A. The sold goods are delivered to the buyer at the seller’s warehouses (Unifert S.A.L., hereinafter “Unifert”) and are shipped at the buyer’s expense and responsibility and according to the buyer’s instructions.
B. Unifert does not guarantee the results arising from the use of these goods as their use is beyond its control and supervision. Furthermore, Unifert does not guarantee hidden defects, if any, in accordance with Article 461, Paragraph 2 of the Code of Obligations and Contracts.
C. Agricultural medicines and pesticides sold are not used under Unifert’s supervision. Therefore, Unifert assumes no responsibility of any kind for any damages, whether material or bodily, that may result from the use of such medicines or pesticides, whether to the buyer or to third parties, regardless of the extent of the damage.
D. Seeds are imported by Unifert from reliable sources. Nevertheless, Unifert does not guarantee their germination or conformity to descriptions. Unifert’s liability is strictly limited to contributing to a portion of the seed price as shown on this invoice if the buyer proves that the loss was due to the seeds, despite having used them in accordance with accepted technical practices. It is understood that their sale is subject to the terms of the International Seed Federation for seeds intended for planting.
E. All purchase transactions concluded or to be concluded between the buyer and Unifert, including the current transaction subject of this invoice, are interconnected and constitute one single, indivisible current account. Its balance is considered unified even in the case of different currencies and accounts. All various transactions are considered debit and credit entries in a single current account, which may be subject to offsetting and consolidation by Unifert at any time without notice to the buyer.
F. The current account may be closed either for any reason stated in the law or at the sole discretion of Unifert, which may unilaterally stop and close the buyer’s current account at any time by sending a registered letter (without acknowledgment of receipt) to the buyer at their chosen address specified on the face of this invoice. The account is considered closed and final either upon depositing the letter at the post office or on the date of its signing before a notary public or any other official authority.
G. It is agreed definitively and irrevocably — even before a court of law — that upon closing the buyer’s account, the debt resulting from the current account balance, as recorded in Unifert’s books, constitutes a fixed, clear, and due debt in accordance with Article 305 of the Commercial Law. The account statement issued by Unifert constitutes, on its own, an enforceable instrument pursuant to Article 835 of the Code of Civil Procedure before the Beirut Execution Department, even if unsigned by the buyer, and without the need for any notice. Upon closure of the current account, the buyer owes monthly interest of 1.5% on the outstanding balance until full and effective payment. The buyer also waives the right to any warning or enforcement notice.
H. In the event of the death of the buyer (if a natural person), the current account is automatically and immediately closed and settled. In addition to the instruments signed by the buyer, the debt becomes fixed, final, and due as of the date of death in favor of Unifert S.A.L., without any right of objection. All heirs are jointly and severally liable to Unifert, without the need to notify them.
I. If the buyer is a company, its authorized signatories and directors personally guarantee the fulfillment of the buyer's obligations arising from this sale, invoice, and its terms, including the current account, with a joint and several guarantee, both at maturity and beyond, and without division. They agree that the current account statement issued by Unifert constitutes an enforceable instrument.
J. The buyer bears all expenses, fees, and associated costs related to or arising from the sale or this invoice, including legal and judicial costs.
K. Any disputes arising from, related to, or resulting from this invoice, including these general terms and/or the purchase transaction subject to this invoice, fall under the exclusive jurisdiction of the courts of Beirut. However, Unifert reserves the right to take all precautionary, urgent, enforcement, and general legal actions before any other court. The buyer hereby acknowledges that the purchase contract is of a commercial nature.