Version 1.0 | 01-01-2024
Unless expressly agreed otherwise in writing, the current terms and conditions of sale are:
applies to all current and future sales and purchase agreements between NutriBlends B.V. and buyer (as stated on the order confirmation) for goods as stated on any
order confirmation. No provision in the Buyer's documents (including the terms and conditions)
and conditions) applies to the sales concluded between NutriBlends B.V. and the buyer.
Orders are deemed to be binding on the buyer. The buyer has no right to cancel orders without written permission from NutriBlends B.V. This permission is dependent on:
the payment of all damages caused by the cancellation. Regardless of the right of NutriBlends B.V. enforce execution, the parties agree that a notice of termination compensation of at least 50% of the canceled order for costs and lost income, without NutriBlends B.V. must prove and claim that it has suffered greater damage. All changes to an order must be communicated in writing to within 5 working days of the first order. If NutriBlends B.V. already started with partial or full execution of the order, the buyer cannot withhold the non-execution of the costs.
The transaction will be concluded at the prices stated on the order confirmation. Prices are exclusive of VAT or any other costs whatsoever (transport, packaging, insurance, import and export, taxes, etc.). These costs are borne by the buyer. Prices are subject to fluctuations in the market and therefore not fixed. Orders that have received an order confirmation can no longer be changed in price unless the order is explicitly changed by the customer.
If the trust of NutriBlends B.V. the solvency of the buyer is damaged by indicative events, such as legal proceedings against the buyer, NutriBlends B.V. reserves the right to ask the purchaser for guarantees. If the buyer does not wish to provide these guarantees, NutriBlends B.V. cancel the entire order or part thereof without giving any reason, even if some goods have already been shipped.
All recipes remain 100% property of NutriBlends B.V. This means that the buyer cannot in any way accept NutriBlends B.V. may require that purchased recipes can be sold exclusively to the buyer alone, unless explicitly agreed and signed in writing by both NutriBlends B.V. as a buyer. If there is a written agreement between both parties, this is only legally valid if the buyer has actually already purchased the described products and paid in full at NutriBlends B.V.
Unless otherwise agreed, delivery always takes place at the headquarters of NutriBlends B.V. Shipment to the buyer is at the buyer's risk. Standard delivery consists of bulk (stacked loose products) delivery without box on Euro pallet. If the products are still delivered free of charge without a box, this is a service and not a fixed fact that every order is required to be delivered packed in boxes.
The stated delivery term is indicative. Delays in delivery can under no circumstances give rise to a breach of contract, right to compensation or interest, unless expressly agreed in writing by NutriBlends BV In the event that the work of the purchaser or that of a third party when the delivery of the goods is affected by a case of force majeure, NutriBlends BV not be held responsible for any
problems and/or resulting additional costs on delivery. Unless expressly agreed otherwise in writing, NutriBlends B.V. reserves the right to make partial deliveries.
In the event that the buyer does not collect or refuses to collect the goods within the specified period after notification from NutriBlends B.V. that these are ready, the buyer is liable for the costs of keeping these goods and any interest.
Subject to special agreements, ordered goods are delivered in their original packaging. NutriBlends B.V. reserves the right to adjust products and packaging without informing the buyer. Ordered quantities can be adjusted to meet standard packaging units.
Upon written request, the buyer will receive a copy of the documentation relating to the ordered products. All specifications, recipes, formulations, know-how, marketing concepts and/or product concepts are the private property of NutriBlends B.V. and may only be used by the buyer to the extent necessary for the use of these products. Reproduction or use of this information for any other purpose is prohibited. Failure to comply with this prohibition by the buyer will give rise to a lump sum compensation of EUR 5,000.00 per infringement, without prejudice to the right of NutriBlends B.V. to prove and claim higher damages from buyer.
NutriBlends products are warranted against defects and defects due to manufacturing defects. Accordingly, this warranty does not cover any claim relating to negligence or misuse, product modifications, faulty care or maintenance, or inadequate storage conditions.
This warranty is strictly limited to replacement of parts supplied by NutriBlends B.V. be considered defective. Products that are found to be defective will be returned after written agreement with NutriBlends B.V. be collected free of charge by NutriBlends B.V.
To be accepted, all complaints must be made by certified mail addressed to NutriBlends B.V. within three months of delivery.
In order to be admissible, all complaints regarding incorrect deliveries, missing, damaged or defective goods must be submitted in writing to NutriBlends B.V. to be reported and within eight days (in the case of hidden defects) after discovery of the hidden defect, stating all relevant information, including order and invoice number, description of the defect, description of the damage. Incomplete reports to NutriBlends B.V. are not taken into consideration. Any possible claim is limited to the selling price of the goods in question. The buyer indemnifies NutriBlends B.V. for claims from third parties, such as buyer's customers. Goods can only be returned after written approval from NutriBlends B.V. Goods returned without
written approval will not be credited. Complaints in no way entitle the buyer to suspension or payment of the price, not even partially, nor the right to cancel the entire order or delivery.
The buyer bears the risk of force majeure. In addition, should the implementation of this agreement be hindered or disproportionately burdened by force majeure, the obligations of NutriBlends B.V. suspended.
Force majeure includes: any event that is reasonably beyond the control of NutriBlends B.V. including but not limited to strikes, lockouts, delays or disruptions in transportation, acts of war, riot, fire, orders, ordinances or regulations of any government or administration, inability to obtain natural gas, other fuels or natural resources, supply difficulties, scarcity of (raw) materials or lack of production products, weather conditions that make the execution of the agreement temporarily difficult or impossible. Errors or delays at the expense of the
suppliers of NutriBlends B.V., acts of third parties, one or more manufacturing defects in material from: one of the suppliers of NutriBlends B.V., regardless of whether these problems occur at NutriBlends B.V. or the supplier from whom NutriBlends B.V. obtain goods.
Buyer is not authorized to use the trade name or any brand name or claims explicitly of NutriBlends B.V. to use for their own brand such as informational text or images whatsoever.
All possible disputes that may arise between the buyer and NutriBlends B.V
filed exclusively with the Court of Ridderkerk, the Netherlands. This agreement is governed by Dutch law, with the exception of retention of title, which shall be governed by the law of the buyer's country.
Should the court declare one of the above clauses invalid, the other clauses will continue to apply in full.