General terms and conditions

 

Article 1 - Definitions

  1. The OBA Store B.V, established Van der Palmkade 16, Amsterdam, Chamber of Commerce number: 89570472 , is referred to as the seller in these general terms and conditions.
  2. The counterparty of the seller is referred to as the buyer in these general terms and conditions.
  3. The parties are the seller and the buyer together.
  4. The agreement refers to the purchase agreement between the parties.

 

Article 2 - Applicability of general terms and conditions

  1. These terms and conditions apply to all quotations, offers, agreements, and deliveries of services or goods by or on behalf of the seller.
  2. Deviations from these terms and conditions are only possible if expressly and in writing agreed upon by the parties.

 

Article 3 - Payment

  1. The full purchase price is always paid immediately in the webshop. In some cases, a deposit is expected for reservations. In that case, the buyer receives proof of the reservation and the advance payment.
  2. If the buyer does not pay on time, he is in default. If the buyer remains in default, the seller is entitled to suspend the obligations until the buyer has fulfilled his payment obligation.
  3. If the buyer remains in default, the seller will proceed to collection. The costs related to that collection will be borne by the buyer. These collection costs are calculated based on the Decree on compensation for extrajudicial collection costs.
  4. In case of liquidation, bankruptcy, attachment, or suspension of payment of the buyer, the claims of the seller on the buyer are immediately due and payable.
  5. If the buyer refuses to cooperate with the execution of the assignment by the seller, he is still obliged to pay the agreed price to the seller.

 

Article 4 - Offers, quotations and price

  1. Offers are without obligation, unless a period of acceptance is stated in the offer. If the offer is not accepted within that period, the offer expires.
  2. Delivery times in quotations are indicative and do not entitle the buyer to dissolution or compensation if exceeded, unless the parties have expressly and in writing agreed otherwise.
  3. Offers and quotations do not automatically apply to reorders. The parties must expressly and in writing agree on this.
  4. The price stated on offers, quotations, and invoices consists of the purchase price including the due VAT and any other government levies.

 

Article 5 - Right of withdrawal

  1. The consumer has the right to dissolve the agreement within 14 days after receiving the order without giving any reason (right of withdrawal). The period starts from the moment the (entire) order has been received by the consumer.
  2. There is no right of withdrawal when the products have been made to measure according to their specifications or are only perishable for a short time.
  3. The consumer can use a withdrawal form from the seller. The seller is obliged to make this available to the buyer immediately after the buyer's request.
  4. During the reflection period, the consumer will handle the product and packaging with care. He will only unpack or use the product to the extent necessary to assess whether he wishes to keep the product. If he exercises his right of withdrawal, he will return the unused and undamaged product with all delivered accessories and - if reasonably possible - in the original shipping packaging to the seller, in accordance with the reasonable and clear instructions provided by the entrepreneur.

 

Article 6 - Amendment of the agreement

  1. If during the execution of the agreement it appears that it is necessary for the proper performance of the assignment to modify or supplement the work to be performed, the parties will timely and in mutual consultation adjust the agreement accordingly.
  2. If the parties agree that the agreement will be changed or supplemented, the completion time of the execution may be affected. The seller will inform the buyer of this as soon as possible.
  3. If the change or addition to the agreement has financial and/or qualitative consequences, the seller informs the buyer of this in writing in advance.
  4. If the parties have agreed on a fixed price, the seller indicates to what extent the change or addition to the agreement results in exceeding this price.
  5. Contrary to the provisions of the third paragraph of this article, the seller cannot charge additional costs if the change or addition is due to circumstances attributable to him.

 

Article 7 - Delivery and transfer of risk

  1. As soon as the purchased item has been received by the buyer, the risk transfers from the seller to the buyer.

 

Article 8 - Inspection and complaints

  1. The buyer is obliged to inspect the delivered goods at the time of (delivery) or as soon as possible thereafter. The buyer should check whether the quality and quantity of the delivered goods correspond to what the parties have agreed upon, or at least that the quality and quantity meet the requirements that apply in normal (commercial) practice.
  2. Complaints regarding 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.
  3. If the complaint is upheld within the specified period, the seller has the right to either repair, redeliver, or refrain from delivery and send the buyer a credit note for that part of the purchase price.
  4. Minor and/or industry-standard deviations and differences in quality, quantity, size, or finish cannot be attributed to the seller.
  5. Complaints regarding a specific product do not affect other products or parts belonging to the same agreement.
  6. After processing the goods by the buyer, no complaints will be accepted.

 

Article 9 - Samples and models

  1. 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 delivered item having to correspond to it. This is different if the parties have expressly agreed that the delivered item will indeed correspond to it.
  2. In agreements concerning real estate, mention of the surface area or other dimensions and designations is also presumed to be intended only as an indication, without the delivered item having to correspond to it.

 

Article 10 - Delivery

  1. Delivery takes place 'ex factory/store/warehouse'. This means that all costs are for the buyer.
  2. The buyer is obliged to accept the goods at the moment the seller delivers or causes them to be delivered to him, or at the moment these goods are made available to him according to the agreement.
  3. If the buyer refuses acceptance 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.
  4. If the goods are delivered, the seller is entitled to charge any delivery costs.
  5. If the seller needs data from the buyer for the execution of the agreement, the delivery time starts after the buyer has made this data available to the seller.
  6. A delivery period given by the seller is indicative. It is never a strict deadline. If the period is exceeded, the buyer must put the seller in default in writing.
  7. The seller is entitled to deliver the goods in parts, unless the parties have agreed otherwise in writing or the partial delivery has no independent value. The seller is entitled to invoice these parts separately when delivering in parts.

 

Article 11 - Force Majeure

  1. If the seller cannot, does not timely, or does not properly fulfill his obligations under the agreement due to force majeure, he is not liable for any damage suffered by the buyer.
  2. The parties understand force majeure in any case to mean any circumstance that the seller could not have foreseen at the time of entering into the agreement and as a result of which the normal execution of the agreement cannot reasonably be demanded by the buyer, such as illness, war or danger of war, civil war and riots, 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.
  3. Furthermore, the parties understand force majeure to mean the circumstance that suppliers on whom the seller depends for the execution of the agreement do not fulfill their contractual obligations to the seller, unless this is attributable to the seller.
  4. If a situation as described above occurs, as a result of which the seller cannot fulfill his obligations to the buyer, those obligations are suspended as long as the seller cannot fulfill them. If the situation referred to in the previous sentence has lasted 30 calendar days, the parties have the right to terminate the agreement in whole or in part in writing.
  5. If the force majeure continues for 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

  1. Rights of a party under this agreement cannot be transferred without the prior written consent of the other party. This provision serves as a clause with property law effect as referred to in Article 3:83, second paragraph, of the Dutch Civil Code.

 

Article 13 - Retention of Title and Right of Retention

  1. The goods and delivered parts present with the seller remain the property of the seller until the buyer has paid the entire agreed price. Until then, the seller can invoke his retention of title and take back the goods.
  2. If the agreed advance payments are not made or not made on time, the seller has the right to suspend the work until the agreed part has been paid. This constitutes debtor default. In that case, a late delivery cannot be attributed to the seller.
  3. The seller is not authorized to pledge the goods subject to his retention of title nor to encumber them in any other way.
  4. The seller undertakes to insure and keep insured the goods delivered to the buyer under retention of title against fire, explosion, and water damage as well as theft, and to show the policy for inspection upon first request.
  5. If goods have not yet been delivered, but the agreed advance payment or price has not been paid according to the agreement, the seller has the right of retention. The goods will not be delivered until the buyer has paid in full and according to the agreement.
  6. In case of liquidation, insolvency, or suspension of payment by the buyer, the buyer's obligations become immediately due.

 

Article 14 - Liability

  1. Any liability for damage arising from or related to the execution of an agreement is always limited to the amount paid out in the relevant case by the liability insurance(s) taken out. This amount is increased by the amount of the deductible according to the relevant policy.
  2. The seller's liability for damage resulting from intent or deliberate recklessness of the seller or his managerial subordinates is not excluded.

 

Article 15 - Obligation to Complain

  1. The buyer is obliged to report complaints about the performed work directly to the seller. The complaint must contain as detailed a description as possible of the shortcoming, so that the seller can respond adequately.
  2. If a complaint is justified, the seller is obliged to repair the item and, if necessary, replace it.

 

Article 16 - Guarantees

  1. If guarantees are included in the agreement, the following applies. The seller guarantees that the sold item complies with the agreement, that it will function without defects, and that it is suitable for the use the buyer intends to make of it. This guarantee applies for a period of two calendar years after the buyer receives the sold item.
  2. The intended warranty aims to establish such a risk distribution between seller and buyer that the consequences of a breach of warranty are always fully borne by the seller and that the seller can never invoke article 6:75 BW regarding a breach of warranty. The provision in the previous sentence also applies if the breach was known or could have been known to the buyer through investigation.
  3. The mentioned warranty does not apply if the defect has arisen due to improper or inappropriate use or if - without permission - the buyer or third parties have made or attempted to make changes or have used the purchased item for purposes for which it is not intended.
  4. 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 - Intellectual property

  1. The OBA Store B.V. retains all intellectual property rights (including copyright, patent rights, trademark rights, design rights, etc.) on all products, designs, drawings, writings, data carriers or other information, offers, images, sketches, models, mock-ups, etc., unless parties have agreed otherwise in writing.
  2. The customer may not use the mentioned intellectual property rights without prior written permission from The OBA Store B.V. (have) copy, show to third parties and/or make available or use in any other way.

 

Article 18 - Amendment of general terms and conditions

  1. The OBA Store B.V. is entitled to amend or supplement these general terms and conditions.
  2. Changes of minor importance may be implemented at any time.
  3. Major substantive changes will The OBA Store B.V. discuss as much as possible in advance with the customer.
  4. Consumers are entitled to terminate the agreement in the event of a material change to the general terms and conditions.

 

Article 19 - Applicable law and competent court

  1. Dutch law exclusively applies to every agreement between parties.
  2. The Dutch court in the district where The OBA Store B.V. is exclusively authorized to take cognizance of any disputes between parties, unless the law mandatorily prescribes otherwise.
  3. The applicability of the Vienna Sales Convention is excluded.
  4. If one or more provisions of these general terms and conditions are deemed unreasonably burdensome in a legal procedure, the remaining provisions shall remain in full force.