DEFINITION 

These General Terms and Conditions of Sale apply to the online order of “deSter” Products (hereinafter the “Products”) by Customer with Seller. 

“Seller” means deSter BV with registered address Gelmelstraat, 96, 2320 Hoogstraten, Belgium, Company Number 0413.763.693 and Tax Registration Number BE0413.763.693.  

A “Customer” to the Website is defined as any person who places an order on the Website  

The “Website” means shop.dester.com. 

Seller and Buyer will each individually refer to a “Party” and collectively the “Parties” 

SCOPE OF APPLICATION 

These General Terms and Conditions of Sale (hereinafter “GTCS”) define the rights and obligations of the parties in connection with the online sale of Products using the Website. 

All content on the Website (hereinafter, including text, graphs and images, “Content”) is for the purpose of providing preliminary information deSter and the products and services offered by them only and is subject to change. Nothing on the Website is deemed to constitute a binding offer. In particular, without limitation, prices mentioned on the Website are not binding. 

By confirming the order, the Seller’s offer is accepted, and the Customer accepts the price and description of the Products. The contract resulting from this confirmation will be governed by the terms and conditions in force on the date of the Order. The Seller reserves the right to modify its Website, its procedures and terms and conditions, including these GTCS at any time. However, where so required by an administrative or governmental authority, the modified GTCS may apply to a transaction made prior to a modification. 

Any order implies acceptance and obligation of payment. 

The Products offered for sale and delivered by the Seller are subject to available stock, as specified at the time of placing the order. Likewise, the Products may be changed without prior notice. The Seller is in no way liable in the event of temporary or permanent unavailability of a Product. 

Our Website is made available free of charge. We do not guarantee that our Website, or any content on it, will always be available or to be uninterrupted. You are responsible for making all arrangements necessary for you to have access to our Website. You are also responsible for ensuring that all persons who access our Website through your internet connection are aware of these GTCS and other applicable terms and conditions, and that they comply with them. 

You agree not to use the Website or Content in any way that breaches any law or regulation or has any unlawful purpose or effect or is not in line with current ethical and moral standards. You agree not to misuse the Website by introducing viruses or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware. 

deSter explicitly exclude any liability for any losses or damages which occur as a result of viruses or other malware, including without limitation any technologically harmful material that may infect any computer equipment, computer programs, data, or other materials. 

If you choose, or you are provided with, a user identification code, password, or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third party. We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these GTCS. If you know or suspect that anyone other than you know your user identification code or password, you must promptly notify us at shop@dester.com. 

ONLINE ORDER 

The Customer is solely responsible for the choice and purchase of a Product. The details of each Product offered for sale are presented on the Website. The Seller only guarantees that at the time of delivery the Products will comply with the specifications depicted on the Website. The Customer must therefore consult the Product fact sheets at the time of placing the order to learn the characteristics and specific information. However, variations may occur, and Seller does not warrant that the Product descriptions or other content of the Website are error-free or complete. 

By connecting to the Website, the Customer accepts the Privacy Policy and the Cookie Statement. 

The Customer: 

  • selects the desired Products, 
  • completes the form with the information required to validate and process the order, 
  • confirms the order. 

When the Customer clicks on “confirm” this will be considered as his electronic signature. The order constitutes an offer to purchase the Products in accordance with these terms. Seller reserves the right to accept or reject any order in its sole discretion. If the order is accepted the Customer will receive confirmation of the acceptance of his order by the Seller by the receipt of an email from the Seller confirming the acceptance of his order. This message confirms that the order has been placed and includes the details of the sale. 

The details recorded in Seller’s computer system – e-mails, notifications – constitute proof of Seller’s contractual relationship with the Customer, within the frame of the order. 

PRICES AND SETOFF 

The prices specified in the various orders or contracts are, in principle, excluding value-added taxes (aka VAT), the costs of transport, packaging and return or disposal of the outer packaging. The cost of transport and VAT will be calculated in the last step before the Customer places the order. At this step, if the Customer do not agree with the additional costs and complete offer, they can refrain from placing the order.  

The Seller may only offset such claims of deSter as are undisputed or final. No claims of the Seller against deSter may be assigned to third parties without the prior written consent of deSter. Payments may be made only to the Seller. 

PAYMENT 

Buyer is under the obligation to pay all due and payable amounts under the invoices prior to order placement, without any right of set off, deduction or counterclaim of any kind whatsoever. As the website only accepts prepayment, the payment due date is immediate and must be completed before the order is finalized. The website only accepts payment through the embedded third-party payment provider. Buyers can use the available payment options provided by the payment provider, which includes and not limited to credit/debit cards, iDeal, Payconiq or any other option listed in the payment page. deSter does not guarantee the payment provider’s service and/or technical availability as well as deSter is not subjected to the errors or payment disruptions caused by the payment provider. deSter is not subjected to the issues caused by payment provider.  

Since prepayment is the only accepted payment method, the invoice will be generated by the Website based on the provided order information. The payment provider may generate an electronic payment confirmation or receipt that can serve as proof of payment, which does not correspond to an invoice. Any disputes regarding the proof of payment should be done via writing to shop@dester.com. Any other disputes in relation to invoices must be raised by Customer within fourteen calendar (14) days of the date of the relevant invoice. 

DELIVERY 

The delivery of the orders placed before 10am will be processed and handed out to the transport company the same day, orders that are placed after 10am will be handed out to transport company at the end of the day. The delivery times depend on the third-party transport company. Indicated delivery dates on the Website are estimates, and Seller is not liable for any delays or damages arising from delays.  

The Seller undertakes to make every effort to deliver the ordered Products to the Customer at the place/delivery point including calling the Customer to align on another delivery time. Delays in delivery do not entitle the Customer to any discount, compensation, or cancellation of the order. 

The shipping costs shall be borne by the Customer as stated above it will be calculated before order placement, after shopping cart validation. If the Customer disagrees with the shipment costs, he should refrain from placing the order. 

RIGHT OF WITHDRAWAL 

Customer has right to return goods after 14 days of receiving of goods.  

Option1 : Considering the goods are made to contact with food items, we can only accept the returns if the products are returned in their original unopened packaging. However; customer can ask for a refund on the opened boxes if there are major quality or quantity issues. Further details on the conditions see section: WARRANTY AND INSPECTION  

In order to exercise the right to return, Customer must contact shop@dester.com and request the return form from the customer service at deSter. This marks the return process, and the customer service reviews the information on the return form regarding the conditions of the Product. The Seller reserves the right to refuse returns if the above-mentioned conditions are not met or they are suspected of the food contamination risk on the Products. If the return conditions are met, customer service will provide the Customer with a return label and inform on the next steps for return shipment.  

The returned items will be refunded within 14 days of receipt of goods by the Seller. The reimbursement shall be executed in a manner consistent with the original method of payment. The third-party payment provider will have access to this information, and we will refrain from accessing your payment information. In rare cases, there might be issues of refund by the third-party provider in this case we may ask to provide us with a bank account number for the refund. deSter does not ask for your credit card information or provide you with links for the refund process. deSter is not responsible for any of the operational or financial damage that can arise from phishing or any other malicious activities that pretends to be our Website or customer service.  

RISK OF LOSS AND RETENTION OF TITLE 

Risk or loss of, or damage to, all Products provided by Seller to Customer passes to Customer upon delivery of those Products in accordance with the relevant Incoterms 2010 applicable.  Title to all Products provided by Seller to Customer will pass to Customer upon Seller’s receipt of payment in full for such Products. 

WARRANTY AND INSPECTION 

Seller only warrants that at the moment of delivery the Products comply with the agreed specifications and that they are then suited for their normal use. Seller does not give any other guarantee in respect of the Products, whether express or implied. Minor differences in size, weight, color, or material never represents a defect and cannot constitute sufficient reason for rejection, warranty, or liability. Any delivery of Products should be subject to an inspection upon delivery by Buyer to identify any visible or apparent damage and/or defects to the Products (through non-intrusive inspection). Warranty claims need to be filed within 7 (seven) calendar days following discovery. If written notification has not been received within the seven (7) calendar days period, the Products will be deemed as accepted and no further recourses are available to the Customer. It is understood that in the event that Seller had no knowledge of such invisible damage or defect, it cannot be liable for any losses or damages. In case of delivery of non-conforming Products, demanding refund is Customer’s sole and exclusive remedy. 

LIMITATION AND EXCLUSION OF LIABILITY, STATUTE OF LIMITATION, INSURANCE  

Seller shall be liable to Customer for any and all proven liabilities, claims, demands, suits, judgments, causes of action, losses, damages, fines and expenses (“Losses”) incurred by  Customer, which arise directly out of Seller’s proven gross negligence or willful misconduct in its performance of its obligations under these GTCS, with Customer using all commercially reasonable efforts to mitigate any such Losses at all times, except to the extent that the Losses are caused, or contributed to, by the proven gross negligence or willful misconduct of  Customer. Notwithstanding the above, Seller shall not be liable for any consequential, incidental or indirect loss, punitive damages, or any loss of profit, opportunity, business, revenue or other economic advantage. Furthermore, the Seller shall not be liable, under any circumstance, for any damages, claims, demands, suits, actions, losses, etc. … of any third parties incurred by the Customer in connection with the Products. Seller’s liability to the Customer under these GTCS shall not exceed the fees paid for the Products being the cause of Seller’s liability. Any action resulting from Seller’s breach of these GTCS must be commenced within one (1) year after the cause of action has accrued. Any limitation of liability under these GTCS applies to any claim, regardless of whether such liability arises from a claim based upon contract, tort or otherwise. Each Party undertakes to procure and maintain appropriate insurance coverage throughout the term of their relationship with reputable insurers and an insurance certificate confirming coverage and payment of premiums will be provided to the other Party upon first written request. 

EXEMPTION FROM LIABILITY; FORCE MAJEURE 

For the purpose of these GTCS force majeure is defined as follows: each circumstance outside the control of Seller that could reasonably not be foreseen and that makes it impossible for Seller to partially or completely fulfil its obligations under these GTCS. Circumstances causing force majeure can be, amongst others: labor unrest (including but not limited to strike, go-slow, work to rule), acts of storm, fire, explosion, flood, earthquake or other natural disaster, act of public enemy, war (declared or not declared), hostility, riot, civil commotion, embargo, terrorism, sabotage, accident, pandemic, epidemic or quarantine restriction, interruption or difficulty in obtaining necessary labour or raw materials, lack of or failure of transportation, breakdown of plant or essential machinery, emergency repair or maintenance, disruption of computer services, breakdown or shortage of utilities, delay in delivery or defects in goods supplied by suppliers or subcontractors to Seller, or the intervention of any governmental body beyond the reasonable control of Seller. An event of force majeure will not release Customer from its payment obligation. Seller shall be released from performance without incurring any liability towards Customer in case of an event of force majeure. 

PROPRIETARY RIGHTS 

The Customer may use the Seller’s website free of charge for placing orders, browsing the product catalogue and contacting the Seller for larger quantity orders. 

Use of the Seller’s website and software for unlawful purposes is strictly prohibited. 

The Website may contain links to other websites that are outside of deSter’s control. deSter and its group companies are not responsible for the correctness, completeness, or lawfulness of the content of other websites, nor for any information, offers, products or services contained therein. deSter is not liable for damage or injury resulting from the access to these other websites. 

Structure of the Website, software, brands, trademarks, Product recipes, database structures, photographs, visuals, texts, still or moving images, sounds, graphics, logos, as well as the composition, recipes and know-how related to the Products are the exclusive property of the Seller, its affiliated companies and/or its licensors and are protected by Dutch and international intellectual property law and the legal protection of databases. 

The compilation of all content presented or made available through the Website is the exclusive property of the Seller and is protected by international intellectual property law and the legal protection of databases. 

Subject to compliance with these GTCS and the payment of any sums due, the Seller grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable license for access, personal and non-commercial use of the Website. 

This license does not include any rights to use the Website, its content, or Products for the purposes of 

  • sale (including resale) or any other commercial use 
  • the collection or use of a product listing, descriptions, or product price; 
  • any use derived from the Website, its content, or the Products; 
  • any download or copy of account information for another merchant; 
  • any use of a website copier, or any other similar tool allowing users to collect or extract data. 

The Website and the Content are protected by copyright. The Customer may not take or reuse parts of the content of the Website without its express written consent. 

This Customer is not granted a license or other intellectual or artistic property right on the Products. 

All intellectual property interests and rights in and to the goods and all rights, title, and interest in and to any and all equipment, molds and inventions, whether or not patentable, registered or unregistered designs rights, copyrights, and/or technology provided, created or developed by Seller or any one of its affiliates or sub-contractors shall be retained exclusively by Seller and/or its affiliate(s) and/or its sub-contractors. Seller shall also be the sole owner of all rights, title, and interest in and to trademarks, service marks, trade dress, logos and any other indicia of source of Seller or any one of its affiliates. Customer shall not disclose any information with respect to the Products, the manufacturing process of the Products and developments concerning future products and/or new manufacturing processes to any third parties. 

SUBCONTRACTING AND ASSIGNMENT 

Seller does not accept any restriction or impediment on its ability to subcontract any part, or all, of the services it is required to perform. Neither Party may assign or transfer these GTCS, or any right of action on it, without the other Party’s written consent.   

CONFIDENTIALITY  

The contents of these GTCS, any information on the other Party and the other Party’s business is sensitive, confidential and shall not be disclosed, divulged or shared by either Party to any third party without the express written consent of the non-disclosing Party, unless the information is manifestly in the public domain at the time of disclosure or such disclosure is required by valid legal process or is otherwise required by law, in which event the Party required to make the disclosure shall give the other Party prompt written notification thereof.  Each Party will ensure, and will be liable for ensuring, that its directors, employees, agents, advisers, and subcontractors shall not disclose any confidential information.  

SEVERABILITY 

 If a court of competent jurisdiction holds any provision of these GTCS invalid or unenforceable, the other provisions of these GTCS will remain in full force and effect.  Any provision of these GTCS held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable. Any invalid or unenforceable provision (or part of it) shall be replaced by a provision which reflects closest its original intention.  

AMENDMENTS 

These Terms and Conditions of Sale and all Content of the Website may be amended or changed at any time without notice. Where amendments are made to the GTCS, the updated GTCS will be published on this Website. 

Any amendments will take immediate effect upon publication. You consent to the updated GTCS when you access the Website.  

DeSter is not obliged to inform you on the changes. To avoid any consent breaches, we advise you to regularly read the GTCS.   

PRIVACY AND COOKIES 

deSter seeks to ensure that all legal requirements regarding data protection are met. The Privacy Policy and Cookie Statement explains how information about you and your activities on the Website, including personal information, may be collected, and used. By accessing this Website, you agree with the Privacy Policy and Cookie Statement. 

APPLICABLE LAW AND JURISDICTION 

These GTCS should be exclusively governed by and construed in accordance with Belgian law. The applicability of all other (inter-) national regulations that could apply to cross border trade transactions (and most notably the Vienna Sales Treaty of 1980) is herewith expressly excluded. All disputes resulting from or in relation to these GSTCs shall be submitted to the exclusive jurisdiction of the courts of the District of Antwerp and more specifically those of the City of Antwerp, Belgium. 

Any conflicting or deviating terms and conditions shall not apply even if not rejected in a specific case. These GTCS apply only where the Customer is an entrepreneur or a legal entity or a special fund under public law. 

CONTROLLING LANGUAGE 

The language of the contract is English. Seller may at its discretion provide translations into other languages for convenience alone. In case of discrepancy or difficulty of interpretation between the two language versions, the English language version shall prevail. Translations may not be used to construe the English version.