GENERAL TERMS & CONDITIONS
1. Definitions
1.1 Yasemin: Yasemin refers to Yasemin Yemek Servisi B.V., headquartered in Nijmegen and registered with the Dutch Chamber of Commerce under number 95832122.
1.2 Customer: Any natural or legal person acting in the course of a profession or business who has entered into, or intends to enter into, an Agreement with Yasemin, including their representatives, attorneys/agents, legal successors and heirs.
1.3 Consumer: A natural person who does not act in the course of a profession or business and who has entered into, or intends to enter into, an Agreement with Yasemin.
1.4 Agreement: Any agreement concluded between Yasemin and the Customer, including amendments and additions, as well as all (legal) acts in preparation for and/or in performance of such agreement.
1.5 Distance Agreement: An agreement concluded between Yasemin and a Consumer within an organised system for distance selling of products, digital content and/or services, where, up to and including the conclusion of the agreement, one or more means of distance communication are used exclusively or partly.
1.6 Products: The goods produced and/or supplied by Yasemin for the performance of an Agreement between the parties, as well as the services provided by Yasemin in that context.
2. Applicability
2.1 These general terms and conditions apply to every Agreement between Yasemin and the Customer. Any reference by the Customer to its own general terms is expressly rejected by Yasemin.
2.2 Before the Agreement is concluded, the text of these general terms will be made available to the Customer. If this is not reasonably possible, Yasemin will indicate how the terms can be reviewed and will send them free of charge upon request.
2.3 The Customer accepts the applicability of these general terms and conditions to all agreements concluded with Yasemin.
2.4 Deviations from these terms are only valid if confirmed by Yasemin in writing and are binding only for the relevant Agreement.
2.5 Where the term “Customer” is used, it also includes the Consumer as referred to in clause 1.3. Where “Consumer” is explicitly stated, that provision applies exclusively to the Consumer.
2.6 Yasemin reserves the right to amend these terms at any time. An amendment takes effect two weeks after publication, unless a statutory period requires otherwise.
3. Offers, Formation of the Agreement and Prices
3.1 All offers made by Yasemin are non-binding, unless expressly stated otherwise.
3.2 Information in offers, such as quality, model, dimensions, colour and weight, is approximate. Information on Yasemin’s website, brochures or price lists may be changed without prior notice.
3.3 The Agreement is concluded when Yasemin confirms the order in writing or performs it in fact.
3.4 The Customer may not assign rights and obligations to third parties without Yasemin’s written consent.
3.5 If an Agreement is concluded with multiple customers, all customers are jointly and severally liable.
3.6 The Customer must provide Yasemin with all information necessary for the performance of the Agreement.
3.7 Prices are stated in euros and include VAT.
3.8 Prices are based on normal production and delivery conditions. Yasemin may adjust prices and delivery times due to market conditions.
3.9 Yasemin reserves the right to change product and/or service prices at any time. Such changes also apply to ongoing Agreements.
3.10 Price changes take effect two weeks after publication.
3.11 For Consumers, no price changes will be implemented during the first three months after the Agreement is concluded.
4. Cancellation / Returns
4.1 The Customer has the right to cancel within 48 hours after the Agreement is concluded. After this period, cancellation is only possible subject to compensation for damages suffered by Yasemin.
4.2 Returns are not accepted without Yasemin’s prior approval. Return costs are at the Customer’s expense.
4.3 Fresh products supplied by Yasemin cannot be returned due to their nature. Therefore, the Consumer’s right of withdrawal in distance sales is excluded.
5. Invoicing and Payment
5.1 Payment must be made using the method specified by Yasemin.
5.2 The Customer must pay no later than within 14 days from the invoice date.
5.3 If payment is not made on time, the Customer shall be deemed in default by operation of law, without any further notice being required.
5.4 For Customers who are not Consumers, default interest is 12% per year. Collection costs are for the Customer’s account.
5.5 Complaints regarding an invoice must be submitted to Yasemin in writing within 8 days after receipt of the invoice.
5.7 Payments made shall first be applied to costs, then to interest, and lastly to the principal amount.
6. Retention of Title
6.1 Ownership of delivered Products remains with Yasemin until the Customer has fully fulfilled all obligations.
6.2 Without Yasemin’s consent, these Products may not be transferred to third parties.
6.3 The Customer must store the Products with due care and in such a way that it is clearly recognizable that they are the property of Yasemin.
6.4 If payment is not made, Yasemin has the right to repossess the Products.
7. Delivery and Risk
7.1 Yasemin is obliged to perform the Agreement with due care and may engage third parties for this purpose.
7.2 The Customer must provide the cooperation necessary to enable timely delivery.
7.3 Any stated delivery period is not a strict deadline. In the event of delay, the Customer must give Yasemin written notice of default.
7.4 Products are deemed delivered at the moment they are ready for shipment.
7.5 Risk remains with Yasemin until delivery and transfers to the Customer after delivery.
7.6 Yasemin may deliver Products in parts and may invoice each part separately.
7.7 Transport is carried out for the Customer’s account and risk.
7.8 Products not accepted may be stored or destroyed. The costs are for the Customer’s account.
7.9 In distance sales, the risk transfers to the Consumer at the moment the Product is delivered to the Consumer.
8. Inspection and Complaints
8.1 The Customer must inspect the Products immediately upon receipt.
8.2 Any identified defects must be reported to Yasemin in writing within 36 hours.
8.3 For Products with a best-before date of 28 days or less, a complaint period of 5 days applies.
8.4 Yasemin has the right to inspect the Products. If the Customer fails to cooperate, the right to complain lapses.
8.5 In the event of valid complaints, Yasemin will replace the Product free of charge or refund the purchase price.
9. Termination
9.1 If the Customer fails to fulfil its obligations, Yasemin may terminate the Agreement with immediate effect.
9.2 Yasemin also has the right to terminate the Agreement in the following cases:
- a) the Customer is declared bankrupt, applies for bankruptcy, or requests suspension of payments;
- b) the Customer transfers its business in whole or in part;
- c) there is justified doubt that the Customer will be able to fulfil its obligations.
9.3 In the event of force majeure, Yasemin may suspend or terminate the Agreement without assuming any liability.
10. Liability
10.1 Yasemin is not liable for damage unless there is intent or gross negligence.
10.2 Liability is limited to the price (excluding VAT) of the relevant Product or service.
10.3 Yasemin is not liable for indirect damage or consequential loss.
10.4 If the Customer fails to take reasonable measures to prevent or mitigate damage, Yasemin cannot be held liable.
10.5 The Customer must indemnify Yasemin against third-party claims for damages.
10.6 Employees of Yasemin may also rely on these provisions.
11. Intellectual Property Rights
11.1 Documents, designs, recipes and similar materials provided by Yasemin are the property of Yasemin. The Customer may not use them for other purposes.
11.2 Brand names, logos, packaging and similar elements on Yasemin Products may not be altered or used without permission.
12. Assignment of Rights and Obligations
12.1 The Customer may not assign rights and obligations or provide them as security without Yasemin’s written consent.
13. Jurisdiction, Applicable Law and Other Provisions
13.1 Disputes between Yasemin and the Customer will be submitted to the Gelderland Court, location Nijmegen, the Netherlands.
13.2 In distance sales, consumer disputes may be brought before the court that is competent by law.
13.3 All Agreements are governed exclusively by Dutch law.
13.4 If any provision is invalid or voidable, the remaining provisions remain in force. The parties will replace the invalid provision with a valid provision that best achieves the original purpose.
13.5 In case of conflict between the Dutch and English versions, the Dutch version shall prevail.
