Terms and Conditions

Grovet B.V.'s general delivery and payment conditions.

1. General conditions
Definitions
1.1 Grovet B.V., referred to as "Grovet", is a veterinary wholesaler located in Soesterberg, the Netherlands, specialising in veterinary pharmaceuticals and feed additives. Grovet is registered in the Chamber of Commerce under the number 59652004.
1.2 Customer: the (legal) person with whom Grovet enters into a sales agreement concerning goods to be delivered by Grovet.

2. Offers
2.1 All offers made by Grovet are non-committal. The sending of a price list by Grovet to a customer does not obligate Grovet to deliver the therein mentioned goods at the therein listed price.
2.2 The products listed by Grovet in price lists and all other publications are exclusively delivered to independently practising veterinarians for the purpose of veterinary care within their practice (regardless of whether they practice as liberal professionals, as part of a partnership, or otherwise) and to trade intermediaries.
2.3 The fact that Grovet delivers to a customer or has previously delivered to a customer, does not entitle the customer to future deliveries from Grovet. Except explicit agreement otherwise between Grovet and customer, it does not create a lasting relationship between Grovet and the customer. Grovet is not obliged to provide any reason for the refusal to supply the customer in the future.

3. Deliveries
3.1 For single deliveries under the by Grovet specified minimum amount we charge administration and transport fees. The conditions for these are mentioned in the price list. For deliveries outside of office hours, in the weekends or express deliveries at your request, a to be agreed upon amount will be charged.
3.2 The customer consents to safeguarding the products delivered by Grovet against the risk of fire, theft etc. from the moment of delivery by Grovet to the given address until the full payment has been made by the customer to Grovet.
3.3 The agreed upon delivery periods are not deadlines, unless otherwise explicitly agreed. If the delivery is delayed the customer should send a written complaint to Grovet.

4. Ownership of delivered goods
4.1 The ownership of the goods delivered by Grovet to the customer is transferred to the customer after the financial commitment, including any eventual previous deliveries received by the customer from Grovet, has been fulfilled.
4.2 The customer is obliged to immediately give written notification to Grovet if third parties enforce rights on goods still belonging to Grovet.
4.3 If one of the parties does not wholly, partly or timely fulfil any obligation, including in the case of petition for bankruptcy, bankruptcy, liquidation of the company or requested or obtained suspension of payment from one of the parties, the other party has the right to terminate the agreement in whole or in part without notice and without judicial intervention, to dissolve or to suspend execution thereof in full or in part without being obliged to pay any compensation to the other party, without prejudice to all other rights accruing to him. In the event that the customer has not yet fulfilled their financial obligation towards Grovet, the goods will remain the property of Grovet and Grovet will be irrevocably authorized, without any notice of default being required, to remove the goods or have them removed from the place where they are located at that moment.

5. Prices
5.1 Calculation of goods sold to the customer occurs at the prices that apply on the date of delivery.

6. Payment and payment conditions
6.1 Payment of the goods delivered by Grovet must be done according to the agreed upon payment conditions as stated on the invoice.
6.2 If the full payment has not been made to Grovet according to the payment conditions, the customer will be charged an interest rate of 1% per month of the invoice amount owed by the customer to Grovet from the date on which the payment term has expired.
6.3 Grovet is entitled, in addition to the invoice amount and interest rate, to claim all costs from the customer, both judicial and extrajudicial, incurred from the non-payment, including the costs of lawyers, attorneys, solicitors, bailiffs, and collection agencies.

7. Complaints and returns
7.1 Upon receipt of the goods delivered by Grovet, the customer must ensure that the goods have been delivered in accordance with the order and the packing list included by Grovet, and that the amount of packages coincides with the freight documents. Complaints should be made to Grovet in writing within 7 days of receipt of the goods by the customer. A complaint does not constitute a reason to suspend the payment obligation of the goods received and unreturned by the customer.
7.2 Return shipments must be accepted as such by Grovet customer service before shipment by the customer. The customer must inform Grovet's customer service beforehand in writing or by telephone. Shipping costs of return shipments will be determined per shipment and will be charged to Grovet or to the customer at the discretion of Grovet. Goods which, at the request of the customer, have been specially ordered or manufactured cannot be returned, with the exception of the provisions in these conditions concerning warranties (art. 9). Return shipments will only be credited if the original packaging is undamaged and in good condition, in a likewise outer packaging. Goods of which the expiration date stated on the packaging has passed, will not be credited.
7.3 Other conditions apply to goods which need to be refrigerated during shipment and storage. These goods may not be returned.

8. Force majeure
8.1. Grovet is not liable if the delivery of goods to a customer by Grovet is obstructed by event of force majeure. Event of force majeure means an event beyond the control of Grovet for which it cannot be blamed, such as natural and other disasters, strikes, slow-downs, as well as any hindrance concerning Grovet's suppliers.

9. Warranties
9.1 Grovet guarantees the quality of its products up to the expiration date stated on the packaging. The warranty lapses or does not apply if the goods are not carefully stored or used in accordance with applicable regulations issued to the customer. The warranty implies that products supplied by Grovet, with demonstrated faultiness during the warranty period which has been communicated to Grovet in writing, will be exchanged by Grovet at no cost to the customer, or if repair is possible, will be repaired should Grovet choose to do so. These obligations replace any other obligations or liabilities Grovet has with the exception of:
a. the obligations and liabilities which Grovet cannot legally exclude and
b. the obligations and liabilities for which Grovet has recourse rights to suppliers. In the latter case Grovet will transfer or cede the rights it has to the supplier to the customer.
9.2 Any liability towards Grovet for indirect damage, such as missed sales or lost profit, is entirely excluded. The liability for non-compliance with the guarantee obligation for replacement or repair is limited to the costs that the customer must make in that case to have third parties carry out that replacement or repair, if this is not done by Grovet within a reasonable period of time.

10. Disputes
10.1 Should a provision, or an amendment or change thereof, in these delivery and payment conditions be legally invalid then the remaining provisions remain valid. The provision that seems to be invalid will be replaced by a provision that most closely approximates the intention of the invalid provision.
10.2 Disputes arising from the agreement made between Grovet and the customer will be submitted to the court of law in Utrecht or to the legally competent judge.

11. Applicable law
All agreements made by Grovet are governed exclusively by Dutch law. These agreements are deemed to be made in the Netherlands.

Above mentioned delivery and payment conditions are registered in the Chamber of Commerce under the number 30092726.