Terms & conditions of sale
NOTICE TO PURCHASER
The following items are offered to customers of established credit. Invoices are issued upon shipment. All accounts are due and payable upon receipt of invoice. Thirty (30) days after invoice date, unpaid accounts are considered past due and a finance charge of 1.5% per month (annual percentage rate of 18%) is added to the unpaid balance.
Effective July 1, 2021
- A sale can be returned if a request is submitted in writing within 30 days of invoicing.
- The returned seed packaging must be in good condition. Any return of an open, muddy, wet, or ripped, or broken package will not be accepted.
- Only up to 25% of any given invoice may be returned.
- A germination and vigor test shall be done on the returned seeds prior to providing a credit.
- If return is approved a re-stock fee will be deducted from the
credit in the amount of $350.00 for costs incurred.
MINIMUM ORDER REQUIREMENTS
Minimum order value is $1,500.00. Any order below minimum value must be first approved by Sales manager.
Prices and availability are subject to change or withdrawal without notice. All prices, except where noted, are quoted on “per pound” basis. Prices quoted as “M” are sold only in quantities as packaged.
All sales are ExWorks Salinas, CA. Customers will be billed for shipping charges. COD orders will be accepted.
SEED COATING / ENHANCING POLICY
We have working relationships with coating/enhancing operators, particularly: Incotec, Germains and Seteco. If you require coating/enhancing from another source, additional time must be allowed for transportation, seed testing, and the coating/ enhancing process itself. This process can take several weeks, so please examine your needs and book early. We maintain a stock of the most commonly used coated vegetable seeds.
SPECIAL CONDITIONS FOR ORDERS > 50 K$
For all orders greater than $50K for a single variety, a signed POA/PCA is required.
Vilmorin North America does allow free customer storage of small lots of seed in our warehouse; however, we do not accept responsibility for any seed in storage in case of fire, theft, or shortage of any kind. Vilmorin North America also reserves the right to dispose of any seed kept in storage for one year or more. Vilmorin North America is not responsible for germination or physical damage to any seed kept in storage after sale. Quality for customer storage will be maintained for one year from date of purchased. At one-year anniversary sales will inform customer of the requirement of delivery.
DISCLAIMER REGARDING VARIETY DESCRIPTIONS AND ILLUSTRATIONS
Descriptions and illustrations represent Vilmorin North America’s products as grown in our trial fields in various locations. Performance and appearance may vary under different growing conditions and in other geographical locations. It is advised to investigate whether differences may be expected in your growing regions.
P.V.P. CERTIFICATE NUMBERS
A Plant Variety Protection Certificate Number has been issued to some of our varieties. The terms of the Plant Variety Protection Act* state that unauthorized propagation is prohibited on these varieties and grants protection under the international treaty, UPOV, 1991.
* Agricultural Marketing Service, U.S.D.A.
Many of Vilmorin North America’s genetic lines are protected under U.S. Utility Patents. This Patent type allows for “specific use only” and does not provide use for research or “grower exclusions”. Utility Patented varieties exclude all unauthorized seed usage and propagation. For more information, please contact Vilmorin North America’s main office (Salinas, CA).
ADDITIONAL TERMS & CONDITIONS OF SALE
PLEASE READ THIS NOTICE BEFORE PLANTING THIS SEED
- All quotations are subject to crop availability and germination. Buyer agrees to proration of order, at Vilmorin North America’s sole discretion.
- Buyer agrees to accept delivery of all seed herein agreed to be purchased and sold, prior to July 31 of each year; however, Vilmorin North America may cancel any portion of an order by giving thirty (30) days prior written notice.
- NOTICE TO BUYER
- PLEASE READ THIS NOTICE BEFORE PLANTING THIS SEED
Vilmorin North America warrants that all seed sold has been labeled as required under applicable State and Federal seed law and that the seed conforms to the label description within recognized tolerances. THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE DESCRIPTION ON THE LABEL. BUYER’S EXCLUSIVE REMEDY FOR ANY CLAIM OR LOSS RESULTING FROM BREACH OF WARRANTY, BREACH OF CONTRACT, OR NEGLIGENCE (WHICH SHALL NOT EXTEND TO INCIDENTAL OR CONSEQUENTIAL DAMAGES) SHALL BE LIMITED TO REFUND OF THE PURCHASE PRICE.
- DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY Vilmorin North America, states as its sole express warranty that seeds it sells will conform only to those descriptions of said seed that are required to be on the label thereof by Federal and applicable State seed law. VILMORIN NORTH AMERICA DISCLAIMS AND DOES NOT MAKE ANY OTHER WARRANTIES, EXPRESSED OR IMPLIED. NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE IS MADE. THERE ARE NO GUARANTEES OF FREEDOM FROM SEED BORNE DISEASES AND LIABILITY FOR SUCH DISEASES IS DISCLAIMED.
PURCHASER’S SOLE AND EXCLUSIVE REMEDY FOR ANY LOSS OR DAMAGES ARISING FROM THE USE OF THIS SEED SHALL BE THE RETURN OF THE PURCHASE PRICE OF THE SEED. Vilmorin North
America and the seller of this seed shall not be liable for lost profits or any other special, incidental, or consequential damages that arise from the use of this seed. This limitation of liability applies to all claims for damages, including claims based upon negligence, breach of warranty, breach of contract, or any other legal theory.
If you do not agree with this Disclaimer of Warranties and Limitation of Remedies, do not plant this seed but rather return the seed to Vilmorin North America within 20 days of purchase for a refund of the purchase price.
- It is understood and agreed that no deductions are to be made for exchange, transportation charges, drayage, or collection charges.
- NO REVISION OF PRICES WILL BE MADE BECAUSE OF MARKET CHANGES OR FOR ANY OTHER REASON. When prices are not entered on the order or agreed prior to shipment, items will be invoiced at Vilmorin North America’s price at date of shipment.
- Title and risk of loss passed to buyer at point of shipment upon delivery to the original carrier or, if buyer or his agent picks up the merchandise, upon delivery to the buyer or his agent, regardless of which of the parties pays the carrier or bears the transportation cost.
- Transportation charges are for account of buyer unless otherwise agreed upon.
- No liability is assumed by the seller for delay or failure to deliver caused by war, strikes, fires, floods, embargoes, or any contingencies beyond seller’s control which delay or prevent the seller from filling this order from its regular supply source. Sale is based on a reasonablee expectation of an average crop.
- Special arrangements entered into with salesmen or other agents will not be recognized unless noted on the original of this contract and accepted in writing by a legal representative of Vilmorin North America
- If the goods covered by this contract are not called for, or if shipping instructions are not received within five days from the date specified therein, or if no date is specified, then five days after notice by registered mail to call for, or give shipping instructions, Vilmorin North America shall have the following alternative remedies, either of which may be exercised at any time thereafter and with or without prior notice to the buyer: (1) Treat the contract as terminated as to any portion of the goods covered by this contact not then shipped and recover damages for breach of contract or (2) Make shipment of such commodities to the buyer and invoice the buyer thereto. In either event, the buyer shall pay Vilmorin North America as a part of the damages for breach of contract or as an addition to the invoice price a carrying charge of 25 cents per 100 pounds per month or fraction of a month from the expiration of such five day period to date of payment of such damage or of such invoice price.
- Containers are not returnable for credit.
- All items are due and payable in cash in accordance with terms stated on form of contract. FINANCE CHARGES SHALL BE ADDED AT THE RATE APPROVED BY APPLICABLE STATE LAWS, NOT TO EXCEED 2% PER MONTH. PURCHASER SHALL BE RESPONSIBLE FOR REASONABLE ATTORNEY FEES TO COLLECT UNPAID BALANCES.
- INSOLVENCY OF BUYER
- This clause applied if:
- The buyer makes any voluntary arrangement with its creditors or becomes subject to an Administration Order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation or is insolvent; or
- an encumbrancer takes possession, or a receiver is appointed,
- This clause applied if:
of any of the property or assets of the buyer; or
- the buyer ceases or threatens to cease to carry on business; or
- the seller reasonably is informed that any of the events mentioned above is about to occur in relation to the buyer and notifies the buyer accordingly, .2 of this clause applies, then, without prejudice to any other right or remedy available to the seller, the seller shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any liability to the buyer, and if the goods have been delivered but not paid for, the price shall become immediately due and payable notwithstanding any previous arrangement to the Contract.
- NOTICE: ARBITRATION/CONCILIATION/MEDIATION REQUIRED BY
Under seed laws of many states, arbitration, conciliation or mediation is required as a prerequisite to maintaining a legal action based upon the failure of seed to which this notice is attached to produce as represented. The User must file a complaint (sworn for AL, AR, CO, FL, IL, IN, MN, MS, NC, SC, TX, WA; signed only CA, GA, ID, ND, SD) along with the required filing fee (where applicable) with the Commissioner/Director/Secretary of Agriculture, Seed Commissioner, or Chief Agricultural Officer of the State within such time as to permit inspection of the crops, plants, or trees by the designated agency and the seedsman from whom the seed was purchased. A copy of the complaint must be sent to HM.CLAUSE by certified or registered mail or as otherwise provided by statute.
- IMPORTANT NOTICE REGARDING SEED BORNE DISEASES Vilmorin North America has undertaken all reasonable precautions to identify and control seed borne pathogens on this seed. Seed treatments cannot assure immunity, especially if the disease is already present in the Buyer’s field or neighboring fields affected by other diseases. VILMORIN NORTH AMERICA OFFERS NO WARRANTY REGARDING SEED BORNE DISEASE, EITHER EXPRESSED OR IMPLIED, AND NONE SHOULD BE ASSUMED FROM ANY LANGUAGE HEREIN.