Algemene voorwaarden – Tess Essentials

General Conditions

Applicability
1. These terms and conditions apply to all offers, agreements and all resulting obligations of or with Tess Essentials.
2. Deviation from these terms and conditions is only permitted if permission has been given, to which only the management of Tess Essentials is authorized. Such a clause has a bad validity with regard to the agreement in which it was made.
3. The term (buyer) means the other party of Tess Essentials hereafter in the case of offers, agreements and the obligations arising therefrom.
4. Unless otherwise agreed in writing, all offers of Tess Essentials and the commitments between Tess Essentials and the customer are exclusively subject to the following conditions.
5. The applicability of the general terms and conditions used by the customer is hereby explicitly rejected.
6. Tess Essentials reserves the right to change its general terms and conditions without any agreements to this effect, as well as all resulting agreements, being affected by any changes. The other party will be informed in writing at least one month before said change.
7. Any invalidity, partial nullity, or invalidity of one or more provisions of this agreement shall not affect the validity and applicability of the other.
Offers and assignments
1. All offers from Tess Essentials with the prices stated therein are valid for 30 days or as much longer or shorter as indicated therein and are always made entirely without obligation. They can be revoked by Tess Essentials within three working days after receipt of acceptance thereof.
2. Tess Essentials is - even when it has made an offer - bound only when it has accepted an order in writing by e-mail, fax or other similar communication, or has proceeded to its actual execution.
Prices
1. Prices stated or agreed - verbally or via the webshop - apply to deliveries from € 50 - within the Netherlands. Our prices include packaging costs and excl. VAT.
2. Prices are based on factors applicable at the time of the specification or conclusion of the agreement, including wages, social and fiscal charges, levies, insurance premiums, raw material and material prices, import duties and freight costs and exchange rates against the Euro. If, after giving notice or closing the agreement and for delivery, changes in these price-determining factors should occur, such that this leads to an increase in Tess Essential's cost price, Tess Essentials has the right to increase the agreed price accordingly and to invoice that price increase to the customer, even if the cost price increase was already foreseeable at the conclusion of the agreement.
Delivery and risk
1. Unless explicitly agreed otherwise, delivery times specified by Tess Essentials will never be regarded as deadlines. If the specified delivery times are exceeded, Tess Essentials will first be in default by registered mail. If Tess Essentials requires data or tools for the execution of the agreement, which must be provided by or on behalf of the customer, the delivery terms start on the day that all necessary data or tools are in the possession of Tess Essentials.
2. From the moment of delivery, the goods are at the risk of the customer and for his account all direct and indirect damage, which may arise on and / or through the goods for him and / or third party. For the purposes of this provision, the moment of delivery must also be understood to mean the day of delivery in art. 5 sub b.
Supply obligation
1. The Customer is obliged to provide the cooperation required by Tess Essentials for performing the performance, expressly including the obligation to purchase purchased goods.
2. Delivery is deemed to have been refused if ordered goods were offered to a customer for delivery, but delivery was not possible. The day on which collection is refused counts as the day of delivery.
3. In case of refusal of collection, the customer shall owe Tess Essentials a compensation equal to the purchase price of the goods for which delivery was refused, to be increased by the statutory interest on that amount from the day of delivery and the costs for Tess Essentials arising from the acceptance refusal. . These costs explicitly include a reasonable fee for storage, related to customary rates applicable on the spot. This does not affect any other rights of Tess Essentials in respect of the shortcomings of the customer.
4. Orders can only be canceled with the consent of Tess Essentials, against which Tess Essentials can condition.
Advertising
1. The control of the quantity and the external condition of the delivered goods rests with the customer. If he does not lodge a complaint in writing as quickly as possible and in any event within 48 hours of receipt of the delivered goods, the delivered goods shall be deemed to be correct in terms of quantity and appearance.
2. Other complaints must be submitted by Tess Essentials to the customer at the latest within 8 days after delivery of the goods.
3. If the goods are fully or partially processed and / or resold, they are deemed to have been approved and the liability of Tess Essentials has expired.
Payment
1. When parts are delivered in parts, each part can be invoiced separately by Tess Essentials.
2. Payment must be made for the delivery of goods via direct debit, i-DEAL, PayPal or within thirty days of the invoice date to Tess Essentials, or by crediting to a designated bank or giro account of Tess Essentials.
3. An appeal to debt settlement is not permitted.
4. If the customer does not pay within the term of payment, Tess Essentials has the right to charge default interest of 1.5% per month from the due date, whereby a part of a month is regarded as a full month, without prejudice to any other rights it may have in this respect.
5. The extrajudicial collection costs will be deemed to be at least 15% of the outstanding amount, with a minimum of 250 Euro.
6. If Tess Essentials enters into an agreement with two or more customers, natural or legal persons, everyone is jointly and severally liable for full compliance with the obligations arising from this agreement for them.
7. Tess Essentials is at all times entitled to demand payment in advance or to demand sufficient security for the correct and timely fulfillment of customer payment obligations, without stating reasons from the customer.
8. Payment of the customer first of all serves to settle the costs and interest owed and then to settle the oldest outstanding invoice, even if the payment is subject to a different instruction.
9. Advertising does not suspend the payment obligations of the buyer. All legal claims of Tess Essentials against the other party will first lapse after 20 years.
Bankruptcy etc.
If the customer does not, not properly or not in time comply with any obligation arising from the agreement concluded with Tess Essentials, as well as in the event of his bankruptcy, suspension of payment or under guardianship or ceasing or liquidation of his company, then however, if the customer transfers his business to third parties, enters a creditors' arrangement, sees his bank credit canceled, the execution of his payment orders is suspended from his bank, or his or her due attachment is made, the customer is deemed to be legally in default and is Tess Essentials. after selection entitled without any obligation to pay damages and without prejudice to further rights to which Tess Essentials is entitled, without the necessity to do so in the event of a defect or legal intervention, to terminate the agreement in whole or in part or to cancel the agreement or to suspend the execution of the agreement. In such cases, all receivables from Tess Essentials on the customer become immediately due and Tess Essentials is entitled to claim immediate payment of all that is due to it.
Reservation of ownership
1. All goods delivered by Tess Essentials remain its property until the time of full payment of all its claims - with any interest and costs owed - out of agreements to deliver goods and perform related activities. Until the time of full payment or settlement, the customer is not entitled to pledge the goods to third parties or to transfer ownership. In the normal course of its business, the customer is entitled to use the goods in accordance with their normal destination. As long as no full payment has been made and the customer is in default, or Tess Essentials has good grounds to fear that customers will be in default with the payment, it can immediately reclaim the delivered goods without prior notice of default. The buyer granted her the authority to enter his premises and buildings. The agreement can then be terminated by Tess Essentials without judicial intervention, notwithstanding its right to compensation of costs, damage and interest.
2. In the event of processing, processing or mixing of the delivered goods by or on behalf of or with the customer, Tess Essentials acquires the co-ownership in the newly created goods and / or in the items assembled with the delivered goods, such for the invoice value of the original delivered goods. Affairs. Insofar as this co-ownership requires another delivery, that delivery will be effected at the conclusion of the agreement.
3. The risk for the goods that are subject to retention of title as a result of paragraph a of this article lies with the buyer after delivery. This person is obliged to insure the goods in question adequately, in any case against risks of theft, damage, and destruction. The customer is not permitted to pledge any claim against his insurer to third parties under insurance as referred to in this paragraph or to have third parties serve as security in the broadest sense of the word. Distributions in the matter of damage and loss of the goods referred to in this article take the place of the goods in question.
4. The Purchaser is obliged to inform anyone who seizes goods supplied by Tess Essentials that fall under the retention of title of Tess Essentials, or in case of administration or bankruptcy of the Purchaser himself to his curator or administrator, with written notice, with a copy thereof. to Tess Essentials, that Tess Essentials remains the owner of the delivered goods, this under penalty of an immediately due and payable penalty in the amount of € 5000 or, if higher, the original invoice amount of the goods. The penalty applies in addition to any obligation to pay compensation.
Liability
1. Tess Essentials accepts liability for damage suffered by the customer that is the result of an attributable shortcoming in the performance of his obligation, if and insofar as this liability is covered by his insurance, up to the amount of the payment made by the insurance.
2. If the insurer does not proceed to pay out for any reason, the liability is limited to the invoice amount excluding VAT.
3. Notwithstanding paragraph a and paragraph b of this article, Tess Essentials accepts no liability for indirect damage, including loss of profits and consequential loss, damage due to exceeding of the delivery times as a result of changed circumstances and damage as a result of inadequate cooperation, information or materials from the customer.
4. Every right to compensation from the customer vis-à-vis Tess Essentials lapses in the event of improper use of the delivered goods or if the customer has carried out work on these goods by third parties.
5. Tess Essentials is not liable for violation of patents, licenses or other rights of third parties by the use of data provided by or on behalf of the other party for the execution of the order.
6. Tess Essentials is not liable if the shortcoming is due to force majeure. The limitations included in this article do not apply if the damage is the result of intent or gross negligence of Tess Essentials.
7. Tess Essentials accepts no liability for incorrectly reaching any message. Under message, every message sent by Tess Essentials is understood, but in particular e-mail, mailings, fax or any other similar communication means.
Indemnity
Tess Essentials will never be liable towards third parties for damage that occurs during the execution of the agreement to which the present conditions apply than it would be towards the customer. Customer indemnifies Tess Essentials against further liability and will stipulate a corresponding exoneration for Tess Essentials in its agreement with third parties where possible.
Force majeure
1. During force majeure, the delivery and payment obligations of Tess Essentials will be suspended. If the period in which the fulfillment of the obligations by Tess Essentials is not possible due to force majeure lasts longer than 3 months, both parties are entitled to dissolve the agreement without judicial intervention, without there being an obligation to pay compensation.
2. If Tess Essentials has already partly fulfilled its obligations upon the occurrence of the force majeure, or can only partly fulfill its obligations, it is entitled to invoice the already delivered, the deliverable part separately and the customer is obliged to pay the invoice as if it were concerned. it a separate contract.
3. Force majeure within the meaning of this article means circumstances that prevent the fulfillment of the obligation and that can not be attributed to the seller. This will include, among other things: at Tess Essentials or third parties that Tess Essentials uses or at suppliers: fire, strike or exclusion, excessive staff absenteeism, transport difficulties, serious business failures; flood, war, rioting or rioting, mobilization; non-timely or proper execution of orders by subcontracting companies; government measures that hinder or prohibit the execution of assignments, drastic changes in currency ratios, energy crisis, abnormal price increases of raw materials or energy, everything irrespective of whether the possibility that these circumstances would occur was foreseeable at the time the agreement was concluded. came.
Applicable law
On agreements and / or commitments between Tess Essentials and the other party, only Dutch law applies. In the interpretation of the text of these general terms and conditions, the literal text is decisive. In case of differences in interpretation about the literal text, this interpretation applies as it is thought to be accurate according to Dutch social opinions.
Conformity and Warranty
1. The entrepreneur warrants that the products and / or services comply with the agreement, the specifications stated in the offer, the reasonable requirements of soundness and / or usability and the legal rights existing on the date of the conclusion of the agreement. provisions and / or government regulations.
2. An arrangement offered by the entrepreneur, manufacturer or importer as guarantee does not affect the rights and claims that the consumer can assert against the entrepreneur in respect of a shortcoming in the fulfillment of the obligations of the entrepreneur by virtue of the law and / or or the distance contract.