General terms and conditions
GENERAL TERMS AND CONDITIONS
Applicable to Douxe's webshop (http://www.douxe.nl/).
Article 1 - Definitions
In these terms and conditions, the following definitions shall apply:
1. Douxe B.V.: Douxe B.V., now referred to as Douxe, with its registered office in Rotterdam, registered in the trade register at the Chamber of Commerce under number 861190658, VAT number NL861857483B01.
2. Buyer: the natural or legal person who enters into an Agreement with Douxe and who is not acting for purposes related to his trade, business, craft or profession;
3. Agreement: an Agreement under which Buyer acquires products and/or services in connection with a Distance Agreement and these goods and/or services are delivered by Douxe or by a third party on the basis of an agreement between that third party and Douxe;
4. Order confirmation: the written confirmation of the order or Agreement;
5. Reflection Period: the period within which the Buyer can exercise his Right of Revocation;
6. Day: calendar day;
7. Right of Withdrawal: the Buyer's option to waive the Agreement within the Reflection Period;
8. Model withdrawal form: the European model withdrawal form included in Annex I to these conditions. Annex I need not be made available if the Buyer does not have a Right of Revocation with regard to its order;
Article 2 - Applicability
1. These general terms and conditions shall apply to all quotations, offers, work and Agreements, as well as to Agreements concluded with and delivery by Douxe via the webshop (address; www.douxe.nl).
2. Douxe reserves the right to amend these general terms and conditions. These General Terms and Conditions were last reviewed and amended on 27 January 2022.
3. Deviating clauses or any general terms and conditions of the Buyer shall apply only if and insofar as they have been expressly accepted by Douxe in writing and then only in respect of the Agreement for which they have been accepted.
4. By placing an order via the webshop (address; www.douxe.nl), Buyer indicates to be 18 years of age or older and to agree with these general terms and conditions.
Article 3 - The offer
1. All offers made by Douxe, in any form whatsoever, are without obligation, unless explicitly stated otherwise. Douxe is entitled to change and adjust the offer. If a non-binding offer is accepted, Douxe has the right to revoke the offer within two working days of receiving the acceptance.
If an offer has a limited period of validity or is made subject to conditions, this shall be explicitly stated in the offer.
3. If Douxe's offers are based on information provided by the Buyer, the Buyer guarantees the accuracy of that information. The Buyer further guarantees that it has provided Douxe with all relevant information for the performance of the Agreement.
4. All illustrations and descriptions of the offer, prospectuses, catalogues, size and weight specifications, minor data and promotional material as well as other information provided by Douxe shall not bind Douxe.
5. Obvious mistakes or obvious errors in the offer shall not bind Douxe.
6. Illustrations of products are truthful representations of the products offered. Douxe cannot guarantee that the appearance of the products shown correspond exactly with the actual appearance of the products.
7. The offers as mentioned on the website are online offers valid on online purchases.
8. Sending offers and/or other documentation does not oblige Douxe to accept an order. Refusal of an order shall be notified to Douxe as soon as possible, but in any case within 30 days. Douxe shall not be liable for any damage that arises and/or will arise directly or indirectly from the refusal for the Buyer.
9. Douxe reserves the right to refuse an order from a Buyer without stating its reasons, or to attach conditions to it.
10. A legal minimum age of 18 applies to the purchase of alcoholic products. By ordering these products, Buyer declares that he/she is at least the required age.
Article 4 - The Agreement
1. Subject to the provisions below, an Agreement between Douxe and Buyer shall not be established until after Douxe has accepted or confirmed an order respectively, the date of confirmation or acceptance being decisive. The Order Confirmation shall be deemed to reflect the Agreement accurately and in full. The Order Confirmation is sent by e-mail and is binding from the moment it is sent. If we are unable to accept your order, we will endeavour to contact you by e-mail, telephone or post.
2. In principle, it is not possible to cancel an order (via the Webshop) after the order has been confirmed by Douxe (receipt of Order Confirmation by e-mail).
3. Any additional agreements or amendments made later within the Agreement shall only apply if and insofar as Douxe has expressly accepted or confirmed them in writing.
4. For transactions for which, according to their nature and scope, no quotation is sent, the invoice and/or order summary in the Order Confirmation shall be deemed to reflect the Agreement correctly and in full, subject to written complaints by the other party within fourteen working days.
5. Each Agreement is entered into under the resolutive condition that the Buyer is sufficiently creditworthy for the financial performance of the Agreement, such exclusively at Douxe's discretion.
6. Douxe reserves the right to require security for the financial performance of the Agreement, the costs of which shall be borne by the Buyer.
Article 5 - Execution of the Agreement and delivery
1. Douxe shall take the greatest possible care when accepting and executing orders of products.
2. In order to have the execution of an Agreement run as smoothly and as much as possible according to schedule, Buyer shall provide in due time all data, instructions and information that Douxe needs for the execution.
3. The place of delivery shall be the address that the Buyer has made known to Douxe.
4. With due observance of that stated in article 4 of these general terms and conditions, Douxe shall execute accepted orders with due speed but at the latest within 30 days, unless another delivery period has been agreed. If delivery is delayed, or if an order cannot or can only be partially carried out, the Buyer shall be informed thereof at the latest 30 days after the order was placed.
If the original delivery time is exceeded excessively, the consumer has a right of cancellation, unless this excess is caused by force majeure on the part of Douxe. Excessive exceeding of the original delivery time only applies if the excess is at least 30 days. Douxe shall not be liable for any damage that directly or indirectly arises/or will arise for the Buyer.
5. From the moment of delivery, the purchased item shall be at the risk of the Buyer. Unless otherwise agreed, delivery shall be ex warehouse (Rotterdam). Delivery shall be effected by loading the relevant goods. Free delivery shall only take place if and insofar as Douxe has agreed this with the Buyer.
6. If 'carriage paid' delivery has been agreed, the following provisions shall apply:
- Douxe has the choice of the means of transport by which the goods will be delivered to the delivery address.
- the risk of the goods is transferred at the moment that they are delivered to the Buyer carriage paid.
- the 'Carriage Paid' delivery shall be made to the delivery address indicated by Buyer or as far as the means of transport can go in the exclusive judgment of its driver. If, in the latter case, the Buyer refuses to take delivery of the goods there, the costs incurred as a result for whatever reason shall be for his account and the risk shall pass to him at that time.
- Free delivery" does not extend beyond placing the goods on the unloading platform or directly over the threshold of the delivery address.
- In the event of 'carriage paid' delivery of goods, the Buyer will provide assistance in unloading the load at his expense.
7. If delivery of goods cannot take place for reasons not attributable to Douxe, Douxe shall be entitled to store the goods at the Buyer's expense and risk, without prejudice to Douxe's right to claim payment of the purchase price.
8. The Buyer shall be obliged to inspect the goods delivered or their packaging immediately upon delivery for any shortfalls and/or damage, or to carry out this inspection after Douxe has informed the Buyer that the goods are at the Buyer's disposal.
9. In the event of any shortcomings and/or damage to the delivered goods which are present on delivery, the Buyer must not accept the entire order or the Buyer must state this on the delivery note, the invoice and/or the transport documents, failing which the Buyer shall be deemed to have approved the delivered goods (signature is binding). Claims in this respect shall then no longer be accepted.
10. Douxe is entitled to deliver in parts, which it may invoice separately.
11. If goods have not been accepted by the customer after 14 days following the delivery date, the order for the undelivered goods shall be cancelled and Douxe shall charge 20 euro in administrative costs per order. In case of prepayment, the remaining amount shall be refunded within 30 days.
Article 6 - Transport and risk
1. Goods will be transported in a manner to be determined by Douxe.
2. Any specific wishes of Buyer regarding transport or shipment shall only be carried out at Buyer's expense and risk.
3. Douxe shall be entitled to charge a fee for reusable packaging materials, which shall be stated on the invoice. If such a fee is charged, it will be settled after return in undamaged condition.
4. Upon delivery of the goods, the buyer must return used pallets to Douxe 'Franco' at his own risk within twenty working days. Ownership of these pallets shall always remain with Douxe.
Article 7 - Right of withdrawal
1. Buyer may revoke an Agreement relating to the purchase of a product during a Reflection Period of up to 14 days without giving reasons. Revocation by the Buyer may only take place by means of a registered letter and on condition that the goods have been returned to Douxe (in the prescribed manner) within 14 days of receipt.
2. The Reflection Period mentioned in paragraph 1 starts on the day after the Buyer, or a third party designated in advance by the Buyer, who is not the carrier, has received the product.
3. As soon as possible, but within 14 days from the day following the notification referred to in paragraph 1, the Buyer shall return the product, or hand it over to (an authorised representative of) Douxe. This is not required if Douxe has offered to collect the product itself. In any case, the Buyer has complied with the return period if he returns the product before the Reflection Period has expired.
4. Buyer shall return the product with all delivered accessories, in its original condition and packaging, and in accordance with the reasonable and clear instructions provided by Douxe.
5. Buyer shall bear the direct costs of returning the product, as well as the risk and burden of proof for the correct and timely exercise of the Right of Withdrawal.
6. After dissolution in accordance with the conditions mentioned in paragraph 1, Douxe shall refund the purchase amount paid by the Buyer within 14 days after receipt of the return shipment.
7. Douxe will use the same means of payment that the Buyer used for the refund, unless the Buyer agrees to another method.
Article 8 - Exclusion of the right of withdrawal
Douxe may exclude the following products from the right of withdrawal, but only if Douxe stated this clearly with the offer or at least in good time before the conclusion of the Agreement:
1. Products manufactured according to the Buyer's specifications, which are not prefabricated and which are manufactured on the basis of an individual choice or decision of the Buyer, or which are clearly intended for a specific person.
Article 9 - Guarantee and warranty conditions
1. Douxe shall grant a one-year manufacturer's warranty for a newly purchased product delivered by Douxe.
2. The warranty period is one year, calculated from the date of purchase, or, if on the date of purchase the product is not delivered immediately, the date of delivery of the product.
3. Repairs and replacement deliveries do not extend the period of the manufacturer's warranty.
4. The warranty applies only to the first owner of the product.
5. The warranty only applies if an original and valid proof of purchase can be shown by Buyer.
6. No warranty claim shall exist and any warranty shall lapse if the defect is the result of:
a.failure to observe normal caution to prevent defect and negligent use or negligence.
b.repair work not carried out by Douxe;
c. professional and improper use, i.e. use for a purpose other than that for which the product is intended, as well as improper loading;
d. changes to the product carried out without Douxe's consent;
e. normal wear and/or poor maintenance;
f. external influences, such as transport damage, damage as a result of bumping or hitting, damage due to weather conditions and other natural phenomena, such as the effect of moisture (condensation or otherwise).
7. The warranty does not include any further right to compensation against Douxe.
Article 10 - Warranty procedure
1. First contact Douxe. If, after investigation, it appears that the product is defective, send the defective product together with a copy of the proof of purchase in consultation with Douxe. Shipping costs to Douxe will be at the Buyer's expense. The determination whether a product defect is covered by the warranty rests solely with Douxe.
2.Defects, if the product is under warranty, shall be remedied within a reasonable period of time, free of charge, either by repair or by replacing the parts concerned or the entire product.
The replaced parts or devices shall become the property of Douxe.
Article 11 - The price
1. Unless otherwise stated, the quoted prices of the offer are:
a. including VAT, import duties, other taxes, levies and duties;
b. exclusive of the costs of packaging, loading and unloading, transport and insurance;
c. exclusive of shipping costs (shipping costs are based on delivery to the address provided by Buyer).
2. All payments made by Buyer shall primarily serve to settle any interest owed by Buyer and collection costs incurred by Douxe and subsequently to settle the oldest outstanding invoices.
3. Douxe reserves the right to require a down payment, full payment in advance or cash payment upon Agreement or Confirmation of Order.
4. Settlement of any claim asserted by Buyer against Douxe with amounts owed by Buyer to Douxe is excluded.
5. In the event the Buyer fails to fulfil any obligation arising from the Agreement or fails to fulfil it in time, arranges a debt settlement with its creditors, applies for a moratorium or undergoes a similar procedure, becomes bankrupt, closes, transfers or dissolves its business, as well as in the event of an attachment being levied on the Buyer, which has not been lifted within 14 days, any claim Douxe has on the Buyer shall become immediately due and payable in full. Douxe will then also be entitled to dissolve the Agreement, insofar as it has not yet been (fully) executed, without further notice of default or judicial intervention and without owing or becoming due any compensation in that respect, without prejudice to Douxe's right to claim full compensation or to suspend the execution of the Agreement.
6. If the Agreement has been entered into with more than one consumer, all consumers are jointly and severally liable for the fulfilment of the obligations under the Agreement and these general terms and conditions (regardless of the name of the invoice).
7. In the event of an increase in one or more of the cost price factors, Douxe shall be entitled to increase the purchase prices accordingly or to cancel the order. Douxe shall not be liable for any damage that arises and will arise directly or indirectly from this price change.
Article 12 - Payment
1. Payment shall be made via iDeal and/or credit card and/or Bancontact.
2. Insofar as not stipulated otherwise in the Agreement or additional conditions, the amounts owed by the Buyer must be paid within 14 days after the start of the Reflection Period, or, in the absence of a Reflection Period, within 14 days after the conclusion of the Agreement.
3. Buyer has the duty to immediately report inaccuracies in payment details provided or mentioned to Douxe.
4. If the Buyer fails to fulfil his payment obligation(s) in due time, the Buyer shall, after Douxe has informed the Buyer of the late payment and Douxe has granted the Buyer a period of 14 days to fulfil his payment obligations as yet, owe the statutory interest on the amount still due after the failure to pay within this 14-day period, and Douxe shall be entitled to charge the extrajudicial collection costs incurred by it. These collection costs shall amount to a maximum of: 15% on outstanding amounts up to € 2,500; 10% on the following € 2,500 and 5% on the following € 5,000, with a minimum of € 40. Douxe may deviate from said amounts and percentages in favour of the Buyer.
Article 13 - Collection costs
All costs arising from or relating to the assertion by the Buyer of its rights arising from or in connection with the Agreement, including all costs arising from or relating to the judicial and/or extrajudicial collection of any invoice amount not paid on time or in full or for any other reason, shall be borne by the Buyer, without any reminder, summons or notice of default being required in that respect, at the expense of the Buyer, including the costs of any reminder, summons and notice of default, which in the event of any legal proceedings are not charged to the party found against, all this with a minimum of 15% of the outstanding claim(s) of Douxe against the Buyer. The amounts entered in Douxe's books for the aforementioned costs shall constitute full evidence as to the amount of the aforementioned costs, subject to obvious clerical, arithmetical or other errors.
Article 14 - Force majeure
1. Insofar as Douxe's obligations are to be regarded as an obligation to achieve a result, all circumstances of such a nature that (timely) performance of the Agreement cannot reasonably be required shall be regarded as force majeure. Such circumstances shall include, inter alia: full or partial default of a third party, from whom goods and/or services are to be received, restrictive government measures of any kind, epidemics, mobilisation, war, strike, occupation, illness of personnel, business disturbances, seizure, fire, defects to machinery, including date-related failures, untimely or unsatisfactory delivery of raw and auxiliary materials, finished products and packaging materials, refusal or failure to obtain an import permit or other necessary permission from the government, hindrance of imports and exports by governments or third parties, and furthermore any other circumstance which Douxe could not reasonably have foreseen and on which it has no influence.
2. If, in Douxe's opinion, the force majeure shall be of a temporary nature, Douxe shall be entitled to suspend the performance of the Agreement until the circumstance causing the force majeure no longer occurs.
3. If a force majeure situation has lasted six months, Douxe shall be entitled to dissolve the Agreement by registered letter. In that case, the obligations under the Agreement shall terminate, without the parties being able to claim damages or any other performance from each other. In the event of partial performance on our part, the Buyer shall owe a proportionate part of the total price.
4. The party that believes it is or will be in force majeure shall immediately notify the other party in writing.
Article 15 - Right of retention
If Douxe is holding goods of the Buyer - whether or not specially manufactured by Douxe for the Buyer - it has the right to retain those goods until the Buyer has fulfilled all its obligations arising from the Agreement or other Agreements, unless the Buyer has provided adequate security for those obligations. Douxe shall also have the right of retention if Buyer becomes bankrupt or is granted a moratorium.
Article 16 - Liability of Douxe; indemnification
1. With due observance of the following, Douxe shall only be liable for shortcomings in the performance of the Agreement insofar as they are the result of Douxe's failure to observe the care, expertise and craftsmanship that could be relied on in the performance of the Agreement.
2. Douxe shall never be liable for consequential damage, damage due to loss of profit, consequential damage, immaterial damage or damage resulting from claims of third parties against the Buyer or any other damage whatsoever.
3. Douxe shall never be liable for damage resulting from the use of the goods delivered other than for the purpose for which they were intended.
4. Douxe shall never be liable for damage it could not reasonably have insured at the time the Agreement was concluded, according to the standards customary in the sector.
5. Douxe shall not be liable for any damage suffered by the Buyer or third parties as a result of any date-related malfunction, neither to the extent that it occurs with regard to tools used by Douxe, or third parties engaged by it, in the performance of the Agreement, nor to the extent that it would occur at the Buyer's or third parties' premises after delivery by Douxe.
6. The damages to be paid by Douxe shall under no circumstances exceed the purchase price to be received or already received by Douxe under the Agreement. If the Agreement has a term exceeding six months, the damages to be paid by Douxe shall never exceed the purchase price to be received or already received by Douxe over the last six months prior to the occurrence of the harmful event.
7. Under no circumstances shall the damages to be paid by Douxe exceed the amount it will or may receive from the insurance companies under the insurance policies it has taken out in respect of the harmful event.
8. Douxe shall not be liable for losses of third parties in connection with the goods delivered by Douxe, including:
a. claims of third parties, including employees of the Buyer, who suffer damage resulting from unlawful actions of employees of Douxe who have been made available to the Buyer and are working under the Buyer's supervision or on the Buyer's instructions;
b. claims of third parties who suffer damage as a result of a defect in goods delivered by Douxe that were used, altered or supplied by the Buyer with the addition of or in connection with the Buyer's own products or services, unless the Buyer proves that the defect was not the result of use, alteration or supply as referred to above.
Buyer shall indemnify Douxe for the aforementioned damage.
9. If and insofar as Douxe would be liable in respect of the performance of Agreements and deliveries, Douxe shall have the right, at its discretion, either to deliver substitute goods, repair the goods or credit Buyer for a proportionate part of the purchase price.
Article 17 - Retention of title
1. Goods delivered shall remain Douxe's property until the moment all deliveries and work performed or to be performed by Douxe for Buyer, including interest and costs, have been paid by Buyer. During the period in which delivered goods remain Douxe's property, the Buyer shall be obliged to maintain these goods properly.
2. Douxe shall at all times be entitled to take away or have taken away the delivered goods from the Buyer or its holder on the basis of the provisions of this Article if the Buyer fails to fulfil its obligations. The buyer must cooperate in this under penalty of a fine of 10% of the order amount excluding VAT, with a minimum of EUR 1,135, without prejudice to Douxe's right to claim full damages. As long as the goods remain Douxe's property, the buyer may only process or resell them in the ordinary course of business with Douxe's written consent. This consent may be subject to conditions. Pledging, however, shall never be permitted. If this obligation is breached, the buyer shall forfeit, without further notice of default being required, an immediately payable penalty of EUR 22,625 and the purchase price shall be immediately due and payable in full, without prejudice to Douxe's right to claim full damages.
3. If the Buyer processes the goods that are the property of Douxe, the right of ownership shall also extend to these processed goods until the Buyer has fulfilled all its obligations towards Douxe. If the buyer has sold the goods without Douxe's consent, he shall be obliged to transfer the right to the purchase price and/or other rights related to the transfer to third parties to Douxe immediately and without any other action being required, without prejudice to the provisions of the previous paragraph. The buyer shall be obliged to inform his counterparty of the transfer of the claim on first demand, so that Douxe can collect the amount due directly from the second buyer. The amount paid to Douxe by the second buyer shall be deducted from the amount owed by the Buyer to Douxe. Buyer shall also be obliged to make the same retention of title in the event of resale, as stated in the said provision.
Article 18 - General
1. If one or more provisions of the Agreement between Douxe and Buyer are null and void or annulled, the Agreement shall otherwise remain in force. The parties shall consult with regard to the provisions that are null and void or annulled in order to reach a substitute arrangement, which is in line with the arrangements already made.
2. Except with Douxe's prior written consent, the Buyer shall not be permitted to transfer or encumber to third parties in any way the (claim) rights under the Agreement vis-à-vis Douxe.
Article 19 - Suspension and dissolution
The parties explicitly agree that the Agreement shall be dissolved without judicial intervention and without any notice of default being required at the time one of them is declared bankrupt, applies for a provisional suspension of payment, or loses the power of disposition of its assets or parts thereof due to attachment, placement under guardianship or otherwise.
Article 20 - Applicable law and disputes
1. These terms and conditions and the Agreement(s) in which reference is made thereto shall be governed exclusively by Dutch law.
2. All disputes, including those regarded as such by one party only, arising from or relating to the Agreement to which these terms and conditions apply, or the relevant condition itself and its interpretation or performance, both of a factual and legal nature, may be submitted for settlement only to the competent court in The Hague.
Annex I: Model withdrawal form
Model withdrawal form
(Please complete and return this form only if you wish to revoke the Agreement)
- To: [ name of entrepreneur]
[ geographic address entrepreneur]
[ fax number of entrepreneur, if available]
[ e-mail address or electronic address of entrepreneur]
- I/We* hereby inform/share* you, that I/We* have signed our Agreement concerning
the sale of the following products: [product designation]*
the supply of the following digital content: [digital content designation]*
the provision of the following service: [service designation]*,
- Ordered on*/received on* [date of order for services or receipt for products].
- [Name of consumer(s)]
- Address consumer(s)]
- [Signature of consumer(s)] (only if this form is submitted on paper)
* Delete what does not apply or fill in what is applicable.