These General Conditions of Supply apply to all offers, sales agreements and supplies. In these conditions the word “Euroherbs” refers to the private limited liability company EuroherbsPharmacy BV, located in Pijnacker, The Netherlands. The Buyer cannot refer to deviating or contrary conditions that might appear in any correspondence, documents, purchase orders, forms and the like of the Buyer.
An agreement of whatever nature comes into being only after its explicit acceptance by Euroherbs. Such explicit acceptance will be evidenced by Euroherbs written confirmation, or by the fact that Euroherbs implements the agreement.
The orders can be forwarded to Euroherbs by fax, email, telephone or in writing. Euroherbs will make its best to consider an as quick as possible delivery date. In case of late delivery Euroherbs should be summoned and still be granted a reasonable period for compliance.
Euroherbs reserves itself the right to reduce the quantity to be supplied or to cancel ordered supplies, if it would turn out that its suppliers would not supply these products to it or that the products are supplied in an insufficient quantity. This does however not give the Buyer a right to claim damages.
All prices are given in euro (€) and are exclusive of VAT, of other levies by the authorities and of shipping costs. Each supply of products should, unless otherwise agreed upon, be paid within 14 days following the date of the invoice. If the Buyer exceeds any deadline for payment, it will always be immediately in default, without any summons being required to this end. Euroherbs reserves itself the right, besides other rights and legal remedies, to suspend any further supplies within the frame of the agreement should the Buyer fail to pay a supply of products on the date scheduled for payment. If at such date no payment has been made, the Buyer, will, without prejudice to any other rights of Euroherbs, owe interests on the amount due as from such date. In such case the other party will owe Euroherbs an interest on overdue payment equal to the legal monthly interest rate, whereby part of a month is considered as a full month. If the Buyer does not pay (completely) or in time, all measures to be taken by Euroherbs before the courts as well as outside the courts, insofar as they are meant to induce the Buyer to proceed to the payment, will be at the Buyer’s expenses, with a minimum of €40.00 per invoice. Orders that are supplied to third parties on request (e.g. therapist for patient) are and remain the purchaser/principal’s responsibility until full payment, including the associated costs.
5. Delivery costs
Shipping costs based on the current costs.
6. Reserve of property
As long as the Buyer did not proceed to the full payment of the purchase price, the products will remain Euroherbs property and the Purchaser will have no right to resell them.
7. Advertising and liability
Upon receipt of the products the Buyer should check them thoroughly as far as completeness and/or defects are concerned. The Buyer has to notify any incompleteness and/or defects in writing within 5 days following the supply, if not it will be assumed that the products are complying in quantity and in quality. The products in question can only be returned with Euroherbs prior consent in writing. Damaged products/packages are not taken back. Euroherbs liability vis-à-vis the Buyer as far as the supplied products are concerned is limited to the replacement of the supplied faulty products, whereby it will bear the costs thereof. The scope of this liability is limited as a maximum to the amount of the invoice, exclusive of VAT. The Buyer will protect Euroherbs against any claims of third parties about damage relating to or resulting from (the use of) products supplied by Euroherbs, unless the prejudice was due to a shortcoming of Euroherbs. As a matter of principle the supplied products are not take back.
8. Force majeure
If Euroherbs experiences a case of force majeure as a consequence of which it would not be able to comply with its obligations, it is entitled, without judicial intervention, either to suspend the performance of the agreement or to undo the agreement as a whole or partly if the situation of force majeure lasts for more than 2 months, without having to pay any damages with this respect. Immediately after the occurrence of the situation of force majeure Euroherbs should inform the Buyer thereof. Is to be understood as “force majeure”: any circumstance, whether foreseeable or not, that cannot be attributed to Euroherbs and might prevent it from complying wholly or partly with its obligations or due to which such compliance cannot reasonably be expected from Euroherbs. Are among others considered as such: wars or similar situations, riots, sabotage, boycott, strike, occupation, blockade, damage to or failure of facilities of Euroherbs and its suppliers, transport problems, interruptions in the telecommunications, official measures, natural catastrophes, fire or explosion.
9. Applicable law; Jurisdiction
The Dutch law is exclusively applicable on all agreements, at the exclusion of the Treaty of the United Nations in matter of international purchase agreements relating to movables dated 11 April 1980. All litigations resulting from the agreement or in relationship with it are submitted to the decision of the competent judge in the district where Euroherbs has its registered office, without prejudice to Euroherbs right to summon the Buyer before the judge competent for the Buyer’s domicile.
Pijnacker, June 2016