Terms & Conditions

1Company Information

Entity clarity: the registered legal seller and the European fulfilment location are separate. The invoice, quotation and sales contract identify the contracting seller for each transaction.

2Scope of Business & B2B Status

These Terms apply only to transactions entered into for business, trade, resale, distribution, import, retail, vending, hospitality or other professional purposes. WOOVE does not operate these wholesale terms as consumer-sale terms.

WOOVE acts as an independent B2B wholesale supplier. References to brand names, trademarks and product images identify goods requested by buyers and do not by themselves imply an official, exclusive or manufacturer-appointed distribution relationship.

3Products, Authenticity, Market Version & Stock

Products offered for sale are described in the relevant quotation or sales documentation. Depending on the product and market, the written offer may identify the brand, variant, size, pack configuration, source market, label language, GTIN/EAN, batch, best-before date, pallet quantity and other commercially relevant details.

• Stock is subject to availability and allocation until the order is formally confirmed.
• Product images on the website are illustrative unless the quotation expressly identifies the exact SKU or market version shown.
• Market versions, labels, barcodes, flavours and packaging can differ between countries or production cycles.
• No guarantee of continuous supply of a particular variant, Edition or source market is given unless expressly agreed in writing.

Product control: the written quotation and order confirmation override general product examples displayed elsewhere on the website.

4Quotations, Prices & Taxes

Wholesale prices may change with stock allocation, brand, variant, quantity, pallet configuration, destination, freight market, currency, tax treatment, duties, deposit systems and customs requirements.

• A quotation is valid for the period stated on that quotation. If no validity period is stated, the price remains subject to reconfirmation before order acceptance.
• Website and catalogue prices are reference prices unless expressly identified as binding in a written quotation or sales contract.
• Freight, VAT, German Pfand, import duties, excise duties, customs charges, insurance, relabelling and destination services are excluded unless expressly included.
• Volume discounts or recurring-account terms apply only when stated in the relevant written offer.

5Order Formation & Confirmation

An enquiry, website submission or request for quotation does not by itself create a binding sales contract. A transaction becomes binding only when WOOVE accepts the order in writing and any conditions stated in the quotation, proforma invoice or sales contract are satisfied.

Changes requested after confirmation may result in additional charges, revised lead times or cancellation consequences where stock, packaging, freight or documentation has already been committed.

6Payment Terms

Payment terms are those stated on the quotation, proforma invoice, invoice or signed sales contract. Bank transfer is the standard payment method unless another method is expressly agreed in writing.

• Payment must be made only to the beneficiary account stated on an official WOOVE invoice or payment instruction.
• The buyer is responsible for ensuring that payer details, payment reference and invoice details are correct.
• Bank charges, intermediary-bank charges and currency-conversion costs are borne as stated in the transaction documents.
• Goods are not required to be released for dispatch until the payment conditions stated in the transaction documents have been satisfied.

Fraud prevention: if bank details appear to change, verify the change independently with WOOVE through a known company contact before sending funds.

7Shipping, Delivery, Risk & Incoterms®

Delivery terms are agreed for each order. Where an Incoterms® 2020 rule such as DAP or DDP is stated, the agreed named place and rule define the allocation of delivery obligations, costs and risk between the parties.

• Delivery dates and transit times are estimates unless expressly guaranteed in writing.
• Carrier selection may vary according to route, pallet quantity, service level, customs requirements and commercial feasibility.
• The buyer must provide a complete delivery address, contact details and any unloading restrictions before dispatch.
• Customs duties, import taxes and destination charges are borne according to the agreed Incoterm and transaction documents.
• Tracking or shipment-reference information is provided where available from the appointed carrier.

Incoterms® rules do not replace the sales contract. The exact rule and named place must be read together with the quotation, invoice and any signed agreement.

8Commercial Documents, Food Information & Compliance

WOOVE provides the commercial documents expressly included in the order. These may include a commercial invoice, packing list, transport document, export declaration, certificate of origin, product specification, batch information or other documents where applicable.

The buyer remains responsible for determining whether the offered product version is suitable for resale in the destination market, including local importer requirements, labels, registrations, deposit systems, taxes and any destination-specific obligations that are not expressly assumed by WOOVE in writing.

Nothing in these Terms limits food-safety, traceability, withdrawal or recall obligations that apply under mandatory law.

9Inspection, Transit Damage & Claims

The buyer must inspect the goods, pallet count and visible condition as soon as reasonably practicable after delivery or collection.

• Visible shortages or transit damage should be recorded on the carrier's delivery document where possible.
• Claims must include reasonable evidence, such as photographs, pallet labels, batch details, delivery documents and a description of the alleged non-conformity.
• Claim deadlines stated in the quotation, sales contract, carrier terms or applicable law must be observed.
• Failure to record carrier damage may affect a transport claim where the carrier requires delivery notation.

10Returns, Cancellations & Refunds

Food and beverage goods may not be returned without WOOVE's prior written authorization. This does not remove any mandatory rights or remedies that apply to defective, unsafe, misdescribed or non-conforming goods.

• Approved returns must follow the instructions and destination provided by WOOVE.
• Goods must not be returned to a warehouse, carrier or fulfilment location without prior written acceptance.
• Where stock becomes unavailable before binding acceptance and payment has been received, WOOVE may offer a replacement, credit or refund as appropriate.
• Buyer-requested cancellations after binding confirmation may be subject to committed stock, freight, packaging, banking, relabelling or administrative costs.

11Title, Risk & Storage

Risk transfers in accordance with the agreed delivery term and applicable transaction documents. Legal title to the goods transfers as stated in the sales contract or invoice and subject to applicable law.

After risk has transferred, the buyer is responsible for appropriate storage, handling, inventory rotation and resale conditions. Product-specific storage instructions shown on the packaging or specification must be followed.

12Liability

Each party remains responsible for obligations allocated to it under the agreed transaction documents and applicable law. To the extent legally permitted, WOOVE is not responsible for indirect or consequential commercial losses arising from matters outside its reasonable control, including carrier disruption, customs delay, buyer import failures or improper storage after risk has transferred.

No provision of these Terms excludes or limits liability where exclusion or limitation would be unlawful, including any mandatory food-safety obligation or liability that cannot legally be excluded.

13Force Majeure & Events Beyond Reasonable Control

Neither party is liable for delay or failure caused by events beyond its reasonable control to the extent recognized by the applicable contract or law. Such events may include war, government restrictions, sanctions, border closures, port disruption, strikes, natural disasters, major transport interruption, cyber incidents, utility failures or shortages affecting supply or logistics.

The affected party should notify the other party without undue delay where the event materially affects performance and should take reasonable steps to mitigate the impact.

14Sanctions, Export Controls & Trade Compliance

Orders are subject to applicable sanctions, export controls, customs laws, anti-bribery rules, anti-money-laundering requirements and other mandatory trade restrictions. WOOVE may decline, suspend or cancel a transaction where performance may expose the company, its banks, carriers, suppliers or service providers to legal or compliance risk.

The buyer must provide accurate company, destination, end-use and importer information where reasonably required for trade-compliance checks.

15Intellectual Property & Brand References

Third-party brand names, logos and product images remain the property of their respective owners. They are used on the website for product identification and commercial classification. No transfer of trademark, copyright or other intellectual-property rights occurs through a wholesale transaction unless separately agreed in writing by the rights owner.

16Governing Law & Dispute Resolution

The governing law, jurisdiction and dispute-resolution mechanism for a transaction are those expressly stated in the relevant signed sales contract, quotation, proforma invoice or other binding transaction document.

If the transaction documents do not contain an express governing-law or forum clause, the applicable law and competent forum will be determined under the rules that legally govern the transaction. Nothing on this website should be read as creating a German-law or Stuttgart-jurisdiction clause where none has been agreed in the binding transaction documents.

Legal-review point: have counsel choose and draft a single default governing-law and jurisdiction clause before publication if you want one rule to apply automatically to all B2B transactions.

17Amendments, Severability & Entire Agreement

WOOVE may update these website Terms for future transactions. The version applicable to an order is the version incorporated into, linked from or otherwise applicable to that transaction at the time it becomes binding, unless the parties agree otherwise in writing.

If any provision is held invalid or unenforceable, the remaining provisions continue to apply to the extent permitted by law. A signed sales contract, quotation, invoice and other transaction documents may form part of the complete agreement between the parties.

18Contact

Questions about these Terms or a specific wholesale transaction should be sent to sales@woovegmbh.com.

For product availability, pallet quantities, destination-specific pricing or logistics, use the wholesale enquiry page.

iOfficial Trade & Food-Safety References

These external references are provided for general commercial context and do not replace legal advice or destination-specific compliance review.