GENERAL TERMS AND CONDITIONS OF SALE

Article 1 – Purpose and Scope
These general terms and conditions define the terms of execution of the contract concluded between the limited liability company JOHN DRIEGE SARL, with its registered office at L-8522 Beckerich, 6, Jos Seyler Strooss, registered with the Luxembourg RCS under number B48286 (hereinafter the “Carrier”), and its co-contractor, a natural or legal person (hereinafter the “Client”). They supplement the specific conditions agreed between the Carrier and the Client (together referred to as the “Parties”).
The Client confirms that it qualifies as a professional within the meaning of article L.010-1 2) of the Luxembourg Consumer Code.
These general terms and conditions apply to the exclusion of any other general or special conditions of the Client.
Any order placed or contract concluded by the Client with the Carrier implies full acceptance of these general terms and conditions.

The relationship between the Parties is also governed by the Geneva Convention of May 19, 1956 concerning the contract for the international carriage of goods by road (the “CMR Convention”), as amended. In the event of any conflict, these general terms and conditions shall prevail over the CMR Convention.

Article 2 – Billing and Payment Terms
Prices are calculated in euros and in accordance with the Carrier’s applicable rate on the day of the order or conclusion of the contract.

No discount will be applied, even in the case of cash or early payment, unless expressly agreed otherwise by the Carrier and indicated in the contract or invoice. The Carrier charges a minimum shipment weight of 30kg per delivery. Prices will always be increased by VAT and any other applicable taxes on the invoicing date.
Payment is due upon receipt of the invoice unless otherwise expressly agreed with management and must in all cases be made within thirty (30) calendar days from the invoice date, unless otherwise agreed in the transport contract, invoice, or these general conditions.

Payments must be made to the Carrier’s registered office and by bank transfer to the account indicated on the invoice.
To cover any additional costs, the Carrier may apply a flat fee of 15% of the contract or order amount.

Article 3 – Rights and Obligations of the Carrier
If the Carrier performs the transport itself, it is solely responsible until delivery of the goods at the agreed location. If unloading is performed by the Carrier, it remains liable for any damages caused, unless the Client proves the Carrier is not responsible.
If the Client or its staff performs unloading, the Client is liable for damages. If a subcontractor of the Client unloads, that subcontractor is liable unless proven otherwise.

Unless the Client has declared the value of the goods and paid a surcharge, the Carrier’s liability is strictly limited to material damage resulting from loss or damage, capped at €23/kg and €750 per parcel, item, or unit, regardless of nature, weight, volume, or size.

The Carrier is not liable if the loss, damage, or delay results from the Client’s fault, an order from the Client unrelated to Carrier fault, inherent defects in the goods, interruption of the cold chain prior to takeover, absence of recipient at delivery, or unavoidable circumstances.

The Carrier may charge the Client for costs due to changes in delivery date, location, nature, or weight unless the costs are due to the Carrier’s own fault.

For delays (unless value is specially declared), compensation is limited to the amount invoiced by the Carrier. No compensation is due if the delay is due to the Client.

Article 4 – Rights and Obligations of the Client
The Client must pay all transport-related costs, including those due to changes in delivery or content, customs duties, and any fees resulting from the Client’s fault or request.
Payment is due by the invoice due date. Unpaid amounts bear 10% annual interest automatically and without formal notice. The Carrier may also charge 15% administrative recovery costs, with a minimum of €200. Legal and collection costs are borne by the Client.

In case of non-payment, all other amounts become immediately due. The Carrier may suspend services until full payment is received.

If the Client receives the goods without inspecting them jointly with the Carrier or noting any reservations on the delivery note, they are presumed received in good condition.
Invoice disputes must be notified in writing within 7 calendar days of receipt. After this period, the invoice is deemed accepted.

Article 5 – Labelling and Packaging
The Client must properly and safely package the goods. Packaging must suit the goods’ nature, weight, size, and transport conditions. Proper and durable labelling is required, including sender/recipient details and handling instructions (e.g., “Fragile”).
If packaging or labelling is non-compliant, the Carrier may refuse the shipment or charge extra for repackaging.
The Client is solely liable for damages or delays caused by poor packaging or labelling. The Carrier declines all responsibility in such cases.

Article 6 – Subcontracting
The Carrier may subcontract all or part of any order to a company of its choice whenever deemed necessary.

Article 7 – Retention Right
The Carrier has a right of retention over all goods entrusted to it, securing payment of all Client debts, even unrelated to the current shipment. This right overrides any retention of title by the seller.
In case of payment default, the Carrier may retain goods until full payment, including interest and costs. If unpaid, the Carrier may sell the goods and offset its claim against the sale proceeds.

Article 8 – Insurance
The Carrier has professional liability insurance covering material and immaterial damage during transport, as per its insurance contract. Details are available on request.

Liability is capped by article 3 and the insurance limits, except in cases of proven gross negligence or intentional fault.
Exclusions include, but are not limited to, damage from inadequate packaging or labelling, force majeure, undeclared dangerous goods. In such cases, no compensation will be provided.

Clients are advised to take additional insurance if needed. Upon request, proof of this insurance must be provided. The Client must inform the Carrier of any specifics that could affect coverage.

In case of incident, the Client must notify the Carrier immediately in writing and provide all required documentation. Delays or refusals of compensation due to the Client’s failure to comply with obligations are not the Carrier’s responsibility.

Article 9 – Force Majeure
The Carrier is not liable for delays or failures due to force majeure, including but not limited to fire, flood, natural disasters, strikes, lack of raw materials, war, or theft.

Article 10 – Claims
Claims must be noted on the delivery note by an authorized representative of the Client and sent to planning@johndriege.com or exploitation@johndriege.com within 12 hours of delivery.
Other claims (not related to poor packaging or labelling) must be sent in writing within 48 hours of delivery and are only admissible if reservations were previously made.

Article 11 – Termination
Transport contracts are limited to the delivery period and may not be terminated early unless for breach of contract. Early termination by the Client without valid reason incurs a penalty of 20% of the contract price (minimum €500), plus all incurred costs and subcontractor fees.

The Carrier may terminate the contract in case of non-payment or violation of laws or contract terms. In this case, the Carrier owes no compensation and may claim 20% of the contract price for loss of profit.
Termination must be sent by registered letter. If the Client’s address is invalid, the termination is considered valid.

Article 12 – Returns, Modifications, and Cancellations
Returns require prior authorization. Cancellations more than 2 working days before delivery are free. Cancellations less than 1 working day before delivery incur a 50% cancellation fee.
Modification requests must be made in writing and may incur extra fees. The Carrier will confirm if modifications are possible. If not, the Client will be informed. Late or incomplete communication from the Client releases the Carrier from responsibility.

Article 13 – Data Protection
Client data (name, email, phone, postal code) is necessary for service execution. Data is processed per GDPR and used only for contract execution, customer satisfaction, or commercial communications for similar services.
The Carrier commits to processing personal data legally and securely, without unauthorized transfers, and ensuring confidentiality. The Client must ensure lawful collection and communication of third-party data.
Data subjects may exercise GDPR rights by contacting planning@johndriege.com or exploitation@johndriege.com or filing a complaint with the CNPD.

Article 14 – Final Provisions
The contract and any disputes are governed by Luxembourg law, including the CMR Convention. Disputes fall under the exclusive jurisdiction of the courts at the Carrier’s registered office unless the Carrier chooses otherwise.
The parties will attempt amicable resolution of disputes. If any clause is invalid, it will be replaced with a valid one reflecting its intent.