GENERAL DELIVERY AND SALES CONDITIONS WHOLESALE LARGE SIZES LADIES ONLINE
GENERAL DELIVERY AND SALES CONDITIONS wholesale Plus sizes Ladies Online
These General Sales, Delivery and Payment Terms and Conditions of Large Sizes Women Online (Wholesale Fashion Products) came into being in May 2017
Article 1 DEFINITIONS
1.1. The term "Seller" in these terms and conditions is understood to mean wholesale Plus Size Online, the company that has taken on the task of having textile and / or clothing items or accessories made, or having them processed and / or imported and subsequently delivering those goods to the buyer.
1.2. Under "Buyer" in these conditions means anyone who enters into an agreement with the seller, more specifically the person who has given this seller an order to deliver the said goods, not being a consumer or final end user.
1.3. Under "Delivery" in these conditions is understood the setting of the goods in the buyer's possession, either a first offer or delivery to the delivery address indicated by the buyer.
Article 2 APPLICABILITY
2.1. These conditions apply to all quotations and offers of and all agreements with seller.
2.2. These conditions also apply to all agreements with the vendor if the execution is effected by the engagement of a third party.
2.3. Deviations from these terms and conditions only apply insofar as parties have explicitly agreed in writing.
2.4. If in these general terms and conditions of delivery 1 or more provision is declared inapplicable, this will not affect the legal validity of the other general delivery conditions.
2.5. In case the seller authorizes a deviation from these conditions in favor of the buyer, the buyer can not derive any rights from this for the future.
Article 3 OFFERS AND / OR OFFERS
3.1. All quotations and / or offers are without obligation, unless it is explicitly stipulated that they are irrevocable.
3.2. All quotations and / or offers have a validity of two weeks, unless otherwise agreed.
Article 4 ESTABLISHMENT
4.1. The purchase agreement is only concluded by written and / or electronic acceptance by the buyer and seller or by execution of this purchase agreement.
4.2. If seller sends an order confirmation to the buyer and / or e-mails and / or hands over the content of the order confirmation, unless the buyer objects to the order confirmation within a period of 3 days.
Article 5 PRICES
5.1. The sales prices stated by the seller are in Euro (€) and are exclusive of sales tax (VAT / VAT) and other levies imposed by the government.
5.2. The seller does not bind the prices / advice selling prices made known by the seller in catalogs or otherwise. After the conclusion of the agreement the seller is entitled to increase the agreed prices in the event of inter alia interim increases and / or surcharges on cargoes, customs tariffs, goods and / or land prices, taxes, wages or social charges, depreciation of the Belgian and / or increase foreign currency and all those government measures that increase price.
5.3. If these price increases are implemented, the buyer will be entitled to cancel the agreement, provided that he informs the seller of this in writing without delay. In the event of cancellation, the buyer is not entitled to compensation.
Article 6 OWNERSHIP RESERVATION
6.1. The seller remains the owner of all goods delivered to the buyer until the purchase price for all these items has been paid in full.
6.2. As long as the legal ownership has not been transferred to the buyer, he may not pledge the goods or grant any right to a third party.
6.3. If a certain goods have been transferred to the buyer by payment of an invoice, these will continue to provide more certainty in the case and insofar as there are still claims outstanding from the seller on the buyer.
6.4. The buyer is obliged to keep the goods delivered under retention of title with due care and as recognizable property of the seller and to insure sufficiently against theft or damage.
6.5. If the buyer fails to fulfill his payment obligations towards the seller or the seller has good reason to fear that he will fail in the obligations, the seller shall be entitled to take back the goods delivered under retention of title. The buyer grants seller, irrevocably authorized to access the space (s) in which the delivered goods are located.
6.6. After reversal, the buyer will be credited for the market value, up to a maximum of the original purchase price, less costs incurred by the seller by repossession.
6.7. The buyer is permitted to sell and transfer the goods delivered subject to retention of title to third parties in the normal course of his business. When selling on credit, the buyer is obliged to stipulate a retention of title from his customers on the basis of the provisions of this article.
Article 7 DELIVERY AND RISK
7.1. Delivery takes place as expressly agreed and as indicated on the order confirmation and / or invoice. International delivery takes place according to the latest version of the Incoterms. With regard to delivery costs, the seller uses a country classification related to order turnover. Agreements concerning deviations can be made individually and incidentally at customer level.
7.2. The goods are at the risk of the buyer after delivery in accordance with article 1.3. Damage can then only be reimbursed if the buyer has made written notification of this within 48 hours of receipt of the goods in the appropriate manner, also by submitting photographs.
Article 8 DELIVERY TIME
8.1. The delivery time is deemed to have been approximately agreed unless a term specified is expressly qualified in writing as fatal.
8.2. The delivery time commences when all data necessary for the performance of the agreement, which the buyer must provide to the seller and the advance payment - where applicable - are in the possession of the seller.
8.3. The Seller shall keep to the delivery time as much as possible, but is not liable for the consequences of an exceeding. Such an excess does not oblige the seller to pay any compensation, nor does it give the buyer the right to declare the contract dissolved.
8.4. However, the buyer is entitled to deliver the seller in writing within 6 weeks after the expiry of the delivery period. If this period is exceeded, the buyer has the right to declare the agreement as dissolved.
Article 9 PAYMENT
9.1. All payments by the buyer will take place within the agreed payment term without deduction or setoff in a bank account to be designated by them in favor of the wholesale size of the Ladies Online.
9.2. The Seller is entitled at any time to require partial or full advance payment of the purchase price or any other security for the payment of the purchase price before commencing or continuing with the execution of the agreement.
9.3. In the event that any payment term is exceeded, the buyer will be in default without any notice of default being required and from that time onwards the buyer will owe interest of 1.5% per month or per part thereof on the amount owed, also in case of postponement of payment.
9.4. If the buyer remains negligent with the fulfillment of any obligation under the agreement, the buyer is also obliged to reimburse the full collection costs incurred, legal expenses (lawyer and / or lawyer) and costs of internal and external legal advice, the amount of which is determined at a minimum of 15% of the outstanding amount, without the seller being obliged to substantiate that minimum.
9.5. Payments made by the buyer always serve to repay all interest and costs owed and then the due and payable invoices that have been outstanding the longest, even if the buyer states that the payment relates to a later invoice.
9.6 The seller has vis-à-vis the buyer who has not paid on time, or - if applicable - who is no longer insurable according to a credit insurer, without prejudice to his other rights as a result of these conditions and / or the law the right to security for the payments and / or prepayment and / or immediate payment upon first offer of the goods to the buyer (cash on delivery) for all current agreements between seller and buyer. In the event of refusal by the buyer to comply with this guarantee, the seller shall be entitled to dissolve the relevant agreement in whole or in part by means of a written statement, as a result of which the seller shall obtain the right to compensation in accordance with the provisions of article 11.5.
Article 10 REQUIREMENT AND NON-PERFORMANCE
10.1. In the event of non-fulfillment by the buyer of a due and payable claim on the agreed payment date, the seller shall be entitled to suspend the further fulfillment of his obligations arising from all agreements between the seller and the buyer until fulfillment takes place, without prejudice to its other suspension rights arising from the law. In addition, in the event of non-fulfillment by the buyer of a due and payable claim, all claims of the seller against the buyer will become immediately due and payable in full.
10.2 All claims against the buyer become immediately due and payable, even if the payment term has not yet expired, in case the buyer is in default with any payment obligation, or is declared bankrupt, applies for suspension of payments, is in liquidation or other circumstances arise that could jeopardize the story of the vendor's claims.
10.3. Buyer is obliged in the event of a threat of one of the cases in art. 10.2. to report this immediately to the seller.
Article 11 WARRANTIES / COMPLAINTS / CANCELLATION
11.1. The Buyer can no longer invoke the fact that what has been delivered does not comply with the agreement if he has not informed the Seller in writing within 48 hours after delivery of the goods. The right to guarantee also lapses 2 months after the date of sale to the end user and if the tickets have been removed from the items and / or the goods have been used and / or worn, with the exception of hidden defects. The Seller shall at all times grant the exclusive right to decide on this in the individual case in all reasonableness.
11.2. Minor deviations in quality, quantity, width, colors, finish, size, finish, etc. that are considered permissible in the trade, can not constitute grounds for complaints.
11.3. Complaints with regard to quantities of delivered parcels and their condition or other externally visible defects must be noted on the consignment note or the receipt upon acceptance or immediately in writing, through the correct procedure, to the seller, failing which any right on advertising expires.
11.4. For a successful warranty claim, the original sales receipt must be submitted at all times.
11.5. Cancellation is not possible in principle. If circumstances give cause to do so, for the exclusive assessment of the seller, cancellation can take place in appropriate cases. The cancellation costs are 10% of the total order if the order has not yet been taken into production. If the order is taken into production, the cancellation costs amount to 30% of the total order up to 1 month before pending delivery. From 1 month before planned delivery to the moment of delivery, the cancellation costs amount to 70% of the total order. In the event of cancellation by the buyer, this must be verified by inquiring with the seller of the stage in which the order and / or production are located.
11.6. Exchanging is a favor and not a right. In the event that an exchange is permitted by the seller, this will be done on its terms and in any case at the value of at least 150% of the original amount of the returned items will be purchased by the buyer, whereby the price of the purchase will be based on the then applicable prices for items from stock.
11.7. Discounted items and / or articles with discounts can not be exchanged.
11.8. As a wholesaler, the seller is not obliged to take back goods from the original packaging of the buyer.
Article 12 LIABILITY
12.1 The Seller is never liable for any indirect damage including consequential damage, immaterial damage, business or environmental damage, of the Buyer or third parties in case of incorrect use of the goods, at least in the way that is customary.
12.2. In the event of attributable shortcoming in the fulfillment of the agreement, the seller is only liable for replacement compensation, ie reimbursement of the value of the omitted performance. Any liability of the seller for any other form of damage is excluded in any form whatsoever, either compensation for indirect damage or consequential loss or damage due to lost profits.
12.3. Seller is furthermore in no case liable for delay damage, for damage due to exceeding delivery periods as a result of changed circumstances and for damage resulting from the provision of defective cooperation, information or materials by buyer.
12.4. The limitations of liability in the previous paragraphs shall not apply insofar as the damage in question is caused by intent or gross negligence on the part of the Seller or its top management staff or insofar as the Seller's liability ensues from the mandatory applicable product liability law.
12.5. Conditions for the existence of any right to compensation are always that the buyer has reported the damage to the seller in writing as soon as reasonably possible.
Article 13 FORCE MAJEURE
13.1. Neither party is obliged to fulfill any obligation if it is prevented from doing so as a result of a circumstance that is not due to its fault nor under law, legal act or generally accepted for its account.
13.2. The following circumstances are deemed not to be for the account of the seller: strikes, traffic, transport or business failures, riots, war conditions, defaults on vendors' suppliers.
Article 14 INDUSTRIAL AND INTELLECTUAL PROPERTY RIGHTS
14.1. All intellectual property rights, including copyrights to designs, drawings, packaging, samples and photographs, regardless of the origin with regard to the products delivered by the seller, remain with the seller. The buyer is explicitly not permitted to copy designs and / or have third parties fabricate them elsewhere. If this is determined, the vendor will receive an immediately due and payable claim of € 50,000 per observation on the buyer.
14.2. Seller declares that, to the best of their knowledge, the products do not infringe the intellectual property rights of third parties that apply in the Netherlands. However, the Seller can not indemnify the Buyer against possible infringements of intellectual property rights of third parties.
14.3. The buyer is allowed to use the photographic material made available by the seller on his site for support of the seller's brand. For other purposes or other ways of use, this is only permitted after explicit written permission from the seller.
Article 15 DISPUTES
15.1. Only Belgian law applies to agreements with the seller. All disputes will in the first instance be judged by the competent court of the seller's place of residence, unless the seller may give preference to the judge at the location or domicile of the buyer or prescribes mandatory law.
15.2. Before bringing the dispute before the court, the conflict and / or dispute will be settled with an independent and impartial mediator and / or mediator through mediation and / or mediation.
Wholesale Plus Size Ladies Online
23 May 2017
email: [email protected]
telephone: (during opening hours of our showroom)