Gerneral Terms and Conditions

Download General Terms and Conditions


Article 1 - Definitions
Article 2 - Applicability General Terms and Conditions
Article 3 - Payment
Article 4 - Offer, quotation an price
Article 5 - Right of withdrawal
Article 6 - Modifying the agreement
Article 7 - Delivery and transfer of risk
Article 8 - Obligation to complain
Article 9 - Samples
Article 10 - Delivery
Article 11- Force majeure
Article 12 - Transfer of rights
Article 13 - Retention of title and lien
Article 14 - Liability
Articler 15 - Warranties

Article 1: Definitions
1. Elementary Outdoor Sports, located in Schiedam, CoC-number 75140853, is referred to in these General Terms and Conditions as Seller.
2. The counterparty of seller is referred to in these General Terms and Conditions as Buyer.
3. Parties refer to buyer and seller together.
4. Agreement refers to the purchase agreement between parties.

Article 2: Applicability General Terms and Conditions
1. These General Terms and Conditions apply to all quotations, offers, delivery of services and goods by or on behalf of Seller.
2. Deviation of these General Terms and Conditions is only allowed if parties agree explicitly and in writing.
3. If one or several conditions in these General Terms and Conditions on any given moment, in whole or partially, is annulled or declared nugatory, then the agreement and the remaining conditions in these General Terms and Conditions remain applicable. The annulled or nugatory condition will in consultation between Parties, be immediately replaced by a condition that approaches the intention of the original condition as much as possible.

Article 3: Payment
1. The complete purchase sum is always to be paid in the store, in advance of delivery of goods. In case of reservations, sometimes a down payment is expected. In these cases Buyer receives a proof of reservation and receipt of down payment.
2. If Buyer does not pay on time, then he fails to apply to the Agreement. If Buyer remains non-compliant, then Seller reserves the right to suspend all obligations until Buyer has fulfilled this commitment of payment.
3. If Buyer remains non-compliant, than Seller will proceed to collection. The costs of collection are borne by Buyer. These collection costs are bases on the ‘Besluit Vergoeding voor Buitengerechtelijke Incassokosten” (Decision Reimbursement for Extrajudicial Collection Costs).
4. In case of liquidation, bankruptcy, extrajudicial collection or suspension of payment, the claims of Seller are immediately due and payable.
5. If Buyer refuses cooperation towards accomplishment of the order by Seller, than he is still obligated to pay the agreed price to Seller.

Article 4: Offer, quotation an price
1. Offers are non-binding, unless an acceptance period is mentioned. If the offer is not accepted in that period, than then quotation is no longer valid.
2. Delivery times and lead time in offers are indicative and do not warrant Buyer any right to compensation when exceeded, unless parties have agree otherwise explicitly and in writing.
3. Offers and quotations do not automatically apply to back orders or repeat orders. Parties must agree on those prices explicitly and in writing.
4. The prices mentioned on quotations, offers and invoices consist of the purchase costs including VAT and other applicable government taxes.
5. All prices are subject to printing and typing errors. Seller does not accept liability for the consequences of printing or typing errors. In case of printing or typing errors, Seller is not obligated to supply the goods for the incorrect price.
6. All images, product specifications and descriptions are indicative and cannot lead to compensation or dissolution of the agreement.
7. Seller cannot guarantee that the exact colors as depicted with the advertised goods correspond completely with the actual colors of the goods.

Article 5: Right of withdrawal
1. Buyer has the right to dissolve the agreement within 14 days from date of receipt of the order without having to state a reason (right of withdrawal). The withdrawal period starts when Buyer receives the order.
2. Buyer has the possibility to utilize the return shipping form from Seller. Seller is obliged to make this available to Buyer upon Buyer’s request.
3. During the reflection period Buyer will handle both product and packaging with care. He will only unpack the product as much as necessary to judge the product and decide whether he wants to keep it. When Buyer chooses use his right of withdrawal, he will return ship the unused and undamaged product and all supplied accessories to Sender in, as much as can reasonably be expected, the original packaging, following clear and reasonable instructions as provided by Seller. Shoe boxes are required to be intact and labels cannot be removed from products.
4. Buyer is liable for product deprecation caused by any damages to the product resulting from careless handling by Buyer. Buyer must compensate this product depreciation to Seller.
5. Unless otherwise agreed, return shipping costs have to be paid by Buyer.

Article 6: Modifying the agreement
1. When during execution of the Agreement it proves necessary to alter or add to the required products or activities, parties can, in mutual consultation, alter the agreement.
2. When parties choose to alter or add to the agreement, the time of completion of the agreement could be impacted. Seller informs Buyer as soon as possible.
3. When altering of - or adding to the agreement has any financial or qualitative impact, Seller will inform Buyer in writing before the addition or alteration takes place.
4. When parties have agreed upon a price, Seller informs Buyer about possible deviations to this price resulting from the alteration or addition.
5. Deviating from the third paragraph in this article, the Seller cannot charge Buyer any added costs when the addition or alteration is the consequence of circumstances that he caused himself.

Article 7: Delivery and transfer of risk
1. The risk transfers from Seller to Buyer at the moment the Buyer receives the purchased goods.

Article 8: Obligation to complain
1. Buyer is obligated to inspect the delivered goods at the moment of delivery or as soon as possible after. Buyer has to check if both quality and quantity of the supplied product correspond with the agreement, or that at least quality and quantity correspond to the criteria that are common in trade.
2. Complaints relating to damages or shortages of supplied goods must be submitted within 7 days from date of delivery, in writing by Buyer.
3. Complaints must clearly described by Buyer to enable Seller to reply adequately.
4. If the complaint is well-founded and submitted within the timeframe as mentioned in paragraph 2, then Seller is obligated to repair, replace or credit the product.
5. For slight and/or industry standard deviations in quality, quantity, size or finish, Seller cannot be hold responsible.
6. Complaints relating to a specific product do not impact any other products or parts supplied under the same agreement.
7. After usage of the supplied goods, complaints are no longer accepted by Seller.

Article 9: Samples
1. If Buyer is shown a sample, than this is merely to give an product impression without acting as a benchmark of criteria for ordered goods to comply to, unless both parties specifically have agreed that it must.

Article 10: Delivery
1. Delivery takes place according incoterm Ex Works, meaning that all Buyer is responsible for all costs, unless explicitly otherwise agreed upon in writing.
2. Buyer is obligated to accept the goods when Seller delivers them of has them delivered, or at least at the delivery moment as mentioned in the Agreement.
3. When Buyer declines acceptance of the goods or shows negligence in providing instructions required for delivery, then Seller reserves the right to store the goods at risk and cost of Buyer.
4. When goods are shipped, Seller reserves the right to charge shipping costs.
5. When Seller requires data from Buyer to complete the Agreement, than the lead time commences after Buyer supplies this data to Seller.
6. All shipping, delivery and lead times and time frames as communicated by Seller are indicative. Buyer cannot derive any rights from communicated terms or times.
7. Exceeding a term does not give Buyer right to compensation.
8. Seller reserves the right to partial deliveries, unless parties have explicitly agreed that partial deliveries hold no individual value. Seller reserves the right to invoice partial deliveries individually.

Article 11: Force majeure
1. If Seller is not, not on time or not adequately able to meet his obligations as described in the agreement as result of force majeure, then he is not liable for any damage suffered by Buyer.
2. Force Majeure involves any circumstance which could not have been anticipated by Seller at the time of entering the Agreement and as a result of which a normal completion of the Agreement cannot reasonably be expected from Seller, such as, but not limited to: illness, war or threat of war, civil war or disturbance, molest, sabotage, terrorism, power loss, flooding, earth quakes, fire, company occupation, strikes or sit-downs, workers’ exclusion, limiting government measures of whatever nature, transport difficulties and other serious disruptions in Seller’s company.
3. Furthermore included in force majeure is the situation in which suppliers that Seller depends upon for execution the agreement, do not meet their contractual obligations towards Seller, unless Seller is responsible for this.
4. When a situation occurs as described in paragraph 2 or 3 in this article, as a result of which Seller cannot meet its obligations towards Buyer, then those obligations will be suspended as long as Seller cannot meet his obligations. When the situation as described in the previous sentence lasts 30 calendar days, both parties reserve the right to terminate the agreement fully or partially.
5. When the force majeure lasts longer than three months, Buyer has the right to terminate the agreement immediately. Termination has to be submitted in writing.

Article 12: Tranfer of rights
1. Rights from a party in the agreement cannot be transferred without prior written consent from the opposing party. This provision acts as a clause with property law consequences as stated in article 3:83, second paragraph, Civil Code.

Article 13: Retention of title and lien
1. Goods in stock at Seller and delivered goods and parts remain property of Seller until Buyer has completed payment in full. Until that time, Seller can exercise his right to retention and reclaim the goods.
2. When the agreed price is not met or not on time, then Seller has the right to suspend activities until the agreed sum is paid. This is a case of creditors’ default. A delayed delivery in this case of not by account of Seller.
3. Seller does not reserve the right to pawn or mortgage any goods covered by creditor’s default.
4. When goods have not yet been delivered, but the agreed price or down payment has not been paid as agreed upon, then Seller has the right of lien. The goods will not be delivered until Buyer has paid fully and as agreed.
5. In case of liquidation, bankruptcy, extrajudicial collection or suspension of payment, the claims of Seller are immediately due and payable.

Article 14: Liability
1. Seller is not liable for any bodily harm or consequential damage caused by product failure during activities prone to wear or high risk activities, such as practicing sports.
2. Each damage liability, resulting from or in relation to the execution of the agreement, is always limited to the sum that the liability insurance agent pays in that particular case. This sum is increased with the sum of the excess costs according to the policy in place.
3. Not excluded from liability of Seller is damage deliberately caused by Seller or deliberate recklessness by Seller or his subordinates.

Article 15: Warranties
1. The warranty from Seller is limited to the manufacturer warranty of the manufacturer of the delivered good.
2. Excluded from warranty from Seller are products that are subject to wear during normal usage, such as but not limited to, clothing, shoes and sport equipment.