Terms and Conditions
Article 1. General
In these general terms and conditions, the following definitions apply:
- Client: the natural or legal person who has instructed the contractor to perform work.
- Contractor: 'H-NTR who concludes the agreement and uses these general terms and conditions. With the exclusion of Articles 7:404 and 7:407 paragraph 2 of the Dutch Civil Code, all agreements are concluded with the contractor and are exclusively performed by the contractor. This also applies if it is the explicit or tacit intention of the client that the work will be performed by a specific person or persons.
- Activities: all activities that have been commissioned or that are performed by the contractor for other reasons. This mainly concerns activities that are performed in the marketing of consumer and funeral products, the provision of services and wholesale trade, the operation of web shops and companies. The foregoing applies in the broadest sense of the word.
- Documents: all goods made available to the contractor by the client, including documents or data carriers, as well as all goods manufactured by the contractor in the context of the execution of the assignment.
- Agreement: any agreement between the client and the contractor for the performance of work by the contractor for the client.
Article 2. Applicability
- These general terms and conditions apply to: all offers, quotations, assignments, legal relationships and agreements, by whatever name, in which the Contractor undertakes or will undertake to perform Work for the Client, as well as to all Work resulting therefrom for the Contractor.
- These general terms and conditions also apply to agreements with the Contractor, for the execution of which the Contractor must involve third parties.
- Deviations from and additions to these general terms and conditions are only valid if they have been expressly agreed in writing.
- The applicability of the general terms and conditions of the Client is expressly rejected by the Contractor.
- The underlying order/Agreement - together with these general terms and conditions - reflect the full agreements between the Client and the Contractor with regard to the Work for which the Agreement has been concluded. All previous agreements or proposals made between the parties in this regard will lapse.
- If there is a lack of clarity regarding the interpretation of one or more provisions of these general terms and conditions or if a situation arises between the parties that is not regulated in these general terms and conditions, the explanation/assessment must take place 'in the spirit' of these general terms and conditions. requirements.
- If the Contractor does not always require strict compliance with these general terms and conditions, this does not mean that the provisions thereof do not apply or that the Contractor would to any extent lose the right to ensure strict compliance with the provisions of these general terms and conditions in other cases. desire.
- If individual provisions included in these general terms and conditions would lose their effect, this will not affect the validity of the other provisions in these general terms and conditions. The relevant provision will lapse and be replaced by a new legally permissible provision to be determined by the Contractor.
- The Contractor declares the Distance Selling Act applicable to its general terms and conditions.
Article 3. Applicable law and choice of forum
- All Agreements between the Client and the Contractor to which these general terms and conditions apply are exclusively governed by Dutch law. This also applies if there is an Agreement with a Client who is established abroad.
- All disputes related to Agreements between the Client and the Contractor to which these general terms and conditions apply, will be settled by the competent court in the district in which the Contractor is domiciled.
- Contrary to the provisions of paragraph 2, the Client and the Contractor may opt for a different method of dispute settlement.
- The parties will only appeal to the courts after they have made every effort to settle a dispute in mutual consultation.
Article 4. Commencement and duration
- In principle, each Agreement is only concluded and commences at the moment that the order confirmation signed by the Client has been returned and signed by the Contractor. The confirmation is based on the information provided by the Client to the Contractor at the time. The confirmation is deemed to represent the Agreement correctly and completely. If no order confirmation has been used, an Agreement is concluded and commences at the time of written agreement between the parties.
- The parties are free to prove the conclusion of the Agreement by other means.
- Each Agreement is entered into for an indefinite period of time, unless it follows from the nature, content or purport of the assignment granted that it has been entered into for a definite period of time.
Article 5. Quotations and offers
- An Agreement is only concluded after acceptance of the order by the Contractor. The contractor is entitled to refuse orders with reasons or to attach special conditions to a delivery, unless expressly provided otherwise. If an order is not accepted, the Contractor will notify this within 10 working days of receipt of the order.
- Despite the fact that the utmost care is taken with the information included in the website, such as prices, product descriptions and images, no rights can be derived from this. The Contractor cannot be held to its quotations or offers if the Client can reasonably understand that the quotations or offers, or a part thereof, contain an obvious mistake or error.
Article 6. Performance of the Agreement
- The Client is obliged to make all data and Documents available to the Contractor in a timely manner, in the desired form and in the desired manner, which the Contractor deems necessary for the correct execution of the Agreement. The Contractor has the right to suspend the performance of the Agreement until the Client has fulfilled the obligation referred to in the previous paragraph.
- The Client is obliged to inform the Contractor without delay about facts and circumstances that may be important in connection with the execution of the Agreement. The Client guarantees the correctness, completeness and reliability of the data and Documents made available to the Contractor by or on behalf of it, even if they originate from third parties and is liable for the resulting damage.
- The Contractor determines the manner in which and by which person(s) the Agreement will be performed. The Contractor will, if possible, take into account timely provided and justified instructions from the Client regarding the execution of the Agreement.
- The Contractor will perform the Work to the best of its ability and as a professional who acts with due care. However, the Contractor cannot guarantee the achievement of any intended result. The Contractor also takes the greatest possible care in compiling the website. However, any errors or omissions do not lead to liability on the part of the Contractor.
- The Contractor has the right to have certain Work performed by a person or third party to be designated by the Contractor, without notification to and the explicit permission of the Client, if this is desirable in the opinion of the Contractor.
- If the Contractor or third parties engaged by the Contractor in the context of the assignment perform Work at the Client's location or a location designated by the Client, the Client will provide the facilities reasonably desired by those employees free of charge.
- The Contractor is entitled to execute the Agreement in different phases, to handle it in partial deliveries and to invoice the part thus executed separately.
- If the Agreement is executed in phases, the Contractor may suspend the execution of those parts that belong to a following phase until the Client has approved the results of the preceding phase in writing.
- If, during the term of the Agreement, Work is performed for the Client's profession or business that does not fall under the Work to which the Agreement relates, these Work will be deemed to have been performed on the basis of separate Agreements.
- Any terms stipulated in the Agreement within which the Work must be performed are only approximate and not strict deadlines. Exceeding such a term therefore does not constitute an attributable shortcoming on the part of the Contractor and therefore does not constitute a ground for dissolution of the Agreement. Periods within which the Work must be completed are to be regarded as strict deadlines if this has been expressly agreed between the Client and the Contractor in so many words.
- If the Client fails to properly fulfill its obligations towards the Contractor, the Client is liable for all damage on the part of the Contractor as a result, either directly or indirectly.
Article 7. Delivery and Right of Withdrawal
- The delivery of goods/products takes place at the Contractor's company. The Client is obliged to purchase the products at the moment they are made available to him. If the Client fails to provide information or instructions necessary for the delivery, the Contractor is entitled to store the products at the expense and risk of the Client. The risk of loss, damage or depreciation is transferred to the Client at the moment when products are available to the Client. After acceptance of the products, the Client signs for proper receipt, after which the claim for compensation due to the delivery is excluded.
- Delivery by the Contractor takes place expeditiously and in principle within 5 working days after the order, but at least within 30 days, unless indicated otherwise by the Contractor. If there is a delay in the delivery, the Contractor will inform the Client of this in writing (e-mail) within 1 month after the order date. The Client may dissolve the Agreement free of charge and without notice of default if delivery is not made within 30 days. If the delivery term is exceeded, the Client is not entitled to compensation.
- When paying via iDeal, the products will be delivered within 10 working days (if not immediately in stock, this will be a maximum of 30 working days). If the Client transfers the amount itself (not via iDeal), the order will be executed within 10 working days after receipt of payment on the Contractor's bank account.
- If the products received do not correspond to the ordered products, the Client is obliged to report this to the Contractor in writing (e-mail) after receipt of the products. The Client will not use the products without the Contractor's approval.
- If the delivered product shows defects, the Client must report this to the Contractor in writing (e-mail) within a reasonable time after discovery of the defect.
- If the Client does not wish to purchase a product, the Client has a right of withdrawal. The Client has the right to return the product to the Contractor within 30 days of receipt and to dissolve the Agreement. After receipt of the return shipment at the Contractor, the Contractor will send a confirmation of receipt by e-mail. Returns are only accepted if the packaging of the product is unopened and if the packing slip (invoice) is included with the return. The Contractor will refund the invoice amount to the Client's bank account within 30 days of the termination of the Agreement at the latest. The costs incurred for returning the product are for the account of the Client.
- Received products that are damaged, filled or incomplete cannot be returned. Products are also excluded from the right of withdrawal if the products manufactured according to the consumer's specifications, which are not prefabricated and which are manufactured on the basis of an individual choice or decision of the consumer, or which are clearly intended for a specific person.
Article 8. Payment
- The prices of products may be increased after purchase if statutory regulations or provisions are instituted, which the Contractor must adhere to. When a price increase takes place, the Client has the right to cancel the Distance Agreement.
- The stated prices of the products offered are in euros, including VAT and shipping costs (except cash on delivery), any taxes or other levies, unless otherwise stated or agreed in writing.
- Payment must be made without discount or compensation in the Netherlands within 14 working days after the invoice date and in countries outside the Netherlands within 20 working days after the invoice date.
- Payment will be made in (one of) the manner(s) as indicated during the ordering process. Additional (payment/order) conditions may be attached to the order. When paying by iDeal, by bank or Giro and cash on delivery, the date of payment is the date on which the Contractor has received the exact amount of the order on his bank account.
- If the payment term is exceeded, the Client will be in default from the day payment should have been made and will owe default interest of 1.5% per month or part of a month on the outstanding amount from that day. If payment is made after a reminder by the Contractor, the Client owes an amount of twenty-five euros (€25) in administration costs. If the Contractor outsources its claim for collection, the Client will also owe collection costs, which are at least 15% of the outstanding amount, without prejudice to the Contractor's authority to instead claim the extrajudicial collection costs actually incurred.
- If the Client appears to be in default with payment, the Contractor is entitled to both suspend and dissolve (the execution of) the Agreement concerned and related Agreements.
Article 9. Retention of title
Ownership of the product delivered by the Contractor only transfers to the Client when the Client has paid all that under the Agreement between the Contractor and the Client.
Article 10. Confidentiality
- The Contractor is obliged to observe secrecy towards third parties who are not involved in the execution of the Agreement. This confidentiality concerns all information of a confidential nature made available to it by the Client and the results obtained by processing it.
- The Contractor is not entitled to use the information made available to it by the Client for a purpose other than that for which it was obtained, unless the Client has given the Contractor permission to do so.
- The Client gives permission for the registration and use of his personal data as described in the Dutch Personal Data Protection Act, which the Contractor has obtained in the normal course of its business, for the Contractor's own use and for the use of third parties involved in the distribution process to and from the Client.
Article 11. Intellectual and industrial property rights
- The Client must fully and unconditionally respect all intellectual and industrial property rights to the products delivered by the Contractor.
- Copyrights to text, images, names and logos on the website are reserved. The Client may not use, copy, distribute, transmit or in any other way publish or reproduce these without the prior written consent of the Contractor.
Article 12. Force majeure
- The Contractor is not obliged to fulfill any obligation towards the Client if he is prevented from doing so as a result of force majeure.
- Force majeure in these general terms and conditions is understood to mean any shortcoming that cannot be attributed to the Contractor, because it is not due to its fault and is not for its account under the law, a legal act or generally accepted standards.
- Without prejudice to its other rights, in the event of force majeure, the Contractor is entitled, at its own discretion, to suspend the execution of the order, or to dissolve the Agreement without judicial intervention, by notifying the Client of this in writing. parts and this without the Contractor being obliged to pay any compensation, unless this would be unacceptable in the given circumstances according to standards of reasonableness and fairness.
- Insofar as the Contractor has partially fulfilled or will be able to fulfill its obligations under the Agreement at the time of the occurrence of force majeure, and the part fulfilled or to be performed has independent value, the Contractor is entitled to fulfill or fulfill the obligations already fulfilled. part to be invoiced separately. The Client is obliged to pay this invoice as if it were a separate Agreement.
Article 13. Complaints and disputes
- The Client has the obligation to inspect the delivered products for defects immediately after receipt. Any defects must be reported to the Contractor in writing ([email protected]) within 7 working days after discovery, stating the reasons.
- If it has been demonstrated by the Client that the products do not comply with the Agreement, the Contractor has the choice to replace the product with a new product or repaired product upon return, or to refund the invoice amount and the shipping costs paid.
- If a dispute between the Client and the Contractor is not resolved to the Client's satisfaction, the Client has the option of submitting the dispute to an independent disputes committee. In addition, the dispute can be submitted to the competent Dutch court.
Article 14. Liability and indemnification
- The Contractor is only liable towards the Client for damage that is the direct result of a (related series of) attributable shortcomings in the execution of the Agreement.
- The Contractor is only liable for direct damage. This only includes the reasonable costs to determine the cause and extent of the damage, insofar as the determination relates to damage within the meaning of these general terms and conditions, any reasonable costs incurred to have the Contractor's defective performance made up to the Agreement. and reasonable costs incurred to prevent or limit damage, insofar as the Client demonstrates that these costs have led to limitation of direct damage as referred to in these general terms and conditions. The Contractor is not liable for indirect damage to the Client or third parties, including consequential damage, loss of profit, lost savings and damage due to stagnation in the regular course of business in the Client's business.
- The Contractor is not liable for damage incurred by the Client or third parties that is the result of an act or omission of auxiliary persons engaged by the Contractor (not including employees of the Contractor), even if they are employed by an organization affiliated with the Contractor.
- The Contractor is not liable for damage to or destruction of Documents during transport or during dispatch by post, regardless of whether the transport or dispatch is carried out by or on behalf of the Client, the Contractor or third parties. During the execution of the Agreement, the Client and the Contractor can communicate with each other by electronic means. The Client and the Contractor are not liable to each other for damage that may result from one or each of them as a result of the use of electronic means of communication, including - but not limited to - damage as a result of non-delivery or delay in delivery of electronic communication by third parties or by software/equipment used for sending, receiving or processing electronic communication, transmission of viruses and the failure or malfunctioning of the telecommunications network or other means required for electronic communication. Both the Client and the Contractor will do everything that can reasonably be expected of each of them or omission to prevent the occurrence of the aforementioned risks. The data extracts from the sender's computer systems provide compelling evidence of (the content of) the electronic communication sent by the sender until the recipient has provided proof to the contrary.
- The Contractor's liability is limited to a maximum amount of twice the invoice value of the Agreement, or at least to that part of the Agreement to which the liability relates.
- The Contractor's liability is limited to the amount that, according to the Contractor's liability insurer, will be paid out for the relevant case, plus any deductible to be borne by the Contractor under the insurance. If, for whatever reason, the liability insurer does not pay out, the Contractor's liability is limited to the value as stated in the previous paragraph.
- The Contractor has the right at all times, if and insofar as possible, to undo or limit the Client's damage by repairing or improving the defective product.
- The Client indemnifies the Contractor against all claims from third parties, which are directly or indirectly related to the execution of the Agreement. The Client indemnifies the Contractor in particular against claims from third parties due to damage caused by the fact that the Client has provided the Contractor with incorrect or incomplete information.
- The Client indemnifies the Contractor against all possible claims from third parties, in the event that the Contractor is compelled by law to return the order and/or is forced to cooperate with government authorities, which are entitled to receive information, solicited or unsolicited. which the Contractor has received from the Client or third parties in the performance of the assignment. If the Contractor should be addressed by third parties for this reason, the Client is obliged to assist the Contractor both in and out of court and to immediately do everything that may be expected of him in that case. If the Client fails to take adequate measures, the Contractor is entitled to do so itself, without notice of default. All costs and damage on the part of the Contractor and third parties arising as a result will be entirely at the expense and risk of the Client.
- The limitations of liability included in this article do not apply if the damage is due to intent or gross negligence on the part of the Contractor or its managerial subordinates.
Article 15. Expiration period
Insofar as not provided otherwise in these general terms and conditions, rights of action and other powers of the Client on any account whatsoever vis-à-vis the Contractor in connection with the performance of Work by the Contractor, in any case after one year after the moment at which the Client became known or reasonably known could be with the existence of these rights and powers. This term does not concern the possibility to submit a complaint to the designated body(ies) for complaint handling and/or the Disputes Council.
Article 16. Location and amendment of general terms and conditions
- These general terms and conditions have been filed with the Chamber of Commerce under number 73220892
- At the request of the Client, a written copy of these general terms and conditions will be sent free of charge. The general terms and conditions can also be consulted on www.H-NTR.com.
- The most recently filed version or the version that applied at the time of the establishment of the legal relationship with the contractor shall always apply.
- The Dutch text of the general terms and conditions is always decisive for the explanation thereof.