General terms and conditions

Article 1: Definitions

Seller: the private limited company under Dutch law, Dutch Style B.V. Buyer: the natural person or legal entity, or its legal successor(s), with whom Seller enters into an Agreement. Agreement: the Agreement for the delivery of goods by Seller to Buyer. These general terms and conditions form part of the Agreement.

Article 2 : Dispositions generales

2.1. : The following conditions must be complied with by the general conditions and acceptance of the application of the contract.
2.2. : General conditions apply to the contract, according to the conclusion, and according to the legal acts according to the law, according to the conclusion of the final conclusion of the Vendor and the Access.
2.3. : All general conditions for use by the user to express themselves. The first step is to take into account the dispositions based on the criteria and the completeness of the general conditions before the conclusion of the contract.
2.4. : Life after the modification of the general conditions presented.
2.5. : Dans le cas une disposition des presentes conditions générales du Contrait jugée invalide ou inapplicable, les aux dispositions preserveront leur plein effect. Dans un tel cas, les parties replace the disposition invalide par une disposition valide, conforme à l'objet et au contentu du Contrat, de manière à que la nouvelle disposition s'écarte le moins possible de la disposition invalide.

Article 3 : Conclusion du Contrat

3.1. : Tous les devis émis par le Vendeur sont sans engagement, sauf indication contraire expresse dans le devis.
3.2. : The models, images, designs and dimensions presented, as well as advertisements, are presented in a general representation of the articles proposed. The modifications of construction using the font of the conception are different in terms of design, images, designs and dimensions mentioned in the design, but the emphasis is on the modification of the substance of the conception technique and the aesthetics of the articles, which is particularly evident in the design of the articles. . à l'Acheteur aucune compensation et ne donnent pas à l'Acheteur le droit de refuser l'achat ou le payment des marchandises livrées.
3.3. : An agreement is reached regarding the command of the operator and is confirmed by the assessment of the Vendeur or, if it is an antérieur, the Vendor is commencé à exécuter la commande de l'Acheteur.
3.4. : The guarantee for the exactness of the address and the coordination of four parties and the commitment to immediate modification notification.

Article 4: Price

4.1. : All prices are exclusive of VAT and any additional costs such as transport. The price to be paid is the price as stated in the quotation and/or order confirmation and on the invoice.
4.2. : The Seller's prices are based on wages, indirect labour costs, social security contributions and other government charges, freight rates, insurance premiums, prices of raw materials, materials, auxiliary materials, exchange rates for foreign currencies and all other costs applicable on the quotation date or the contract date respectively. If one or more of these factors occur, the Seller is entitled to unilaterally increase the price accordingly.
4.3. : In the event that an order is received from the Buyer without a price having been agreed in advance, this order will be executed independently of any previous deliveries, and at the Seller's price applicable on the day on which the items were ordered by the Buyer, plus any additional costs.

Article 5: Delivery

5.1. : Delivery will take place in accordance with the provisions regarding the method of delivery as stated in the most recent version of the Incoterms. Unless expressly agreed otherwise in writing, the method of delivery shall be 'Ex Works' Schulpweg 129e (2211 XM) Noordwijkerhout, the Netherlands.
5.2. : Without prejudice to the provisions of article 5.1, delivery shall be complete: a) when the goods have been offered by the Seller to the carrier for transport purposes, if the Seller and the Buyer have agreed that the goods will be transported to the address specified by the Buyer, and in all other cases; b) when the Seller has notified the Buyer that the goods are ready for transport. In such a case, the Buyer must collect the goods within seven (7) days after the aforementioned notification at the address of the Seller and/or at an address specified by the Seller, failing which the Seller shall be entitled to store the goods. goods or have them stored at the Buyer's expense.
5.3. : The goods delivered or to be delivered by the Seller may deviate from the Agreement in terms of colour, size and quality and this does not entitle the Buyer to suspend any obligation under the Agreement. 5.4. : All delivery times stated by the Seller are indicative.
5.5. : The Buyer bears the risk for the items from the moment they are delivered in accordance with article 5.2.
5.6. : If the Buyer does not accept the purchased items, the Buyer is liable for the storage costs incurred by the Seller, without prejudice to the Seller's right to terminate the Agreement without further notice and to recover any damages suffered from the Buyer.
5.7. : Delay in delivery - for whatever reason - does not give the Buyer the right to suspend the performance of any obligation towards the Seller, to terminate the agreement, nor does it give the Buyer the right to any compensation.

Article 6: Force Majeure

6.1. : In the event of force majeure, the Seller is entitled to terminate the agreement without judicial intervention, or to suspend the time of delivery until the force majeure has ceased to exist, without the Buyer being able to do so. to claim any right from the Seller to compensation for damage or loss or compensation for costs. 6.2. : In any case, there is force majeure on the part of Seller if, after the conclusion of the agreement, Seller is prevented from fulfilling the obligations under that agreement in full and/or in a timely manner or the preparation thereof as a result of war, war damage, civil war, mobilization, riots, acts of war, fire, water damage, floods, strikes, factory occupations, lock-outs, import or export restrictions, government measures, machine malfunctions, power supply malfunctions/interruptions, late delivery of the goods sold or of the raw materials and/or auxiliary materials required for this purpose, all this either in Seller's company or with third parties from whom Seller must acquire the goods and/or the required materials or raw materials in whole or in part, as well as during storage or transport, whether or not under its own management, and furthermore in all other circumstances that are independent of the will of Seller, even if these were foreseeable when the agreement was concluded.

Article 7: Payment

7.1. : Unless expressly agreed otherwise in writing, payment must be made in Euros.
7.2. : Unless otherwise agreed, payment must be made at least 5 days before the delivery date.
7.3. : If the payment term referred to in Article 7.2 is exceeded, the Buyer will be in default by operation of law, in which case the Buyer will owe the statutory commercial interest referred to in Article 6:119a of the Dutch Civil Code, increased by 10 percent. the full invoice amount, calculated from the date on which the purchase price became due.
7.4. : The Buyer is not authorised to deduct any amount from the purchase price due to a counterclaim that he claims to have against the Seller, nor to suspend payment of a debt to the Seller.
7.5. : If the Buyer fails to fulfil his obligations towards the Seller, the Buyer is obliged to fully reimburse all collection costs, including extrajudicial and judicial costs. The extrajudicial and legal costs to be reimbursed by the Buyer amount to at least 15% of the total outstanding amount.
7.6. : Any payment by or on behalf of the Buyer will first be deducted from any costs, damages and interest owed, with the balance being applied to the oldest outstanding debt.

Article 8: Dissolution

8.1. : The Buyer is deemed to be in default: - if the Buyer does not meet one of the obligations under the Agreement in a timely manner; - if the Seller has good reason to fear that the Buyer will not meet his obligations, and the Buyer does not respond to a written request to provide security for the fulfilment of his obligations within the reasonable period set in the notice; - the Buyer files for his own bankruptcy or is declared bankrupt; - the Buyer has been granted a moratorium on payments; - in the event of seizure of all or part of the Buyer's assets, without these having been released within 10 days; - if Buyer ceases/decides to cease the business or transfers the business or a significant part thereof to another person or entity, including the merger of his business with another company to be established or already existing, or proceeds/decides to change the objectives of the business or the dissolution thereof; - in the event of death of Buyer, where Buyer is a natural person.
8.2. : In the event of default by Buyer, Seller is entitled, without being liable for any compensation and without prejudice to any rights of Seller, to declare the Agreement dissolved in whole or in part by means of an advice to Buyer accordingly;
8.3. : If the Agreement is terminated or dissolved in any way whatsoever, the provisions regarding dissolution/termination, applicable law and disputes shall remain fully applicable.

Article 9: Retention of title

9.1. : Seller reserves ownership of the goods delivered to Buyer until Buyer has paid Seller everything Buyer owes Seller in connection with: any existing or future delivery of goods to Buyer and the damages for which Buyer owes Seller any violations of agreements relating to the purchase of goods, including interest and other costs as referred to in article 7.
9.2. : Buyer holds the goods for Seller from the moment of delivery until the moment of full payment for the goods and is obliged to store the goods with due care, ensuring that the goods remain clearly separated, i.e. clearly recognizable as originating from Seller.
9.3. : Buyer must immediately inform Seller if third parties claim any right to goods delivered by Seller, if Buyer still owes Seller any sum of money. Seller is in that case authorized to remove the goods in question from Buyer, take them back and store them elsewhere.
9.4. : In the event that Seller wishes to take back the goods, Buyer will grant access to its office and/or business address for this purpose. Buyer shall be liable for all costs incurred in taking back and storing the items. Seller shall not be obliged to deliver the items again until Seller has been paid in full or until sufficient security has been provided to Seller in respect of the debt(s).

Article 10: Reporting complaints

10.1. : Any complaints regarding relevant defects observable upon inspection of the goods must be submitted in writing within 24 hours after the Buyer has received the goods, failing which any claim in this regard will lapse.
10.2. : Any complaints regarding other relevant defects must be submitted in writing within 24 hours after discovery thereof, but no later than 3 months after delivery, failing which any claim in this regard will lapse.

Article 11: Warranty

11.1. : The Seller does not provide any warranty on the delivered items.

Article 12: Liability

12.1. : The total liability of the Seller due to attributable failure to comply with its obligations under the Agreement is limited to compensation for the directly related damage up to a maximum of the amount of the price agreed in the Agreement (excluding VAT).
12.2. : The seller's liability for directly related damage, including consequential damage, loss of profit, loss of cost savings and losses due to business interruption is excluded, except in the case of gross negligence or intent on the part of the seller, intent or gross negligence. of employees of the seller or of third parties engaged by the seller.

Article 13: Intellectual property rights

13.1. : The Buyer may not remove or alter any of the identifying features relating to the intellectual property rights of the owner of these rights.
13.2. : The Seller has no influence on where the Buyer sells the items and therefore the Buyer must verify that he is allowed to sell the items on the market he wishes to sell.
13.3. : The Buyer is fully responsible and solely liable for any infringement of intellectual property rights and indemnifies the Seller against all liabilities in this regard.

Article 14: Compliance with local laws

14.1. : The Buyer is solely responsible for verifying that the items comply with local laws - including but not limited to - import regulations, health and safety regulations and consumer laws in the country where the Buyer wishes to sell the items. The Buyer is solely responsible for any violation of the law and indemnifies the Seller against all liabilities in this regard.

Article 15: Disputes and applicable law

15.1. : All disputes between the Seller and the Buyer will, to the extent possible within the provisions of mandatory law and unless otherwise agreed, be submitted exclusively to the competent court in the district where the Seller's registered office is located. is located.
15.2. : The agreement between the Seller and the Buyer is governed by Dutch law. The applicability of the Vienna Sales Convention (United Nations Convention on Contracts for the International Sale of Goods) is expressly excluded. Copyright 2018 Dutch Style B.V.