Regional Supply Chain

SMPGeneral Terms & Conditions

Our supply chain operates under the following terms and conditions:

Authorized Access

Access to our supply management platform (SMP) is restricted to authorized users and partners.

Purchasing managers of regional distribution chains and qualified suppliers may access the SMP upon authorization to coordinate orders and deliveries.

1. Product Integration by Suppliers

Approved suppliers may integrate their products into the SMP for consideration by regional retail distributors.

Regional distributors may evaluate proposed products for inclusion in their retail distribution chains, initiate RFQs and place orders at their discretion.

2. RFQ – Request for Quotation

Suppliers may receive RFQs either directly from regional distributors or via our central supply management team on their behalf.

3. Quotations

Suppliers are expected to submit quotations based on specified requirements within the designated time-frame.

4. Prices

All prices for offered goods are subject to final approval and confirmation by the relevant parties.

5. Orders

Regional distributors may place orders with suppliers based on approved quotations.

6. Delivery Contract

A delivery contract must be signed by both parties for each order.

7. Payment Terms

Payment for ordered goods shall follow the approved supplier’s payment terms.

Supplier liability verification is required prior to order confirmation.

8. Delivery Terms

Suppliers must deliver goods in accordance with the signed delivery contract under EXW (Ex Works) or FCA (Free Carrier) terms.

All required documentation must be provided with the shipment.

8A. Import Duties and Tariffs

All import duties, tariffs, and applicable customs charges in the country of destination shall be borne by the regional distributors (consignees).

Distributors are responsible for ensuring compliance with local customs regulations and for settling all import-related obligations prior to receipt of goods.

9. Shipments

Goods must be forwarded to regional distributors (consignees) by authorized forwarders appointed by the distributors.

10. Quality Assurance

Goods must be verified by an authorized quality control entity before being placed on store shelves.

11. Product Returns

Product returns shall be governed by the terms outlined in the delivery contract.

12. Responsibilities

Suppliers are responsible for ensuring that delivered products comply with European and international safety and environmental regulations.

Only products deemed safe for end-users may be supplied.

Our supply management center and its managing entity shall not be held liable for:

– Supplier errors.
– Defective or non-compliant products.
– Any consequences arising from participation in the regional supply chain or SMP.

13. Indemnification

All parties shall indemnify, defend, and hold our company harmless from any claims, losses, damages, liabilities, judgments, and related expenses (including reasonable attorney’s fees) arising from:

– Breach or misunderstanding of these terms by any party.
– Circumstances that are beyond our control.

14. Other Conditions

14.1 Platform Usage & Data Security

Authorized Use

Access to the SMP is granted solely to authorized users and partners. Each user is responsible for maintaining the confidentiality of their login credentials and for all activities conducted under their account.

14.2 Acceptable Conduct

Users shall not engage in any activity that may compromise the integrity, performance, or security of the SMP, including but not limited to unauthorized access, data scraping, or distribution of malicious software.

14.3 Data Protection

All data shared through the SMP shall be handled in accordance with applicable data protection laws and regulations.

Our company implements reasonable technical and organizational measures to safeguard user data from unauthorized access, disclosure, or loss.

14.4 Third-Party Access

Any third-party access to the SMP must be pre-approved in writing and shall be subject to the same terms and conditions as primary users.

15 . Dispute Resolution

15.1 Governing Law

These Terms and Conditions shall be governed by and construed in accordance with the laws of The Netherlands.

15.2 Resolution Process

In the event of a dispute, parties shall first attempt to resolve the matter amicably through good-faith negotiations.

15.3 Mediation and Arbitration

If a resolution cannot be reached within 30 days, the dispute shall be submitted to mediation. If mediation fails, the dispute shall be finally resolved by arbitration under the rules of Netherlands Arbitration Institute, and the decision shall be binding.

15.4 Jurisdiction

The exclusive jurisdiction for any legal proceedings shall be the competent courts of Rotterdam, The Netherlands.

16. Termination by Either Party

Either party may terminate participation in the supply chain with 30 days’ written notice, provided that all outstanding obligations are fulfilled.

16.1 Immediate termination may occur if a party:

– Breaches any material term of these Terms and Conditions.
– Engages in unlawful conduct.
– Compromises the security or integrity of the SMP.

16.2 Effect of Termination

Upon termination:

– Access to the SMP shall be revoked.
– All pending orders and contracts shall be reviewed for completion or cancellation.
– Confidential information must be returned or destroyed as instructed.

Any conditions not explicitly stated herein are subject to additional approval and written confirmation.

These terms and conditions may be updated periodically, with changes communicated via official notification.

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Supplier Selection Procedure

For any additional information please contact our Central Desk.

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