Article 1 General provisions 1. These terms and conditions apply to all offers, quotations, orders and agreements, or at least sale / delivery of goods and / or services by FUNEXPRESS. 2. If not expressly deviated from these conditions in any written stipulation, these conditions will prevail over any conditions that the other party wishes to apply. Article 2 Quotations 1. Offers are, if not expressly stated to the contrary, without obligation for the other party and FUNEXPRESS. A quotation is valid for a maximum of 30 days. 2. The prices and discounts stated in the quotation are based on the cost-determining factors at that time. FUNEXPRESS reserves the right to change prices and discounts in the event of changes in cost factors that FUNEXPRESS considers to affect these prices, even if these changes were foreseeable at the conclusion of the agreement, unless FUNEXPRESS agrees with the other party that certain prices are fixed for a longer / specified period apply. 3. Discounts provided weekly in advance by FUNEXPRESS are based on a minimum weekly purchase per calendar year, which will lapse for an entire calendar year if the weekly purchase or payment obligation is not met. Weekly discounts that have already been paid will be charged in the event of premature termination of the relationship and failure to comply with the weekly purchase or payment obligation. In the event of non-compliance with the payment obligation, FUNEXPRESS reserves the right to change or adjust the discount. 4. Unless stated otherwise, prices quoted by FUNEXPRESS are based on performance during normal working hours and are exclusive of VAT and other government levies. Article 3 Similarities 1. Agreements, also concluded by intermediaries with FUNEXPRESS, only bind FUNEXPRESS when they have been confirmed in writing. 2. Agreements or changes made later will only bind FUNEXPRESS after they have been confirmed in writing to FUNEXPRESS. 3. If a counterparty wishes to cancel an agreement, FUNEXPRESS has the right, at its discretion, to oblige the counterparty to perform or to cancel the agreement, whereby an amount equal to 20% of the total value of the agreement will apply as compensation. without prejudice to FUNEXPRESS 'right to recover the actual damage. Article 4
Delivery 1. The delivery of goods is deemed to have taken place; a. If the goods are collected by or on behalf of the buyer, by taking receipt of the goods. b. In the case of shipment through the intermediary of a professional carrier, by the transfer of the goods to that carrier. c. When shipped by FUNEXPRESS means of transport, by delivery to the home or company of the other party. 2. From the moment of delivery, the goods are at the risk of the other party. 3. FUNEXPRESS is entitled to deliver an order in whole or in parts. In the latter case, FUNEXPRESS is entitled to demand payment per partial delivery. 4. The other party is obliged to take delivery of the purchased goods at the moment they are delivered to him, or at the moment when they are made available to him in accordance with the agreement. The delivery times stated by FUNEXPRESS are only approximate and are never strict deadlines. 5. Exceeding the stated delivery times does not entitle the other party to compensation, suspension or dissolution of the agreement. 6. If the goods to be delivered in the Netherlands have to be used outside the Netherlands, FUNEXPRESS is not responsible for the fact that the goods to be delivered do not comply with standards and / or regulations set by laws or provisions of the country where the goods are to be used. 7. In the case of agreements that, according to the social practice of the legal order, have an international character, delivery is in principle ex works (ExWork). If one of the other "Incoterms" has been agreed as a delivery condition, the "Incoterms" applicable at the time of concluding the agreement will apply. Article 5 Defects; complaint periods (advertising) 1. The other party must examine the delivered goods upon delivery. In doing so, he must check whether the delivered goods comply with the agreement, namely; a. If it concerns a delivery that must meet one or more product-specific conditions; whether the conditions are met. b. Whether the correct items have been delivered and whether that has been done in the correct number 2. If visible defects or shortcomings are found, the other party must state these on the relevant packing slip in the presence of the carrier / supplier of the goods; In any case, the other party must report defects in writing to FUNEXPRESS within 2 days of delivery. Fresh products can only be claimed immediately. All complained products must contain a description of the advertisement.
3. Non-visible defects must be reported by the other party to FUNEXPRESS in writing within 2 days after discovery, but no later than 1 month after delivery. 4. If a complaint is not made within the set terms, the other party is deemed to have accepted the delivered goods in proper and good condition. 5. A correctly submitted complaint does not suspend the other party's payment obligations. 6. Minor deviations regarding quality, color, weight, etc. that are considered permissible in the trade cannot constitute grounds for complaint. 7. In the event of a justified complaint, FUNEXPRESS always has the right to replace the complained goods by other ones. 8. Suspension or compensation is expressly excluded. Article 6 Payments 1. Unless otherwise agreed in writing, payment for goods delivered must be made in cash upon delivery of the goods. 2. If there is a deviation from paragraph 1 in writing, payment must in principle be made within 8 days after invoicing. A different term than referred to in the previous sentence can only be agreed in writing. 3. If the other party opts for a direct debit as payment method, it is responsible for ensuring that there is sufficient balance on the relevant account. 4. If the other party disputes part of the amount on an invoice, or an invoice in its entirety, it must do so in writing and within 8 days after invoicing, failing which the invoice is considered correct. 5. The other party will be in default by operation of law without prior demand or notice of default if it does not pay or not fully paid the invoice amount within the terms of paragraph 2 of this article. 6. From the moment the default commences, the other party owes the statutory interest on the outstanding amount, whereby part of a month counts for a whole month. 7. If the other party is in default or fails to fulfill one or more of its obligations towards FUNEXPRESS, all judicial and extrajudicial costs incurred in obtaining payment will be for the account of the other party. The extrajudicial costs are determined in advance at 15% of the invoice amount, with a minimum of € 300 and to be increased with turnover tax. 8. In the event of liquidation, bankruptcy or suspension of payment of the other party, the claims of FUNEXPRESS will be immediately due and payable.
9. The other party is obliged to provide security on FUNEXPRESS 'first request for full compliance with the agreement, failing which all FUNEXPRESS' claims will become immediately due and payable, without prejudice to FUNEXPRESS 'other rights. 10. With direct debit, any credit invoices will be settled with the next direct debit. With no direct debit, the customer can set off the credit invoice against the outstanding (debit) invoices. In all exceptional cases, you can contact our Credit Management department on working days from 8.30 am to 5 pm on telephone number 0657908955. If you would like a copy of your credit invoice you can also contact the Credit Management department by telephone during office hours. Article 7 Retention of title 1. All goods delivered by FUNEXPRESS remain the property of FUNEXPRESS until the buyer has fulfilled all obligations arising from the purchase agreement (s), and otherwise for whatever reason, towards FUNEXPRESS. The risk of the delivered goods remains with the other party. 2. Goods delivered by FUNEXPRESS that are subject to retention of title may only be processed, processed, mixed and / or resold within the framework of normal business operations. FUNEXPRESS will in those cases acquire the co-ownership right of the newly created goods. 3. In those cases in which FUNEXPRESS wishes to exercise its proprietary rights, the other party must give unconditional and irrevocable access to FUNEXPRESS and / or third parties designated by FUNEXPRESS to exercise the property rights to all those places where FUNEXPRESS's goods may be located. 4. FUNEXPRESS is entitled to take back the goods it has delivered if the other party is in default, has applied for a moratorium or is in a state of bankruptcy. 5. The costs of taking back are for the account of the other party. 6. The other party is not authorized to pledge or encumber items subject to retention of title in any other way. 7. If third parties seize the goods delivered under retention of title, or wish to establish or assert rights thereon, the other party is obliged to notify FUNEXPRESS accordingly. 8. The buyer undertakes to insure the goods delivered under retention of title and to keep them insured, to protect them from damage or deterioration and to take the specific nature of a product into account. Article 8 Non-attributable shortcoming Non-attributable shortcomings include in any case: strikes, excessive absenteeism by FUNEXPRESS personnel, transport problems, fire, government measures including import and export restrictions, operational disruptions at FUNEXPRESS or suppliers of FUNEXPRESS as well as attributable shortcomings of our suppliers as a result of which FUNEXPRESS cannot fulfill its obligations and otherwise all circumstances that are accepted as such according to law and jurisprudence. In case of non-attributable shortcomings FUNEXPRESS is entitled to suspend the execution of the agreement or to dissolve the agreement, without the other party being able to claim compensation for its damage. FUNEXPRESS is entitled to demand payment for goods that have already been delivered or services that have already been performed. Article 9 Liability 1. Without prejudice to the obligation to comply with the law, FUNEXPRESS is not liable for any damage, direct or indirect, that is the result of goods or services not delivered on time or inadequately supplied. 2. Without prejudice to the provisions of paragraph 1, the liability of FUNEXPRESS is always limited to the net invoice value of the goods or services provided, which have been delivered / performed inadequately or not on time. Article 10 Governing Law / Dispute Resolution 1. Agreements with FUNEXPRESS are exclusively governed by Dutch law, unless the parties have agreed otherwise in writing. 2. The court with jurisdiction over FUNEXPRESS's place of business has jurisdiction to hear disputes. Nevertheless, FUNEXPRESS has the right to summon the other party to appear before the competent court in the place of residence or place of business of the other party.
