SECTION A: BUSINESS & WHOLESALE TERMS

CONDITIONS OF SALE: VIA GI LTD (WHOLESALE)

1. BASIS OF SALE
1.1 The Order constitutes an offer by the Buyer to purchase Goods in accordance with these Conditions. The Order shall only be deemed accepted when Via Gi Ltd (“the Supplier”) issues a written acceptance.
1.2 These Conditions constitute the Entire Agreement. The Buyer acknowledges it has not relied on any statement, promise, or representation not set out in this contract.

2. SPECIFICATIONS AND QUALITY
2.1 Samples: Any samples provided are for illustrative purposes only. The bulk delivery may vary within commercially reasonable tolerances typical of agricultural Mediterranean produce.
2.2 PDO Status: The Supplier warrants that Aegina Pistachios are sourced from the island of Aegina. No other warranty regarding "fitness for a particular purpose" or "merchantable quality" is provided beyond statutory requirements.

3. DELIVERY AND "TIME AT LARGE"
3.1 Delivery is completed on the arrival of the Goods at the Buyer's premises (Incoterms 2020: DAP, unless otherwise agreed).
3.2 Time of delivery is not of the essence. The Supplier shall not be liable for any delay in delivery that is caused by a Force Majeure Event or the Buyer's failure to provide adequate delivery instructions.
3.3 Installments: The Supplier may deliver by installments. Any delay or defect in one installment shall not entitle the Buyer to cancel any other installment.

4. ACCEPTANCE AND REJECTION (STRICT 24-HOUR WINDOW)
4.1 The Buyer must inspect the Goods immediately upon delivery.
4.2 Notice of Defects: The Buyer must notify the Supplier in writing of any shortages or quality defects within 24 hours of delivery.
4.3 Deemed Acceptance: Failure to notify within this window constitutes absolute acceptance. The Buyer shall have no further right to reject the Goods or claim damages.

5. PRICE AND PAYMENT (STRICT ENFORCEMENT)
5.1 The price of the Goods shall be the price set out in the Order Confirmation. Prices are exclusive of VAT and any applicable import duties/levies.
5.2 Time for Payment: Payment is due in full within [e.g., 14/30] days of the invoice date.
5.3 Interest on Late Payment: The Supplier reserves the right to charge interest on overdue sums at the rate of 8% per annum above the Bank of England base rate (pursuant to the Late Payment of Commercial Debts (Interest) Act 1998).

6. RETENTION OF TITLE
6.1 Title: Ownership of the Goods shall not pass to the Buyer until the Supplier receives payment in full (in cash or cleared funds) for the Goods and any other goods that the Supplier has supplied to the Buyer.
6.2 Right of Entry: Until title passes, the Supplier may enter any premises of the Buyer to recover the Goods.

7. LIMITATION OF LIABILITY (B2B PROTECTION)
7.1 The Supplier’s total liability to the Buyer in respect of all losses arising under or in connection with the Contract shall in no circumstances exceed 100% of the price of the Goods paid by the Buyer under that specific Order.
7.2 Excluded Losses: The Supplier shall not be liable to the Buyer for:
* Loss of profits;
* Loss of sales or business;
* Loss of agreements or contracts;
* Any indirect or consequential loss.

8. FORCE MAJEURE
8.1 The Supplier shall not be liable for any failure to perform its obligations where such failure results from a "Mediterranean Supply Chain Event" (including crop failure, maritime strikes, or Suez/Customs delays).

9. TERMINATION
9.1 The Supplier may terminate the contract or suspend further deliveries immediately if the Buyer fails to pay any amount due or enters into any form of insolvency or administration.

10. JURISDICTION
10.1 This Agreement shall be governed by the laws of England and Wales and is subject to the exclusive jurisdiction of the London courts.

SECTION B: CONSUMER TERMS

In compliance with the Consumer Rights Act 2015 and the Consumer Contracts Regulations 2013.

TERMS AND CONDITIONS OF SALE: VIA GI LTD (CONSUMER)

1. OUR CONTRACT WITH YOU

1.1 The Order: When you click "Place Order," you are making an offer to buy. Our acceptance takes place when we email you a Shipment Confirmation, at which point a legally binding contract is formed.
1.2 Eligibility: By ordering, you confirm you are at least 18 years of age and a resident of the United Kingdom.

2. PRODUCT DESCRIPTION & QUALITY

2.1 Nature of Goods: Our pistachios are natural agricultural products. While we guarantee they are sourced from Aegina, Greece, you acknowledge that natural variations in size, color, and texture are normal and not considered faults.
2.2 Satisfactory Quality: We are under a legal duty to supply goods that conform with this contract, are of satisfactory quality, and match the description provided on our website.

3. DELIVERY

3.1 Delivery Charges: All shipping costs are clearly displayed at checkout before you complete your purchase.
3.2 Responsibility: We are responsible for the goods until they are delivered to the address you provided. If a parcel is lost or damaged in transit, we will replace it or refund you.
3.3 Delays: As an importer, we sometimes face delays at UK Customs or in the Mediterranean. If we cannot deliver within 30 days of your order, we will notify you and offer a full refund.

4. YOUR RIGHT TO CANCEL (THE "PERISHABLE" EXCEPTION)
4.1 Non-Perishable Items: For non-food items (e.g., gift boxes or merchandise), you have 14 days after delivery to change your mind and return the item for a refund.
4.2 Food Items: Under UK law (Regulation 28 of the Consumer Contracts Regulations 2013), the right to cancel does not apply to goods that are liable to deteriorate or expire rapidly. This means you cannot return pistachios or other food items simply because you changed your mind.

5. FAULTY OR DAMAGED GOODS

5.1 If your products arrive damaged or are unfit for consumption, you have a "Short-term Right to Reject" under the Consumer Rights Act.
5.2 Action Required: Please notify us within 48 hours of delivery with photos of the damage. We will provide a full refund or a replacement at no extra cost to you.

6. ALLERGENS AND SAFETY

6.1 Warning: Our products contain Tree Nuts (Pistachios). Our facility may handle other allergens (seeds, other nuts).
6.2 Storage: Once delivered, you are responsible for storing the products in a cool, dry place. We are not liable for spoilage caused by heat or moisture exposure after delivery.

7. PRICE AND PAYMENT
7.1 Prices include VAT where applicable.
7.2 If we discover a pricing error (e.g., £1.00 instead of £10.00), we are not obliged to supply the goods at the incorrect price and will contact you to confirm the correct price or cancel the order.

8. OUR LIABILITY TO YOU

8.1 We do not exclude or limit our liability for death or personal injury caused by our negligence, or for fraudulent misrepresentation.
8.2 We only supply goods for domestic and private use. We are not liable for any business losses (e.g., if you used our nuts in a cake you sold to a third party).

9. HOW WE USE YOUR PERSONAL INFORMATION

9.1 We will only use your personal data as set out in our Privacy Policy.

10. GOVERNING LAW

10.1 These terms are governed by English law. You can bring legal proceedings in the English courts.