1. These general terms and conditions of sale apply to all sales by Deltex BV, with registered office at Dennenlei 5, 2900 Schoten, Belgium and with company number 0752.726.532, to the exclusion of any terms and conditions of the buyer.
ā
2. We sell fresh, frozen and derived products of animal origin including (non-exhaustively) fish, meat, fruit and vegetables for processing into products for animal or human consumption (the ‘Products’). Unless expressly agreed otherwise, we make no guarantees about the quality or characteristics of our Products other than that they comply with applicable, directly binding European and Belgian legislation. If the Products are required to have specific characteristics or must comply with certain national legislation or non-binding directives, this must be expressly requested when placing the order and confirmed by us.
ā
3. Our invoices are payable in cash and without discount in Antwerp within 14 days from the invoice date, unless agreed otherwise. Late payment shall automatically incur interest in accordance with the Law of 2 August 2002 on combating late payment in commercial transactions from the due date. In addition, by way of liquidated damages, the invoiced amount will be increased by 10%, with a minimum of € 50.
ā
4. If an invoice is not disputed in writing within 5 business days of the invoice date, it shall be deemed to be accepted.
5. The Products remain our property until full payment of the sales price (incl. accessoria). In case of resale, we reserve the right to claim the sum corresponding to the value of the resold Products. The retention of title is transferred on the re-sale price. Once the Products are delivered, the purchaser bears all risks, including cases of force majeure and destruction, and the sole responsibility for conservation. Any non-payment may result in the recovery of the Products. Any act by the purchaser contrary to this article is subject to the provisions of article 491 of the Criminal Code.
6. Communicated delivery times are merely indicative. The Products are always delivered at the risk and peril of the buyer, even when ordered free at warehouse. If the Products are to be transported or packaged in a particular manner, this must be expressly stipulated when the order is placed and confirmed by us.
7. We reserve the right to change our prices and delivery conditions at any time without prior notice. Such changes shall apply to all subsequent orders.
8. Unless otherwise agreed, our sales are based on the total weight as stated on the packaging and/or our delivery notes. If that weight differs from the order, the price will be adjusted, but the customer will not be entitled to compensation or a right to terminate the contract. Complaints concerning damage or abnormal weight loss must be made immediately upon delivery of the Products and will only be considered after our on-site verification.
9. Given their perishable nature, other complaints about the quality or non-conformity of the Products - which could not be established at the time of delivery - must be reported as soon as possible and at the latest within 24 hours after delivery for fresh products and 48 hours for frozen products. To the extent possible, a complaint must be supported by documentary evidence and the Buyer must make the Products available for inspection by us.
10. In the event of an unfounded refusal of the ordered Products by the buyer, a lump-sum compensation amounting to one-fifth of the invoice price shall be due, unless we prove a higher actual damage. We reserve the right to cancel an order placed by the customer without compensation if it is impossible or unreasonably burdensome or difficult to deliver the Products ordered. If the purchase price has already been paid, it will be refunded.
11. We shall only be liable for direct, material damage caused by gross or intentional error or negligence on our part or on the part of our appointees in the performance of the contract. Under no circumstances can our appointees be held directly (extra)contractually liable. In any case, our liability is limited to a maximum of the invoice price.
We shall not be liable for failures in our obligations resulting from force majeure or exceptional circumstances beyond our reasonable control, including (non-exhaustively) the refusal and/or inability of suppliers to deliver, a food crisis, production interruptions and factory breakdowns, transport problems, strikes, work disruptions or other social conflicts, pandemic, riots and war, even if these circumstances were foreseeable.
12. The personal data we receive from you will always be processed in accordance with the General Data Protection Regulation ((EU) 2016/679). More information on this can be found in our data protection policy. https://www.deltex.be/general-5
13. These general terms and conditions are governed by Belgian law, with the exclusion of the Vienna Convention on Contracts for the International Sale of Goods of 11 April 1980 and the New York Convention on the Limitation Period in the International Sale of Goods of 14 June 1974. All disputes between the parties shall fall under the exclusive jurisdiction of the courts of Antwerp, Antwerp division.