Tamashi’s General Terms and Conditions of Sale

By acknowledging these terms and conditions or clicking on the agree button when the customer wishes to complete a purchase or order on the supplier’s website, he accepts the following terms and conditions:

DEFINITIONS
1. ‘General Terms and Conditions of Sale’ means the standard sales terms and conditions of TAMASHI BVBA, with registered office at Bredabaan 279 P.O. Box B3003, 2930 Brasschaat (Belgium) and registered under number BE 0719.862.140, hereinafter also referred to as the ‘SUPPLIER’. By accepting the obligations of this Agreement, the CUSTOMER waives his own terms and conditions of purchase.
2. ‘Orders’ means any individual order placed by the CUSTOMER with the SUPPLIER under this Agreement. An order that is accepted by the SUPPLIER results in an Agreement.
3. ‘Products’ means all products, including ready-to-drink breakfasts, explained on the Website or in a SUPPLIER catalogue with their principal characteristics.
4. ‘Defect’ means a visible or hidden defect caused by TAMASHI, that means that the Products are not suitable for the purpose for which they were produced.
5. ‘Intellectual Property Rights’ means (a) copyrights, patents, rights to databases and rights to brand names, models, trade secrets and know-how (whether registered or not), (b) registration applications and the rights to request registration, and (c) all other intellectual and industrial property rights of any kind and identical or similar forms of protection that exist anywhere in the world.
6. ‘Agreement’ means the agreement between the CUSTOMER and the SUPPLIER, including the General Terms and Conditions of Sale, as well as any attachments and all Orders.
7. ‘Website’ means https://www.tamashi.eu/.
OBJECT
1. This Agreement stipulates the terms and conditions under which the SUPPLIER will supply Products to the CUSTOMER, all in compliance with the Orders of the CUSTOMER.
2. The CUSTOMER undertakes not to redistribute the SUPPLIER’s Products, unless otherwise agreed in writing between the Parties. The CUSTOMER undertakes not to set up online sales of the Products, unless otherwise agreed in writing between the Parties.
3. The SUPPLIER reserves the right to delete, add or replace Products with Products with similar specifications.
4. The Products are exclusively intended for sale in the countries stipulated on the Website or set forth in any document agreed with the CUSTOMER.
5. Images of the Products on the Website or in other SUPPLIER marketing material are for illustrative purposes only. Flavours, structures, calories, benefits, added values, times, weights, dimensions, shapes, colours, models, quality and other data included on the Website, in catalogues or in other marketing material serve only as an approximate indication.
6. The SUPPLIER’s offer applies only as long as stocks last and may be changed by the SUPPLIER at any time.
PRICES, INVOICING, PAYMENT
1. The prices are specified in euro on the Website or in the acceptance of the Orders. All prices indicated on the Website include VAT, but do not include transport or insurance costs, gift packaging costs, any import or export duties and taxes or costs associated with specific online payment mechanisms.
2. The Website provides the best possible estimates of transport or insurance costs, gift packaging costs, any import or export duties and taxes or costs associated with specific online payment mechanisms.
3. Any discounts communicated by the SUPPLIER relate solely to the price of a Product, not to any transport or insurance costs, gift packaging costs, any import or export duties and taxes or costs associated with specific online payment mechanisms. Any commercial promotions that the SUPPLIER carries out apply solely to the indicated Products, quantities, durations and regions and are linked to conditions that the SUPPLIER shall communicate. Commercial promotions may be discontinued at any time by the SUPPLIER.
4. The SUPPLIER has the right to change the prices at any time. Such price changes do not apply to Orders already placed, but apply only to future Orders.
5. When the Order is placed, the SUPPLIER shall send a digital invoice to the CUSTOMER for payment. The SUPPLIER is not obliged to send a hard copy of the invoice. The invoice must be paid when the Order is placed, using the online payment mechanisms. If the invoice is not paid when the Order is placed, it must be paid no later than five (5) calendar days after receipt of the invoice by the CUSTOMER and at the time of delivery at the latest.
6. If the CUSTOMER does not comply with the aforementioned payment date, the SUPPLIER is entitled (i) to interest calculated on the basis of the number of calendar days of delay, at the statutory rate provided for in the Belgian Law of 2 August 2002 on combating late payment in commercial transactions, (ii) to a penalty for administrative costs amounting to fifty (50) euros, and (iii) to the full reimbursement of any bailiff, lawyer and court fees incurred to collect an undisputed or baselessly disputed invoice. Moreover, in the event of non-payment, the SUPPLIER has the right to withhold further Orders from the CUSTOMER until full payment of the invoice. The SUPPLIER is not liable for any delay or damage resulting from the lawful exercise of this right.
ORDERS
1. Orders must be placed through the SUPPLIER’s Website. The SUPPLIER shall indicate receipt and/or acceptance of the Order, whether or not by an automatically generated e-mail.
2. The CUSTOMER is solely responsible for his username, password and the accuracy of information provided to make the Orders possible. The username and password are unique and cannot be transferred.
3. If the SUPPLIER believes that the identity of the CUSTOMER, the address or his payment details are incorrect and that the Order may therefore be fraudulent or false, it has the right to suspend the Order until it has been verified or to cancel it all together.
4. The CUSTOMER may no longer cancel or change an Order.
5. The CUSTOMER shall take into account the minimum order quantities indicated on the Website or set forth in any document agreed with the CUSTOMER.
6. The SUPPLIER shall inform the CUSTOMER if a Product is no longer in stock. The SUPPLIER has the right to place (a part of) any Order that causes the maximum production capacity or stock to be exceeded as a back order for the ensuing weeks.
ABSENCE OF THE RIGHT OF WITHDRAWAL FOR THE CONSUMER UPON REMOTE PURCHASE
1. The CUSTOMER acknowledges that the Products are consumables with a limited shelf life. Consequently, the CUSTOMER who purchases such Products does not have any legal right of withdrawal.
2. If the SUPPLIER offers Products that are not considered to be consumables within the meaning of Article 5.1, the following provisions apply:
  1. The fact that the CUSTOMER considers that a Product is not beautiful or good or that a Product tastes differently than expected does not constitute grounds for returning the Product or a part thereof.
  2. The CUSTOMER has the right, at the latest within fourteen (14) calendar days from the date following the day of delivery, to notify the SUPPLIER in writing via the e-mail address legal@tamashi.eu that he is cancelling the purchase, using the withdrawal form provided by the SUPPLIER upon delivery or, in its absence, available on the FPS Economy website: https://economie.fgov.be/sites/default/files/Files/Ventes/Forms/formulier-voor-herroeping.pdf.
  3. If the CUSTOMER wishes to return the Product, it must be in its original state, in the original packaging and in the exact quantity ordered. Products must be unopened, any seal must not be broken and the labelling must be undamaged. After inspection and acceptance by the SUPPLIER, any payment made by the CUSTOMER shall be refunded within thirty (30) calendar days. Additional transport or packaging costs are non-refundable if the CUSTOMER has chosen a different type of packaging or delivery than that of the standard delivery.
3. The CUSTOMER is responsible himself for any costs associated with the return of Products. The return of Products is the responsibility of the CUSTOMER. If Products are lost (in whole or in part) or damaged and/or incomplete, the SUPPLIER cannot reimburse the CUSTOMER.
4. The right of withdrawal also does not apply to Products that were purchased as part of a special commercial promotion or to Products that are of a personal nature, including, without being exhaustive, products custom-made for the CUSTOMER, products on which a personal message has been applied, etc.
DELIVERY
1. The Products shall be delivered to comply with the minimum delivery time indicated on the Website or set forth in any document agreed with the CUSTOMER. The SUPPLIER undertakes to meet the delivery time, but the delivery time is non-binding.
2. The SUPPLIER shall deliver the Products to the address indicated in the Order. The SUPPLIER is not liable for any errors made by the CUSTOMER when stating his contact, address or billing details or for any additional costs incurred as a result.
3. Should the CUSTOMER opt for delivery at a collection point, he must take into account the opening times of the collection point and take responsibility for storage at the collection point.
4. The SUPPLIER or a carrier designated by it is entitled to request proof of identity from the CUSTOMER before delivering a Product. No compensation is payable if delivery is made to a third party designated by the CUSTOMER or if it could reasonably be expected that the receiving party was authorised to do so by the CUSTOMER.
5. If a redelivery is necessary due to the absence of the CUSTOMER, the SUPPLIER may opt to keep the Product available at a specific location or to deliver the Product again at the CUSTOMER’s expense.
6. Transfer of risk takes place EX WORKS (EXW) Brasschaat. Notwithstanding the fact that the SUPPLIER arranges transport, the CUSTOMER is responsible for any damage resulting from transport, storage or handling.
7. Transfer of ownership takes place after delivery and full payment (cumulative conditions) of the relevant invoice by the CUSTOMER. All Products remain the property of the SUPPLIER until full payment has been made. The SUPPLIER reserves the right to reclaim these goods, wherever they may be.
8. Upon delivery, the CUSTOMER shall check the quantity, the visible damage to the packaging and/or the delivery. Any visible Defects must be notified by the CUSTOMER to the SUPPLIER in writing via the e-mail address legal@tamashi.eu within two (2) working days of receipt of the delivery.
9. In the event of visible Defects, the CUSTOMER has the right to return the Products to the SUPPLIER, with the agreement of the latter, and to ask it to replace them. The CUSTOMER accepts that any minimal damage to the outer packaging or minor creasing of the Product packaging does not constitute a (visible) Defect that warrants replacement.
INFORMATION AND PACKAGING
1. If the CUSTOMER wants to obtain information about the Products, he shall contact the SUPPLIER to dispose of the necessary information on the product and its use.
2. Unless otherwise agreed in writing, the Products shall be supplied in neutral outer packaging. If the CUSTOMER buys Products as gifts, he may opt for special gift wrapping, provided that this is available on the Website and on payment of an additional fee.
MARKETING AND FEEDBACK
1. The SUPPLIER markets Products under its own brands, but may also market products from third parties under the third parties’ brands. The CUSTOMER shall not remove brand names, render them illegible or affix labels of his own to the products or packaging.
2. If the CUSTOMER wishes to advertise the Products, he must first contact the SUPPLIER. The CUSTOMER shall, unless otherwise agreed, only use marketing material provided by the SUPPLIER. At the SUPPLIER’s first request, the CUSTOMER shall return all marketing material.
3. If the CUSTOMER discusses or appraises the Products, whether or not in publicly accessible forums or media, he shall notify the SUPPLIER, so that the latter is informed and can respond if necessary.
GIFT VOUCHERS
1. All gift vouchers put on the market by the SUPPLIER are provided with a unique number. Gift vouchers can be provided, provided that this is available on the Website, in PDF form by e-mail or in paper/cardboard form by post.
2. Gift vouchers are valid for one (1) year from the date of purchase by the CUSTOMER. Vouchers cannot be exchanged or cashed in.
3. Gift vouchers can only be used for Products from the SUPPLIER.
4. Gift vouchers may be refused during certain commercial promotions.
INTELLECTUAL PROPERTY RIGHTS
1. The CUSTOMER undertakes not to infringe the Intellectual Property Rights of the SUPPLIER.
2. The CUSTOMER undertakes not to use names or register brand names that are identical or similar to those of the SUPPLIER’s brands. He shall refrain from registering any domain names that are identical or similar to those of the brands.
3. In the event of an alleged infringement by the SUPPLIER of any rights of third parties, the SUPPLIER is solely entitled to take action. The SUPPLIER shall undertake to take appropriate measures in order to ensure continued uninterrupted use by the CUSTOMER. Nevertheless, the SUPPLIER does not indemnify the CUSTOMER against any claim from third parties or any damage that might result therefrom.
4. In the event of an infringement by a third party of the Intellectual Property Rights of the SUPPLIER, the CUSTOMER shall inform the SUPPLIER as soon as possible. The SUPPLIER is solely entitled to take action.
WARRANTY
1. The warranty period in case of Defects for CUSTOMERS who are consumers and who purchase Products for private purposes is a maximum of two (2) years from the date of sale by the CUSTOMER.
2. This warranty period does not apply to beverage, food or personal care products for which specific shorter shelf lives or expiration dates apply.
3. After opening any beverage, food or personal care products, the shelf lives stated on the Product packaging apply. These shelf lives only apply if the Products are stored in accordance with the prescriptions stated on the Product or in these General Terms and Conditions of Sale.
4. The aforementioned warranty does not apply if (i) the Products were damaged after transfer of risk, (ii) the CUSTOMER does not have a valid proof of purchase on which the purchase date is stated, (iii) the Products were used incorrectly, and (iv) the Defect is caused by any causes of force majeure or by unforeseen circumstances beyond the control of the SUPPLIER.
5. The warranty does not apply to defects that arise as a result of manipulations, negligence or abnormal actions of the CUSTOMER, that are contrary to the purpose for which the article is intended, are not in line with any instructions for use or are the result of commercial, incorrect, improper or abnormal use.
6. The SUPPLIER’s obligation under this warranty extends only to the replacement of any Products with Defects. The SUPPLIER may replace the Products with similar Products. The SUPPLIER is not obliged to do any more than this.
WARNINGS
1. The SUPPLIER’s Products are not suitable for babies and children under the age of 18.
2. The Products may not be used by:
  1. pregnant women;
  2. persons under medical supervision;
  3. persons who are sensitive to the ingredients of our Products;
  4. persons who are allergic to the allergens mentioned on the Products;
  5. persons with a certain pathology (see paragraph 12.4).
3. The SUPPLIER’s Products are not suitable for being heated.
4. It is best not to use the SUPPLIER’s Products in combination with alcohol, narcotics or medicines that are only available on prescription. In case of doubt, the CUSTOMER should consult his doctor.
5. Where there are questions regarding the SUPPLIER’s Products, the CUSTOMER undertakes to contact the SUPPLIER at the e-mail address legal@tamashi.eu prior to any use.
LIABILITY
1. Subject to all other rights, the SUPPLIER is in no way liable for any damage caused:
  1. by using the Products in a manner for which they are not suitable;
  2. by mixing the Products with other foods or drinks;
  3. by excessive or abnormal use by the CUSTOMER;
  4. if it cannot be demonstrated that the Defects were present at the time the Products were put into circulation;
  5. by hacking the Website, provided that the SUPPLIER has taken all reasonable security measures in accordance with the state of the art;
  6. by phishing, pharming or other forms of internet fraud or criminal activity;
  7. as a result of the poor functioning of the internet connection, broadband connection or any other service, infrastructure or hosting service over which the SUPPLIER has no control;
  8. by viruses, Trojan horses or bugs in the hardware or software that the CUSTOMER uses;
  9. by the products and services of third parties, the way in which these are offered, sold, rented, used, delivered or executed;
  10. by force majeure, including, without being exhaustive, fire, explosion, flood, storm damage, lightning, power outage, strike and government measures;
  11. as a result of conformity of the article with mandatory government prescriptions.
2. The SUPPLIER is not liable to the CUSTOMER for any consequential damage.
3. The contractual liability of the SUPPLIER under this Agreement is limited to the provisions of Article 13.
PROTECTION OF PRIVACY
1. The SUPPLIER shall process the personal data of the CUSTOMER for the following purposes:
  1. to allow CUSTOMERS to use the Website;
  2. to improve the content and user-friendliness of the Website;
  3. for customer management;
  4. for accounting and invoicing;
  5. to inform CUSTOMERS personally about new products or commercial promotions.
2. The personal data of the CUSTOMER may be communicated to companies affiliated with the SUPPLIER for one or more of the aforementioned purposes.
3. Before personal data are used for the last-stated purpose of Article 14.1, a warning message shall appear and the CUSTOMER shall be asked for explicit consent. The aforementioned provision does not affect the SUPPLIER’s right to place online advertisements on the Website without a prior warning message.
4. The CUSTOMER has the right to access his personal data. The CUSTOMER also has the right (i) to request the correction of incorrect personal data, and (ii) to request the removal of personal data that are incomplete or irrelevant for the purposes described above, of which the acquisition, communication or retention are linked or that have been stored longer than necessary to achieve the purposes described above. The CUSTOMER also has the right to object to the processing of his personal data for publicity purposes.
5. To exercise the rights referred to above, the CUSTOMER may contact the SUPPLIER at the e-mail address legal@tamashi.eu.
6. The SUPPLIER uses cookies to facilitate the use of the Website. Cookies are files that a web server can send to the CUSTOMER’s computer, allowing the computer to be identified for the duration of the session. Most browsers are set to automatically accept these cookies. The CUSTOMER can, however, deactivate the storage of cookies or set his browser to notify him before the cookie is stored on his computer.
7. The full version of the SUPPLIER’s privacy policy is available on the Website [URL].
FORCE MAJEURE
1. The SUPPLIER cannot be held liable for delays or shortcomings in the execution of the Agreement, that are the result of facts or circumstances over which it has no control or which could not have been foreseen or avoided. ‘Force majeure’ shall be understood to include natural disasters, fire at the SUPPLIER’s facility or its subcontractors’ facilities, wars, revolutions and terrorist attacks.
2. Under penalty of forfeiture of the right, the SUPPLIER who invokes such facts or circumstances must inform the CUSTOMER in writing as quickly as possible, do everything necessary to limit their duration to the strict minimum and inform the other Party in writing as soon as such facts or circumstances have ended.
3. If these facts or circumstances last longer than thirty (30) calendar days, the SUPPLIER may terminate the Agreement legally and by registered letter, without any compensation being due.
HARDSHIP
1. The SUPPLIER cannot be held liable for delays or shortcomings in the execution of the Agreement, that are the result of economic circumstances over which it has no control. ‘Economic circumstances’ or ‘hardship’ shall be understood to include scarcity or non-availability on the market of ingredients for the Products, trade blocks or trade embargoes and changing regulations or radical government measures that make it impossible for the Parties to execute the Agreement as agreed.
2. Under penalty of forfeiture of the right, the SUPPLIER who invokes such facts or circumstances must inform the other Party as soon as possible.
3. If these facts or circumstances last longer than thirty (30) calendar days, the SUPPLIER may terminate the Agreement legally and by registered letter, without any compensation being due.
MISCELLANEOUS
1. The CUSTOMER may not transfer his rights or obligations under this Agreement to a third party without the prior written consent of the SUPPLIER.
2. This Agreement, including the General Terms and Conditions of Sale, constitutes the entire agreement and understanding between the Parties with regard to its object and integrates and replaces all previous oral and written discussions and agreements between them in this regard.
3. The invalidity of any provision of this Agreement does not affect the validity of the Agreement. The Parties shall in joint consultation replace this invalid provision with a valid provision whose content most closely represents the intentions of both Parties.
COMPLAINTS AND DISPUTE SETTLEMENT
1. This Agreement is governed by Belgian law.
2. If the CUSTOMER has a complaint about the SUPPLIER’s Products, he undertakes in the first instance to contact the SUPPLIER itself at the e-mail address legal@tamashi.eu and provide a substantiated description of the complaint.
3. If the CUSTOMER and the SUPPLIER do not come to an arrangement within a reasonable period after the contact referred to in Article 18.2, the CUSTOMER may submit a request to a recognised dispute resolution body via the website http://ec.europa.eu/odr.
4. The aforementioned Article 18.3 does not prejudice the right of each Party to claim interim measures or to submit a dispute to the commercial court in Antwerp (Belgium), which has exclusive jurisdiction.

Version April 2019