JBJ Commerce Group – June 2025

Article 1 – Definitions

1.1 These Terms apply to all offers and agreements from JBJ Commerce Group (jbjcommerce.com), or other users of these Terms (the “Company”), relating to goods delivered by the Company to the recipient (“Customer”).
1.2 The Customer’s general terms are explicitly rejected.
1.3 Deviations only apply if accepted by the Company in writing.

Article 2 – Offer

2.1 All offers are non-binding unless expressly stated otherwise in writing.

Article 3 – Agreement

3.1 Agreements are binding only in writing or upon Company starting execution.
3.2 Agreement is valid upon written signature by the JBJ Commerce Group board, or written order confirmation, or invoice dispatch.
3.3 The contract or invoice defines the full agreement unless objected in writing immediately.
3.4 Minor deviations within customary tolerances are allowed.
3.5 Customer cancellations are void unless the Company consents in writing.

Article 4 – Notices and Samples

4.1 Statements or samples from the Company are indicative only unless otherwise agreed.

Article 5 – Confidentiality

5.1 Customer must keep all JBJ Commerce Group information confidential and not share it with third parties.

Article 6 – Prices

6.1 Prices are exclusive of VAT and other levies.
6.2 VAT still applies unless Customer proves EU export occurred.
6.3 Weight-based pricing uses Company’s calibrated scales; Customer may observe.
6.4 JBJ Commerce Group may raise prices due to increased costs.
6.5 If subsidies or levies aren’t obtained, prices may be adjusted.

Article 7 – Delivery

7.1 Default delivery is Ex Works from JBJ Commerce Group premises (ICC Incoterms).
7.2 Delivery period starts upon:
– Agreement signing
– Receipt of all required documentation
– Prepayment or security
7.3 Delays due to outside factors extend delivery period reasonably.
7.4 Goods are considered delivered when ready or shipped.
7.5 Partial deliveries allowed unless otherwise agreed.
7.6 Delivery dates are not binding unless explicitly stated.
7.7 If JBJ fails delivery beyond 3 months, Customer may dissolve agreement and receive refund.

Article 8 – Transportation

8.1 Delivery (including unloading) is at Customer’s expense and risk.
8.2 JBJ Commerce Group is not liable for transportation documents.
8.3 Customer must assist with required transport documentation.
8.4 If delivery is impossible, JBJ may return or store goods at Customer’s risk and charge 15% minimum.

Article 9 – Packaging

9.1 Single-use packaging is not returned.
9.2 Reusable packaging may be invoiced and credited upon return in good condition.
9.3 Customer can only deduct returned packaging once credit is received.
9.4 Packaging damage is always at Customer’s risk.

Article 10 – Risk and Ownership

10.1 Risk passes to Customer upon delivery.
10.2 JBJ Commerce Group retains ownership until all obligations are fulfilled.
10.3 Customer must store goods safely, insure them, and provide proof upon request.
10.4 JBJ may repossess goods if obligations are unmet.
10.5 Agreement dissolves upon repossession; Customer credited market value minus costs.
10.6 Customer may resell goods during business but debt becomes immediately due.
10.7 Customer must inform third parties of JBJ’s retention and inform JBJ of goods’ whereabouts.

Article 11 – Payment

11.1 Payment is due at agreement signing unless agreed otherwise.
11.2 Payment must be made in full without offsets.
11.3 JBJ may require security before performance.
11.4 Late payment results in default without notice and incurs statutory interest.
11.5 All collection and legal costs (min. 15%) are payable by the Customer.

Article 12 – Returns

12.1 Goods may not be returned without written consent and are at Customer’s risk and expense.

Article 13 – Samples

13.1 Customer may request samples before delivery; failure to do so means acceptance of goods as-is.

Article 14 – Complaints and Guarantees

14.1 Complaints limited to quantity, specification, or mismatch with sample.
14.2 Inspection must occur immediately on delivery.
14.3 Defects must be reported in writing within 72 hours; other issues within 24 hours of discovery, but no later than 1 month.
14.4 Claims are void if:
a. Goods are used or damaged
b. Goods are altered or unidentifiable
c. Defects result from misuse
d. JBJ was not given a chance to inspect
e. Goods were resold
f. Customer breached obligations
14.5 JBJ liability for third-party goods is limited to what JBJ can claim from supplier.
14.6 Customer must claim directly from manufacturer if possible.
14.7 Customer bears risk for trademark/IP-related resale issues.
14.8 JBJ may repair, redeliver, or credit defective goods at its discretion.

Article 15 – Liability

15.1 Liability is limited to agreement terms.
15.2 No liability for business or indirect damages.
15.3 JBJ not liable for IP infringements unless caused by gross negligence.
15.4 Customer must indemnify JBJ from third-party claims.
15.5 Liability limits also apply to JBJ staff and suppliers.

Article 16 – Force Majeure

16.1 Includes war, strikes, terrorism, supplier failures, weather, etc.
16.2 JBJ may suspend or cancel contract without penalty due to force majeure.

Article 17 – Failure by Customer

17.1 JBJ may suspend or terminate if Customer fails obligations, faces bankruptcy, business transfer, or legal issues.

Article 18 – Suspension and Termination

18.1 JBJ may suspend or terminate and require payment for incurred costs.
18.2 JBJ may retain or demand return of goods; store or resell at Customer’s expense.
18.3 Returned goods remain at Customer’s risk until received by JBJ.

Article 19 – General

19.1 If any clause is void, the rest remains valid. Parties will renegotiate any invalid term.
19.2 Mandatory Latvian legal provisions override conflicting clauses.
19.3 Customer may not transfer or offset agreement rights.

Article 20 – Disputes & Governing Law

20.1 All disputes fall under the exclusive jurisdiction of the courts of the Republic of Latvia, unless JBJ chooses another venue.
20.2 Latvian law applies. The Vienna Sales Convention is excluded.