GENERAL TERMS OF SALE NESLING B.V.
ARTICLE 1. APPLICABILITY
1.1 On all offers, orders and agreements of Nesling, are applicable these General Terms of Sale (hereafter: Terms) to the exclusion of possible other general terms. These Conditions are filed with the Kamer van Koophandel in Rotterdam under number 24378899 and will be sent by us on request.
1.2 Accepting an offer or making an order implies that you accept the applicability of these Terms.
1.3 Of that which is determined in these Terms can only be deviated in writing, in which case the other provisions remain in full force.
1.4 All rights and claims, as are stipulated in these Terms and in possible other agreements for the benefit of Nesling, are also stipulated for the benefit of intermediaries and other thirds used by Nesling.
ARTICLE 2. OFFERS/AGREEMENTS
2.1 All offers of Nesling are non-committal and Nesling expressly reserves the right to change the prices, especially when this is required on grounds of (legal) regulations.
2.2 Nesling cannot be held to its offer if people are to have understood that the offer or a part of the offer is a mistake or clerical error.
2.3 All submitted quotations of Nesling are valid for a maximum period of 30 days unless mentioned differently or agreed upon in writing
2.4 An agreement will only be reached after acceptation of your order by Nesling. Nesling is authorised to refuse orders or to attach certain conditions to the delivery. If an order is not accepted, Nesling with notify this within fifteen (15) work days after receiving the order.
2.5 Although the information in our documentation and on our website is composed and is updated with the greatest of accuracy, changes and/or inaccuracies of the products, performances, images, prices or other information are reserved at all times. That is why no rights can be derived in any way from the contents of our website. Nesling accepts no liability for damage that is caused in any way from the use of the website or from the incompleteness and/or inaccuracy of the information supplied on the website.
ARTICLE 3. PRICES AND PAYMENTS AND RESERVATION OF OWNERSHIP
3.1 The indicated prices for the offered products are in Euro, excluding taxes and excluding handling and shipping costs, possible taxes or other charges, unless mentioned otherwise or agreed upon in writing.
3.2 The mentioned prices for handling and shipping costs do not apply to the Wadden and all locations without fixed bank connection unless expressly mentioned otherwise in the price offer.
3.3 People are obligated to take delivery of the purchased materials on the moment that these have become available as is agreed upon in the order.
3.4 In the case of exceeding the agreed upon payment term you are in default from the day that payment should have taken place and from that day you owe a delay interest of 1% per month or a part of a month over the outstanding amount. If payment takes place after reminder by Nesling you owe an amount of twenty Euro (Euro 20.00) of administration costs and if Nesling offers its claims for collection, you also owe the collection fee, which amounts to at least fifteen percent (15%) of the outstanding amount, and regardless of the competence of Nesling, all extrajudicial (collection) costs (amongst which the costs incurred for the composing and sending of reminders, the conduction of settlement negotiations and other actions to prepare for a possible legal procedure) as well as legal costs are on account of the buyer. The extrajudicial collection costs are calculated on basis of the Voorwerk II report and are increased with € 25.00 registration costs.
3.5 If you are in default with any payment, Nesling is authorised to suspend (the execution of) the concerned agreement and agreements associated with it, or to dissolve this.
3.6 If the prices for the offered products and services rise in the period between the order and the execution of this, you are entitled to cancel the order or to dissolve the agreement with fifteen (15) days after notification of the price rise by Nesling.
3.7. Nesling has the right to link conditions to the execution of the order such as asking for advance payment.
3.8. The ownership of delivered products will only transfer, if you have satisfied that which you owe to Nesling on grounds of any agreement. The risk regarding the products already transfers to you at the moment of the delivery.
ARTICLE 4. DELIVERY
4.1 The delivery times indicated by Nesling are only indicative. Exceeding any delivery period offers no right for compensation and nor does it give the right to cancel the order or to dissolve the agreement, unless the exceeding of the delivery time is of such a nature that it cannot be reasonably expected of the agreement to be maintained. In the case of untimely delivery of the ordered materials the client needs to place Nesling in default in writing and set a reasonable period to still achieve the requirement for delivery.
4.2 You are obligated to notify Nesling of every address change in writing or by e-mail. As long as Nesling has not received a notification of relocation, you are expected to be living at the address last known to Nesling.
ARTICLE 5. INTELLECTUAL AND INDUSTRIAL PROPRIETARY RIGHTS
5.1 You are to respect all intellectual and industrial proprietary rights which rest on the products delivered by Nesling completely and unconditionally.
5.2 Nesling does not guarantee that the products delivered to you do not infringe upon any (unwritten) intellectual and/or industrial proprietary rights of thirds.
ARTICLE 6. COMPLAINTS AND LIABILITY
6.1 You are obligated to find out at delivery to see if the products meet the agreement. If this is not the case, you need to notify Nesling of this as quickly as possible and let it be known in writing and with motivation at least within three (3) days after the delivery.
6.2 If it has been proven that the products do not meet the agreement, Nesling has the option to replace the concerning products on their return by new products or to refund the invoice value of this.
6.3 In the case of legal liability the approach towards Nesling is limited to the payment of the insurance company in the present case.
ARTICLE 7. WARRANTY
7.1 Except in individually provided guarantees on a specific product, Nesling provides warranty during a year after delivery date against material and/or constructions errors of deliver products. The warranty is only issued on possible mistakes and/or defects in the composition of the materials and products fabricated by Nesling and extends only to the free of charge replacement of defective products, such on condition that you have satisfied the provided treatment, use and processing instructions issued by Nesling, as well as requirements of skilled processing and normal use and application; such can be shown by you to the satisfaction of Nesling if desired.
7.2 The liability of Nesling can never exceed the invoice amount of the delivered product, and is limited to free of charge repair of a defective products, or complete or partial replacement of this, such to the judgment of Nesling and to be executed either on the spot or at the factory.
7.3 Nesling is not liable for any damage whatsoever on the part of you or third parties arising in connection with the products and/or services delivered by Nesling.
7.4 If the products delivered by Nesling was placed by yourself or by thirds then you are responsible for the final judgment whether the fastening and mounting locations of works to be executed are valid for application, regardless of any possible advice or judgment given by Nesling.
7.5 Nor can complaints be made valid:
7.5.1 For discoloration which cannot be prevented from a technical point of view or which is generally accepted according to the trade nuance, nor to minor deviations of another nature can you derive the right for replacement, repair or compensation.
7.5.2 Minor and for you non-essential differences in colour, quality, hardness, thickness and such cannot be reasons for rejection. Rejection of one or multiple items or units from delivered stacks cannot lead to rejection of the entir stack/work activities.
7.5.3 Differences such as intended in the salutation of this article fall entirely outside of the responsibility of Nesling when it concerns nature products. Nesling is therefore not liable for intended differences and possible damages and/or interest as a consequence of this.
7.5.4 No single complaint, claim or warranty claim gives you the right to suspend, omit or consider expired the fulfilment of your obligations completely or partially.
ARTICLE 8. FORCE MAJEURE
8.1 Notwithstanding the other of its other rights, Nesling has in the case of force majeure the right to, of own choice, suspend the execution of your order, or to dissolve the agreement without legal intervention, as such to be notified in writing to you and as such without Nesling is required any compensation unless this would be unacceptable in the given circumstances to standards of reasonableness and equity.
8.2 Force majeure is defined as every shortcoming which cannot be attributed to Nesling, because it cannot be blamed of guilt and it is not to be brought to its account by virtue of law, legal act or generally prevailing attitudes.
ARTICLE 9. MISCELLANEOUS
9.1 If you indicate an address in writing to Nesling, Nesling is authorised to send all orders to that address, unless you indicate a different address in writing to which your orders need to be sent.
9.2 When silent deviations of these Terms are allowed by Nesling during a short or longer period of time, this does not affect its right to still demand direct and strict compliance of these Terms. You can never claim any right on the grounds of the fact that Nesling applies these Terms smoothly.
9.3 If one or more of the provisions of these Conditions or any other agreements with Nesling might be in conflict with any applicable legal provision, the concerned provision will be voided and this will be replaced by new legally permissible comparable provision to be determined by Nesling.
9.4 Nesling is authorised to make use of thirds for the execution of your order(s).
9.5 The data provided by you is included in the Nesling customer database. In this file data is also included that is essential for the completion of the orders, like order, shipping and payment data. The customer database is used for the execution and completion of the orders and for marketing purposes.
ARTICLE 10. APPLICABLE LAW AND COMPETENT COURT
10.1 Only Dutch law is applicable to all rights, obligations, offers, orders and agreements on which these Terms are applicable, as well as on these Terms.
10.2 All disputes between parties will solely be submitted to the competent court for this in the Netherlands.