General conditions of sale and delivery
CHAPTER I: GENERAL PROVISIONS
1. Applicability of these terms and conditions.
These general terms and conditions apply to every offer, quotation and every contract between Cre8Design GmbH (Amtsgericht Coesfeld, HRB 11086), hereinafter referred to as "Vendor", and the client, insofar as these general terms and conditions are not expressly deviated from by the parties in writing.
Clauses which deviate from the clauses contained in these general terms and conditions, such as the customer's purchasing or other general terms and conditions, shall not be effective between the parties unless they have been agreed upon in consultation with the Vendor and have been expressly accepted as such in writing by the Vendor.
The customer who has previously entered into agreements with Seller where these general terms and conditions were applicable, he shall be deemed to tacitly agree to the applicability of the general terms and conditions to subsequent agreements of Seller.
2. Quotations, formation of agreement
An offer made by Seller is without obligation and valid for 30 calendar days, unless otherwise indicated. Seller may still revoke a quotation within two working days of acceptance by the customer. Obvious mistakes or errors in the offer are not binding on Seller.
The prices stated in an offer are exclusive of Mehrwertsteuer or VAT respectively, packaging costs and transport, unless otherwise indicated.
If the Seller has had to incur costs for issuing the quotation, the Seller is authorized to charge the customer for all costs it had to incur to prepare the quotation.
The contract is established when the customer has agreed in writing to the quotation, unless Seller revokes its quotation, or Seller has agreed in writing to the customer's order confirmation. The Seller is at all times free to refuse an order, for example, if the Seller would violate intellectual property rights of third parties by carrying out the order. If the customer has made a request for post-payment in accordance with article 21 of these general terms and conditions, the contract is concluded under the suspensive conditions of acceptance of the post-payment request by the Seller.
If the customer has accepted the offer electronically (for example, by placing an order in the Seller's webshop), the Seller shall immediately confirm receipt of acceptance of the offer electronically.
Seller may, within legal frameworks, investigate whether the client can meet his payment obligations, as well as all those facts and factors that are important for a responsible conclusion of the distance contract. If on the basis of this investigation the Seller has good grounds not to enter into the agreement, he is entitled to refuse an electronic order or request or to attach special conditions to the execution, giving reasons.
Seller reserves the right to execute the agreement in parts and to invoice the agreement in parts.
Each agreement constitutes a stand-alone transaction; any default in Seller's performance will not affect the agreement with respect to other deliveries
3. Delivery time, acceptance
Unless otherwise agreed, delivery shall be ex works Seller's place of business. The Seller shall execute accepted orders expeditiously but within 30 days, unless another delivery period has been agreed upon. The agreed delivery period will never be a deadline. The agreed delivery period shall be extended by a period during which the Seller is prevented from fulfilling its obligations due to force majeure, whereby the inability to acquire the necessary materials or raw materials shall expressly be regarded as force majeure. In any case, force majeure is to be understood as all circumstances beyond Seller's control that make it difficult or impossible for Seller to produce, acquire, sell or deliver the products as referred to in the agreement.
If the parties have agreed that the Seller will deliver the products to the customer and the delivery is delayed, or if an order cannot or can only be partially carried out, the customer will be informed of this no later than 30 days after he has placed the order. In that case, the customer has the right to dissolve the agreement without cost. In case of dissolution in accordance with this paragraph, Seller will refund the amount paid by the customer as soon as possible, but at the latest within 14 days after dissolution.
The risk of damage and/or loss of products rests with the Seller until the time of delivery to the customer or a representative designated in advance and made known to the Seller, unless expressly agreed otherwise.
If the customer does not take delivery of the products before the expiration of a highly agreed upon delivery period and/or the customer wrongfully refuses the products, the Seller may take custody of the products or have them taken into custody at the expense of the customer, including the risk of deterioration in quality, including but not limited to deviations in the color and quality of the products. All costs incurred and to be incurred by the Seller in taking custody of the products shall be borne by the customer. The Seller is entitled to deliver the products to the customer only after full payment of the safekeeping costs.
4. Quality and Description
Seller shall deliver the products according to description, quality and quantity as further described in the product designer/confirmation. The product designer may show a different representation with regard to colors than the customer or his computer screen sees. The customer is assumed to be familiar with this and to accept this.Approval of the digital proof by the customer is deemed to be an acknowledgement that Seller has correctly performed the work preceding the proofs.
Seller shall not be liable for discrepancies, errors and defects unnoticed by the customer in proofs approved or corrected by the customer. Any proof produced at the customer's request shall be charged in addition to the agreed price, unless it is expressly agreed that the cost of such proofs is included in the price.
Deviations in the materials and semi-finished products used by Seller that are permitted according to the general conditions of sale related to the delivery of these materials and semi-finished products shall be considered deviations of minor significance. The relevant terms and conditions are available for inspection at the supplier's premises. The supplier shall send the customer a copy of these terms and conditions free of charge upon request.
Deviations between the delivered product on the one hand and the original design, drawing, copy or model or the typesetting, printing or other proofs on the other hand cannot constitute grounds for rejection, discount, rescission of the agreement or compensation for damages, if they are of minor importance or customary in the industry.
The originals provided by the customer shall be handled with care. However, the Vendor shall not be liable for any damage that may occur during processing. Uploaded files will not be stored for longer than one month.
The customer should assume that substrates used may not be fireproof. If fire resistance is a requirement, it is up to the customer to notify the Seller in advance. In that case the Seller will try to find an alternative that is fire-resistant certified.
5. Materials and instructions provided by the customer
If the customer has agreed with the Seller that the customer shall deliver materials or products for printing or processing, the customer shall ensure that this delivery is made in a manner that can be considered timely and reliable for a normal, planned production. The customer shall request instructions from the Seller for this purpose.
In addition to the material or products required for the agreed performance, the customer is also obliged to supply a reasonable quantity for proofs, samples, etc. for the relevant processing. The customer shall request the Seller's specification for this purpose. The customer guarantees that Seller will receive a sufficient quantity. Confirmation of receipt of the material or products by the or the quantity stated on the transport documents has been received.
Seller is not obliged to examine the items received from customer for suitability prior to printing or processing.
The Seller shall not be liable for failure to perform the contract if this is due to exceptional processing difficulties or processing difficulties unforeseeable in all reasonableness for the Seller arising from the nature of the materials or products supplied by the customer, nor if this is a result of deviations between the sample initially shown to the Seller and the materials or products subsequently supplied by the customer for the print run.
Seller does not guarantee properties such as shelf life, adhesion, gloss, color, light or color fastness or wear resistance of the products if the customer has not, no later than at the time of entering into the agreement, made a written statement of the properties and nature of the materials or products supplied by him and has not provided sound information on the pretreatment and surface treatments applied.
Unless expressly agreed otherwise, the Seller shall not be liable for loosening, sticking, smearing, change of gloss or color, or for damage to materials and products received from the customer and to be printed or processed by him if they have undergone any pretreatment such as by the application of varnish, coating, varnish or anti-smearing powder.
The customer shall be obliged to inform Seller without delay of any special difficulties or health risks during the printing or processing of the materials and products supplied by him.
Seller is entitled to dispose of the remnants such as cutting waste etc. of the materials and products supplied by the customer as if they were its property. At the Seller's request, the customer is obliged to collect the unused materials and products as well as the aforementioned residues from the Seller at his own expense.
6. Means of production and Seller's drawings
If items are manufactured according to drawings, samples, models or other instructions, in the broadest sense of the word, which the Seller receives from the Client, the Client guarantees that the manufacture and/or delivery of said items does not infringe any intellectual property rights, such as patent rights, trademark rights, design rights or any other rights of any third party. The customer indemnifies the Seller against all relevant claims by third parties against the Seller. Should any third party patij object to the manufacture and/or delivery on account of an alleged right as referred to above, the Seller shall be entitled for that reason alone to immediately terminate the manufacture and/or delivery and to demand reimbursement of the costs incurred, without prejudice to its claims against the Customer regarding further compensation and without the Seller being obliged to pay any compensation to the Customer.
All drawings, sketches, graphs, samples, models, photographs, proofs, etc. made for the benefit of Seller and/or delivered to the customer shall remain the property of Seller and may not be reproduced, used in whole or in part, or handed over or shown to any third party, without the prior written consent of Seller. They must be returned to Seller immediately upon first request.
All items manufactured by Seller such as means of production, semi-finished products and aids and in particular typesetting, design drawings, models, work and detail drawings, data carriers, computer software, data files, photographic recordings, lithographs, clichés, films micro- and macromontages, printing plates, screen printing forms, gravure cylinders, types, die-cutting knives and forms, (foil) embossing forms, stamping plates and peripheral equipment, remain the property of Seller, even if they are stated as a separate item on the quotation, in the offer or the invoice.
The Seller is not obliged to hand over the items referred to in paragraph 3 of this article to the Client.
Seller is not obliged to keep the items referred to in paragraph 3 of this article for the customer. If the client and Seller agree that these items are to be kept by the client, this shall be for a maximum period of six months and without the Seller guaranteeing their suitability for repeated use.
7. Inspection of the products, complaint period.
The customer is obliged to inspect the delivered products at the time of delivery. Complaints due to shortages, defects, deviations from the stated specifications or externally perceptible deviations/damage must be accurately described by the customer on the waybills he has signed. Late complaints shall void all rights of the customer.
Non-visible defects or shortages must be submitted to Seller in writing by registered letter within eight (8) days of discovery at the latest, but within two months of the delivery date. Complaints must be accurately described by the customer.
Without the Seller's consent, the customer shall not be entitled to return products which in its opinion are defective.
If during the period between the date of the quotation and that of delivery, cost prices are subject to an increase, such as, but not limited to, the result of government measures, salaries, import duties, the Vendor is entitled to increase the price to be charged to the customer accordingly. The customer not acting in the exercise of profession or business (consumer) has the right to dissolve the agreement, if the price change occurs during three months after the conclusion of the agreement.
Seller has the right to stipulate that an advance payment or security is paid by the customer - before the products are delivered.
If obvious calculation errors have been made by Seller, these may be rectified by him at any time.
All payments must be made within fourteen (14) days of the invoice date, unless otherwise agreed Unless the customer is a consumer, the customer is not entitled to discount, suspension or setoff.
If the customer does not or not properly fulfill his payment obligations, he shall be in default without any further demand or notice of default being required. If the customer is a consumer, he will only be in default after he has been summoned to pay in writing, whereby a reasonable term for fulfillment is set and fulfillment fails to occur within the term. In the event of late payment, the Seller shall be entitled to suspend all further deliveries to the customer, both those under the agreement to which the overdue payment relates and those under other agreements.
In that case, the Seller shall be entitled to charge the customer the statutory (commercial) interest per month on the outstanding amount from the due date until the date of full payment. Part of a calendar month shall in this connection count as a whole calendar month.
All costs of judicial and extrajudicial collection of the claim(s) shall be borne by the customer. Unless the customer is a consumer, these are set at 15% of the invoice amount without prejudice to the Seller's right to claim the actual costs from the customer if they are higher.
If the customer seeks a debt settlement with its creditors, in case of application for bankruptcy, application for suspension of payments or WSNP, seizure and/or liquidation, winding up or dissolution of the company, in case the control of the customer's company is acquired by one or more others within the meaning of the SER Merger Code of Conduct, such irrespective of whether those rules of conduct apply to the relevant acquisition of control, as well as in the event of death and/or placement under guardianship and/or revocation and/or reduction of a credit limit issued by the Seller's credit insurer for the benefit of the Client, the Seller is entitled to immediately dissolve c.q. terminate it and all that the Seller has to claim from the customer shall be immediately due and payable, without prejudice to the right to claim additional damages.
If the Seller dissolves or terminates the agreement because the customer is declared bankrupt, the Seller has the right to repurchase the products it sold to the customer from the estate at the market value of the products at the time of repurchase.
Seller shall at all times, based on suspicions of diminished creditworthiness of the customer, have the right, at its discretion, either to suspend delivery or to consider the agreement dissolved for the future, unless security is provided by the customer, within a period to be set by Seller, for the correct and timely payment of what the customer will owe. In either case, Seller shall be entitled to compensation for the unfulfilled part of the order. At the customer's request, deliveries may be continued against a security to be assessed by the Seller.
10. Retention of title
The Seller retains title to all products delivered or to be delivered to the customer until the purchase price for all such products has been paid in full. The retention of title also applies to all obligations arising from this agreement that the Seller may obtain against the customer.
The customer is obliged to store the products delivered under retention of title with due care and as the Seller's recognizable property.
If the customer will fail to fulfill its payment obligations to the Seller and/or the Seller has good reason to fear that it will fail to fulfill those obligations, the Seller shall be entitled to repossess the products delivered under retention of title without the intervention of a third party, such as but not limited to a court. The client hereby grants the Seller permission to take possession of the products in question as well as to enter the rooms where the products in question are located and those that provide access to them.
The customer is obliged to notify the Seller immediately in writing of the fact that third parties are asserting rights to the products subject to the Seller's retention of title.
The customer is obliged to insure the products against fire, explosion and water damage as well as theft for the duration of the retention of title and to make the policies of these insurances available to the Seller for inspection on demand.
As long as ownership of the products has not been transferred to the Client, the Client is not permitted to transfer ownership of the delivered products to third parties, to pledge them or otherwise encumber them, dispose of them or give them up for use, under whatever title, unless otherwise agreed in writing.
In the event that Seller takes back products under this article, it will, if necessary, issue a credit note. The products will then be credited for the market value of the products calculated to the time of the return. The customer is obliged to reimburse any decrease in the value of the products.
In the event that the customer resells the products to a third party and the purchase price for the products has not yet been paid (in full), the customer shall be obliged at the Seller's request to assign or pledge the claim against this third party to the Seller.
11. Force majeure
In these general terms and conditions, force majeure means any circumstance beyond the Seller's control - even if it could have been foreseen at the time the agreement was concluded - which permanently or temporarily prevents performance of the agreement, as well as, insofar as not already included therein, (civil) war, danger of war, (work) strike, lockout, transport difficulties, fire and other serious disturbances in the business of the Seller or its suppliers, as well as shortcomings of the Seller's suppliers.
If Seller cannot or cannot properly fulfill its obligations due to force majeure, those obligations shall be suspended until Seller is again able to perform the agreement in the agreed manner.
In the event that Seller has already partially fulfilled its obligations when the force majeure occurs or can only partially fulfill its obligations, Seller shall be entitled to separately invoice the part already delivered or the deliverable part. In that case, the Client shall be obliged to pay this invoice as if it were a separate agreement.
If the Seller proves unable to fulfill its obligations to the Client within a reasonable period of time as a result of an event described in paragraph 1 of this Article, both the Seller and the Client shall have the right to dissolve the existing agreement between them, without the Seller being liable to compensate the Client for any loss related to the dissolution.
The liability of the Seller for all damage and costs caused or directly related to an attributable failure in the performance of the agreement or caused by an unlawful act of the Seller shall at all times be limited to the repair of the defective products or at least to replacing them. The customer is only entitled to replacement if repair of the product is not possible.
In any event, the Seller's liability is limited to the net invoice amount of the delivery concerned.
The Seller shall never be liable for indirect damage and costs, including but not limited to production damage, loss of profit and other indirect economic damage, transport costs, stagnation damage, third-party damage, operational losses, loss of production time and missed opportunities.
Seller is not liable for damage caused by its personnel or by suppliers or other third parties engaged by Seller during the delivery of the products.
The Seller is not liable for damage resulting from incorrect information provided by the customer. Seller is also not liable for printing or writing errors in pictures, brochures or websites. The seller is not liable for the resistance of the product to moisture, extreme UV radiation and other extreme environmental factors. When manufacturing Fine-Art Plexiglas and Fine-Art Aluminum products, Seller cannot guarantee a 100% dust-free result.
In the event of shipping damage, Seller is not liable if the buyer has signed for proper receipt. Seller warns the customer about this once again by means of a large sticker on the delivery/packaging.
Seller is not liable if the customer does not observe the instructions for use of the products, including but not limited to safety instructions and storage advice.
The customer shall indemnify and hold the Seller harmless from all claims by third parties for compensation for damages, for which the Seller's liability is excluded in these terms and conditions in the relationship with the customer.
The provisions of paragraphs 1 to 4 of this Article 10 do not apply if the customer is a consumer.
13. Intellectual Property Rights.
The customer is aware that the products, models, samples, logos, brochures, images, etc. delivered in connection with the agreement, as well as derivatives thereof, may be subject to intellectual property rights, including copyrights, of both the Seller itself and third parties, which rights he shall respect and not infringe.
The customer is expressly forbidden to use these documents, materials and/or products, as well as promotional material, for other purposes, to reproduce, to disclose, to make available to third parties or to hand them over for use in any other way than stipulated in the agreement between the Seller and the customer, except with the express written permission of the Seller.
By purchasing an art picture from Seller, the customer only acquires ownership to the movable item. Seller shall at all times retain ownership of all intellectual property rights relating to the art photograph. The customer is not permitted to reproduce, rent out, publicly exhibit or use for commercial purposes Seller's products, including art photographs. Customer is, however, permitted to sell products.
If the customer becomes aware of an infringement of industrial/intellectual property rights as described above, he must report this to the Seller immediately.
If the provisions of this article are violated, the customer shall forfeit to the Seller an immediately payable fine of € 50,000, without prejudice to the Seller's right to claim performance and/or actual damages.
By placing an order for the duplication or reproduction of objects protected by the Copyright Act or any proprietary right, the customer declares that there is no infringement of the copyright of third parties and indemnifies the Seller in and out of court against all consequences, both financial and otherwise, arising from the duplication or reproduction. Even in the event that financial obligations to the author or his assigns arise from the duplication or reproduction, these shall be borne by the customer.
These general terms and conditions have been drawn up in the Dutch language. If the general terms and conditions are translated into another language, the Dutch language version shall be deemed authentic and any terms used must be read and understood in the context of the Dutch legal system.
These general terms and conditions may only be amended in writing. This also applies to this requirement of written form.
If any provision of these general terms and conditions should be invalid, the remaining provisions will retain their full effect. In that case the parties shall replace the invalid provision by a valid provision in accordance with the purpose and purport of these general terms and conditions and in such a way that a new provision differs as little as possible from the invalid provision.
15. Applicable law and competent court
These general terms and conditions and all offers and agreements between Seller and Customer shall be governed exclusively by Dutch law. The applicability of the Vienna Sales Convention is expressly excluded.
The District Court of Overijssel (Almelo) shall have exclusive jurisdiction to take cognizance of any disputes that may arise in connection with these general terms and conditions or an agreement, whereby the Seller shall also be free to summon the client to appear before the competent court in his place of residence.
CHAPTER II: WEBSHOP
In the event of an order in the Seller's webshop, the provisions of this Chapter II of these General Terms and Conditions shall apply in addition to the provisions of Chapter I. In case of conflict between chapter I and chapter II, the provisions of chapter II shall prevail.
16. Grace period / right of withdrawal
In the case of a consumer purchase concluded via the Seller's webshop, the Client has the right to return all or part of the goods delivered within a cooling-off period of 14 calendar days without giving reasons.
The reflection period mentioned in paragraph 1 starts the day after the client, or a third party designated in advance by the client, who is not the carrier, has received the goods, or:
if the customer has ordered several goods in the same order: the day on which the customer, or a third party designated by him, has received the last goods.
if the delivery of a good consists of several shipments or parts: the day on which the customer, or a third party designated by him, has received the last shipment or part;
However, the right of withdrawal shall not apply:
for contracts for regular delivery of goods during a defined period: the day on which the customer, or a third party designated by him, received the first product.
- goods manufactured according to the customer's specifications, e.g. customization, or which are clearly of a personal nature;
- service contracts, after full performance of the service, and only when the performance has begun with the express prior consent of the customer and the customer has declared that he loses his right of withdrawal once the Seller has fully performed the contract.
This means that the customer cannot revoke the products produced by the Seller at the customer's request, being personalized photo products.
17. Customer's obligations during the reflection period.
During the reflection period, the customer shall handle the goods and packaging with care. He shall only unpack or use the goods to the extent necessary to assess the nature, characteristics and functioning of the goods. The basic principle here is that the customer may only handle and inspect the goods as he would be permitted to do in a store.
The customer is liable for diminished value of the goods resulting from a manner of handling the goods beyond that permitted in paragraph 1.
18. Exercise of the right of withdrawal by the customer and costs thereof.
If the Customer exercises its right of withdrawal, it shall notify the Seller within the withdrawal period by means of the model withdrawal form or in another unambiguous manner.
As soon as possible, but within 14 days from the day following the notification referred to in paragraph 1, the customer shall return the goods, or hand them over to (an authorized representative of) Seller.
The customer shall return the goods with all delivered accessories, if reasonably possible in their original condition and packaging, and in accordance with the instructions provided by Seller.
The risk and burden of proof for the correct and timely exercise of the right of withdrawal lies with the customer. The customer must prove that the delivered goods were returned in a timely manner, for example by means of proof of postal delivery.
The customer shall bear the direct costs of returning the goods.
If the customer revokes after having first expressly requested that the performance of the service commence during the withdrawal period, the customer shall owe the Vendor an amount proportionate to that part of the commitment which has been fulfilled by the Vendor at the time of revocation, compared to the full fulfilment of the commitment.
19. Seller's obligations in the event of withdrawal
Seller shall reimburse all payments made by Customer, including any delivery costs charged by Seller for the returned goods, without undue delay but within 14 days following the day on which Customer notifies Seller of the withdrawal. Unless the Seller offers to pick up the goods itself, it may withhold reimbursement until it has received the goods or until the customer proves that he has returned the goods, whichever is earlier. Upon return of the entire purchase, the full purchase price including any shipping and/or payment charges will be refunded to the customer. The cost of returning the goods shall be borne by the customer. If only part of the goods are returned, only the purchase value of the returned goods will be refunded.
Seller shall use the same means of payment used by the customer for reimbursement, unless the customer agrees to another method.
If the customer has chosen a more expensive method of delivery than the least expensive standard delivery, Seller does not have to refund the additional costs for the more expensive method.
The return of the goods is entirely at the expense and risk of the customer.
20. Complaints procedure
The Seller has a complaints procedure and shall handle complaints in accordance with this complaints procedure. The customer may also submit a complaint to the EU dispute resolution platform at http://ec.europa.eu/consumers/odr/.
Complaints about the performance of the agreement must be submitted to Seller within a reasonable time after the customer has found the defects, fully and clearly described. Complaints can be reported to: firstname.lastname@example.org.
Complaints submitted to Seller will be answered within a period of 14 days from the date of receipt. If a complaint requires a foreseeably longer processing time, Seller will respond within the 14-day period with a notice of receipt and an indication of when the customer can expect a more detailed response.
In any event, the customer must give Seller 4 weeks to resolve the complaint by mutual agreement. After this period a dispute arises that is susceptible to the dispute resolution procedure.
A complaint about a product, service or the Seller's service can also be submitted via a complaint form from the website of Stichting Webshop Keurmerk www.keurmerk.info. The complaint will then be sent both to the Seller and to Stichting Webshop Keurmerk. If the complaint cannot be solved by mutual agreement a dispute arises that is open to the dispute settlement procedure.
21. Disputes Stichting Webshop Keurmerk
Disputes between the customer and the Seller about the conclusion or performance of contracts relating to products to be supplied or delivered by the Seller may be submitted with the Geschillencommissie Webshop, Postbus 90600, 2509 LP in The Hague (www.sgc.nl) with due observance of the provisions set out below.
A dispute will only be handled by the Disputes Committee if the client has first submitted its complaint to the Seller within 8 days.
No later than three months after the dispute has arisen, the dispute must be submitted in writing to the Disputes Committee.
If the customer wishes to submit a dispute to the Disputes Committee, Seller is bound by this choice. If Seller wants to do so, the client shall, within five weeks after a written request to that effect by Seller, express in writing whether he so desires or wants the dispute to be dealt with by the competent court. If the Seller does not hear the client's choice within the five-week period, the Seller shall be entitled to submit the dispute to the competent court.
The Disputes Committee shall rule under the conditions as laid down in the regulations of the Disputes Committee. The decisions of the Disputes Committee are made by way of binding advice.
The Disputes Committee will not handle a dispute or will cease to handle a dispute if the Seller has been granted a suspension of payments, gone bankrupt or has actually terminated its business activities before a dispute has been handled by the committee at the session and a final ruling has been issued.
If, in addition to the Geschillencommissie Webshop, another dispute committee recognized by or affiliated to the Stichting Geschillencommissies voor Consumentenzaken (SGC) or the Klachteninstituut Financiële Dienstverlening (Kifid) is competent, the Geschillencommissie Webshop will have exclusive competence for disputes mainly concerning the method of distance selling or provision of services. For all other disputes, the other disputes committee recognized by SGC or Kifid, which is affiliated with SGC or Kifid.
22. Branch guarantee Webshop Keurmerk
Webshop Keurmerk guarantees the fulfilment of the binding advice of the Disputes Committee Webshop by its members unless the member decides to send the binding opinion within two months for review to the court. This guarantee revives if the binding opinion after review by the court has been upheld and the judgment that proves this has become final. Up to an amount of €10.000,- per binding opinion, this amount will be paid to the customer by Webshop Keurmerk. For amounts greater than €10,000,- per binding opinion, €10,000,- will be paid. For the excess, Webshop Keurmerk has a best-efforts obligation to ensure that the member complies with the binding opinion.
The application of this guarantee requires the customer to submit a written appeal to Stichting Webshop Keurmerk and to transfer his claim on the Seller to Stichting Webshop Keurmerk. If the claim on the Vendor exceeds €10,000,-, the customer will be offered to transfer his claim to the extent that it exceeds the amount of €10,000,- to the Stichting Webshop Keurmerk, after which this organization will in its own name and costs seek payment thereof in court to the customer.
CHAPTER III PAYMENT IN ARREARS
In the event of an order in the Seller's webshop in which the Client chooses to pay in arrears, the provisions of this Chapter III of these General Terms and Conditions shall apply in addition to the provisions of Chapters I and II. In case of conflict between the former chapters and the latter chapter III, the latter chapter III shall prevail.
If the Client uses the Seller's post-payment service, the Client agrees to the payment terms of Arvato Finance B.V. trading as AfterPay. Seller is not responsible or liable for the content of AfterPay's payment terms and conditions.
PAYMENT TERMS FOR CONSUMERS
Acceptance and payment conditions of Arvato Finance B.V. trading under the name AfterPay
(Version 3.0, May 2018)
The present contract terms and conditions apply to a visit of the customer to the website of AfterPay, the application of the customer to pay afterwards and assessment thereof and after approval of the application on the afterwards payment service AfterPay.
Article 1 Assessment application
1.1. You have placed an order and have chosen to pay through the after-payment service (AfterPay) of Arvato Finance B.V. acting under the trade name AfterPay (hereinafter "AfterPay"). Your choice does not immediately lead to an agreement with the merchant allowing you to pay via AfterPay. The merchant and AfterPay expressly reserve the right to reject your request without giving reasons. This depends on the result of the review of your data.
1.2. The result of the review will be shown directly online and whether or not your request is conditionally approved. This conditional approval is in principle only the result of a data check by us. If you wish, you can receive a written notice stating the reasons. You can also contact AfterPay customer service by phone after one business day.
1.3. AfterPay may within one business day after initial conditional acceptance of your request to pay with AfterPay, convert this into a refusal to honor a request and thereby reject that you make use of a payment with AfterPay. The conditional acceptance is related to the fact that, for the time being, the approval is only the result of a limited data check.
1.4. Every merchant is entitled to check you as a consumer at the conclusion of a purchase contract. For this purpose the merchant uses AfterPay if you choose to pay with AfterPay. For this, the following data are necessary to provide:
1.The NAW and contact information. This address may not be a PO Box address and must be in the Netherlands;
2.The registration number in the trade register of the Chamber of Commerce if you buy through your (sole proprietorship/vof/partnership) company;
3.If you want to pay as a sole proprietorship, general partnership or partnership, you must also provide the names of the owner of the sole proprietorship or partners or associates who legally represent the company in the application;
4.The bank account number with which you will pay AfterPay (in case of single authorization);
1.5. In order to pay with AfterPay, you must meet the following conditions:
You have a billing and delivery address in the Netherlands. This address cannot be a P.O. Box;
You are not declared bankrupt, or in suspension of payment, or otherwise under guardianship or receivership, or there is no application filed. Nor are you in a situation where you have stopped paying your debts on time.
You have power of disposition or are represented by a person who can legally represent you and is authorized to act on your behalf.
The value of the order is not lower or higher than the amount the merchant allows you to pay in arrears;
By providing your data, to be allowed to use the AfterPay payment solution, you expressly authorize AfterPay to process your data and test them in such a way that AfterPay can properly and carefully assess and let you know whether your request for payment (conditionally) is accepted;
You declare by means of this application to pay with AfterPay to fully and timely fulfill the payment obligations arising from your order by paying to AfterPay in Heerenveen.
Article 2 Method of payment
2.1. Your choice to pay with the AfterPay payment service of AfterPay implies, after acceptance of your request, that the rights regarding the amount due by you for the order made by you, are transferred by the merchant to AfterPay. This means that after acceptance by AfterPay you can only pay liberated to AfterPay. AfterPay will send you an invoice stating the amount due, separately from the delivery of the order. The invoice can be digital via e-mail or standard European direct debit. If you pay to a party other than AfterPay, this will not affect your payment obligation to AfterPay. You will then have to pay (again) to AfterPay in Heerenveen.
2.2. AfterPay reserves the right - to the extent permitted by law - not to refund any payment and/or other costs in case you return the order.
2.3. If you choose the AfterPay payment service in combination with direct debit, you authorize AfterPay explicitly to automatically collect the (delivery) costs on the (bank) account number provided by you and you have paid liberated once the collection has been successfully made and the period for reversal has expired. Once your request to pay via AfterPay is accepted and you will pay via the standard European direct debit, we will send you a pre-notification, in which we confirm your direct debit order. You will receive this pre-announcement 5 days before we will collect. By choosing the AfterPay payment service you agree to the 5-day period.
2.4. AfterPay is authorized to exercise the same rights as the merchant can/could exercise against you by virtue of the order.
2.5. AfterPay is authorized at all times to unilaterally transfer the claim against you to a third party.
Article 3 Costs of payment order
3.1. Possible (banking) processing costs of requesting payment order(s) are at your expense and risk.
3.2. If you have chosen the option to pay by standard European direct debit, you must ensure that there is sufficient balance on the account number you have specified. For not being able to collect the amount due from your account, AfterPay may charge costs (surcharge). You can avoid this by timely payment. If AfterPay fails to collect, even after you are in default, the claim will be given out of hands and you will be charged higher costs (extrajudicial collection costs).
3.3. Up to one day before the collection transaction, you can legally revoke the collection order. In that case, article 6.1. applies and AfterPay may also charge costs in addition to the provisions of article 6.
Article 4 Payment term
Your payment must be received by AfterPay within 14 days after invoice date, unless another term has been agreed with you in writing.
Article 5 Change of address
You are obligated to notify AfterPay of any (email) change of address. Until AfterPay has received a change of address, you are deemed to be located at the last known address of AfterPay. Address changes must be communicated by e-mail or in writing to the customer service of Arvato Finance B.V. h/o AfterPay, Postbus 434 8440 AK Heerenveen, telephone 020 7230 270. For a telephone call with AfterPay, you only pay the costs of your telephone provider.
Article 6 Default
6.1. If you do not pay within the period mentioned in article 4, the amount due is immediately payable and you are in default without further notice.
6.2. If you have not paid within 14 days after the invoice date, AfterPay will send you a reminder to notify you of exceeding the payment term. If you do not respond to this reminder, AfterPay will send you a (second) written reminder and AfterPay will add administrative costs to the amount due. If you also do not respond to this reminder, and AfterPay needs to send you a summons, the administrative costs will be increased again.
6.3. From the date you are in default, AfterPay is entitled to charge you the statutory interest per month on the amount due by you, you also owe administrative costs under the Collection Costs Act in connection with the payment reminders sent by AfterPay and AfterPay will charge you all reasonable costs to obtain payment, both extrajudicial and judicial. AfterPay is entitled to debit the total amount due including costs and interest by direct debit or single authorization from your bank account. The minimum amount charged by AfterPay for extrajudicial collection costs in case of default is € 40 (forty euros).
6.4. If by your attributable failure (default) costs are open, subsequent payments made by you will first be deducted from the now open costs. Only after the outstanding costs have been paid in full can your payment be deducted from the amount originally owed by you.
Article 7 Protection of personal data of individuals and use of data
AfterPay respects everyone's privacy and ensures that information of natural persons is treated confidentially. AfterPay processes personal data to confirm your identity, to verify your ability to pay, for administrative reasons, to prevent fraud, for risk assessment, to prevent money laundering and to comply with legal obligations. Personal data is information that is directly or indirectly traceable to you.
Below are examples of the types of personal data AfterPay may process:
Contact information: name, address, date of birth, email address, phone number
Payment information: invoice details, account number
Financial information: negative payment history, WSNP notification
Information about goods/services: details about your order
Historical information: your order history with AfterPay
We re-use the data you have previously provided to us and may share this information with a credit reference agency and anti-money laundering screening companies for the purposes of credit checking, risk assessment and confirming your identity before you can use AfterPay.
If you have previously used AfterPay services, some of your information may have been stored for e.g. administrative reasons. Where possible, AfterPay will use this information to confirm your identity and to simplify the use of AfterPay. AfterPay uses electronic communication (e-mail, SMS) to contact you. You have the right to access, correct and delete personal data held by AfterPay. These requests can be sent to email@example.com.
Your personal data may be provided to the merchant where you ordered from (for administrative reasons) and authorities or other governmental institutions when required by AfterPay. AfterPay may also share your personal data with other companies within the Arvato Financial Solutions Group.
AfterPay is ultimately responsible for the processing of your personal data and refers to its privacy statement for a full description of the processing of personal data by AfterPay. By agreeing to these conditions, you also agree to the privacy statement.
Article 8 Cookies
Article 9 Liability
9.1. AfterPay can only be held liable for damages, which are attributable to its willful misconduct or gross negligence, or caused by circumstances that are at its own risk under mandatory rules. AfterPay shall never be liable for consequential damages, indirect damages and loss of profits or turnover.
9.2. If AfterPay, for whatever reason, is obliged to compensate any damage, the compensation will never exceed an amount equal to the invoice value of the product or service which caused the damage.
Article 10 Applicable law and competent court
The services of AfterPay and all contracts it concludes are governed by Dutch law. Disputes shall be submitted to the competent court in the Northern Netherlands unless the law expressly designates another court as competent.
PAYMENT TERMS FOR COMPANIES
These contractual conditions apply to visits to the website of Afterpay, the application of the customer to pay afterwards and assessment thereof and after approval of e application to the AfterPay payment service. The term "applicant" used in the following articles refers to the company that submits an application to use the AfterPay payment service.
Article 1 Assessment application
If you as a company (hereinafter also "company") request the supplier to be allowed to pay via the after-payment service (AfterPay®) of Arvato Finance B.V. trading under the name of AfterPay (hereinafter "AfterPay"), this does not immediately lead to an agreement allowing you to pay via AfterPay. The supplier and AfterPay expressly reserve the right to reject an application without giving reasons. If possible, you will immediately see online whether your request is approved or not, or conditionally approved. This conditional approval is in principle only the result of a data check by us. If desired, you can receive written notification of this with reasons. You can also contact AfterPay customer service by phone after one business day.
AfterPay may within one business day after initial conditional acceptance of your request to pay with AfterPay®, convert this into a refusal to honor a request and thus reject that you make use of a payment with AfterPay®. The conditional acceptance is related to the fact that, for the time being, the approval is only the result of a limited data check.
Every supplier is entitled to verify a purchase agreement with a consumer when it is concluded. For this, the supplier uses AfterPay if you as a company choose to pay with AfterPay®. For this, the following data are necessary to provide:
The name and address and contact information. This address may not be a PO Box address and must be in the Netherlands;
The registration number of the company in the trade register of the Chamber of Commerce;
The names of the owner of the sole proprietorship or partners or associates of the general partnership who validly represent the company in the application, in case of a limited liability company the person who may represent this company in the conclusion of this purchase or service for which you, as a company, ask to pay via AfterPay;
The bank account number of the company requesting payment with AfterPay®.
To be able to pay with AfterPay®, you as an enterprise must meet the following conditions:
The enterprise has an invoice and delivery address in the Netherlands. This address may not be a PO Box;
The company has not been declared bankrupt, or is not in suspension of payment, or (in case of partnerships and sole proprietorships) you have not been placed under guardianship or administration, or no application for this has been submitted. Nor is the company in a situation where it has ceased to pay its debts on time.
You are represented as a company by the person who can validly represent the company and who has power of disposition to act on behalf of the company.
The value of the order is not lower or higher than the amount the supplier allows you to pay in arrears;
By providing the company data, in order to be allowed to use the payment solution AfterPay®, you give express permission on behalf of the company to process these data and test them in such a way that AfterPay can properly and carefully assess and let you know whether the request to pay (conditionally) is accepted;
By means of this application to pay with AfterPay® the company declares that it can and will fulfill the payment obligations arising from your order/service application in full and in a timely manner by paying to AfterPay in Heerenveen.
Article 2 Method of payment
The choice to pay with the AfterPay® payment service of AfterPay means that after acceptance of your request / application to that effect, the rights regarding the amount due by you as a company because of the order / service request made by you, are transferred by the supplier to AfterPay . This means that after acceptance by AfterPay you can only pay to AfterPay in liberation. AfterPay will send you an invoice stating the amount due, separately from the delivery of the order. The invoice can be digital via e-mail or on paper by mail or by standard European direct debit. If the enterprise pays to another party than AfterPay, this leaves the payment obligation to AfterPay intact. The enterprise must then pay (again) in such case, namely to AfterPay in Heerenveen.
AfterPay reserves the right - to the extent permitted by law - not to refund any payment and/or other costs in case you return the order/dissolve the agreement with the supplier.
If the company chooses the post-payment service AfterPay® in combination with direct debit, the company explicitly authorizes AfterPay to automatically collect the costs on the (bank) account number provided by the company and the payment is liberated once the direct debit has been successfully carried out and the period for reversal has expired. Once your request to pay via AfterPay® is accepted and the company will pay via the standard European direct debit, we will send the company a pre-notification, in which we confirm this direct debit order. The company receives this prior notice 5 days before we will collect. By choosing the AfterPay® payment service, the company agrees to the 5-day period.
AfterPay is authorized to exercise the same rights as the supplier can/could exercise under the order/service to your enterprise.
AfterPay is authorized at all times to unilaterally transfer the claim on the enterprise to a third party.
Article 3 Payment order costs
Possible (banking) processing costs of payment order(s) of the company are for its account and risk.
If the company has opted for the possibility of paying by standard European direct debit, the company must ensure that there is sufficient balance on the account number specified by the company. For not being able to collect the amount due from the bank account of the company, AfterPay may charge costs (surcharge). This can be avoided by timely payment. If AfterPay fails to collect, even after the company is in default, the claim will be given out of hands and higher costs will be charged (extrajudicial collection costs).
Up to one day before the collection transaction, the company can legally revoke the collection order. In that case, Article 6.1. applies and AfterPay may also charge costs in addition to the provisions of Article 6.
Article 4 Payment term
The payment owed by the enterprise by entering into the agreement with the supplier, must be received by AfterPay within 30 days after the invoice date, unless another term has been agreed in writing with the enterprise.
Article 5 Change of address
You as an enterprise are obliged to inform AfterPay of any change of address and e-mail. Until AfterPay has received a change of address, the company is deemed to be located at the last address known to AfterPay. Address changes must be communicated by email or in writing to the customer service of Arvato Finance B.V. h/o AfterPay, Postbus 434 8440 AK Heerenveen, telephone 020 - 7 230 270.
Article 6 Default
If the company fails to pay within the period mentioned in article 4, the amount owed will be immediately due and payable and you, the company, will be in default without further notice.
If the company has not paid within 14 days after the invoice date, AfterPay sends a reminder to the company to point out that the payment term has been exceeded. If the enterprise does not respond to this reminder, AfterPay will send a (second) written reminder and AfterPay will increase the amount due with administration costs. If this reminder is also not complied with, and AfterPay has to send a summons, the administrative costs will be increased again.
From the date on which the company is in default, AfterPay is entitled to charge the statutory interest per month on the amount due by the company, you as the company also owe administration fees in connection with the payment reminders sent by AfterPay and AfterPay will charge all reasonable costs to obtain payment, both extrajudicial and judicial. If AfterPay opts for direct debit or single authorization, AfterPay is entitled to debit the total amount due including costs and interest from the bank account of the company by direct debit or single authorization. The minimum amount AfterPay charges for extrajudicial collection costs in the event of default is € 40 (forty euros).
If there are costs due to the company attributable failure (default) costs are open, subsequent payments made by the company will first be deducted from the now open costs. Only after the outstanding costs have been paid in full can the payment be deducted from the amount originally owed by the company.
Article 7 Protection of personal data of individuals and use of data
AfterPay respects everyone's privacy and ensures that information of natural persons is treated confidentially. AfterPay refers to its privacy statement, which is published on its website www.afterpay.nl. There you can read everything about the processing of personal data, as well as request access to the personal data being processed and how to exercise your rights under the Data Protection Act.
Article 8 Liability
AfterPay can only be held liable for damages, which are attributable to its willful misconduct or gross negligence, or caused by circumstances which are at its own risk under mandatory rules. AfterPay shall never be liable for consequential damages, indirect damages and loss of profits or turnover.
If AfterPay, for whatever reason, is obliged to compensate any damage, the compensation shall never exceed an amount equal to the invoice value of the product or service which caused the damage.
Article 9 Applicable law and competent court
The services of AfterPay and all contracts it concludes are governed by Dutch law. Disputes are submitted to the competent court in Zwolle, unless the law expressly designates another court as competent.