i) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which may harm Pond Plants UK, Shopify or users of the Services, or expose them to liability.

You also agree not to: (a) upload or transmit viruses or any other malicious code; (b) reproduce, duplicate, copy, extract, sell, resell or exploit any portion of the Services beyond the resale of goods you have bought from us; (c) collect or track the personal information of others; (d) spam, phish, pharm or pretext the Services; (e) use any robot, spider, scraping, data gathering or extraction tool, automatic device or process, AI tool (such as agentic AI) or automated or manual means to access the Services; or (f) interfere with, bypass or circumvent the security or authorisation features, robot exclusion headers or other measures we employ to restrict access to the Services.

We reserve the right to suspend, disable or terminate your account at any time, without notice, if we determine that you have breached any part of these Terms.

17Agents

17.1 This section ("Agent Terms") applies if you use, allow, enable or cause the deployment of an Agent to access, use or interact with any Services. "Agent" means any software or service that takes autonomous or semi-autonomous action on behalf of, or at the instruction of, any person or entity and that can be executed on behalf of or using a person's device, without direct supervision.

17.2 No Agent may access, use or interact with the Services unless, at all times, it identifies itself and operates in strict accordance with the requirements in section 17.4 below. In addition, no Agent may access, use or interact with the Services if we have requested that the Agent refrain from doing so.

17.3 We may limit, including by technical measures, whether and how any Agent accesses, uses and interacts with the Services.

17.4 Agents must: (i) in all HTTP/HTTPS requests, identify that the request is from an Agent and disclose the name of the Agent by including the following in the request's user agent string: "Agent/[agent name]"; (ii) not conceal or obfuscate that any access, use or interaction is from an Agent, such as by mimicking human behaviour and interaction patterns, or completing or circumventing CAPTCHAs or measures intended to distinguish computer use from humans; (iii) respond truthfully to any question or prompt seeking to determine if interactions are coming from a human or a computer; and (iv) not circumvent or otherwise avoid any measure intended to block, limit, modify or control whether and how Agents access, use or interact with the Services.

18Suspension and termination

We may terminate this agreement or your access to the Services, or any part of them, at our discretion at any time without notice, and you will remain liable for all amounts due up to and including the date of termination.

Where your account is in default, or where you enter administration, liquidation or insolvency proceedings, or cease or threaten to cease trading, we may suspend deliveries, withdraw credit and Sale and Return facilities, cancel outstanding orders, require payment in advance, and demand immediate payment of all outstanding sums.

The following sections continue to apply after termination: Intellectual Property, Feedback, Suspension and Termination, Disclaimer of Warranties, Limitation of Liability, Indemnification, Severability, Waiver and Entire Agreement, Assignment, Governing Law and Privacy Policy, together with any other provisions that by their nature should survive termination.

19Disclaimer of warranties

The information presented on or through the Services is made available for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information, and any reliance you place on it is at your own risk.

Except as expressly stated by Pond Plants UK, and subject to Section 20 below, the Services and all products offered through the Services are provided "as is" and "as available", without any representation, warranty or condition of any kind, express or implied, including all implied warranties or conditions of satisfactory quality, fitness for a particular purpose, durability, title and non-infringement. We do not guarantee that your use of the Services will be uninterrupted, timely, secure or error-free.

20Limitation of liability

Nothing in these Terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be limited or excluded. Nothing in these Terms affects the statutory rights of any customer dealing as a consumer.

Subject to the paragraph above, and to the fullest extent permitted by law, we are not liable to you for any loss of profit, loss of revenue, loss of savings, loss of business, loss of goodwill, loss of data, or any indirect or consequential loss, in each case however arising and whether in contract, tort (including negligence), breach of statutory duty or otherwise.

Subject to the first paragraph of this section, our total liability to you in respect of all losses arising in connection with any order shall not exceed the price paid, or payable, for that order.

21Indemnification

You agree to indemnify, defend and hold harmless Pond Plants UK Ltd, Shopify, and our affiliates, partners, officers, directors, employees, agents, contractors, licensors and service providers from any losses, damages, liabilities or claims, including reasonable legal fees, payable to any third party arising out of (1) your breach of these Terms of Service or the documents they incorporate by reference, (2) your violation of any law or the rights of a third party, or (3) your access to and use of the Services.

We will notify you of any indemnifiable claim, provided that a failure to notify promptly will not relieve you of your obligations unless you are materially prejudiced. We may control the defence and settlement of such claim at your expense, including choice of counsel, but will not settle any claim requiring non-monetary obligations from you without your consent, not to be unreasonably withheld. You will cooperate in the defence of indemnified claims, including by providing relevant documents.

22Severability

If any provision of these Terms of Service is determined to be unlawful, void or unenforceable, that provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed severed from these Terms of Service. Such a determination shall not affect the validity and enforceability of any remaining provisions.

23Waiver; entire agreement

Our failure to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of that right or provision.

These Terms of Service, together with any policies or operating rules posted by us on this site, and any signed Universal Trade Account Agreement, constitute the entire agreement between you and us and govern your use of the Services, superseding any prior agreements, communications and proposals, whether oral or written, including any prior versions of these Terms of Service. Where a signed Universal Trade Account Agreement is in place, it takes precedence over these Terms to the extent of any conflict.

Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

24Assignment

You may not delegate, transfer or assign these Terms or any of your rights or obligations under them without our prior written consent, and any such attempt will be null and void. We may transfer, assign or delegate these Terms and our rights and obligations without your consent or notice to you.

25Governing law

These Terms of Service, and any separate agreements under which we provide you Services, are governed by and construed in accordance with the laws of England and Wales. You and Pond Plants UK Ltd submit to the exclusive jurisdiction of the courts of England and Wales.

26Headings

The headings used in these Terms are included for convenience only and do not limit or otherwise affect these Terms.

27Changes to Terms of Service

You can review the most current version of the Terms of Service at any time on this page.

We reserve the right, at our discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. We will notify you of any material changes to these Terms in accordance with applicable law, and such changes will be effective on the date specified in the notice. Your continued use of or access to the Services following the posting of any changes constitutes acceptance of those changes.

28Contact information

Questions about these Terms of Service should be sent to sales@pondplantuk.co.uk.

Pond Plants UK Ltd Unit 12c, Brookenby Business Park, Binbrook, Market Rasen, LN8 6HF sales@pondplantuk.co.uk 01472 869012

Registered in England and Wales, company number 15172676 VAT registration number 452755185