General Terms and Conditions

Language of Interpretation:

These General Terms and Conditions are provided in the English language. The English version of these terms shall be the sole and binding text for the interpretation, understanding, and enforcement of all rights and obligations arising from these terms. In the event of any discrepancy or inconsistency between the English version and any translated versions, the English version shall prevail.

Section 1. Applicability and Validity:

1.1 These General Terms govern all offers, orders, and agreements whereby Van der Does Spice Brokers B.V. (hereinafter referred to as the "Broker") acts as an intermediary between a Buyer and a Seller to facilitate the formation of an agreement concerning the sale and purchase of spices, herbs, seeds, dehydrated vegetables, and materials for the food industry (hereinafter referred to as the "Agreement").

1.2 Any deviations or additions to these General Terms or the Agreement are valid only if explicitly confirmed in writing by the Broker.

Section 2. Formation of an Agreement:

2.1 All offers, quotations, and price proposals provided by the Broker are non-binding, unless otherwise specified.

2.2 The Seller and/or the Buyer become legally bound once the Broker confirms an offer or order through phone, email, messaging service, or letter. The Broker's confirmed offer or order (the "Agreement") remains valid even if a separate written confirmation from the Buyer or Seller is not received.

2.3 The Broker is authorized to act as an intermediary for both the Seller and the Buyer in relation to the Agreement.

Section 3. Amendment of an Agreement: Modifications and supplements to concluded Agreements are effective only upon explicit written confirmation by the Broker.

Section 4. Duration and Termination of an Agreement: The Agreement is established for a specified duration or particular sale and purchase, unless stated otherwise.

Section 5. Commission, Invoicing, and Payment:

5.1 The Seller is obligated to pay a commission to the Broker upon the formation of an Agreement between the Buyer and the Seller. Commissions are payable regardless of whether the Agreement is fulfilled.

5.2 The commission's scope is to be mutually agreed upon in writing (within the Agreement) between the Broker and the Seller.

5.3 The commission is calculated based on the total amount specified in the Agreement, unless indicated otherwise. Invoicing occurs upon Agreement conclusion.

5.4 Commission payment is due within 15 days from the invoice date, without offsetting or suspension on any grounds. The Seller's payment obligation persists, even if third-party arrangements for payments are made.

5.5 Failure to fully pay owed amounts within the agreed timeframe results in default without further notice. In such cases, interest on the unpaid amount accrues from the due date at a rate equal to the statutory interest plus three percent, without prejudice to the Broker's other rights.

5.6 In case of non-payment within the stipulated period, the Broker is entitled to recover the invoiced amount judicially. The associated costs, set at a minimum of 25% of the claim, are borne by the Seller.

Section 6. Force Majeure:

6.1 Force majeure refers to circumstances beyond the Broker's direct control or reasonable foresight that temporarily or permanently prevent fulfilling Agreement obligations. This includes government measures, war, strikes, natural disasters, and supply chain disruptions, among others.

6.2 In case of force majeure, the Broker can suspend obligations to the Buyer or the Seller or dissolve the Agreement partially or entirely at their discretion, without judicial intervention and without incurring liability.

6.3 Experiencing force majeure on one or several occasions doesn't affect the Broker's right to suspend or dissolve the Agreement in subsequent force majeure instances.

Section 7. Warranties:

7.1 Statements made by or on behalf of the Broker regarding the quality, composition, application, and properties of delivered goods as specified in the Agreement are considered warranties only if explicitly confirmed in writing as such by the Broker.

7.2 The Broker does not guarantee that delivered goods are suitable for the Buyer's intended purpose, even if communicated, unless otherwise agreed in writing.

Section 8. Liability:

8.1 The Buyer and/or the Seller indemnify the Broker against any liability arising from the Broker's intermediation during Agreement formation, execution, or fulfillment.

8.2 The Broker is not liable for damages resulting from delays or consequential losses, including lost profits or savings.

8.3 The Buyer and/or the Seller release the Broker from third-party claims. Neither the Broker's employees nor third-party agents employed by the Broker can be held liable.

Section 9. Disputes and Applicable Law:

9.1 Unresolved disputes concerning Agreements between the Broker and the Buyer or Seller are subject to the jurisdiction of the competent court where the Broker is registered. The Broker retains the right, however, to submit a dispute to the jurisdiction where the Buyer or Seller is registered.

9.2 The Agreement is governed by Dutch law, unless otherwise agreed upon.

Disclaimer: This website is protected by copyright. Any reproduction, printing, or downloading of textual or graphic material is subject to a license granted by Van der Does Spice Brokers BV for personal, non-commercial use only. It is essential that you refrain from altering or removing any copyright, trademark, or proprietary notices. Ownership of all logos and graphic materials rests with Van der Does Spice Brokers BV (unless explicitly stated otherwise), and any unauthorized use is strictly prohibited.

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