Terms & Conditions

1. Scope of Application

These General Terms and Conditions ("T&C") apply to all business relationships between ESPATECH GmbH ("Provider") and customers or business partners ("Customer"). These terms govern all trading services, consultancy, brokerage, and business support services offered by ESPATECH GmbH.

By placing an order, submitting an RFQ, or engaging our services, the Customer agrees to be bound by these T&C. Any deviation from these terms must be approved in writing by ESPATECH GmbH management.

2. Offer & Contract Conclusion

2.1 Offers and Price Quotations

All price quotations and offers provided by ESPATECH GmbH are non-binding unless explicitly stated otherwise. Provider reserves the right to withdraw an offer within 8 business days if no order is received.

2.2 Order Acceptance

A contract is concluded only upon explicit written confirmation of the order by ESPATECH GmbH. Email confirmations from our office qualify as valid written confirmation. The Customer's RFQ does not constitute an offer but rather an invitation to quote.

2.3 Contract Terms

All contracts are concluded for the specified quantity, quality grade, delivery date, and incoterm as stated in the written confirmation. Any modifications require written agreement from both parties.

3. Services & Scope

3.1 Brokerage & Trading Services

ESPATECH GmbH facilitates trading transactions for commodities including edible oils, metals, ingots, agricultural products, and PPE. The Provider acts as a broker/middleman unless otherwise specified in writing. Services include sourcing, quality verification, documentation, and logistics coordination.

3.2 Consultancy Services

Consultancy services are provided based on the Provider's expertise and available information. Recommendations are advisory in nature and do not guarantee specific outcomes or profit margins. Customer assumes all business risks of acting on such recommendations.

3.3 Documentation & Compliance

ESPATECH GmbH provides documentation support for international trade compliance, including phytosanitary certificates, quality assurance documentation, and regulatory compliance. However, the Customer remains responsible for verifying all documentation accuracy and regulatory compliance in their jurisdiction.

4. Pricing & Payment Terms

4.1 Price Terms

All prices are quoted in the currency specified in the order confirmation (typically EUR or USD). Prices include standard packaging but exclude shipping, insurance, and any additional handling charges unless explicitly stated.

4.2 Payment Terms

Payment terms are specified in the written order confirmation. Standard payment terms are 30 days Net from invoice date. Alternative payment arrangements (advance payment, L/C, D/A) may require specific written agreement.

4.3 Late Payment

Invoices not paid by the due date are subject to:

• Late payment interest at 1.5% per month or statutory rate (whichever is higher)
• Suspension of further deliveries
• Recovery of collection costs from the Customer

4.4 Payment Methods

Payment should be made to the account specified in the invoice. Bank transfer is the preferred payment method. Credit terms are subject to credit approval by ESPATECH GmbH.

5. Delivery & Incoterms

5.1 Incoterms 2020

All deliveries are governed by Incoterms 2020 (ICC). The applicable incoterm is specified in the order confirmation (e.g., EXW, FOB, CIF, DAP, DDP). Unless otherwise stated, delivery is DDP (Delivered Duty Paid) to the Customer's specified address.

5.2 Delivery Timeline

Delivery dates are approximate and are not guaranteed unless explicitly labeled "firm date" in writing. Delays caused by force majeure, customs, transportation, or circumstances beyond Provider's control do not constitute breach of contract.

5.3 Acceptance of Goods

The Customer must inspect goods upon delivery. Claims for damage, shortages, or quality defects must be submitted in writing within 5 business days of delivery. Failure to notify voids the right to claim.

6. Quality Assurance & Specifications

6.1 Quality Standards

All products are sourced from certified suppliers and meet international quality standards (ISO, EN, FDA where applicable). Specific product certificates are provided upon request.

6.2 Inspection Rights

ESPATECH GmbH reserves the right to conduct quality inspections before delivery. Customer may request third-party inspection at their cost if desired.

6.3 Complaints & Returns

Products must be used within 12 months of delivery for optimal quality. Returns of unopened/unused products may be accepted within 14 days with restocking fee of 15%. Opened or used products are not returnable.

7. Limitation of Liability

7.1 Liability Cap

Except for fraud or gross negligence, ESPATECH GmbH's total liability for any claim relating to goods or services is limited to the invoice value of the disputed transaction.

7.2 Excluded Liability

ESPATECH GmbH shall not be liable for:

• Loss of profits or business opportunities
• Consequential, indirect, or incidental damages
• Customer's failure to comply with regulations or laws
• Loss or damage from third-party negligence or force majeure

8. Risk of Loss

Risk of loss transfers to the Customer upon delivery according to the specified incoterm. Goods in transit are covered by ESPATECH GmbH-arranged insurance (if DDP term applies). For FOB/CIF terms, Customer is responsible for insurance coverage.

9. Force Majeure

Neither party is liable for delays or non-performance caused by force majeure events including but not limited to: natural disasters, pandemics, war, sanctions, embargoes, governmental actions, port strikes, or shipping delays beyond reasonable control.

The affected party shall notify the other within 10 days and make reasonable efforts to resume performance.

10. Confidentiality & Data Protection

10.1 Confidentiality

Both parties agree to maintain confidentiality of proprietary business information shared during the course of trade. This does not apply to information already in public domain or required to be disclosed by law.

10.2 Data Protection

Customer data is processed according to GDPR and our Privacy Policy. See Privacy Policy for details on data handling.

11. Intellectual Property

All materials, documents, product images, specifications, and marketing content provided by ESPATECH GmbH remain the property of the Provider. Customer may not reproduce, distribute, or modify these materials without written permission.

12. Dispute Resolution

12.1 Jurisdiction & Applicable Law

These T&C shall be governed by and construed in accordance with German law (without regard to conflicts of law principles). The exclusive venue for disputes is the competent court in Berlin, Germany.

12.2 Dispute Resolution Process

Before initiating legal proceedings, parties agree to attempt amicable resolution through good-faith negotiation. Unresolved disputes shall be submitted to German arbitration (if both parties consent) or court proceedings in Berlin.

13. Compliance & Legal Obligations

13.1 Trade Regulations

ESPATECH GmbH complies with all applicable trade regulations, export controls, and sanctions laws. Customer represents that they are not subject to sanctions and products will not be re-exported to prohibited countries/entities.

13.2 KYC & Compliance

Customer agrees to provide accurate identification, company registration, and beneficial ownership information as required by ESPATECH GmbH's compliance program. False information may result in contract termination and legal action.

14. Termination & Cancellation

14.1 Termination Rights

Either party may terminate a contract only:

• In writing with 30 days notice (for ongoing supply agreements)
• Immediately for material breach if not remedied within 10 days of written notice
• In case of insolvency, bankruptcy, or inability to pay

14.2 Order Cancellation

Cancellation of an accepted order is not permitted without ESPATECH GmbH's written consent. If permitted, Customer shall reimburse Provider for:

• Costs already incurred (procurement, documentation, shipping)
• Restocking charges (typically 10-20%)
• Administrative costs

15. Modifications to T&C

ESPATECH GmbH reserves the right to modify these T&C at any time. Changes become effective upon publication on this website. Continued business after modification constitutes acceptance of new terms.

16. Severability

If any provision of these T&C is found invalid or unenforceable, the remaining provisions continue in full force. The invalid provision shall be modified to the minimum extent necessary to make it valid.

17. Contact for Legal Matters

For questions regarding these Terms & Conditions:

ESPATECH GmbH
Paul-Gesche-Str. 4, D-10315 Berlin, Germany
Email: office@espatech.eu
Phone: +49 179 617 3899