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Terms & conditions

GENERAL TERMS AND CONDITIONS OF SALE AND DELIVERY

By placing an order the buyer accepts exclusively the validity of the following terms and conditions of sale and delivery without taking into account any general terms and conditions of purchase which might appear on its own commercial forms.

1. OFFERS All offers are without obligations and valid for 60 days.

2. ORDERS An order, even if received through intermediaries and agents, shall be binding upon the seller only after its written confirmation. The issue of a pro-forma invoice may not be regarded as a written confirmation. The buyer shall provide a legally valid billing address with a correct (if applicable intra-Community) VAT number or company number. This address also applies as a delivery address, unless otherwise agreed.All agreements are deemed to have been concluded at the address of the seller’s registered office.

3. CANCELLATION An order can be cancelled or suspended by the seller, without compensation being payable, even if it has already been confirmed in writing: a) when the buyer has not fulfilled an earlier commitment; b) when the information obtained is not considered satisfactory by the seller; c) in the case of force majeure, crop failure or failed harvest. The following is understood to constitute force majeure: war, strike, lockout, rebellion, mutiny, unfavourable weather or weather forecast and all circumstances that prevent normal delivery and/or shipment of goods. When the buyer cancels an order in whole or in part, it is obliged to pay the lost trading profit to the seller with a minimum of 20% of the cancelled amount with the right to increase if the seller can provide evidence of a larger loss.

4. PRICES Unless explicitly agreed otherwise the prices are fixed in EURO excl. VAT. Prices are net, from the seller’s business, thus without discounts, freights or packing. Any later price changes automatically cause previous prices to become invalid.

5. GROWTH GUARANTEES Further growth and blossoming are NOT guaranteed. The Plant Passport and phytosanitary certificate issued by the competent Belgian Plant Health Services (FASFC) is valid between the parties even in case the goods are rejected by the authorities of the destination country.

6. SPECIES AND SIZES In the event that delivery of the ordered and confirmed species and sizes is not possible, the seller has the right to replace these with the nearest equivalent, unless otherwise agreed.

7. DELIVERY Delivery times are approximate and not binding and are only communicated as information, unless explicitly agreed otherwise. The goods are accepted or deemed to be accepted at the seller's business. The full shipping instructions must be provided by the buyer together with the order. Insofar as the buyer has provided no or incomplete instructions with the order, shipment will be made according to the ability of the seller in the interest of the buyer. The packaging costs and other advanced costs (including freight costs) are charged at cost price and charged cash on delivery.

8. RISK AND INSURANCE The risk passes to the buyer when the goods are handed over to the carrier. The goods travel at the expense and risk of the buyer. They are only insured either against normal transportation risks or against 'ALL RISKS' (as described in the insurance policy), pursuant to the buyer's explicit and written order and at its expense, insofar as the insurance order is accepted by a local insurance company.

9.COMPLAINTS AND LIABILITY In the event of transport damage or shortcoming, the buyer must take redress immediately after the arrival of the goods against the carrier and the insurance company with the inclusion of a protocol by an authorized damage agent. Other complaints can only be considered if they are sent by registered letter within 8 (eight) days after the arrival of the goods. Under no circumstances will the seller's liability extend beyond the invoice value of the goods; in no instance shall the seller be liable for any form of consequential damage. The uncontested part must in any case be paid according to the conditions stated below (10. Payment). All claims against the seller expire and lapse after 1 year after delivery. The Buyer indemnifies the Seller against all claims from its own customers or from third parties related to the goods delivered by the Seller.

10. PAYMENT The goods are payable, net without discount, either against cash on delivery or against irrevocably confirmed documentary credit, unless agreed otherwise.In the absence of an express agreement, payment must be made no later than 30 (thirty) days after the invoice date, net without discount. The goods remain the property of the seller until full payment has been made. In the event of late payment, interest of 1% per month is owed by law without notice being required.In addition, the buyer remains liable for any exchange rate loss caused by the delay. The amount of unpaid invoices will, by way of compensation, be legally increased by 15%, subject to a minimum of EUR 100.00, from the day following the due date of the invoice, without prior notice and without prejudice to the principal sum, interest on arrears, and all collection, reminder and prosecution costs.

11. PAYMENT GUARANTEE The seller can always require a payment guarantee, which will be issued by the buyer's bank. The seller can also request a payment in advance.This gives no reason to cancel or suspend the order.

12. JURISDICTION AND APPLICABLE LAW The relationship and agreement between parties, including with regard to the existence, validity and interpretation thereof, are governed exclusively by Belgian law. The Belgian judges, in Ghent (if relevant Ghent department), have exclusive jurisdiction to hear all disputes arising therefrom.The Seller also has the option to summon the Buyer before the court of its place of residence.


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