General Terms and conditions of sale

1. Purpose and scope

These General Terms and Conditions of Sale (“GTC”) govern all contractual relationships between RM NUTRIBUSINESS SLU (“Seller”) and its customers (“Buyer”) regarding the supply of products for animal nutrition.
The GTC form an integral part of all offers, order confirmations, and sales contracts between Seller and Buyer. Acceptance of any offer or order implies full acceptance of these GTC without reservation.

2. Orders and confirmations

2.1. Orders must be made in writing and sent to the Seller’s designated email address.
2.2. All orders are binding on the Buyer.
2.3. The Seller will confirm or reject orders in writing within fifteen (15) days of receipt. Absence of confirmation shall not be deemed acceptance.

3. Offers

Offers and quotations issued by the Seller are for information purposes only and are not binding unless expressly confirmed in writing by the Seller.

4. Prices and taxes

4.1. Prices will be as indicated in the order confirmation and will include the corresponding Incoterm® according to the International Chamber of Commerce (ICC).
4.2. Applicable taxes will be added in accordance with EU and national law.

5. Terms of payment

5.1. The Buyer must strictly comply with the payment terms stated in the offer or order confirmation.
5.2. No discounts, offsets, or deductions shall be accepted unless expressly agreed in writing by the Seller.
5.3. Non-payment entitles the Seller to suspend deliveries and to claim late payment interest in accordance with Directive 2011/7/EU and applicable national law.

6. Deliveries and acceptance

6.1. The Buyer may not refuse delivery of goods without objective and documented reasons.
6.2. Delivery dates indicated by the Seller are indicative only and may vary due to circumstances beyond or within the Seller’s control, without entitling the Buyer to compensation.

7. Claims and returns

7.1. Claims must be submitted in writing within three (3) working days from receipt of goods.
7.2. Claims must be documented with sufficient evidence.
7.3. The Seller may, at its discretion, (i) rectify or (ii) replace the product. Only in duly justified cases may the Seller accept returns, provided:
– There must be at least six (6) months remaining until the expiry date.
– The product is in its original, unopened packaging and stored under recommended conditions.
7.4. Bulk goods are never subject to mandatory withdrawal unless an official health alert occurs.
7.5. Excess purchasing is never a valid reason for return, except at the Seller’s discretion.

8. Force majeure

In cases of force majeure (including but not limited to strikes, pandemics, transport interruptions, administrative decisions, wars, natural disasters), the Seller shall be exempt from liability and may suspend or cancel deliveries without indemnity or obligation.

9. Delays by the Buyer

The Buyer may request delivery postponement only within reasonable commercial limits. Significant or unjustified delays entitle the Seller to:
– Charge storage and insurance costs, and/or
– Terminate the contract with compensation.

10. Retention of title

10.1. Title passes to the Buyer only after full payment of the invoiced amount.
10.2. Until payment is complete, goods remain the Seller’s property even if in the Buyer’s possession.
10.3. The Buyer must store goods separately, insure them, and not dispose of them until fully paid.

11. Governing law and jurisdiction

These GTC shall be governed by EU law and, subsidiarily, by the commercial law of Spain
The parties submit to the jurisdiction of the courts of Madrid