General Conditions of Sale

1)      These general conditions of sale are provided or sent to buyers systematically so they can place their orders.   By placing an order, the buyer therefore confirms their full consent without any reservation to these conditions of sale, with the exception of all other documents that are for information purposes only.   Notwithstanding the seller’s formal and written acceptance, no special conditions may prevail over the general conditions of sale.  Conditions to the contrary or conflicting conditions of the buyer therefore cannot be put forward as an objection against the seller, unless they are accepted explicitly by the seller, regardless of the time when these conditions were communicated to the buyer.   The fact that the seller at any given time does not rely upon any general condition of sale does not mean that the seller waives its right to rely upon any stated condition at a later date.

2)         The prices are exclusive of any taxes, duties and costs.

3)         The minimum invoice amount per order totals 1000euro excluding VAT.   Administrative charges (80euro) and transport costs (according to the applicable rates of the carrier) are automatically charged for orders with a lower invoice amount.

4)         Our offers are always without obligation, unless provided otherwise in writing.  Our delegates, agents or representatives are not authorized representatives.  Any commitment or acceptance on their part will only be binding on us after we have confirmed this.

5)         In the event of important changes to the prices of raw materials or any other factors whatsoever, price changes during the course of the calendar year will be inevitable. In that case, a new negotiation will immediately take place after the announcement of this price change.

6)         The buyer is the sole party responsible for putting the product into circulation in accordance with the regulations that apply to their territory or in a certain geographical area.   The buyer is also the sole party responsible for the capacity of their food application in order to integrate the product sold by the seller, particularly in the general phase of the industrial process and in the compatibility with other ingredients.  The warranty provided by the seller has been stated explicitly on the product’s information sheet, which is provided with every offer.   If one of the elements stated in the information sheet is not complied with, and subject to explicit and fact-based evidence that is acknowledged by both parties, the seller’s liability is strictly limited to replacement of the end products.  In all other cases, the buyer is therefore the sole party liable of obligations and the applications of the seller’s products in their production process or that of their customers and partners.

7)         Unless agreed otherwise in writing, our delivery periods are indicative only and are not binding.  A delay in delivery does not entitle to a penalty or cancellation of the order.

8)         In the case of damage or actual or suspected theft of the packages upon delivery, the buyer is obliged to record all reservations in writing on the delivery note or on the CMR consignment note of the carrier, and to inform the seller of this withing 48 hours.

9)         The goods are considered to have been approved if a complaint has not been received by registered post within eight days of receipt of the goods.  Invoices are considered to have been accepted if no written objection has been lodged within eight days of receipt of the invoice.

10)       Transfer of title to the product is postponed until the time of full payment of the prices of the products by the customer of both the principal sum and the additional amounts, even if payment in instalments is allowed.  Despite this provision, the risks of the goods are transferred to the buyer upon delivery of the goods.

11)       The method of preparation of the seller is fully owned by the seller, even if it contains ingredients and by-products of third parties.  An exclusive right of use is also possible subject to an explicit and written agreement.   No buyer or customer may rely upon a proprietary element of or demand a full or partial property right to our method of preparation.

12)       The place of payment is the location of the company.  We will not derogate from this condition by using negotiable instruments.

13)       The prices apply for payment in cash or payment with due observance of the payment term.

14)       If an invoice has not been paid on the due date, the buyer will owe compensation by operation of law of 15% of the invoice amount plus statutory interest without notice of default being required.

15)       On the event of disputes, the court of Antwerp will have sole jurisdictions.