تخطي للذهاب إلى المحتوى

Good Brands Bakery Industry LLC

SALES & PURCHASE TERMS AND CONDITIONS

 

1. Scope and Acceptance

These Sales and Purchase Terms and Conditions (“Terms”) apply to all quotations, sales, supplies, deliveries, invoices, delivery notes, and transactions entered into by Good Brands Bakery Industry LLC (“Seller”).

Any purchase order, LPO, confirmation, or acceptance by the Buyer constitutes irrevocable acceptance of these Terms.

Any terms or conditions of the Buyer, whether printed, referenced, or implied, are expressly rejected and shall have no effect, even if not expressly objected to.

2. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the United Arab Emirates, as applied in the Emirate where the Seller is registered, excluding conflict of law principles.

3. Prices

All prices are quoted in United Arab Emirates Dirhams (AED) unless otherwise stated.

Prices are exclusive of VAT, customs duties, levies, logistics, storage, insurance, or any government charges, which shall be borne by the Buyer.

The Seller reserves the right to revise prices at any time prior to delivery.

4. Payment Terms

Unless otherwise agreed in writing:

  • Payment is 100% due upon invoice date
  • Payment shall be made without set-off, deduction, or counterclaim
  • Late payments shall accrue interest at 1.5% per month, or the maximum permitted by UAE law, whichever is lower
  • The Seller reserves the right to suspend deliveries, cancel orders, or terminate agreements without liability in case of delayed or non-payment

All bank charges, exchange costs, and intermediary fees shall be borne exclusively by the Buyer.

5. Retention of Title

All goods supplied shall remain the exclusive property of the Seller until full and cleared payment is received.

Until ownership passes, the Buyer shall:

  • Hold the goods in trust for the Seller
  • Not pledge, resell, or encumber the goods
  • Allow the Seller access to recover the goods if payment is overdue

6. Delivery and Risk

Delivery dates are estimates only and shall not be binding.

Risk of loss or damage shall pass to the Buyer upon dispatch from Seller’s premises, regardless of Incoterms or transport arrangements.

The Seller shall not be liable for delays caused by force majeure, logistics disruptions, government actions, or supplier failures.

7. Inspection and Claims

The Buyer must inspect goods immediately upon receipt.

Any claims for shortages, defects, or non-conformity must be notified in writing within 24 hours of delivery.

Failure to notify within this period constitutes irrevocable acceptance of the goods.

No returns shall be accepted without the Seller’s prior written approval.

8. Product Use and Liability

Goods are supplied for professional and commercial use only.

The Seller shall not be liable for:

  • Improper storage, handling, processing, freezing, thawing, or baking
  • Variations due to raw materials, temperature, humidity, or operational processes
  • Any indirect, incidental, or consequential damages, including loss of profit or business

Total liability of the Seller, if any, shall be strictly limited to the invoice value of the affected goods only.

9. No Warranty Beyond Specification

Except as expressly stated in writing, no warranty, express or implied, including fitness for a particular purpose or merchantability, is provided.

Product specifications are indicative and may vary within industry tolerances.

10. Force Majeure

The Seller shall not be liable for failure or delay due to events beyond reasonable control, including but not limited to acts of God, pandemics, supply chain disruptions, labor shortages, governmental restrictions, or utility failures.

11. Suspension and Termination

The Seller may suspend or terminate any order or agreement immediately, without liability, if:

  • The Buyer breaches any payment obligation
  • The Buyer becomes insolvent or unable to pay debts
  • There is a reasonable concern regarding creditworthiness

12. Assignment

The Buyer may not assign or transfer any rights or obligations without the Seller’s prior written consent.

The Seller may assign its rights freely.

13. Confidentiality

All pricing, formulations, specifications, and commercial terms shall be treated as strictly confidential.

14. Jurisdiction

The courts of the Emirate where Good Brands Bakery Industry LLC is registered shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

15. Prevailing Language

In case of discrepancy, the English version shall prevail.