Legal
Terms and conditions
for fulfilment and dropshipping.
The agreement every fulfilment and dropshipping client accepts, either online on smoasters.com/start (clause 19) or by signature. One text for all three warehouses: Aachen, Heerlen and Spreitenbach. The modules you book decide which annexes apply.
Terms and Conditions: Fulfillment, Dropshipping and Warehousing Services
Version 3.0, 24 October 2026.
This Fulfillment and Warehousing Services Agreement (the “Agreement”) is entered into between:
- Social Ecosystems AG, a company incorporated under the laws of Switzerland (UID CHE-142.396.589), with its registered address at Hönggerstrasse 40, 8037 Zürich, Switzerland, and its warehouse at [Warehouse address], VAT: [NL828126689B01 for the EU warehouses / CHE-142.396.589 MWST for Switzerland] (“Provider”). The Provider is represented by its CEO Pascal Lang.
- [Customer legal name], having its registered address at [Street, postcode, city, country], VAT/Company No.: [VAT or UID number] / [commercial register number] (“Customer”). The Customer is represented by [Name, role].
Provider and Customer are referred to individually as a “Party” and collectively as the “Parties”.
Effective Date: [Date of signature or online acceptance]
Contents
- 1. Definitions
- 2. Scope of Services
- 3. Customer Obligations
- 4. Receiving, Checks and Damage
- 5. Inventory Counts and Shrink Allowance
- 6. Fees, Invoicing and Payment
- 7. Credit Risk and Security
- 8. Title and Risk; Lien/Retention
- 9. Insurance
- 10. Systems, Data and Data Protection
- 11. Legal and Regulatory Compliance
- 12. Liability and Limitations
- 13. Term and Termination
- 14. Force Majeure
- 15. Confidentiality and Publicity
- 16. Subcontracting and Assignment
- 17. General Provisions
- 18. Governing Law and Jurisdiction; Language
- 19. Online Acceptance
- Signatures
- Annex 1: Service Description (Processes, SLAs, Cut-offs)
- Annex 2: Fees
- Annex 3: Logistics Conditions (incorporated by reference)
- Annex 4: Project-Specific Deviations and Warehouse-Specific Rules
- Annex 5: Data Processing Agreement (DPA)
- Annex 6: Dropshipping of Smoasters Products
- Annex 7: Customer Care
- Annex 8: Roasting Coordination
1. Definitions
“Goods” means the Customer’s tangible products that are received, stored, handled, fulfilled, or otherwise processed by the Provider under this Agreement.
“Smoasters Products” means products the Provider sells to the Customer under the dropshipping module (Annex 6).
“Warehouse” means the Provider’s facility named in the Order Form, being one of: Bohr 12, 52072 Aachen, Germany; Bohr 10, 6422 RL Heerlen, Netherlands; Pfadackerstrasse 6, 8957 Spreitenbach, Switzerland; or any replacement facility notified to the Customer in accordance with this Agreement.
“Working Day” means a day other than a Saturday, Sunday or public holiday at the location of the Warehouse.
“Logistics Conditions” means, for the Heerlen Warehouse, the Dutch Logistics Services Conditions 2014 (Nederlandse Logistieke Voorwaarden 2014, “LSV 2014”); for the Aachen Warehouse, the German Freight Forwarders’ Standard Terms and Conditions 2017 (ADSp 2017); for the Spreitenbach Warehouse, the provisions of the Swiss Code of Obligations on the contract of deposit and the contract of carriage.
“Smoasters App” means the Provider’s fulfilment app, client dashboard (app.smoasters.com) and interfaces through which orders and stock are exchanged.
2. Scope of Services
2.1 The Customer appoints the Provider to perform fulfillment and warehousing services, including inbound receiving, visual incoming checks as agreed, put-away, storage, inventory management, order picking and packing, dispatch preparation, hand-over to the nominated carrier, returns handling, and agreed value-added services (together, the “Services”).
2.2 A detailed description of processes, inputs/outputs, SLAs and exceptions appears in Annex 1 (Service Description).
2.3 Any services not described in Annex 1 are out of scope and will be provided only upon written agreement on scope and fees (Change Order).
2.4 The Provider may relocate the Warehouse within the same country upon at least thirty (30) calendar days’ prior written notice. Any relocation must be cost-neutral to the Customer, meaning that it shall not result in: (a) higher shipping rates for equivalent lanes and service levels; (b) additional or higher indirect taxes or fees attributable to the new location (including VAT and excise duties); or (c) any material degradation of agreed service levels (including cut-off times and transit times). The Provider shall bear all relocation costs. If the Provider cannot ensure the foregoing, the Customer may reasonably object; if unresolved within thirty (30) days, the Customer may terminate the affected Services without penalty.
2.5 Modules. The Order Form states which of the following modules the Customer has booked: fulfillment and warehousing (this Agreement with Annexes 1 to 5), dropshipping of Smoasters Products (Annex 6), customer care (Annex 7), roasting coordination (Annex 8). A module can be added later by a new Order Form; an annex applies only if its module is booked.
3. Customer Obligations
3.1 The Customer shall provide timely and accurate information required to perform the Services (e.g., ASN, SKUs, dimensions/weights, HS codes where relevant, specific labels if requested by the recipient, special handling).
3.2 The Customer remains responsible for compliance of the Goods with all applicable laws at origin, at the Warehouse location, and at destination markets, including (without limitation) product safety, labelling, food and hygiene laws, and sanctions/dual-use regulations. The Provider does not modify or manufacture the Goods.
3.3 The Customer is solely responsible for Extended Producer Responsibility (EPR) and packaging compliance in each market (e.g., the Dutch Packaging Waste Fund/Afvalfonds, German VerpackG/LUCID, and similar regimes), and shall provide evidence of compliance on request. The Provider may suspend affected Services where providing them would breach applicable law.
3.4 The Customer warrants that it owns the Goods free of third-party rights (other than those created under this Agreement) and will indemnify the Provider from claims of third parties relating to title defects.
3.5 Orders reach the Provider only through the Smoasters App or the integration named in Annex 1. Each product variant carries exactly one SKU; the Customer does not change a connected SKU without two (2) Working Days’ notice. Orders cannot be edited after they are placed; they can be cancelled in the client dashboard until they are picked.
4. Receiving, Checks and Damage
4.1 Unless otherwise agreed in Annex 1, incoming checks are limited to visual inspection of packaging for apparent transport damage and counting of handling units/pack pieces. A receipt confirms only the number of handling units received, not contents or concealed condition.
4.2 Any extended quality/quantity checks must be expressly agreed and are chargeable.
5. Inventory Counts and Shrink Allowance
5.1 Inventory counts are conducted at reasonable intervals by the Provider. Upon request, joint counts may be performed once per year (no later than 31 December). The joint count result is recorded in a protocol signed by both Parties. Additional ad-hoc counts requested by the Customer are chargeable.
5.2 Variances are determined by comparing the book stock (the Provider’s WMS entries less recorded outbound movements) to the physical count. Variances (plus and minus) are netted per SKU and then valued at the Customer’s average purchase price or manufacturing cost (net of any agreed write-downs).
5.3 The Provider compensates only the net annual negative variance above the shrink allowance of 0.5% of the annual throughput value (sum of inbound and outbound values) for the Customer’s Goods, and only up to the liability cap in clause 12. Upon request by either Party, the shrinkage allowance can be renegotiated during the annual performance meeting.
6. Fees, Invoicing and Payment
6.1 Fees are set out in Annex 2 (Fees). Prices are exclusive of VAT and other taxes/duties.
6.2 Unless otherwise agreed, the Provider invoices in arrears every two (2) weeks. Invoices are due and payable within seven (7) calendar days of receipt. Where the Order Form provides for direct debit, the Provider collects the invoice amount on the due date under the mandate given by the Customer.
6.3 Indexation: once per year effective 1 January, fees may be adjusted by the average annual change in the consumer price index of the country of the Warehouse (Netherlands: CBS, base 2020=100; Germany: Destatis; Switzerland: Federal Statistical Office).
6.4 Cost pass-through: material changes in statutory charges, minimum wages, social security, energy/fuel, or rent may be passed through proportionally upon written notice and explanation. In case of disagreement, either Party may request an independent expert determination under clause 17.4.
7. Credit Risk and Security
7.1 If an invoice remains unpaid after the due date and usual dunning reminders have been unsuccessful, the Provider may, in line with its legal right of retention, temporarily hold the goods stored in the warehouse until the outstanding amount has been settled. The Provider will inform the Customer at least seven (7) days in advance before exercising this right. The right of retention applies only to unpaid and undisputed invoices directly related to the stored goods and services under this Agreement. As soon as payment is received, the goods are released without delay.
8. Title and Risk; Lien/Retention
8.1 Title to the Goods remains with the Customer. Risk during storage and handling lies with the Provider to the extent of the Provider’s liability under this Agreement and the Logistics Conditions; otherwise, risk remains with the Customer.
8.2 The Provider may retain the Goods until all due and payable amounts are settled (right of retention under clause 7.1). The right of retention arises when the Goods enter the Warehouse and ends when all secured amounts are paid.
9. Insurance
9.1 The Provider maintains customary liability insurance for warehouse/logistics operations with usual deductibles and limits and will provide proof upon request.
9.2 The Goods themselves are not insured by the Provider against loss or damage; the Customer is responsible for arranging goods-in-storage insurance if desired. To the extent legally permitted, claims are waived where losses are or could reasonably have been covered by the Customer’s own insurance.
10. Systems, Data and Data Protection
10.1 Operational communication and order data exchange will be via the systems and formats specified in Annex 1. The Provider is not liable for delays/errors caused by incorrect or late data from the Customer or carriers.
10.2 Each Party will comply with applicable data protection law, including GDPR and, for the Spreitenbach Warehouse, the Swiss Federal Act on Data Protection. Where the Provider processes personal data as processor (e.g., recipient names/addresses), the data processing agreement in Annex 5 applies.
11. Legal and Regulatory Compliance
11.1 The Provider will operate the Warehouse in accordance with the laws and regulations applicable at its location. The Customer shall ensure the Goods meet all legal requirements in relevant markets (including EPR/packaging, product compliance and labelling).
11.2 If providing the Services would cause a breach of law (e.g., missing EPR registration), the Provider may suspend the affected Services until the Customer remedies the issue; fees continue to apply save where the Provider is at fault.
12. Liability and Limitations
12.1 The Logistics Conditions are incorporated by reference; in case of conflict, this Agreement prevails. Mandatory law remains unaffected.
12.2 The Provider’s aggregate liability for loss of or damage to Goods and for inventory variances is limited to EUR 1,500 (CHF 1,500 for the Spreitenbach Warehouse) per event and EUR 10,000 (CHF 10,000) per calendar year. The shrink allowance in clause 5.3 applies before these caps. These limits do not apply to death or personal injury, or to loss caused by the Provider’s wilful intent or gross negligence.
12.3 The Provider is not liable for indirect or consequential losses (including loss of profit, loss of business, or penalties charged by the Customer’s customers).
12.4 Claims must be notified without undue delay and in any event within 14 days of discovery, with reasonable evidence.
13. Term and Termination
13.1 This Agreement commences on the Effective Date for an initial term of 12 months. Thereafter, it renews automatically for consecutive 12-month periods unless either Party gives 3 months’ written notice to expire at the end of the then-current term.
13.2 Either Party may terminate for cause with immediate effect if the other Party materially breaches this Agreement and fails to cure within 20 Working Days after written notice, or becomes insolvent/suspends payments.
13.3 Upon termination, all outstanding fees become immediately due. The Provider may retain Goods under clause 8 until all due amounts are paid and will cooperate in an orderly exit once settled.
13.4 The dropshipping module (Annex 6) and the customer care module (Annex 7) have no minimum term; either Party may end them with 30 days’ written notice to the end of a month. Orders already placed are completed and invoiced.
14. Force Majeure
Neither Party is liable for failure or delay caused by events beyond its reasonable control (force majeure, overmacht), including natural disasters, epidemics/pandemics, war, governmental acts, labour disputes not limited to the affected Party, and widespread carrier network disruptions. The affected Party shall notify the other Party and use reasonable efforts to mitigate.
15. Confidentiality and Publicity
15.1 Each Party shall keep confidential the other Party’s non-public information, including processes, prices, and customer data, and shall cause its personnel and contractors to do the same.
15.2 The Provider may name the Customer as a reference client (including use of logo) on its website and presentations, without disclosing trade secrets, unless the Customer objects in writing.
16. Subcontracting and Assignment
16.1 The Provider may subcontract elements of the Services (including to its affiliates) while remaining responsible for performance.
16.2 Either Party may assign this Agreement to an affiliate or in connection with a transfer of the relevant business, upon notice. Any other assignment requires the other Party’s prior consent, not to be unreasonably withheld.
17. General Provisions
17.1 Entire Agreement. This Agreement (including the Order Form and Annexes) constitutes the entire agreement and supersedes prior understandings regarding its subject matter.
17.2 Order of precedence. In case of conflict: (i) the Order Form, including its deviations box; (ii) the main body of this Agreement; (iii) Annex 4 (project-specific deviations); (iv) Annex 1; (v) Annexes 6, 7 and 8; (vi) Annex 2; (vii) the Logistics Conditions; then any other referenced terms.
17.3 Amendments must be in writing (including electronically signed PDFs and confirmations through the Smoasters App).
17.4 Expert determination. For price pass-through disputes under clause 6.4, either Party may request determination by an independent expert jointly appointed by the Parties; failing agreement within 10 Working Days, the arbitration institute or chamber of commerce competent for the courts named in clause 18 shall appoint the expert on a Party’s request. The expert’s decision is binding save for manifest error; costs shared equally.
17.5 Severability. If any provision is invalid, the remainder remains effective; the Parties shall replace invalid provisions with valid ones that best reflect the original intent.
17.6 Notices. Notices must be in writing and sent to the addresses in the Order Form, or as otherwise notified, by courier or email with confirmation.
18. Governing Law and Jurisdiction; Language
18.1 The governing law follows the Warehouse named in the Order Form: Aachen Warehouse: the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG); Heerlen Warehouse: the laws of the Netherlands; Spreitenbach Warehouse: the laws of Switzerland, excluding the CISG. This also applies to any non-contractual obligations arising out of or in connection with this Agreement.
18.2 Exclusive jurisdiction: Aachen Warehouse: the courts of Aachen, Germany; Heerlen Warehouse: the competent courts of Limburg (location Maastricht), Netherlands; Spreitenbach Warehouse: the courts of Zurich, Switzerland. The Parties agree that proceedings may be conducted in English.
19. Online Acceptance
19.1 This Agreement may be concluded by signature (including electronic signature via Zoho Sign) or by acceptance in the Provider’s online sign-up: the person acting for the Customer confirms the summary of the booked modules, ticks the acceptance box and clicks “Accept and create account”. Acceptance by a person authorised to represent the Customer is as binding as a signature.
19.2 The Provider makes this Agreement available for download before acceptance, records the accepted version, time and user, and sends the Customer the summary and this Agreement as PDF by email immediately after acceptance. The summary and the confirmation email together form the Order Form.
Signatures
For Social Ecosystems AG: Pascal Lang, CEO. For the Customer: by electronic signature via Zoho Sign, or by online acceptance under clause 19, recorded with date and time.
Annex 1: Service Description (Processes, SLAs, Cut-offs)
All times local time of the Warehouse. Values in [brackets] are the standard; the Order Form or Annex 4 may deviate.
A) Products and Packaging
- Product forms: Whole beans; Ground coffee; Capsules (optional, if activated); coffee equipment and accessories.
- Shelf life (BBE): minimum residual shelf life on inbound [9 months] for food products.
- Batch/lot and BBE tracking: Not required by default; optional capture at receipt/pick if requested (VAS).
- Unit hierarchy: Single unit (each with own SKU and EAN), outer/carton (“coli”), pallet.
B) Inbound
- ASN: every delivery is announced in the client dashboard or at [email protected] with a purchase order or delivery note number, at least [2] Working Days in advance; containers [5] Working Days in advance with packing list and bill of lading.
- Pallet standard: EUR/EPAL 1200 x 800. Max height/weight: [1.60 m including pallet; 600 kg].
- Inbound labelling: Case/pallet must show SKU and quantity; SSCC label required for ASN-backed full pallets/cross-dock (if ASN used).
- Inbound checks (standard): Visual damage check and handling-unit/count verification.
- Extended checks (booked extra): sampling and/or full count; photo documentation on request.
- Quarantine: Available if needed (not standard) for suspected damage/mislabelling/compliance issues.
- Non-conformance handling: quarantine pending instruction; reject/return to sender; rework/relabelling at VAS rates; scrap/dispose per Section F.
C) Storage, Environment and Quality
- Environment: Temperature-controlled warehouse set to 20 °C (ambient coffee storage).
- Stock rotation: FIFO by default; FEFO if BBE capture is activated.
- Hazardous goods: Not accepted.
- Cycle counts: joint annual count once per year on request (clause 5.1).
D) Systems, Data and Integrations
- Order sources: the Customer’s shop system via the Smoasters App or via REST API, Billbee, Weclapp or CSV as agreed. Manual orders can be placed in the Smoasters App.
- Daily order cut-off (same-day dispatch): Parcels by 14:00; Pallets by 16:00 prepared same day; standard carrier collection within 24h.
- Order data required: SKU, quantity, recipient name, full address, email, phone, order ID, company UID/VAT (for VAT clarification).
- Inventory sync: the Smoasters App updates stock when an order is confirmed, a goods receipt is booked or a shipment is created.
- Test order: before go-live the Customer places one order marked as test order following the Provider’s guide; test orders are not shipped.
E) Outbound, Packing and Carriers
- Service promise: As per cut-offs above (parcels same day if received by 14:00; pallets prepared same day if received by 16:00; collection next working day typical).
- Carriers: PostNL, DHL Germany, DHL Netherlands from Heerlen and Aachen; Swiss Post from Spreitenbach. Other carriers available on request or via customer account.
- Destinations: From Heerlen and Aachen to Germany, BeNeLux, Austria and the EU. Unless otherwise agreed, Swiss customers are served from the Swiss warehouse.
- Packing standards: carton sizing to product; double-wall above 15 kg; paper dunnage only (no plastic); paper/reinforced paper tape; optional branded inserts/gift notes; fragile/top-load labels; avoid void above 25%; plastic-free materials.
- Special rules: Maximum parcel weight 26 kg; split orders above this limit; signature/age-check per destination/service on request.
- Documents in box: packing slip (Smoasters template or branded) on request; commercial invoice (non-EU only); prepaid returns label (if activated).
F) Returns and Disposition
- Returns sources: carrier undeliverable; customer remorse; damage in transit.
- Restocking rules (food): restock sealed and undamaged items only; case-by-case with photo evidence.
- Disposition for non-restockable: destruction with certificate; donation to approved charities; return-to-sender (freight billed to the Customer).
- RMA process: the Customer creates the return as a draft in the Smoasters App; the warehouse approves it.
G) Contacts
- Smoasters (Operations and Customer Care): [email protected], Working Days.
- Customer contacts: as stated in the Order Form (ops and finance: name, email, phone).
H) Value-Added Services (VAS)
- VAS examples: relabelling, stickering, kitting/bundles, gift sets, repack, inspection/photos, custom documentation, special handling.
- Charging: any ad-hoc activity not expressly included in this Annex will be performed on request and charged per minute at the then-current VAS rate (see Annex 2, Fees).
Annex 2: Fees
The price list(s) named in the Order Form are attached and form part of this Agreement:
- Fulfilment Service Germany/Netherlands (for the Aachen and Heerlen Warehouses)
- Fulfilment Service Switzerland (for the Spreitenbach Warehouse)
- Dropshipping price list (only if the dropshipping module is booked)
- Roasting Service (only if the roasting coordination module is booked)
Note: The monthly IT fee of 99 € is only due once and covers all warehouses. For dropshipping clients on the Legend plan it is included in the plan fee.
Annex 3: Logistics Conditions (incorporated by reference)
For the Heerlen Warehouse the Dutch Logistics Services Conditions 2014 (Nederlandse Logistieke Voorwaarden 2014); for the Aachen Warehouse the Allgemeine Deutsche Spediteurbedingungen 2017 (ADSp 2017); for the Spreitenbach Warehouse the provisions of the Swiss Code of Obligations are incorporated by reference. On request, the Provider will supply a copy.
Annex 4: Project-Specific Deviations and Warehouse-Specific Rules
[None.] Any text here overrides Annex 1 and Annex 2 for this Customer and is valid only if written here before signature or acceptance.
Optional block, German coffee tax filing service (included only if ticked in the Order Form): a) The Provider will prepare and file the monthly coffee tax declaration (currently Form 1816 for intra-EU acquisitions; or other forms where applicable) for all shipments dispatched from the Warehouse to recipients in Germany. b) For each calendar month, the declaration will be submitted no later than the 10th calendar day of the following month (the “Filing Date”). By the same date, the Provider will notify the Customer in writing of the coffee tax amount due for that month and provide a transaction-level report (SKU, net taxable weight, rate, amount). c) The Customer is solely responsible for payment of the coffee tax. The amount must be paid to the competent Hauptzollamt no later than the 20th calendar day of each month for the preceding month. The Provider does not collect, hold or remit coffee tax and has no responsibility or liability for late payment, non-payment or any related interest/penalties. d) The Customer warrants the accuracy and completeness of product data (classification, degree of roasting/soluble content, net weights, returns/credit notes) used for the declaration. The Provider’s liability for filing services remains subject to clause 12. e) The Customer shall promptly advise of any change in product range, packaging weights, or supply chains that may affect the tax base.
Annex 5: Data Processing Agreement (DPA)
- Roles and instructions. The Customer is the Controller and the Provider is the Processor. The Provider will process Personal Data only on the Customer’s documented instructions as set out in the Agreement and this Annex, and will inform the Customer if an instruction appears to infringe the GDPR. All personnel authorized to process Personal Data are bound to confidentiality.
- Subject, duration, and data. The subject of processing is the provision of fulfillment services (receiving, storage, picking, packing, shipping, and order support). This Annex applies for the term of the Agreement. The Provider will process only data needed for those services, namely names, delivery addresses, email addresses, phone numbers, and order and delivery details and identifiers. No special-category data is intended, and the Customer will not supply such data.
- Security. The Provider will implement appropriate technical and organizational measures under Article 32 GDPR. These measures include access control and least-privilege principles, encryption in transit where applicable, logging and monitoring, and proportionate backup and restore procedures.
- Sub-processors and international transfers. The Customer grants a general authorization to use Sub-processors. The Provider will give the Customer at least 15 calendar days’ prior notice before adding or replacing a Sub-processor, will flow down data-protection obligations, and remains liable for Sub-processors. The Customer may object on reasonable data-protection grounds within 10 calendar days of the notice, and the parties will work in good faith to resolve the objection. Any restricted transfers will use a valid transfer mechanism (such as the Standard Contractual Clauses) and, where needed, supplementary measures.
- Assistance and breaches. Taking into account the nature of the processing, the Provider will reasonably assist the Customer with data-subject requests, security obligations, DPIAs, and consultations required by the GDPR. The Provider will notify the Customer without undue delay after becoming aware of a Personal Data Breach affecting the Customer’s data and will provide available details and follow-up updates.
- Return and deletion. Upon termination or expiry of the Agreement, the Provider will, at the Customer’s choice, return all Personal Data and/or securely delete it, unless retention is required by law. Deletion will cover production systems and, following the standard backup cycle, backups. The Provider will confirm completion on request.
- Audit and information. On reasonable written notice, the Customer may verify compliance through information made available by the Provider, recent independent reports or certifications covering relevant controls, or an on-site audit during business hours that avoids undue disruption. The Provider will make available the information necessary to demonstrate compliance with this Annex.
Annex 6: Dropshipping of Smoasters Products
This annex applies only if the dropshipping module is booked.
6.1 What it covers. The Customer sells Smoasters Products (coffee equipment and accessories of brands such as Fellow, Timemore, Comandante, Acaia, AeroPress, Moccamaster; roasted coffee from the Smoasters range) in its own online shop. The Provider stocks, packs and ships these products in the Customer’s name directly to the Customer’s end customers. Which products are available at which price is stated in the Dropshipping price list; the Provider may update it and informs the Customer in advance.
6.2 How it works. The Provider adds the Smoasters Products to the Customer’s shop as drafts through the Smoasters App; the Customer sets its own selling prices and activates the products it wants to sell. The assortment follows the Customer’s warehouse region: Customers served from Spreitenbach (Switzerland and Liechtenstein) receive the Swiss assortment (product numbers with the prefix CH_); Customers served from Aachen or Heerlen receive the EU assortment, which excludes the CH_ products. Orders reach the Provider automatically through the Smoasters App. The Provider picks, packs and ships neutrally, without Smoasters branding. The Customer sees the tracking in its shop. Orders received on a Working Day before the cut-off in Annex 1 are usually processed within 24 hours; this is a target, not a guarantee for every single case.
6.3 Plans and fees. The Customer chooses one plan in the Order Form: Free (0 € per month, 20 SKUs, up to 50 orders per month, 8.50 € per order), Premium (49 € per month, 50 SKUs, up to 200 orders per month, 7.90 € per order) or Legend (99 € per month, all SKUs, unlimited orders, 7.00 € per order). The fee per order covers picking, packing, packaging and DHL shipping within Germany; shipments to other countries add the zone surcharge per parcel from the price list. From the Spreitenbach Warehouse one flat fee per parcel applies within Switzerland and Liechtenstein: Free CHF 13.00, Premium CHF 12.10, Legend CHF 11.50. In addition the Customer pays the purchase price per item according to the price list, net, plus VAT. Optional services (special packaging, inserts, returns handling) are charged per effort.
6.4 Invoicing. Invoices for goods and fees are issued with the regular run under clause 6.2. The Customer may change the plan to the start of a month.
6.5 Shipping, warehouse and title. The Provider ships from its warehouses in Germany, the Netherlands and Switzerland; the most suitable location is chosen unless agreed otherwise. Risk passes to the end customer on hand-over to the carrier. Smoasters Products the Provider buys and stores for the Customer remain the Provider’s property until paid in full (retention of title).
6.6 Returns and refunds. As the end customers’ contracting party, the Customer decides on returns and refunds towards its own customers. Returns go to a returns warehouse named by the Provider; the Provider checks condition and completeness and reports to the Customer; resaleable goods are restocked, damaged goods documented. The refund to the end customer is triggered by the Customer in its shop; fulfilment and shipping fees already incurred are not refundable. Between the Parties, complaints about wrong or damaged delivery by the Provider must be made within 7 days of delivery; the Provider then remedies or refunds the affected service.
6.7 Warranty. For equipment the respective manufacturer’s warranty applies (e.g., Fellow, Acaia, Comandante); the Provider supports the Customer in handling warranty cases with the manufacturer (RMA). The Provider warrants that goods are picked and packed in faultless, shippable condition. For coffee the Provider ensures correct storage and first-expired-first-out. The Provider gives no warranty for defects caused by improper use by the end customer or by carrier transport damage; it supports the Customer in clarifying such cases.
6.8 Product information and content. The Provider supplies the product images, texts and the manufacturer and safety information required for online listings (EU General Product Safety Regulation) with the product data. The Customer may use this content free of charge to sell the Smoasters Products while the module runs and removes it from active listings within 30 days after the module ends.
6.9 Term. No minimum term; clause 13.4 applies.
Annex 7: Customer Care
This annex applies only if the customer care module is booked.
7.1 The Provider answers the Customer’s end-customer enquiries (order status, returns, product questions, warranty) in the Customer’s name through the Customer’s own support address, set up by the Provider in Zoho Desk. Working Days, first answer within [1 Working Day].
7.2 The Customer gives the Provider access to its shop for order lookups and refunds up to the refund limit stated in the Order Form; above that limit the Provider asks the Customer.
7.3 Fees: per handled ticket or per minute as stated in the Order Form; invoiced with the regular run.
7.4 Term: no minimum term; clause 13.4 applies.
Annex 8: Roasting Coordination
This annex applies only if the roasting coordination module is booked.
8.1 The Provider arranges the roasting and packing of the Customer’s green coffee at partner roasters according to the Customer’s written specification (roast profile, grind, bag, net weight, labels) and the Roasting Service price list.
8.2 Title to the green coffee and to the roasted and packed coffee remains with the Customer throughout; the Provider and its partner roasters hold it for the Customer. The Customer’s coffee is roasted in separate batches and not mixed with other customers’ coffee.
8.3 Roast loss is recorded per batch; the expected yield is stated in the specification. The Provider keeps batch records linking green lot, roast batch and packed lot. For organic coffee the Provider keeps its certification and the records the control body requires.
8.4 Complaints about roasting or packing are made within [10] Working Days of packing with the batch number; the Provider’s liability follows clause 12.



