Trade terms

1. Scope

These trade terms apply to business customers purchasing from Enrosed BV through a quotation, email, invoice, payment request or an agreed Royal FloraHolland route. This website is a wholesale catalogue and quotation environment; it does not provide a consumer checkout.

A quotation may include product-specific or project-specific conditions. Where an expressly agreed quotation differs from these general trade terms, the quotation prevails for that order.

Before accepting an order, the buyer must have received or been given a durable link to these terms and a reasonable opportunity to save and read them. The buyer confirms that it acts professionally, provides accurate company and VAT or registration details where applicable, and that the person accepting is authorised. Buyer purchasing terms apply only where Enrosed specifically accepts them in writing.

2. Quotes and orders

A request for a quote is not yet an order. Enrosed confirms the selected products, colours, quantities, carton configuration, price, availability and fulfilment method in writing. A business order becomes binding when it is accepted by Enrosed and any agreed payment requirement has been met.

Quotations remain valid for the period shown on the quotation. Product availability can change until an order and payment are confirmed.

3. Prices and payment

Trade prices, currency, VAT treatment and any additional commercial terms are stated in the quotation. Transport, pallet, handling or special packaging costs are included only when the quotation expressly says so.

Unless Enrosed agrees otherwise in writing, direct B2B orders are paid in advance. Orders routed through Royal FloraHolland follow the agreed auction and settlement process.

Unless the quotation or order confirmation expressly grants a different schedule, full payment in cleared funds is due before production, allocation, reservation, release, collection or dispatch. Any deferred payment term must comply with mandatory law, applies only to the customer and order for which it was granted, and does not create an ongoing credit facility or precedent.

An overdue undisputed amount bears the statutory interest for late payment in commercial transactions automatically from its due date, together with the statutory fixed recovery compensation of €40 and reasonable additional recovery costs where available. Enrosed may suspend unperformed orders, release reserved stock and require payment or adequate security before resuming. A genuinely disputed part does not suspend payment of the undisputed balance.

4. Products and availability

Images and descriptions help buyers compare the range. Natural preserved roses can show small variations in shape and colour, while screens and lighting can affect colour perception. Exact colour direction, dimensions, carton quantities and current stock are confirmed in the quotation.

Private-labelling, customised packaging and seasonal programmes are available only when Enrosed confirms feasibility, minimum quantity, artwork, cost and lead time for the selected project.

The buyer must preserve product labels, warnings and traceability, follow the supplied care, storage and transport instructions, and promptly stop sales and notify Enrosed of a suspected safety issue, incident or recall. Destination-country import, resale, labelling and regulatory requirements are the buyer’s responsibility unless Enrosed expressly undertakes them in the quotation. Nothing transfers or limits Enrosed’s own mandatory product-safety obligations.

5. Delivery and collection

Delivery or collection is arranged according to order volume, destination and product requirements. Possible methods include agreed collection, parcel or freight transport, and pallet or volume transport where suitable.

Planning begins after order and payment confirmation. Dates are estimates until the fulfilment method is agreed. The quotation or order confirmation records the applicable transport cost and expected shipping or collection date.

The quotation or order confirmation states the agreed delivery rule, named place and party arranging transport; any stated Incoterm® 2020 rule controls. Without a stated Incoterm, risk passes on documented handover to the buyer or a buyer-appointed carrier, or on physical delivery at the agreed destination where Enrosed controls the delivery.

To the extent permitted by applicable law, title to the affected goods remains with Enrosed until the related invoice, costs and interest are paid in full. Until then, the buyer must keep unpaid goods identifiable, in good condition and unencumbered, and notify Enrosed promptly of seizure or insolvency. Retention of title does not postpone the agreed transfer of risk, and cross-border effectiveness remains subject to mandatory local law.

Enrosed may make reasonable partial deliveries where this does not materially prejudice the buyer. Extra transport, storage, redelivery or handling costs caused by an incorrect address, refusal, missed collection or buyer-requested delay may be charged when reasonably documented.

6. Inspection and claims

Business customers must inspect the delivery promptly. Visible transport damage, shortages or incorrect items should be reported within 48 hours of receipt to hello@enrosed.com, with the order reference and clear photographs of the goods and packaging.

Keep the products and packaging available while Enrosed and the carrier assess the report. Nothing in these terms limits rights that cannot legally be excluded.

The 48-hour period applies only to visible delivery issues. A hidden defect or non-conformity that could not reasonably have been found on receipt must be reported in writing promptly after discovery, and before further processing or resale where reasonably possible. Natural, commercially acceptable variations in preserved botanical products are not defects where the goods meet the agreed specification.

Enrosed must receive a reasonable opportunity to inspect and verify the claim. For a valid claim, Enrosed will provide a proportionate remedy, which may be repair, replacement, credit or refund for the affected goods. The buyer may not make an unauthorised return, deduction or set-off, except where a right cannot legally be excluded.

7. Changes, cancellation and returns

Consumer withdrawal rights do not apply to B2B orders. Changes, cancellations and returns require Enrosed’s prior written agreement. Handling, transport, administration or other costs already incurred may be charged to the customer.

Personalised, private-label, specially sourced or seasonal products can be subject to additional cancellation and return conditions stated in the quotation.

Do not send goods back without a written return authorisation and instructions. An authorised non-defective return travels at the buyer’s cost and risk and must arrive in the agreed, identifiable and resaleable condition; reasonable documented handling, transport and loss-in-value costs may be deducted from an agreed credit. For a verified defect, follow the return or collection method confirmed by Enrosed.

8. Liability and force majeure

To the extent permitted by law, Enrosed is not liable for indirect or consequential commercial loss, including loss of profit, turnover, goodwill or opportunity. Enrosed’s aggregate liability for ordinary direct contractual loss is limited to the net amount paid for the affected order. These limits do not apply to fraud, wilful misconduct, gross negligence, essential non-performance, death or personal injury, mandatory product liability or any liability that cannot legally be limited.

An event outside a party’s reasonable control that actually prevents performance suspends only the affected obligation for as long as the prevention lasts. The affected party must notify the other promptly and take reasonable steps to mitigate the effect. Mere inconvenience or cost increase is not by itself force majeure. If prevention continues for more than 90 days, either party may terminate the unperformed part; Enrosed will refund prepayment for goods it will not deliver.

9. Applicable law, version and contact

The contractual relationship is governed by Belgian law together with directly applicable European Union law, excluding Belgian conflict-of-law rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG). Mandatory provisions that cannot validly be excluded remain applicable.

Where a valid written or durably recorded choice-of-court agreement is permitted, the Enterprise Court of Antwerp, Turnhout division, has exclusive jurisdiction. Mandatory jurisdiction rules remain unaffected.

The version supplied or durably linked before order acceptance applies to that order; later changes apply only to future orders. If translated versions differ, the English version prevails to the extent permitted by law. An invalid provision is limited or severed without affecting the remainder. A failure to enforce a right is not a waiver.