Article 1:

The present general terms of the Ltd. International Trading Partners Belgium apply on all offers, orders, and agreements, to the exclusion of the general terms of the customer, unless explicitly otherwise agreed on in writing.

Article 2:

The supply of International Trading Partners Belgium Ltd. is only intended for traders, who wish to buy for professional purposes.

The customer has to confirm each order in writing by submission of an order form, by telex, by fax or by e-mail, or by returning to International Trading Partners Belgium Ltd. a duly signed “pro forma invoice” as referred to below.

International Trading Partners Belgium Ltd. can draw up a document called ‘pro forma invoice’ at its own initiative; such a document only has an informative value and does in no case mean that International Trading Partners Belgium Ltd. accepts the order. However, if the customer returns to International Trading Partners Belgium Ltd. a duly signed “pro forma invoice”, this document will be considered as an order.

Article 3:

Delivery is only compulsory on receipt of either an irrevocable documentary credit, confirmed by a well-known Belgian bank and approved by International Trading Partners Belgium Ltd., providing in payment of said invoice by a well-known reputable and creditworthy bank, or payment by transfer, swift or in cash (cf. article 5 below).

The delivery address is mentioned on the pro forma invoice or on any other document both parties agree on.

The terms of delivery are indicated approximately; International Trading Partners Belgium Ltd. is not responsible for any damage suffered by the customer due to late delivery.

The articles are supplied in the packaging they are usually found in, in the International Trading Partners Belgium Ltd. stores, or in the packaging in witch they are supplied to International Trading Partners Belgium Ltd. by its supplier(s).

At customer’s request, the articles or part of them can be stacked on a pallet, provided that payment is made as mentioned in article 4 paragraph 4 below.

They will be collected at the delivery address mentioned above by the customer, who will take care of loading, shipping, transport etc. at this own expense and responsibility, unless mentioned otherwise on the pro forma invoice.

Unless otherwise agreed, International Trading Partners Belgium Ltd. has no engagement concerning loading, shipping, transport etc.. If International Trading Partners Belgium Ltd. were to proceed to these activities voluntarily, it will not bear the expenses nor the responsibility in this respect.

In case of goods supplied ex works, International Trading Partners Belgium Ltd. will inform the customer as soon as the goods have arrived in its warehouse. With this information, the goods are considered to be supplied.

The customer commits himself to collect the goods within fourteen calendar days after the information mentioned above, or to have them collected; in default OF COLLECTION, he is under obligation of paying International Trading Partners Belgium Ltd. a compensation of 1 Euro per pallet of storage space occupied by the products, ipso jure and without any summons, as from the fifteenth calendar day up to and including the day on which the goods concerned after having provided the information mentioned above.

If food products are concerned that are rapidly perishable, the customer shall collect them or have them collected within 24 hours after having received the information mentioned above; the compensation in case of default amounts to 2 Euro per calendar day and per pallet of storage space occupied by the products.

Moreover, as from the moment International Trading Partners Belgium has provided the said information, it does not incur any liability with regard to storage of the goods concerned, nor with regard to their freshness; International Trading Partners Belgium Ltd. has the right to remove products that have gone bad because they were not collected by the customer, from its warehouses and as waste without being under the obligation of paying any compensation to the customer.

Article 4: prices

Offers are always without liability.

The prices specified in the offer apply on the day the offer is drawn up. The prices remain valid for thirty days, unless otherwise agreed.

The prices are ex Herselt, and only include the packaging mentioned above in article 3 paragraph 4, to the exclusion of all charges and taxes, transport-, courier-and insurance costs, unless otherwise agreed.

One way pallets, packaging material and-time necessary to pack articles on pallets, if so requested by the customer, will be invoiced separately by International Trading Partners Belgium Ltd..

If International Trading Partners Belgium Ltd. supplies certificates and other documents, it will charge an additional lump cost per document.

Invoicing is done including excise duties. It is done excluding VAT in application of the stipulations of article 39 and following of the VAT code and of the regulations in implementation thereof.

If it were to become clear that VAT was due nonetheless because the delivery does not satisfy the regulations mentioned above, International Trading Partners Belgium Ltd. will recover this VAT from the customer.

Article 5: payment

The costumer will pay the amounts invoiced by International Trading Partners Belgium Ltd. to the latter within the term mentioned on the invoice.

The costumer pays International Trading Partners Belgium Ltd. either by irrevocable documentary credit confirmed by a well-known reputable Belgian bank, or by transfer or swift-payment, or in cash, or in any other way provided that he provides an unconditional bank guarantee at first request emanating from a well-known reputable and creditworthy bank for the benefit of International Trading Partners Belgium Ltd., which covers the total amount of each invoice send by International Trading Partners Belgium Ltd. to the customer.

If a bank guarantee at first request is agreed on, the conditions of said bank guarantee(s) should be submitted for approve to International Trading Partners Belgium Ltd. at least three working days before the delivery.

International Trading Partners Belgium Ltd. also has to approve the conditions of the documentary credit before the delivery.

If the terms set for payment is exceeded, the customer owes an interest of 7 % per year on the outstanding amount as from the due date, ipso jure and without summons. Moreover, he owes a compensation of 10 % of the amount concerned, with a minimum of 25 Euro per invoice, ipso jure and without summons, if 1 month after said due date, the invoice concerned still has not been paid (completely).

Article 6:

International Trading Partners Belgium Ltd. only acts as a supplier in respect of the customer: the customer can in no case be considered to be a representative of International Trading Partners Belgium Ltd. in any way.

The delivery to the customer is executed at the delivery address as stipulated in article 3 above: International Trading Partners Belgium Ltd. does not incur any expenses, responsibilities or risks after the delivery to said address.

International Trading Partners Belgium Ltd. does not give a guarantee on the goods it supplied. Neither does it guarantee the conformity of these goods with the regulations in the country they are imported to. International Trading Partners Belgium Ltd. does not give any guarantee on the conformity of packaging, directions, information leaflets etc. with the regulations and/or customs in the destination country either.

Damage to persons because a product did not offer the security one was entitled to expect from it, is not compensated if it was caused by a fault in the product as well as thought fault of the victim or of a person the victim is responsible for.

Strictly accessorily, its guarantee for hidden faults is restricted to payment of compensation to the amount of five percent of the value of the goods concerned.

Is excluded in any case, compensation for all other direct and indirect damages, financial and commercial losses, loss of profit, increase in the costs, disturbance of planning, loss of anticipated profit, capital, clientele etc.; will in no case give rise to compensation, all actions brought against the customer by a third party.

Unless otherwise agreed, the customer has to comply with all the necessary formalities for the export of the goods from Belgium, and International Trading Partners Belgium Ltd. is not bound to obtain any permit or to comply with any formality in view of exportation. The customer is responsible for all consequences resulting from the fact that he does not export the goods, he said were destined for exportation, and he should protect International Trading Partners Belgium Ltd. against them.

The customer has to submit the documents in witness thereof to International Trading Partners Belgium Ltd. as soon as he has them. In default thereof, International Trading Partners Belgium Ltd. will hold the customer responsible for all the consequences resulting from this.

International Trading Partners Belgium Ltd. does not give any certificates of origin and soundness, phytosanitary certificates etc.; if such certificates were given by International Trading Partners Belgium Ltd. or by any independent authority at International Trading Partners Belgium Ltd.’s request in it’s name and/or for its amount, International Trading Partners Belgium Ltd. will not assume any responsibility for their contents.

The customer who exports/imports packages with a ‘green point’ to any country outside Belgium, commits himself either to accede to the control systems concerned in the countries in which rights on said point exist, or to comply with the rules any other way.

In general, the customer is responsible for complying with the obligations concerning the environment-and other regulations concerning products and packages, directions, information leaflets etc., and International Trading Partners Belgium Ltd. will not assume any responsibility in these matters.

Article 7: Risks – Force majore

The risks linked with the goods are conveyed to the customer at the time of the delivery.

Unless otherwise agreed, the customer insures the risk at his own expense.

Parties are not responsible for the consequences of situations of force majore, coincidence or an act of a third party, late, wrong, inadequate, incomplete or lack of delivery on the part of International Trading Partners Belgium Ltd.’s supplier.

Article 8: Delivery in warehouse free from excise in Europe.

1. If the customer asks to take delivery in his warehouse for goods which are exempt from excise duty, he should give International Trading Partners Belgium Ltd. a copy of the letter he received from the Administration of Excise duties proving that he is a certified warehouse keeper.
2. The customer must mention his number of recognition on each order.
3. If the customer renounces this recognition as certified warehouse keeper, if he loses it or if it is suspended, or in case of any other change in this matter, he has to report this to International Trading Partners Belgium Ltd. immediately by registered mail.
4. Document number 3 of the Customs Administration must be returned to International Trading Partners Belgium Ltd. by registered mail within 15 days after the delivery of the goods, and his duly stamped or marked with a visa by the authorised collector of customs. In that case the customer becomes creditor of the corresponding amount of excise duties he paid to International Trading Partners Belgium Ltd., with respect to International Trading Partners Belgium Ltd. .
5. The customer is responsible for all damages suffered by International Trading Partners Belgium Ltd. because the document concerned was not returned; a/o. International Trading Partners Belgium Ltd. will in that case deduct the excise amounts paid by the customer to International Trading Partners Belgium Ltd. to settle the excise duties.