Terms & conditions

General terms and conditions for trading with Carlo Global.

1. Scope

These terms apply to every offer, quotation, order and agreement between Carlo Global, the trade name of Carlo de Roo van Alderwerelt, sole trader, enterprise number 1043.063.665, Vlasvenstraat 11, 3640 Kinrooi, Belgium ("Carlo Global", "we"), and a business customer or supplier ("you"). They apply to the exclusion of your own general terms, unless we have agreed otherwise in writing. Carlo Global trades with businesses only, not with consumers.

2. Our role

Carlo Global is registered as a commercial agent and acts as a trading intermediary in sweets and food. Depending on the transaction we either negotiate and conclude a sale on behalf of a manufacturer or buyer as their agent, buy and resell goods in our own name, or bring a buyer and a manufacturer together and coordinate the deal. The order confirmation states which applies. Where we act as an intermediary, the supply agreement is concluded between you and the manufacturer, and our responsibility is limited to the services we have expressly undertaken, such as sourcing, coordination of certification and logistics.

3. Quotations and orders

Quotations are without obligation and valid for 14 days unless stated otherwise. An agreement is concluded when we confirm your order in writing, including by email. Prices are stated in euro and exclude VAT, duties, transport and insurance unless the quotation says otherwise. Minimum order quantities, packaging units and lead times are those stated in the quotation or order confirmation.

4. Delivery

Delivery takes place according to the Incoterms 2020 rule stated in the order confirmation. Delivery times are estimates given in good faith and are not binding deadlines. Delay does not entitle you to compensation or cancellation unless the delay exceeds 30 days after a written reminder. Partial deliveries are permitted. Risk passes to you according to the agreed Incoterms rule.

5. Certification and labelling

Where halal, kosher or other certification is agreed, we ensure the goods are supplied with the certificates specified in the order confirmation. You are responsible for informing us in writing, before the order is confirmed, of the certification, labelling and import requirements of the destination market. Requirements not communicated in time are at your risk.

6. Inspection and complaints

You must inspect the goods on arrival. Visible defects, shortages and damage must be reported in writing within 5 working days of delivery, with photos and the shipment reference; hidden defects within 5 working days of discovery and in any case before the best-before date. Goods must be stored in accordance with the label instructions. If a complaint is justified, we will, at our option, replace the goods, arrange a price reduction or credit the affected goods. Returns require our prior written approval.

7. Payment

Invoices are payable within 30 days of the invoice date, unless another term or advance payment is agreed. From the due date, interest is owed by law at the rate under the Belgian Act of 2 August 2002 on combating late payment in commercial transactions, plus a fixed recovery cost of 40 euro and reasonable collection costs. We may suspend deliveries while an invoice is overdue and may require security or advance payment for new orders.

8. Retention of title

Goods sold by Carlo Global remain our property until they are paid in full, including interest and costs. Until then you may not pledge them or transfer them as security, and you must store them in a way that identifies them as ours.

9. Force majeure

Neither party is liable for failure to perform caused by circumstances beyond its reasonable control, including crop failures, production stoppages at manufacturers, transport disruptions, port congestion, export or import restrictions, sanctions and government measures. If such circumstances last longer than 60 days, either party may cancel the affected part of the order in writing, without compensation.

10. Liability

Our liability for any claim is limited to the invoice value of the goods or services concerned. We are not liable for indirect or consequential loss, including lost profit, lost sales, recall costs or loss of goodwill, except in case of fraud or wilful misconduct. Product liability claims for goods produced by a manufacturer must be directed at the manufacturer; we will assist you in doing so.

11. Confidentiality

Both parties keep confidential the prices, sources, recipes, specifications and customer details they learn from each other, and use them only for the transaction concerned. You will not approach a manufacturer we introduced to you directly for the same products within 24 months of the introduction, without our written consent.

12. Applicable law and disputes

These terms and every agreement between us are governed by Belgian law. The United Nations Convention on Contracts for the International Sale of Goods (CISG) applies to international sales unless excluded in the order confirmation. Disputes are submitted to the courts of the judicial district in which Carlo Global has its registered office, without prejudice to our right to bring a claim before the court of your place of business.

13. Final provisions

If any provision of these terms is invalid, the remaining provisions remain in force and the invalid provision is replaced by a valid one that comes closest to its purpose. The English version of these terms prevails over any translation. We may update these terms; the version in force on the date of the order confirmation applies to that order.