General terms of sale

1. These general terms and conditions of sale form a whole with the concluded sale and the buyer is aware of these terms and conditions and has approved and accepted them expressly and without reservation. The invoice and sales conditions of Jermayo N.V. apply in their entirety and without exception to all its quotations, orders, invoices and legal relationships, by whatever name. Insofar as the buyer would refer to other conditions in his offer or acceptance, the applicability thereof is explicitly rejected, and only the conditions of Jermayo apply.
2. The Dutch text of these terms and conditions prevails and in the event of any discrepancies or ambiguities in the translation, the Dutch text will prevail.
3. The offers of Jermayo NV are only valid for a period of 30 days and can always be revised by Jermayo NV in the circumstances provided for in article 17. Additional wishes of the buyer, unforeseen circumstances, additional difficulties and anything not expressly stated in the quotation is not included in the price.
4. The delivery period set by Jermayo N.V. is only indicative and exceeding these periods cannot give rise to compensation or give rise to unilateral dissolution of the agreement.
5. Jermayo N.V. is not liable for late deliveries caused by force majeure, such as, but not limited to: strike, fire, illness or accident among the personnel of Jermayo N.V., telecommunication problems, business disruption or shortcomings of suppliers of Jermayo N.V.
6. As soon as force majeure occurs, Jermayo N.V. is unilaterally authorized to extend the agreed periods as much as is reasonable in connection with the force majeure factor that has occurred. In the event of force majeure, the buyer has no right to terminate the agreement or compensation.
7. The ordered goods are transported at the risk of the buyer, even in the case of free sale. Any weight loss, damage or destruction during transport is at the buyer's expense.
8. The buyer undertakes to purchase the contracted quantity within the agreed term. Unless otherwise stipulated, it has been agreed between the parties that the contracted quantity of each product is available according to an even distribution over time.
9. The buyer is obliged to thoroughly inspect the products for weight, quality and / or defects immediately after delivery and to inform Jermayo N.V. immediately in writing in the event of deviating findings. A complaint regarding the quantity of products delivered must be noted on both the consignment note and the delivery note upon delivery. If the buyer does not point out to Jermayo NV within 48 hours after delivery of the products that the quality is insufficient and / or defects that could be noticed during a thorough examination, the buyer is deemed to agree with the condition in which the product was delivered any right to complain expires. Oral complaints must be specified by the buyer in writing at the request of Jermayo N.V. within a period of 24 hours after the oral complaint submitted. Jermayo must be enabled to check submitted complaints; complaints that cannot be demonstrated will not be accepted. If, in the opinion of Jermayo N.V., the complaint is correct, Jermayo N.V. will pay fair compensation up to a maximum of the net invoice value of the products delivered.
Defects in the goods delivered by Jermayo N.V., which could not be discovered within 48 hours of receipt, must be reported in writing to Jermayo N.V. within 7 days after the deviation was established, with details about the nature of the problem.
10. Slight variations in quality, color, smell, taste and texture, which are customary in the industry or are technically unavoidable, do not constitute a basis for complaints.
11. Jermayo N.V. does not accept returns without prior written agreement.
12. The deposit for the packaging will be charged in the same way as the goods, unless otherwise agreed by mutual agreement. The guaranteed packaging remains the property of Jermayo N.V. It is mandatory to return it carriage paid to its warehouse within two months after the date of delivery of the goods. They must bear all original labels and marks. When returning, the packaging must be in perfect condition, both inside and out, hermetically sealed, not soiled, and completely empty. They may not contain any products other than those for which they were invoiced. If the foregoing is not complied with, the deposit will not be refunded to the buyer and Jermayo N.V. has the right to refuse to take back the guaranteed packaging. The wear and tear and cleaning costs will, however, be deducted from the refund of the deposit.
13. The buyer is obliged to treat and use our products in accordance with the rules of the art and the special application methods that are assumed to be known. Incorrect application or use for purposes other than those originally stated, excludes any responsibility of Jermayo N.V. Jermayo N.V.'s liability is limited to the quality of the products.
14. The purchaser is aware that no metal detection will be performed on bulk consumer packaging that is not intended for direct sale to the consumer.
15. Unless otherwise written, the invoices are payable in cash and at the home of Jermayo N.V.
16. Any delay in payment will automatically and without notice of default entail an interest for late payment, as stipulated in the law on late payment in commercial transactions of 2.8.2002. In the event of non-payment or late payment, a fixed compensation of 10% will be owed on the unpaid invoice, ipso jure and without notice of default, with a minimum of 40 € to reimburse the additional administrative operations and other costs that are the result of the default.
17. Jermayo N.V. is always entitled to unilaterally adjust its selling prices if sudden events give cause to do so. Such events are: crop failures, war (threat) - also in countries other than Belgium -, strikes, natural disasters or - if not a natural disaster - natural events with serious consequences, long-term internal or external breakdowns (electricity, water, ...), rise in raw material and auxiliary material prices, and so on. Jermayo N.V. will immediately inform the buyer of this in writing.
18. Jermayo N.V. charges for any change in private label labels, by necessity (legislation) or specified by the buyer, unless otherwise stipulated in the mutual agreement with the buyer.
19. Jermayo N.V. reserves the right to charge for the goods as they are delivered. If a delivery is not paid on the due date, Jermayo N.V. has the right to suspend the deliveries still to be made.
20. The delivered goods remain the property of Jermayo N.V. and can be taken back as long as the invoice has not been paid in full.
21. In case of cancellation of an order by the buyer, even if this cancellation is only partial, the buyer is obliged to pay compensation equal to the loss suffered by Jermayo NV if Jermayo NV has already commenced the execution or preparing the order.
22. If the solvency of the buyer is called into question, such as in the event of non-payment or late payment of invoices, Jermayo NV reserves the right to impose a prior payment or to request securities for deliveries still to be made, where in default Jermayo NV is entitled to immediately unilaterally dissolve the agreement.
23. Subject to prior written consent, the buyer is bound not to use or not use all data, which are directly or indirectly obtained in connection with the order in the broadest sense (including manufacturing, processing or use methods, recipes, technical data sheets). by playing to third parties.
24. Jermayo N.V. is only liable for intent or serious error, and the compensation amounts to a maximum of the net invoice value of the products delivered, in any case. Consequential damage will not be reimbursed.
The directors of Jermayo N.V. can never be more openly accountable than the implemented and intervening directors' liability insurance.
25. Should any provision of these general terms and conditions prove to be wholly or partially invalid, the other provisions of these general terms and conditions will remain in full force. In such a case, the parties undertake to make a new valid arrangement instead of the invalid provision, which approaches the purpose of the invalid provision as closely as possible.
26. In the event of a dispute, only the courts of the Antwerp district, Mechelen division have jurisdiction. Only Belgian law applies to transactions with Jermayo N.V.