Terms of Sale

Last updated: [07 March 2026]

These Terms of Sale apply to all sales of goods and related services by Vestra Global Sourcing (“we”, “us”, “our”) to business customers (“you”, “the Buyer”). By placing an order with us, you agree to these Terms of Sale unless we agree otherwise in writing.

B2B only: We supply businesses and organisations only. We do not sell to consumers.

1. Definitions

Goods: products supplied by us to the Buyer.
Services: sourcing, procurement coordination, logistics coordination, documentation support and related services, where applicable.
Incoterms: Incoterms® 2020 rules published by the International Chamber of Commerce, where referenced.
Working day / business day: a day other than a Saturday, Sunday or public holiday in England.

2. Quotations

2.1 Quotes are provided on the basis of information supplied by the Buyer and are valid for 30 days from the date of issue unless stated otherwise.
2.2 Quotes are subject to availability, supplier confirmation, route confirmation and any changes in specification, quantity, delivery destination or required date.
2.3 We may revise or withdraw a quote where availability changes, lead times move, freight rates change materially, or where additional compliance or customs requirements apply.

3. Orders and acceptance

3.1 An order becomes binding only when we accept it in writing (including by email).
3.2 Any changes requested by the Buyer (specification, quantities, delivery point, Incoterms, timing) may require re-quotation and re-acceptance.
3.3 Where we source goods specifically to the Buyer’s requirements (special order / non-stock / made-to-order), cancellation may not be possible or may incur costs. We will confirm this where applicable.

4. Pricing

4.1 Prices are as stated in our quotation and/or invoice.
4.2 Unless expressly stated, prices do not include any additional charges arising from changes requested by the Buyer after acceptance (e.g., change of delivery location, expedited freight, additional packaging, special documentation).
4.3 We aim to provide competitive, value-for-money pricing. Pricing reflects product cost, availability, route selection, and any customs or documentation requirements applicable to the agreed delivery terms.

5. VAT, duties and taxes

5.1 VAT is applied where applicable in accordance with relevant legislation and will be stated on the invoice.
5.2 Customs duties, import VAT and similar charges will be handled in accordance with the agreed Incoterms and will be included or excluded as specified in the quotation/invoice.

6. Delivery, Incoterms and performance

6.1 Delivery terms (including Incoterms where used) are confirmed per quotation/invoice and may vary by destination and route.
6.2 DDP (Delivered Duty Paid) can be provided for UK and EU destinations where import is required and where expressly agreed in the quotation.
6.3 For other global destinations, delivery terms may be agreed as DAP, FCA, EXW or other Incoterms, depending on local requirements and the chosen route.
6.4 Delivery dates and lead times are estimates unless we confirm them in writing as guaranteed. We are not liable for delays caused by carriers, customs clearance, force majeure events, supplier disruption, or other factors outside our reasonable control.
6.5 We may make partial deliveries unless the Buyer declines partial delivery in writing prior to order acceptance.
6.6 The Buyer must provide accurate delivery details and ensure safe access for delivery. Any re-delivery, storage or carrier charges caused by incorrect details or failed delivery attempts may be charged to the Buyer.

7. Risk and title (ownership)

7.1 Risk of loss or damage passes to the Buyer in accordance with the agreed delivery terms (or, for domestic supplies where no Incoterms are stated, on delivery to the agreed address).
7.2 Title to the Goods remains with us until we receive payment in full for the Goods and any related charges.

8. Payment terms

8.1 Unless agreed otherwise in writing, payment is due Net 30 days from the delivery date.
8.2 The Buyer must ensure the full invoiced amount is received. All sender and intermediary bank charges are borne by the Buyer.
8.3 If payment is late, we reserve the right to charge statutory interest and recovery costs in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 (as amended), and/or suspend further supplies until amounts due are paid.

9. Inspection, shortages, damage and incorrect items (claims)

9.1 The Buyer must inspect Goods promptly on receipt.
9.2 Any claim for shortage, damage, incorrect items or visible defects must be notified to us in writing within 3 business days of delivery, with supporting evidence (e.g., photos, delivery notes, packaging condition, batch/serial details where applicable).
9.3 Claims notified after this period may be rejected, particularly where investigation is no longer possible with the carrier/supplier.
9.4 This clause does not affect statutory rights that cannot be excluded under applicable law, but these Terms are intended for B2B transactions.

10. Returns

10.1 Returns are accepted only with our prior written approval and may be subject to restocking/handling charges.
10.2 Goods must be returned unused, in original packaging, and in re-saleable condition unless the return is due to our confirmed error or confirmed defect.
10.3 Special-order/non-stock items may be non-returnable unless agreed otherwise in writing.
10.4 The Buyer is responsible for return shipping unless we confirm otherwise.

11. Warranty and product information

11.1 Where a manufacturer warranty applies, it will pass through to the Buyer subject to the manufacturer’s terms and conditions.
11.2 We may assist the Buyer with warranty claims where reasonable, but the manufacturer remains responsible for warranty performance unless we agree otherwise in writing.
11.3 Product descriptions, technical data and specifications are provided in good faith; however, the Buyer is responsible for verifying suitability for its intended purpose.

12. Limitation of liability

12.1 Nothing in these Terms limits liability for fraud or for death or personal injury caused by negligence where such limitation is not permitted by law.
12.2 Subject to clause 12.1, to the fullest extent permitted by law:
(a) we are not liable for indirect, special or consequential loss, loss of profit, loss of production, loss of business, or costs arising from downtime; and
(b) our total liability for any claim (whether in contract, tort or otherwise) shall not exceed the invoice value of the Goods/Services giving rise to the claim.

13. Force majeure

We shall not be liable for any failure or delay in performance due to events beyond our reasonable control, including (without limitation) supplier disruption, carrier delays, customs delays, strikes, acts of God, war, sanctions, changes in law or regulation, or other force majeure events.

14. Compliance, export controls and sanctions

The Buyer agrees to comply with applicable export controls, sanctions and regulatory requirements. We may refuse or cancel supply where compliance requirements prevent performance.

15. Confidentiality

Any non-public commercial information shared between the parties in connection with quotations, pricing, supply routes or supplier details shall be treated as confidential, unless disclosure is required by law.

16. Contracting entity

The contracting Vestra entity depends on delivery destination and will be confirmed in the quotation and invoice.

17. Governing law and jurisdiction

These Terms of Sale and any disputes arising from them are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction, unless agreed otherwise in writing for a specific transaction.