Rules of business - terms and conditions
Below you will find the general conditions of sale and delivery of montegreenery organic products. If you have any questions about this, please feel free to contact our customer support.
Article 1: Applicability of these general conditions
1.1 These conditions apply to every offer and every contract between montegreenery, hereinafter referred to as the seller, and the buyer, unless one or more of these conditions have been expressly waived in writing. The applicability of the customer's general conditions is expressly rejected.
1.2 The rules of the International Seed Trade Federation and usage for the seed trade for sowing purposes apply to all agreements and/or offers to sell addressed to buyers established outside the seller's country, unless they deviate from below.
Article 2: Offers and prices
2.1 Offers made by the seller are without obligation. A non-binding offer can be revoked up to 5 working days after receipt of acceptance. The prices listed in the offer do not include sales tax (VAT).
2.2 The Seller reserves the right to change its prices from time to time. Each new price quote renders the previous one ineffective against orders placed after that new price quote.
Article 3: Reservation of harvest and processing
3.1 Deliveries are made under normal harvesting and processing conditions. When a seller is called upon to reserve a harvest or processing, the seller is not obligated to make a delivery, but will, if possible, endeavor to deliver in proportion to the quantity ordered or comparable alternatives.
3.2 The buyer is not entitled to compensation if the seller invokes this reservation.
Article 4: Ordering and delivery
4.1 If the ordered quantity in the order deviates from the standard quantity used by the seller or is multiple, the seller is free to deliver the next larger quantity.
4.2 In fulfilling the delivery obligation, the seller will always make every effort in accordance with his capabilities.
4.3 Orderly fulfillment of the delivery obligation by the seller includes delivery with minor deviations in size, packaging, number or weight.
4.4. The seller is allowed to deliver the sold goods in parts. This does not apply if the partial delivery has no independent value. If the goods are delivered in parts, the seller has the right to invoice each part separately.
4.5 Incoterms applicable at the time of conclusion of the contract shall apply to the contract.
4.6 Delivery is made ex works (EXW) of the seller.
4.7 The seller undertakes to deliver within a reasonable time, in accordance with the sowing or planting season after the conclusion of the sales contract.
4.8 The agreed delivery time is not a strict deadline. In the event of a delay in delivery, the buyer must notify the seller in writing of the delay and give him a reasonable time to still fulfill the contract. For orders whose value is less than 20 EUR, the seller reserves the right to refuse or charge. Seller also reserves the right to charge a minimum order size per item.
Article 5: Suspension
5.1 If the customer is late with the correct and/or timely fulfillment of one or more of his obligations
- the seller's obligations are automatically and immediately suspended until the buyer pays in full what is due and payable (including the payment of all extrajudicial costs).
- the seller may require full payment and/or appropriate insurance from the buyer, for example in the form of a bank guarantee issued by a bank with a good name and reputation, regarding fulfillment by the buyer.
5.2 The seller has the right to demand full payment and/or adequate insurance for fulfillment by the buyer before fulfilling the obligations, if it is likely that the buyer will not (be able to) fulfill his obligations correctly and/or not on time.
Article 6: Use of trademarks and signs
The buyer is not allowed to use the marks and signs used by the seller to distinguish his products from the products of other legal entities/companies, nor to use marks and signs that are not clearly distinguishable. An exception to this is the sale of the product in the seller's original packaging with markings and signs placed by him.
Article 7: Retention of ownership
7.1 The goods delivered by the seller remain the property of the seller until the buyer pays the purchase price. Retention of rights also applies to claims that the seller can acquire against the buyer due to the buyer's failure to fulfill one of his obligations to the seller.
7.2 Goods delivered by the seller, which are subject to retention of title under paragraph 1, may be resold or used only in the context of normal business operations. In case of resale, the buyer is obliged to agree to retain ownership from his buyers.
7.3 The customer is not allowed to pledge the goods or establish any other right to them.
Article 8: Payment
8.1 The Seller must receive payment within 14 days of the invoice date. After the expiration of this term, the customer is in default; the customer owes interest of 1% per month on the amount due and payable from the moment of delay.
8.2 In the event of liquidation, bankruptcy or suspension of payment by the buyer, the buyer's payment obligations will immediately become due and payable, and the seller has the right to suspend further execution of the contract or terminate the contract, both. without prejudice to the seller's right to claim compensation.
8.3 If payment in installments has been agreed upon, in the event of a delay in the payment of the installment, the entire remaining amount shall be due and payable immediately without notice of the delay. The provisions of the last sentence of Article 8 paragraph 1 apply mutatis mutandis.
Article 9: Collection costs
If the buyer is late or fails to fulfill one or more of his obligations, all costs incurred in out-of-court payment as well as court costs shall be borne by the buyer.
Article 10: Liability
10.1 The seller is not liable for damages as a result of non-performance, unless there is intent and/or gross negligence on the part of the seller and/or its employees.
10.2 The buyer is obliged to limit the damage to the maximum in terms of the performance on which he submits a complaint to the seller.
10.3 If the seller is liable based on one or more conditions, this liability is limited to the invoice value of the services; the seller is in no way responsible for any form of consequential damage.
Article 11: Use and warranty
11.1 The Seller warrants that the delivered performance will conform to the associated Product Specifications to the greatest extent possible. However, product specifications do not constitute a warranty. In the event that the delivered item does not match the product specifications, the customer will be notified. Furthermore, the seller does not guarantee that the delivered performances fulfill the purpose given to them by the customer.
11.2. If the degree of germination is specified by the seller, it is based solely on repeatable laboratory tests. It cannot be assumed that there is a direct relationship between the indicated germination rate and the germination of the seeds at the customer. This stated germination rate only indicates the germination rate at the time the test was performed and for the conditions under which the test was performed. The range depends, among other things, on the location, cultivation measures or climatic conditions at the customer's place.
11.3. Any warranty by the seller is void if the buyer processes the goods or reprocesses, repackages or repackages them or uses them incorrectly.
Article 12: Disadvantages; conditions of appeal
12.1 The customer must inspect the purchased items on delivery - or as soon as possible thereafter. At the same time, the buyer must check whether the delivered goods are in accordance with the contract and that:
- whether the correct goods were delivered;
- whether the quantity of delivered goods corresponds to the contracted quantity;
- whether the delivered goods meet the agreed quality requirements or - if they are missing - the requirements that can be set for normal use and/or commercial purposes.
12.2 If visible defects or defects are found, the buyer must report them in writing to the seller within 5 working days of delivery, specifying the batch, delivery note and/or invoice details.
12.3 Invisible defects must be reported to the seller in writing within 5 working days of discovery, specifying the batch, delivery note and/or invoice details.
12.4 Complaints must be described in such a way that the seller or a third party can verify them. For this purpose, the buyer must also keep records of the use of the goods and, in the case of resale of the goods, of its customers. If the customer does not respond within the stated deadlines, his complaint will not be processed and his rights will cease.
12.5 In the event of a permanent dispute between the parties regarding germination, varietal identity, varietal purity and technical purity, at the request of one of the parties, a (re)examination may be carried out by the Agricultural Institute in Montenegro, at the expense of the party in error. Re-examination is carried out on the basis of a recognized sample. The result of this (re)inspection is binding for both parties, without prejudice to the right of the parties to submit a dispute about the consequences of this result to the authorities referred to in Article 16.
Article 13: Provision of information
13.1 Information provided by the seller in any form is non-binding. Descriptions, recommendations and illustrations in brochures and leaflets are adapted as closely as possible to experiences in tests and practice. However, the seller does not accept any responsibility based on such information for deviations in the results of the grown product. The buyer is responsible for assessing whether the goods are suitable for use for the intended cultivation and/or under local conditions.
13.2 In the information provided by the seller, "immune" means: the variety is not susceptible to a certain disease (insusceptible is an absolute term); "Resistant" means: the plant's ability to prevent or complicate the development of a certain disease or certain forms of this disease; "tolerant" means: the ability of a plant to tolerate a certain disease or harmful environmental factor, with less harmful effects on growth and production; "susceptible" means: the inability of a plant to prevent or prevent the growth or development of a particular disease or adverse environmental factor.
Article 14: Force majeure
14.1 Force majeure means circumstances that prevent the fulfillment of the obligation and which cannot be attributed to the seller. If and to the extent that the circumstances make fulfillment impossible or unreasonably difficult, this will also include: strikes in companies other than the seller's, wildcat strikes or political strikes in the seller's company, general shortage of required raw materials and other realization of the agreed performance of the required goods or services; unpredictable stagnation with suppliers or other third parties on which the seller depends and general problems in transportation.
14.2 The seller will inform the buyer as soon as possible if due to force majeure he is unable to deliver or cannot deliver on time.
14.3 If force majeure lasts longer than 21 days, both parties have the right to terminate the contract. In this case, the seller is not obliged to pay any compensation.
Article 15: Conversion
If any provision of these Terms and Conditions of Sale and Delivery is invalid, this provision will automatically (on the basis of law) be replaced by a valid provision that corresponds as closely as possible to the meaning of the invalid provision. If necessary, the parties are obliged to enter into reasonable consultations with each other about the text of this new provision. In such event, the other provisions of these Terms of Sale and Delivery shall remain unchanged as far as possible.
Article 16: Dispute Resolution
16.1 Unless the parties have mutually agreed to arbitration, any dispute shall be resolved by a civil court of first instance jurisdiction at the location of the seller, unless the applicable rules of law selected in Article 17 provide otherwise.
16.2 In the event of a dispute, however, the parties shall first attempt to reach a resolution in mutual consultation or otherwise through mediation, before the parties submit the dispute to an arbitration committee or civil court.
16.3 The seller has the right at any time to summon the buyer before the competent court in accordance with the law or a valid international agreement.
Article 17: Applicable law
17.1 Montenegrin law applies to every contract between the seller and the buyer.
17.2 If the seller and the buyer are not based in the same country, the United Nations Convention on the International Sale of Goods (Vienna Sales Convention) also applies, unless it deviates from these conditions and if it does not deviate. contrary to the compulsory law of the seller's country.
Prepared by montegreenery in 2023. Submitted and posted on the website under "Regulations and Business Protection" All previous conditions of sale and delivery are canceled.