Terms & Conditions

General

 

Registered Office:

Istapack™
Yüzyıl Mahalesi Matbaacılar Sitesi 2. Caddesi No: 194
34218 ISTANBUL
Türkiye

 

 

§ 1 Definitions

 

1.1 “General Terms and Conditions”: these general terms and conditions.

1.2 “Customer”: any natural or legal person who purchases one or more products and/or services from Istapack™ and who requests a quotation, places an order and/or enters into an agreement with Istapack™.

1.3 “Agreement”: the Agreement between Istapack™ and the Customer pursuant to which the products and/or services are delivered to the Customer.

§ 2 Applicability

 

2.1 The legal relationship between the Customer and Istapack™ is governed by the following norms, listed in descending hierarchical order where applicable:

  • the written and signed special agreement;

  • the order confirmation;

  • these General Terms and Conditions;

  • Articles 4–39 and 41–88 of the Vienna Sales Convention;

  • Belgian law, to the exclusion of any other legal rules.

Istapack™ rejects all other norms and terms, except for those expressly and in writing agreed with the Customer. These expressly accepted deviations apply only to the specific agreement to which they pertain and cannot be invoked for any other, even similar agreements.

2.2 The potential invalidity of one or part of the provisions of these General Terms and Conditions does not affect the applicability of the remaining provisions. If a provision is void, Istapack™ and the Customer shall attempt to replace it with an equivalent provision that reflects the general spirit of these General Terms and Conditions. If no agreement can be reached, the competent court may moderate the void provision to what is legally permissible.

2.3 If Istapack™ fails once or repeatedly to enforce any right under these General Terms and Conditions, this shall only be considered tolerance of a particular situation and shall not result in a waiver of rights.

2.4 Istapack™ reserves the right to modify these General Terms and Conditions. Any modifications will be communicated to the Customer in advance.

§ 3 Conclusion of the Agreement

 

3.1 The website, newsletters, brochures and other advertising materials serve an informational purpose only. Obvious errors or mistakes in the offer do not bind Istapack™. Istapack™ is under no circumstances liable for material errors or printing mistakes in brochures, on the website, posts, etc.

3.2 All quotations and offers are non-binding and constitute merely an invitation for the Customer to place an order. A quotation is only valid for the specific order and does not automatically apply to subsequent (similar) orders. A quotation is valid only for the duration indicated therein unless expressly agreed otherwise. If no validity period is stated, the quotation is valid for fifteen (15) calendar days.

3.3 The Agreement between Istapack™ and the Customer is concluded only after the signing of the written special agreement or after receipt of the order confirmation issued by Istapack™. The signed agreement or order confirmation is considered correct and complete. Providing a quotation or documentation does not oblige Istapack™ to accept an order. Non-acceptance will be communicated within 10 working days and will always be objectively justified. Istapack™ reserves the right to deliver or perform orders only after advance payment.

§ 4 Price and Costs

 

4.1 The sales prices shown in catalogues, newsletters, brochures or any other medium are indicative only. The price stated on the approved quotation is the only binding price.

4.2 Prices are expressed in Euro and clearly state the VAT amount. Other taxes and levies (including import duties), insurance and administrative costs, shipping, delivery and transport costs, FostPlus and other environmental contributions are always included unless expressly agreed otherwise.

4.3 Istapack™ reserves the right to modify prices listed on the website, catalogues, newsletters, notes, brochures or other advertising at any time. Nevertheless, products and services are always invoiced based on the rates applicable when the order was accepted or the written agreement signed. Obvious mistakes or manipulations may be corrected after the Agreement has been concluded.

§ 5 Formation of the Agreement

 

5.1 The Agreement only covers the products and services described in the signed written special agreement or order confirmation issued by Istapack™. Any changes after the conclusion of the Agreement require written approval from Istapack™ and may affect the price and delivery deadlines.

5.2 The Customer accepts that Istapack™ may make minor changes to the products or services if technically necessary or due to developments in technology, production or aesthetics, provided they concern only details and do not affect essential functional or aesthetic characteristics. Istapack™ shall inform the Customer in writing.

§ 6 Delivery of Products and/or Services

 

6.1 Unless otherwise agreed, deliveries are made under Incoterm® “Delivered Duty Paid” (DDP), whereby Istapack™ delivers the purchased products to the address indicated in the order confirmation or Agreement.

6.2 Delivery terms are interpreted in conformity with the Incoterms® in force at the time the Agreement was concluded.

6.3 The delivery obligation applies only to the goods and/or services listed in the written special agreement or order confirmation. Except as stated in Article 8, the Customer is obliged to accept the delivery. If the Customer refuses or only partially accepts the delivery, Istapack™ must be compensated for all resulting damages and costs, including but not limited to transport costs. If the Customer does not permit delivery within five (5) calendar days, a storage fee of 1% of the full invoice amount per week is due. After two (2) weeks, Istapack™ may terminate the Agreement without notice or judicial intervention, with a fixed compensation of 35% of the total invoice amount, without prejudice to higher proven damages.

6.4 Unless otherwise specified, delivery and transport costs are included in the price. A fee may be charged for sustainable packaging materials.

6.5 All delivery times are indicative. In case of delay, the parties shall agree on a reasonable extension without any right to compensation or termination. In case of non-delivery, any advance payments will be refunded.

6.6 Changes to the quotation or order automatically nullify previously agreed delivery terms.

6.7 Istapack™ is not liable for delays caused by manufacturers, suppliers, the Customer, their clients or any third party.

6.8 Istapack™ may deliver in parts if objectively necessary, without giving rise to compensation or termination.

§ 7 Invoicing and Payment

 

7.1 Istapack™ reserves the right to require full or partial advance payment.

7.2 Unless expressly agreed otherwise, all invoices are payable in cash at the registered office of Istapack™ or by bank transfer to the account indicated on the invoice.

7.3 Invoices must be paid within the term stated on the invoice. If no term is stated, payment is due within five (5) calendar days. The value date on Istapack’s bank statements is deemed the payment date. In case of non-payment:

  • legal interest is due automatically and without notice from the due date, based on the Belgian Law of 2 August 2002 (as amended 14 August 2021);

  • a fixed indemnity of 12% of the invoice amount (minimum €50) is due;

  • all judicial and extrajudicial collection costs are borne by the Customer;

  • all other invoices, even those not yet due, become immediately payable;

  • if payment is not made within seven (7) calendar days after a written reminder, Istapack™ may reclaim delivered goods and/or suspend or terminate the Agreement(s).

Partial payments are accepted with all reservations and are allocated first to interest, then to damages, then to principal.

§ 8 Acceptance, Warranty and Complaints

 

8.1 Invoices are deemed accepted unless disputed within five (5) working days. After this period, or after partial payment, invoices are deemed accepted.

8.2 The Customer must report visible defects or complaints within forty-eight (48) hours after delivery. Visible shortages or damage must be noted on the delivery documents. Packaging must be retained in case of transport damage.

8.3 Returns of defective products must occur within seven (7) calendar days after the complaint, in original packaging and undamaged. Return costs are borne by the Customer unless otherwise agreed.

8.4 Complaints regarding hidden defects must be reported in writing within forty-eight (48) hours after discovery.

8.5 For valid complaints, Istapack™ may, at its discretion: (1) repair or replace the defective products or services, or provide an equivalent product if no longer available; or (2) credit an amount proportionate to the defect. These remedies fully compensate any damage and do not imply any admission of liability.

8.6 Without written consent, the Customer may not return products or engage third parties for repairs.

8.7 Istapack™ may verify any alleged defects itself.

8.8 Complaints do not suspend the Customer’s payment obligation.

8.9 Replacement or re-performance cannot give rise to compensation or termination.

8.10 Costs arising from unjustified complaints shall be borne by the Customer.

§ 9 Liability

 

9.1 Istapack™ shall perform the Agreement to the best of its ability and in accordance with professional standards and applicable law.

9.2 Except as otherwise provided, contractual and extra-contractual liability is limited to the compulsory legal minimum and, in any event, to the lower of:
(1) the corresponding invoice amount (excl. VAT), or
(2) the amount paid by Istapack’s liability insurer.

9.3 Istapack™ is not liable for:

  • indirect damage (including but not limited to damage to third parties, loss of profit, consequential loss, failure to achieve objectives);

  • damage caused by the Customer or third parties;

  • damage resulting from improper or incorrect use of products;

  • damage resulting from failure to comply with legal or other obligations;

  • damage due to normal wear and tear.

9.5 The Customer acknowledges that products are guaranteed only to comply with regulations applicable in Belgium at the time of delivery. Istapack™ cannot be held liable for later changes in law.

9.6 Istapack™ is not liable for damage resulting from missing or incorrect information provided by the Customer.

§ 10 Retention of Title

 

10.1 Istapack™ retains ownership of all delivered products until full payment of price, costs, interest and all related charges.

10.2 Before ownership transfers, the Customer may not dispose of, transform, transfer, burden or otherwise deal with the products.

10.3 If the Customer resells products subject to retention of title, all resulting claims are assigned to Istapack™. The Customer must remit to Istapack™ all proceeds up to the value of the products.

§ 11 Force Majeure

 

11.1 Istapack™ is not liable for failure to perform due to force majeure.

11.2 In case of force majeure, Istapack™ may, without notice or judicial intervention:

  • propose a functionally equivalent product;

  • temporarily suspend performance;

  • terminate the Agreement if execution is impossible for more than three (3) months; or

  • renegotiate the terms. If the Customer does not negotiate in good faith, Istapack™ may request redetermination of terms or damages.

11.3 Examples include: war, natural disasters, terrorism, strikes, mobilisation, illness, pandemics, lockdowns, shortages of materials, extreme weather, accidents, communication failures, energy shortages, import/export bans, government measures, economic sanctions, roadblocks, etc.

§ 12 Duration and Termination

 

12.1 In case of any change affecting the Customer’s creditworthiness (including death, debt restructuring, seizure, fraud, etc.), Istapack™ may suspend execution until adequate guarantees are provided, or terminate the Agreement immediately without notice and without judicial intervention, without prejudice to damages.

12.2 Upon termination, the Customer loses any right to demand performance.

12.3 The Customer may suspend performance if Istapack™ fails to comply with essential obligations and does not remedy this within fifteen (15) calendar days of notice.

§ 13 Disputes and Applicable Law

 

13.1 All Agreements with Istapack™ are governed by Belgian law. Any disputes fall under the exclusive jurisdiction of the courts where Istapack™ has its registered office.