Terms and Conditions
General Provisions of these Terms and Conditions
Nutrada, ‘us’ or ‘we’ refers to our company Solvex B.V., which is registered with the Dutch Chamber of Commerce under no. 66138841 and is having its office at Augustapolder 20, 2992 SR Barendrecht. Our VAT number is NL856411450B01. You may contact us via hello[at]nutrada.com. You may find our most recent contact details via www.nutrada.com/contact.
B. What we do
Nutrada offers a platform where connections are created between buyers and suppliers in the food industry. Nutrada is merely a facilitator and therefore shall never become a party to any contract between buyers and suppliers. Nutrada shall perform its services with care to the best of its ability and in accordance with these Terms.
C. Terms and conditions
Welcome to our Terms and Conditions (hereinafter: the “Terms”). In our Terms we explain which rules apply to the use of our sites, services, applications and tools (hereinafter collectively referred to as “Services”). By using our Services or by creating an account you (“User”) agree to be bound by and comply with the Terms.
Nutrada may change these Terms from time to time, such changes or modifications are effective immediately upon your electronic acceptance of these Terms after such changes have been made. If any provision of these Terms is null and void or is voided, the other provisions of these shall remain fully in effect. The applicability of any User’s terms and conditions towards Nutrada is excluded.
I. Nutrada Website Terms and Conditions, shall apply to anyone who uses our website, such as by visiting, creating an account or supplying or buying products via our Services.
II. User Terms, shall apply in addition to the Nutrada Website Terms and Conditions, to any Users that created an account with Nutrada.
I. Nutrada Website Terms and Conditions
The use of our website is subject to these Terms.
We provide our Services “as is” and “as available”. Any reliance you place on content we create, is strictly at your own risk. Nutrada cannot make any representation or warranty about the completeness, accuracy and availability of content displayed within our Services. All content may be subject to change without notice.
User account details are created by Users. The Users themselves are responsible for the correctness of all content and information they provide. We are not able to verify the correctness of the information provided by Users. However we shall use reasonable effort to prevent disposure to illegal, offensive or infringing content. Therefore we ask you to report any such content to us. Nutrada shall handle properly substantiated complaints within a reasonable term in accordance with its usual procedures. Nutrada is not obliged to follow any instructions of Users. Nutrada cannot guarantee the accuracy or timeliness of replies to a complaint filed.
This website may include links to other websites. We have no responsibility for the content of the linked website.
In no event will we be liable for any damage you may encounter in connection with the use of our website.
III. Intellectual property rights
Services we provide contain intellectual property that is either owned by, or licensed to us. Therefore Users are not allowed to directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code or underlying code, or underlying structure, ideas, or algorithms included in our Services. Users are not allowed to modify, translate, or create derivative works based on the Services. Users are not allowed to conduct any systematic or automated data collection activities such as scraping and data mining or interact with our Services using a robot or other automated means.
If you believe that your intellectual property rights are violated because of the content posted through our website please notify us.
IV. Law and jurisdiction
Our Services, these Terms, and any contractual or non-contractual obligations arising out of or in connection to it, are exclusively governed by and shall be construed in accordance with the laws of the Netherlands. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms and is hereby expressly excluded. Any dispute, controversy or claim arising out of or relating to our Services and/or these Terms, shall exclusively be settled in accordance with the Arbitration Rules of the Netherlands Arbitration Institute (NAI). The arbitral tribunal shall be composed of one arbitrator and shall be appointed according to the list procedure. The place of arbitration shall be Rotterdam, the Netherlands and the proceedings shall, at the discretion of Nutrada’s judgment, be conducted in the English or Dutch language.
II. User Terms
1. User accounts
Users of our Services must create a User account to be able to make use of services we offer. In order to create an account the User:
• shall be at least 18 years or older and be legally competent;
• shall provide only true and complete information; and
• shall warrant that he is entitled to use the credentials requested to create the account.
2. Users behavior
At all times Nutrada expects Users to behave correctly towards other Users. In particular, Users shall only supply information through our Services that is true and non-misleading.
Users are not allowed to:
- Use our Services in a manner that may cause damage to the reputation and objectives of Nutrada;
- Use our Services in a manner that may damage or impair the performance, availability or accessibility of our Services;
- Disclose account credentials to any other persons and visa-versa to use the account credentials of another person;
- Use our Services in a way that is unlawful, illegal or fraudulent;
- Use data collected from our Services for any direct marketing activity.
Without prejudice to any other right we may have under the Terms or by law, when we reasonably suspect that a User is in breach of the Terms we may send formal warnings or suspend or permanently block access to our Services. Nutrada is never obliged to pay any compensation due to the suspension or blocking your access to our Services.
Nutrada offers its Services on an “as is” and “as available” basis. Nutrada may change the content or scope of the Services. Nutrada may continue its Services using a new or modified version. Nutrada may temporarily put all or part of the Services out of operation for preventive, corrective or adaptive maintenance. Nutrada cannot guarantee that the Services are free of errors and functions without interruption. Nutrada shall make effort to fix errors and or bugs within a reasonable term. Please report any errors and or bugs you encounter as detailed as possible via report.
Users agree that since Nutrada is a facilitator only, Nutrada shall never become liable for any problems or conflicts arising out of the relationship between seller and buyer and shall never become a party to the contract between supplier and buyer.
Users shall indemnify Nutrada for third-party claims relating to damages suffered due to:
- Agreements that are entered into between that User and the third-party;
- (Allegations of) IP-Infringement or the otherwise unlawful nature of the content posted by that User via our Services.
Nutrada’s total liability on any legal basis whatsoever, shall be limited to compensation for direct loss up to a maximum of the price paid by the User of Nutrada during the six months prior to the act by which the damage occurred. Nutrada’s total liability for loss shall never amount to more than € 1000,- (one thousand euros). Under no circumstances will Nutrada be liable to any User for damages of any kind for loss of files or loss of data.
For there to be any right to compensation, User must always report the loss to Nutrada in writing as soon as possible after the loss has occurred. Each claim for compensation against Nutrada shall be barred by the mere expiry of a period of twelve (12) months following the inception of the claim unless the User has instituted a legal action for damages prior to the expiry of this period.
User agrees that Nutrada has the right to search for, open and disclose data from User accounts which Nutrada is reasonably held to retrieve for support purposes, in cases Nutrada reasonably expects User to violates these Terms and in cases Nutrada is held to do so by law.
4. Buying and selling – offering conditions
4.1 Offering food products
Users shall only be allowed to offer food products that comply with all applicable food and health laws and regulations in the parties jurisdictions.
Offers shall not be:
- Misleading, inaccurate or incorrect. The text, prices, features and photo’s must match the product that is offered;
- Offensive or pornographic and shall not contain personal data of third parties;
- Directed to only promote (in)directly a company instead of the food products;
- Offering illegal or unlawful products or products of whose trade is prohibited;
- Infringing intellectual property rights of third parties;
- In any way be harmful to the Services and reputation of Nutrada.
By making an offer on Nutrada you provide Nutrada with a free, worldwide, irrevocable, sub-licensable and transferable license to use, reproduce, store, adapt, publish, translate and distribute the offer or parts thereof. You warrant that you are authorized to provide this license.
Without prejudice to the other rights Nutrada has under these Terms or by law, Nutrada may delete, unpublish or edit any of your offers if you, at the discretion of Nutrada judgment, breach any provision of these Terms. Nutrada is never obliged to pay any compensation due to the deletion or editing of your offers.
5. Price, payment, duration and upgrade – downgrade
5.1 Subscription models
We offer our Users various subscription models, a free model and several paid models. The chosen subscription model will define prices, volumes, options and services offered by Nutrada applicable to your User account.
How does it work?
By clicking the subscription models, User will see the options and features of entering into the different types of models. The applicable prices and terms and conditions to that particular model will then be showed. You may find more information here.
5.2 Price and Payment
The User shall be obliged to pay the price that corresponds with the chosen subscription model. That price shall be payable each year in advance. The Services in relation to the chosen subscription model shall commence within a reasonable term following the conclusion and payment of the subscription agreement. All prices indicated are exclusive of turnover tax (VAT) and other levies imposed by the government. All prices stated by Nutrada are in euros and the User must make all payments in euros. Nutrada reserves the right to modify its pricing and terms at any time. Such changes will be and become effective immediately upon the next renewal, billing, upgrade or downgrade.
Information from Nutrada’s records shall count as conclusive evidence with respect to Services delivered by Nutrada and the amounts owed by the User, without prejudice to the User's right to produce evidence to the contrary.
Amounts owed must be paid by the User in accordance with the agreed payment terms, the payment terms stated on the invoice, or, in case no payment term is mentioned, at least within 30 days from the billing date. The User may not suspend any payment and may also not set off any amounts owed.
If the User fails to pay amounts due or fails to do so on time, the User shall owe a late payment charge of 1.5% per month on the outstanding amount without a demand for payment or a notice of default being required. If payment is not received before each new subscription year, Nutrada will automatically revoke access to User’s account until full payment is received. If payment is not received within 30 calendar days of the billing date, Nutrada may also deactivate a User’s account. The foregoing shall be without prejudice to Nutrada’s other legal and contractual rights.
Unless indicated otherwise subscription agreements will be entered into for one year and then will be automatically continued each time for another year unless the subscription agreement is terminated by either of the parties.
User may terminate its Account at any time by sending an e-mail to [email protected] with subject “Delete Account”. Upon termination of an account: (A) User will no longer be entitled to use the Services in connection to the account, and (b) User you will not be entitled to any refund of any fees.
5.4 Upgrade – Downgrade
If User elects to upgrade its account, the (billing) date of the next renewal period will remain the same. However, User will be billed immediately for the pro-rata portion of the fee for the remainder of the current billing period.
If User elects to downgrade its account, Nutrada will not provide a (pro-rata) refund for the applicable billing period. The downgrade will be effective immediately.
Version: December 19, 2017