General terms and conditions
GENERAL TERMS AND CONDITIONS
Identity of the entrepreneur:
Casual Lads B.V.
Chamber of Commerce: 87729105
VAT Number: NL864386278B01
Article 1: Definitions
Casual Lads B.V. is referred to as the seller in these general terms and conditions.
The seller's counterparty is referred to as the buyer in these general terms and conditions.
Parties are the seller and the buyer together.
The agreement means the purchase agreement between the parties.
Article 2: Applicability of General Terms and Conditions
These terms and conditions apply to all quotations, offers, agreements, and deliveries of services or goods by or on behalf of the seller.
Deviations from these terms and conditions can only be agreed upon expressly and in writing by the parties.
Article 3: Payment
The full purchase price is always paid immediately in the store. In the case of reservations, a deposit is sometimes required. In that case, the buyer receives proof of the reservation and the prepayment.
If the buyer does not pay on time, they are in default. If the buyer remains in default, the seller is entitled to suspend their obligations until the buyer has met their payment obligation.
If the buyer remains in default, the seller will proceed with collection. The costs related to this collection are at the buyer's expense. These collection costs are calculated based on the Decision on the compensation for extrajudicial collection costs.
In the event of liquidation, bankruptcy, seizure, or suspension of payment of the buyer, the seller's claims against the buyer are immediately due and payable.
If the buyer refuses to cooperate with the execution of the order by the seller, they are still obliged to pay the agreed price to the seller.
Article 4: Offers, quotations, and price
Offers are non-binding unless a term of acceptance is mentioned in the offer. If the offer is not accepted within the stated term, the offer expires.
Delivery times in quotations are indicative and do not entitle the buyer to termination or compensation in case of exceeding them unless the parties have expressly and in writing agreed otherwise.
Offers and quotations do not automatically apply to repeat orders. Parties must expressly and in writing agree on this.
The price mentioned on offers, quotations, and invoices consists of the purchase price, including the due VAT and any other government levies.
Article 5: Right of withdrawal
The consumer has the right to dissolve the agreement without giving any reason within 30 days of receiving the order (right of withdrawal). The term starts running from the moment the consumer has received the (entire) order.
There is no right of withdrawal when the products are made to measure according to the consumer's specifications or have a short shelf life.
The consumer may use a withdrawal form provided by the seller. The seller is obliged to make this available to the buyer immediately upon request.
During the reflection period, the consumer will handle the product and its packaging carefully. They will only unpack or use the product to the extent necessary to determine whether they wish to keep the product. If they exercise their right of withdrawal, they will return the unused and undamaged product with all accessories supplied and, if reasonably possible, in the original shipping packaging to the seller in accordance with the reasonable and clear instructions provided by the seller.
Article 6: Amendment of the Agreement
If during the performance of the agreement it becomes apparent that it is necessary to change or supplement the work to be performed for a proper execution of the assignment, the parties shall timely and in mutual consultation adjust the agreement accordingly.
If the parties agree that the agreement is to be changed or supplemented, the time of completion of the performance may be affected. The seller shall notify the buyer of this as soon as possible.
If the change or addition to the agreement has financial and/or qualitative consequences, the seller shall inform the buyer in writing in advance.
If the parties have agreed on a fixed price, the seller shall indicate to what extent the change or addition to the agreement will result in an overrun of this price.
Notwithstanding the provisions of the third paragraph of this article, the seller may not charge any additional costs if the change or addition is the result of circumstances attributable to him.
Article 7: Delivery and Transfer of Risk
As soon as the purchased goods have been received by the buyer, the risk transfers from the seller to the buyer.
Article 8: Inspection, Claims
The buyer is obliged to (have) inspect(ed) the delivered goods at the time of (delivery), but in any case within the shortest possible period. In this context, the buyer must examine whether the quality and quantity of the delivered goods correspond to what the parties have agreed upon, or at least whether the quality and quantity meet the requirements that apply to them in normal (commercial) traffic.
Claims relating to damages, shortages or loss of delivered goods must be submitted in writing by the buyer to the seller within 10 working days after the day of delivery of the goods.
If the complaint is declared valid within the set period, the seller has the right to either repair, replace or refrain from delivering and send the buyer a credit note for that part of the purchase price.
Minor and/or customary deviations and differences in quality, quantity, size or finish cannot be held against the seller.
Complaints relating to a particular product have no influence on other products or parts belonging to the same agreement.
No claims will be accepted after the goods have been processed by the buyer.
Article 9: Samples and Models
If a sample or model has been shown or provided to the buyer, it is presumed to have been provided only as an indication without the goods to be delivered having to correspond to it. This is different if the parties have expressly agreed that the goods to be delivered will indeed correspond.
In agreements concerning an immovable property, any mention of the surface area or other dimensions and indications is also presumed to be intended only as an indication, without the goods to be delivered having to correspond.
Article 10: Delivery
Delivery takes place "ex works/store/warehouse". This means that all costs are for the buyer. The buyer is obliged to accept the goods at the moment the seller delivers them to him or has them delivered, or at the moment the goods are made available to him according to the agreement. If the buyer refuses to accept the goods or is negligent in providing information or instructions necessary for delivery, the seller is entitled to store the goods at the buyer's expense and risk. If the goods are delivered, the seller is entitled to charge any delivery costs. If the seller requires information from the buyer for the execution of the agreement, the delivery time starts after the buyer has made this information available to the seller. A delivery period specified by the seller is indicative and is never a strict deadline. In case of exceeding the period, the buyer must put the seller in default in writing. The seller is entitled to deliver the goods in parts, unless the parties have agreed otherwise in writing or partial delivery has no independent value. The seller is entitled to invoice these parts separately.
Article 11: Force Majeure
If the seller cannot fulfill his obligations under the agreement due to force majeure, he is not liable for any damage suffered by the buyer. Force majeure is understood by the parties to mean any circumstance that the seller could not take into account at the time of entering into the agreement and as a result of which the normal execution of the agreement cannot reasonably be expected by the buyer, such as illness, war or threat of war, civil war and riot, molestation, sabotage, terrorism, power failure, flooding, earthquake, fire, company occupation, strikes, lockouts, changed government measures, transport difficulties, and other disruptions in the seller's business. Furthermore, the parties understand force majeure to mean the circumstance that suppliers on which the seller depends for the execution of the agreement do not fulfill their contractual obligations towards the seller unless this is due to the seller's fault. If a situation as described above occurs as a result of which the seller cannot fulfill his obligations towards the buyer, these obligations are suspended as long as the seller cannot fulfill his obligations. If the situation referred to in the previous sentence has lasted for 30 calendar days, the parties have the right to dissolve the agreement in whole or in part in writing. If the force majeure lasts longer than three months, the buyer has the right to terminate the agreement with immediate effect. Termination can only be done via a registered letter.
Article 12: Transfer of Rights
Rights of a party under this agreement cannot be transferred without the prior written consent of the other party. This provision applies as a clause with property law effect as referred to in Article 3:83, paragraph 2, Dutch Civil Code.
Article 13: Retention of Title and Right of Retention
The goods present with the seller and the goods and components delivered remain the property of the seller until the buyer has paid the agreed price in full. Until that time, the seller may rely on its retention of title and reclaim the goods.
If the agreed pre-payment amounts are not paid or are not paid on time, the seller has the right to suspend the work until the agreed portion is paid. In that case, there is default of payment by the debtor. A delayed delivery cannot be attributed to the seller.
The seller is not authorized to pledge or encumber the goods falling under its retention of title in any way.
The seller undertakes to insure and keep insured the goods delivered to the buyer under retention of title against fire, explosion, water damage, theft, and to present the policy upon first request.
If goods have not yet been delivered, but the agreed pre-payment or price has not been paid in accordance with the agreement, the seller has the right of retention. The goods will not be delivered until the buyer has paid in full and in accordance with the agreement.
In the event of liquidation, insolvency or suspension of payment of the buyer, the buyer's obligations become immediately due and payable.
Article 14: Liability
Any liability for damages arising from or related to the performance of an agreement is always limited to the amount paid out by the relevant liability insurance(s). This amount is increased by the amount of the excess according to the relevant policy.
The liability of the seller for damage resulting from intent or conscious recklessness of the seller or his or her supervisory subordinates is not excluded.
Article 15: Obligation to Complain
The buyer is obliged to immediately report complaints about the work carried out to the seller. The complaint contains as detailed a description as possible of the shortcoming, so that the seller is able to respond adequately.
If a complaint is well-founded, the seller is obliged to repair the goods and possibly replace them.
Article 16: Warranties
If warranties are included in the agreement, the following applies. The seller guarantees that the sold item conforms to the agreement, will function without defects, and is suitable for the use that the buyer intends to make of it. This warranty applies for a period of two calendar years after the buyer receives the item.
The intended warranty aims to establish such a risk allocation between the seller and the buyer that the consequences of a breach of warranty always fully fall to the account and risk of the seller, and that the seller can never rely on Article 6:75 of the Dutch Civil Code regarding a breach of warranty. The provision in the previous sentence also applies if the breach was known to the buyer or could have been known by conducting research.
The mentioned warranty does not apply when the defect arises from improper or unauthorized use, or when the buyer or third parties have made changes or attempted to make changes without permission, or used the purchased item for purposes for which it was not intended.
If the warranty provided by the seller relates to an item produced by a third party, the warranty is limited to the warranty provided by that producer.
Article 17: Applicable Law and Jurisdiction
Only Dutch law applies to any agreement between the parties.
The Dutch court in the district where Casual Lads B.V. is established/practices/holds office has exclusive jurisdiction to hear any disputes between the parties, unless the law mandatorily prescribes otherwise.
The applicability of the Vienna Sales Convention is excluded.
If one or more provisions of these general terms and conditions are deemed to be unreasonably onerous in a judicial procedure, the remaining provisions shall remain in full force and effect.