1.1 In these general terms and conditions the following definitions apply:
2.1 The General Terms and Conditions apply to all quotations and offers from Barenbrug and to all Agreements.
2.2 The provisions of these General Terms and Conditions may only be deviated from in writing.
2.3 Barenbrug expressly rejects the applicability of Purchaser's purchase and/or other general terms and conditions, unless they have been accepted in writing.
2.4 If one or more provisions, or part of a provision, of these General Terms and Conditions is nullified or otherwise proves to be non-binding, this will not affect the validity of the other General Terms and Conditions. In that case, the Buyer is obliged to agree one or more new provisions with Barenbrug, which are as close as possible to the original provision(s) in terms of purpose and purport.
2.5 Barenbrug is authorized to change the General Terms and Conditions.
3.1 Unless stated otherwise, all quotations and (price) offers from Barenbrug are always non-binding and subject to the availability of the Product. If a Product is (temporarily) unavailable, the Buyer will be informed about this after the order has been placed.
3.2 The offer contains an accurate description of the Products offered. The weight of the Product shown includes the packaging.
3.3 Barenbrug does not guarantee the manner in which used images of the Products offered are displayed on the Buyer's data carrier. Obvious mistakes and/or errors in the offer do not bind Barenbrug.
3.4 The Agreement is concluded after acceptance of the Buyer's order by Barenbrug. Barenbrug is entitled to refuse orders or to attach certain conditions to the Agreement.
4.1 The Consumer has the option of dissolving the Agreement without giving reasons during fourteen (14) days after receipt of the Product by the Consumer or by a third party designated in advance by the Consumer, who is not the carrier. If the Consumer has ordered several products in the same order that are delivered separately, this period will expire 14 days after the day on which the Consumer or a third party designated by him, who is not the carrier, acquires physical possession of the last Product.
4.2 During the period referred to in Article 4.1, the Consumer will handle the Product and the packaging with care. The Consumer may not open the product packaging. If he makes use of his right of withdrawal, he will return the Product with all accessories supplied and - if reasonably possible - in the original condition and in unopened packaging, in accordance with the reasonable and clear instructions provided by Barenbrug. The Consumer is liable for the depreciation of products resulting from the use of the products, which goes beyond what is necessary to determine the nature and characteristics of the products, including opening the product packaging.
4.3 If the Consumer has revoked the Agreement in accordance with Article 4.1, the Consumer must return the Product within 14 days of the day on which he revoked the Agreement.
4.4 If the Consumer makes use of the right of withdrawal, the direct costs of returning the Product will be borne by him.
4.5 If the Consumer has already paid an amount, Barenbrug will do so as soon as possible but no later than 14 days after the day on which it is informed about the cancellation, or (at Barenbrug's option), as soon as the Product has been returned or as soon as the Consumer has proven that he has returned the Product.
5.1 The stated prices for Products are in euros, exclusive of VAT and exclusive of other costs, including handling, transport and shipping costs, and any other taxes and/or levies, unless expressly agreed otherwise. All other costs shall be borne by the Buyer.
5.2 Quotations relate exclusively to the quantities indicated therein and are only valid insofar as the offer is purchased in its entirety.
5.3 Payment must be made in (one of) the manner(s) indicated by Barenbrug. Further (payment and/or order conditions) may be imposed on an order from a Buyer. In the case of giro payment, the moment of payment is the moment of crediting Barenbrug's account.
5.4 All invoices must be paid in accordance with the payment conditions stated on the invoice. In the absence of specific conditions, invoices must be paid within 14 days of the invoice date.
5.5 The buyer cannot pay by means of set-off. The Buyer, not being a Consumer, cannot suspend its payment obligations if and insofar as it believes it has claims against Barenbrug; not even if these claims are related to a right of recovery.
5.6 If the Buyer is in default with any payment, Barenbrug is entitled to suspend or dissolve (the performance of) the relevant Agreement and/or related agreements with immediate effect without further notice of default being required.
5.7 Without prejudice to the other rights accruing to Barenbrug, Barenbrug is authorized with immediate effect and without further notice of default to charge interest of 2% per calendar month or part of the overdue amount(s) in the event of late payment, for whatever reason. thereof from the relevant due date(s).
5.8 If Barenbrug is forced to hand over a claim, all costs involved will be borne by the Buyer, without prejudice to any other claims for compensation.
6.1 The delivery term stated by Barenbrug is indicative. Exceeding the delivery term does not lead to liability on the part of Barenbrug without any notice of default being required. The Buyer has the right to dissolve the Agreement only if the exceedance is more than 30 days.
6.2 Barenbrug is authorized to use third parties for the delivery of orders.
6.3 The place of delivery is the address that the Buyer has made known to Barenbrug.
6.4 The Buyer will give Barenbrug the opportunity to deliver the Products. The Buyer will ensure that the place of delivery of the Products is easily accessible. If the Buyer does not comply with the provisions of this article, this will be at his expense and risk.
6.5 If delivery of an ordered Product proves to be impossible, Barenbrug will endeavor to make a replacement item available. At the latest upon delivery of the Products, it will be stated in a clear and comprehensible manner that a replacement item will be delivered.
6.6 If the Parties have agreed on a fixed delivery date, the Products will be delivered on this date. If the Parties have agreed on an indicative delivery date, the products will be delivered on or around this date, no later than 3 days after the Buyer has placed the order, unless expressly agreed otherwise. The Products are considered to have been delivered as soon as they have been delivered to the place referred to in paragraph 3 of this article.
6.7 The risk in respect of the Products passes to the Buyer at the time of shipment of the Products. If it has been agreed that the Products will be collected by the Buyer from Barenbrug, the risk in respect of these Products will pass to the Buyer at the moment that Barenbrug has notified the Buyer that the Products are ready for the Buyer's disposal. The Products must be collected within 3 days after notification to that effect from Barenbrug. In the event that the Buyer is a Consumer, the risk with regard to the Products passes to the Consumer at the time of receipt of the Products by the Consumer.
6.8 If the Buyer requests delivery before the expiry of the agreed delivery term, if and insofar as this is possible, the additional costs incurred by Barenbrug in connection therewith will be borne by the Buyer.
7.1 Force majeure is understood to mean any shortcoming that cannot be attributed to Barenbrug, because it cannot be attributed to Barenbrug's fault and is also not for Barenbrug's account by virtue of the law, legal act or generally accepted views, including the circumstance that Barenbrug a performance that is important in connection with the performance to be delivered by itself is not delivered, not delivered on time or not properly, strikes and government measures that prevent Barenbrug from fulfilling its obligations properly or on time. Force majeure also includes all problems resulting from the use of the internet, including but not limited to mutilation of information, delays, inaccessibility of the web shop and/or website of Barenbrug and/or other malfunctions.
7.2 In the event of force majeure, Barenbrug will inform the Buyer of this as soon as possible and notify whether delivery is still possible and, if so, within what period.
7.3 If delivery is not permanently impossible, but cannot yet take place within one month, both Parties are authorized to dissolve the Agreement by written notice to the other party, without any compensation being due. The period of one month is so much shorter or longer if one of the Parties demonstrates that dissolution at an earlier or later time is justified according to standards of reasonableness or fairness.
7.4 With regard to the part of the Agreement already performed by Barenbrug, the Buyer remains obliged to pay.
8.1 Barenbrug guarantees that the Products comply with the Agreement, the specifications stated in the offer, the reasonable requirements of soundness and/or usability and the legal provisions existing on the date of the conclusion of the Agreement and/or government regulations.
8.2 The Buyer is obliged to check the delivered Products immediately upon receipt for visible defects in number, weight and appearance.
8.3 Under penalty of forfeiture of its right to complain, the Buyer must report any complaints related to visible imperfections and/or shortcomings in the quantity and/or products to be delivered to Barenbrug within 2 days of delivery. All other complaints must be received in writing by Barenbrug within two weeks after the Buyer has become aware or could have become aware of any imperfections, with an accurate description of the complaint(s). Complaints after a period of one (1) year after delivery or performance will no longer be processed by Barenbrug.
8.4 Under penalty of forfeiture of its right to complain, the Products, including product packaging in respect of which the Buyer is complaining, must be carefully stored by the Buyer and made available or returned to Barenbrug on first request.
8.5 Complaints are not possible if the Products show deviations that fall within a normal production tolerance or that is customary in the industry.
8.6 Complaints are not possible with regard to deviations as a result of external causes and/or any act or omission of the Buyer or third parties. In particular, but not exclusively, no complaints can be made if the imperfections are caused by improper or negligent use and/or storage and/or failure to follow the instructions for use provided by Barenbrug.
8.7 In the event that the Buyer makes a complaint with due observance of the above provisions and Barenbrug considers this complaint to be well-founded, Barenbrug will, at its option, either replace the relevant Products, after which they become the property of Barenbrug and must be returned to Barenbrug carriage paid, or the purchase price repay.
9.1 Barenbrug is not liable for damage caused by the Products delivered by Barenbrug on the part of the Buyer or third parties, unless there is intent or willful recklessness on the part of Barenbrug.
9.2 In the event that Barenbrug is liable, that liability is limited to a maximum of the invoice amount of the order for the Product causing the damage.
9.3 Barenbrug is not liable for indirect damage, including, but not limited to, consequential damage, lost profit, missed savings and/or damage due to business interruption.
9.4 The Buyer indemnifies Barenbrug against all claims from third parties due to damage suffered by them caused by the Products delivered by Barenbrug.
9.5 Barenbrug is not liable for damage that is not covered by any insurance cover.
10.1 These general terms and conditions and the Agreements to which these general terms and conditions apply are governed by Dutch law. The Vienna Sales Convention does not apply.
10.2 All disputes that may arise between Barenbrug and the Buyer will be submitted to the court of Gelderland, location Arnhem.