Terms and Conditions

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General Terms and Conditions of Delivery and Payment
MyFlora B.V.
Peelstraat 100
7887 TM Erica
The Netherlands
Chamber of Commerce number: 77253043

ARTICLE 1 – APPLICABILITY

1. These general terms and conditions apply to all offers, quotations, deliveries and agreements of MyFlora B.V., unless expressly agreed otherwise in writing.
2. Deviating conditions of the other party shall only form part of the agreement if and insofar as these have been expressly accepted in writing by MyFlora B.V.
3. In these terms and conditions, the term in writing shall also include communication by e-mail, fax or other electronic means of communication that are considered equivalent in accordance with current technology and accepted business practice.
4. If one or more provisions of these terms and conditions are wholly or partially invalid or unenforceable, the remaining provisions shall remain fully applicable.

1. Agreements may be concluded verbally or in writing, subject to the provisions of this article.
2. MyFlora B.V. shall only be bound after it:
   • has actually executed an order placed by the other party; or
   • has confirmed in writing a quotation accepted by the other party.
3. Amendments or additions to the agreement shall only be binding after written confirmation by MyFlora B.V.
4. If MyFlora B.V. confirms the agreement in writing and the other party does not object within two (2) working days after the confirmation has been sent, the confirmation shall be deemed to accurately and completely reflect the agreement.

1. All offers, quotations, price lists, delivery times and other information provided by MyFlora B.V. are non-binding unless explicitly stated otherwise.
2. If a non-binding offer is accepted, MyFlora B.V. has the right to revoke the offer within two (2) working days after receiving the acceptance.
3. Images, descriptions, examples and other information provided by MyFlora B.V. are indicative only and are not binding.

• currency fluctuations
• increases in transport costs
• import duties or taxes
• wage increases
• other unforeseen costs

1. Delivery takes place from the nursery or from the premises of the supplier.
2. The risk of loss or damage to the goods passes to the other party at the moment the goods leave the nursery or supplier’s premises.
3. Transport shall take place in a manner determined by MyFlora B.V., unless otherwise agreed in writing.
4. All transport costs, including customs clearance, taxes, fines, inspection costs of the plant health authorities and possible quarantine costs, shall be borne by the other party.
5. MyFlora B.V. shall not be liable for damage occurring during transport.
6. The other party must ensure that the delivery location is properly accessible.
7. Deliveries in parts shall be considered separate transactions.
8. MyFlora B.V. has the right to request advance payment or financial security before delivery.
9. If the delivered products have been approved for import or export by the Dutch Plant Protection Service, the other party cannot claim compensation based on rejection.

1. The other party must inspect the goods immediately upon receipt.
2. Visible defects or irregularities must be reported immediately and noted on the delivery note or transport document.
3. The other party must inform MyFlora B.V. within 24 hours after receipt, preferably by telephone and in any case in writing (e-mail).
4. If no complaint is made within the specified period, the goods shall be deemed to have been received in good condition.
5. Complaints do not suspend the payment obligation.
6. MyFlora B.V. must be given the opportunity to investigate the complaint.
7. Returns may only take place with prior approval of MyFlora B.V.
8. Returns are at the expense and risk of the other party unless the complaint is declared valid.
9. Damage occurring after delivery cannot be claimed.

1. MyFlora B.V. supplies products that comply with industry standards and government regulations.
2. Goods are delivered in the condition in which they are at the time of delivery.
3. MyFlora B.V. shall not be liable for indirect damage, consequential damage, business interruption, loss of profit or stagnation damage.
4. Liability of MyFlora B.V. is limited to the net invoice value of the goods concerned.
5. Liability shall never exceed the amount covered by the company’s insurance.
6. If goods supplied by MyFlora B.V. originate from third parties and are covered by a warranty, this warranty shall apply accordingly between the parties.
7. The period within which MyFlora B.V. can be held liable for damages is limited to six (6) months.

1. Payment must be made within 10 days after the invoice date.
2. All international transfer or banking costs are borne by the other party.
3. If payment is not made within the agreed term:

4. MyFlora B.V. has the right to suspend deliveries if the other party does not meet its payment obligations.
5. The other party waives the right to set-off.

1. All delivered goods remain the property of MyFlora B.V. until the other party has fully fulfilled all payment obligations.
2. The goods may only be resold within the normal course of business.
3. If MyFlora B.V. invokes the retention of title, the agreement shall be considered dissolved.
4. The other party must immediately inform MyFlora B.V. if third parties claim rights to goods subject to retention of title.

• files for bankruptcy
• is declared bankrupt
• applies for suspension of payments

1. All agreements are governed exclusively by Dutch law.
2. Disputes shall be submitted to the competent court in the district where MyFlora B.V. is established, unless MyFlora B.V. chooses the court of the other party.

MyFlora B.V.