Terms and conditions
Content
Article 1 - Definitions. 3
Article 2 - Identity of Tekno B.V.. 4
Article 3 - Applicability. 4
Article 4 – The offer. 5
Article 5 – The agreement. 5
Article 6 - Right of withdrawal 6
Article 7 - Costs in the event of withdrawal 6
Article 8 - Exclusion of the right of withdrawal 7
Article 9 – The price. 7
Article 10 - Compliance and Warranty. 7
Article 11 - Delivery and performance. 8
Article 12 - Term transactions: duration, termination and renewal 9
Article 13 - Payment. 9
Article 14 - Liability and indemnity. 10
Article 15 - Retention of title. 10
Article 16 – Dissolution and suspension. 11
Article 17 - Intellectual property law.. 12
Article 18 - Copyright on print designs. 13
Article 19 - Terms and conditions specifically for business customers. 13
Article 20 - Complaints procedure. 14
Article 21 - Disputes. 14
Article 1 - Definitions
In these terms and conditions, the following definitions apply:
Customer: the third party who enters into a contract with Tekno B.V, whether or not acting in the capacity of an individual or business;
Withdrawal period: the period within which the customer can make use of his right of withdrawal;
Consumer: the natural person who is not acting in the exercise of a profession or business and enters into a distance contract with the entrepreneur;
Day: calendar day;
Dealer: the customer with whom Tekno B.V has a dealer agreement.
Timeline Contract: a distance contract relating to a series of products and/or services, for which the obligation to supply and/or purchase is spread over time, such as deposits, and subsequent part payments until 100% of the payment is made and/or 100% of the product delivered;
Communication retention system: every means that enables the customer or Tekno B.V to store information that is addressed to them personally, in a way that allows for future consultation and unaltered reproduction of the stored information with regards to any business conducted together. Such as emails, contracts and formal contractual agreements.
Right of withdrawal: the possibility for the customer to waive the distance contract within the cooling-off period;
Customisation: the manufacture and delivery of products or services according to the specifications provided by the customer.
Withdrawal request form: the form for withdrawal which Tekno B.V makes available and which a customer can fill in when they wish to make use of their right of withdrawal.
Tekno B.V: the user of these general terms and conditions as described in Article 2 who offers products and/or services (at a distance) to customers;
Agreement: an agreement between the Tekno B.V and a third party;
Distance contract: an agreement whereby sole use is made of one or more techniques for distance communication within the framework of a system organized by the trader for the distance sale of products and/or services, up to and including the moment that the agreement is concluded;
Technique for distance communication: means that can be used for concluding an agreement, without the customer and Tekno B.V being together in the same room at the same time;
General Terms and Conditions: the present General Terms and Conditions of Tekno B.V.
Article 2 - Identity of Tekno B.V
Name: Tekno B.V.;
Address: Coldenhovelaan 8, 2678 PS, De Lier, The Netherlands
Telephone number: 0174 - 725600
E-mail address: info@tekno.nl
CoC-number: 27216325
VAT-identification number: NL003322592B01
Article 3 - Applicability
These general terms and conditions apply to every offer made by the Tekno B.V and to every contract, whether or not remotely concluded, and to every order placed between the Tekno B.V and a customer.
Before the agreement is concluded, the text of these general terms and conditions shall be made available to the customer. If this is not reasonably possible, then before the agreement is concluded, it shall be stated that the general terms and conditions can be inspected at the premises of Tekno B.V and that they will be sent to the customer free of charge as soon as possible at their request.
If the distance contract is concluded electronically, then, contrary to the previous paragraph, and before the distance contract is concluded, the text of these general terms and conditions may be made available to the customer electronically in such a way that he can easily store them within their communication retention system. If this is not reasonably possible, prior to the conclusion of the distance selling agreement, it will be indicated where the general terms and conditions can be viewed electronically and that they will be sent to the customer free of charge, at his request, either electronically or in some other way.
In the event that specific product or service conditions apply in addition to these general terms and conditions, paragraphs 2 and 3 shall apply mutatis mutandis and, in the event of conflicting general terms and conditions, the customer may always invoke the applicable provision that is most favourable to them.
If one or more provisions in these general terms and conditions are null and void or annulled in part or in full at any time, the agreement and these terms and conditions will remain in force for the rest and the provision in question will be replaced without delay, in mutual consultation, by a provision that approximates the meaning of the original provision as closely as possible.
Situations not regulated by these general terms and conditions are to be assessed 'in the spirit' of these general terms and conditions.
7. Any ambiguity regarding the interpretation or content of one or more provisions of our terms and conditions shall be interpreted "in the spirit" of these terms and conditions.
8. Tekno B.V reserves the right to amend these Terms and Conditions unilaterally, insofar as the performance to be provided by customer does not essentially deviate from the promised performance as a result of this amendment. The customer is deemed to have accepted the amendments in question if Tekno B.V has not received a written objection to them from the customer within fourteen (14) days of having communicated the amendment in writing.
Article 4 – The offer
If an offer is made of limited duration or one made subject to certain conditions, this shall be expressly stated within the offer.
The offer is without obligation. Tekno B.V is entitled to change and adapt the offer.
3. The offer contains a complete and accurate description of the products and/or services offered. The description is sufficiently detailed to allow a proper assessment of the offer by the customer. If Tekno B.V uses images, these are a true reflection of the products and / or services offered. Tekno B.V cannot guarantee that the colours displayed will exactly match the real colours of the products. Obvious mistakes or obvious errors in the offer are not binding on the entrepreneur. All images, specifications data in the offer are indicative and cannot give rise to compensation or dissolution of the agreement in any way.
4. Each offer contains such information that it is clear to the customer what rights and obligations are attached to accepting the offer.
This applies but is not limited to the 4 points below:
· the possible costs of shipment;
· the method of payment, delivery and execution of the agreement;
· available sizes, colours, type of materials.
· the price including taxes;
Article 5 – The agreement
The agreement comes into effect, subject to the provisions of paragraph 3, at the time of acceptance by the customer of the offer and the fulfilment of the conditions set therein.
Unless explicitly agreed otherwise in writing, Tekno B.V has the right at all times to have all or part of the contract executed by third parties, in which case these Terms and Conditions will also work in favour of these third parties, provided that Tekno B.V authorizes them in writing, if necessary afterwards, to invoke these Terms and Conditions without this authorization being able to create any obligations towards Tekno B.V.
If the customer has accepted the offer electronically, Tekno B.V will immediately confirm receipt of electronic acceptance of the offer. As long as the receipt of this acceptance has not been confirmed by Tekno B.V, only the customer can dissolve the agreement.
If the agreement is created electronically, Tekno B.V will take appropriate technical and organisational measures to secure the electronic transfer of data and will ensure a safe web environment. If the customer is able to pay electronically, the entrepreneur shall observe appropriate security measures.
Tekno B.V, can - within legal frameworks - inform themselves of the ability of the customer to meet their payment obligations, as well as of all those facts and factors that are important for a correct and proper conclusion of the distance agreement. If, on the basis of this investigation, Tekno B.V has good reason not to enter into the agreement, they are entitled to refuse an order or request while giving reasons, or to attach special conditions to the implementation.
Every agreement is entered into under the suspensive conditions of sufficient availability of the products concerned.
Article 6 - Right of withdrawal
Upon delivery of products:
When purchasing products, the customer has the possibility of dissolving the contract, without giving reasons, during a period of 14 days. This cooling off period commences on the day after receipt of the product by the customer or a previously designated by the customer and the appointed representative of Tekno B.V.
During the cooling-off period, the customer will handle the product and its packaging with care. He will only unpack or use the product to the extent necessary to judge whether he wishes to keep the product. If he wishes to exercise his right of withdrawal, he will return the product to the entrepreneur with all delivered accessories and in the original state and undamaged Tekno packaging, in accordance with the reasonable and clear instructions provided by Tekno B.V. The undamaged product must be provided with all documents (such as certificates) and the loose parts that still need to be assembled.
3. When the customer wishes to make use of his right of withdrawal, he is obliged to make this known to Tekno B.V within 14 days after receipt of the product. The customer must make this known by means of the withdrawal request form. After the customer has made known that he wishes to make use of his right of withdrawal, the customer must return the product within 14 days. The customer must prove that the delivered goods have been returned on time, for example by means of a proof of posting.
4. If, at the end of the periods specified in sections 1 and 3, the customer has not indicated that he wishes to make use of his right of withdrawal, or has not returned the product to Tekno B.V, the purchase is a fact.
In case of provision of services:
When providing services, the customer has the option of dissolving the contract without giving reasons for a period of at least 14 days starting on the day of entering into the contract.
To make use of his right of withdrawal, the customer will follow the reasonable and clear instructions provided by the entrepreneur at the time of the offer and/or at the latest at the time of delivery.
Article 7 - Costs in the event of withdrawal
If the customer makes use of his right of withdrawal, the costs of returning the goods shall be borne by him.
If the customer has paid an amount, Tekno B.V will refund this amount as soon as possible, but at the latest within 30 days after the withdrawal. This is subject to the condition that the product has already been received by Tekno B.V or conclusive proof of complete return can be furnished. Repayment will be made via the same payment method used by the customer, unless the customer explicitly authorises another payment method.
If the product is damaged due to careless handling by the customer, then the customer is liable for any reduction in value of the product. Also the risk of damage during return shipment is at the expense of the customer.
Article 8 - Exclusion of the right of withdrawal
Tekno B.V can exclude the customer from the right of withdrawal for products as described in paragraph 2. The exclusion of the right of withdrawal applies only if Tekno B.V has clearly stated this in the offer, at least in good time before concluding the agreement.
Exclusion of the right of withdrawal is only possible for products:
· that have been produced by Tekno B.V according to the specifications of the customer;
· which are clearly personal in nature, or;
· which cannot be returned due to their nature;
Exclusion of the right of withdrawal is only possible for services:
· of which the delivery has started with the express consent of the customer before the period for withdrawal has expired;
Article 9 – The price
1. During the validity period mentioned in the offer, the prices of the products and/or services offered will not be increased, except for price changes due to changes in VAT rates.
2. Tekno B.V also retains the right to increase the agreed price unilaterally. Provided that they inform the customer thereof within 3 months after the conclusion of the agreement. In the event of a unilateral price increase by Tekno B.V, the customer always has the option of dissolving the Agreement within fourteen (14) days of the announcement thereof.
3. Price increases from 3 months after the conclusion of the agreement are only allowed if Tekno B.V has stipulated it and:
· they are the result of statutory regulations or provisions; or
· the customer is authorised to terminate the agreement from the day on which the price increase takes effect.
4. The prices stated in the offer of products or services shall include VAT.
All prices are subject to misprints and typesetting errors. No liability shall be accepted for the consequences of misprints and typesetting errors. In the event of misprints, Tekno B.V is not obliged to deliver the product at the incorrect price.
Article 10 - Compliance and Warranty
Tekno B.V guarantees that the products and / or services meet the agreement, the specifications listed in the offer, the reasonable requirements of reliability and / or usability and on the date of the conclusion of the agreement existing legal provisions and / or government regulations. If agreed, Tekno B.V also guarantees that the product is suitable for other than normal use.
Upon receipt of the products, the conformity of the products must be checked immediately. Any defects or incorrect deliveries that were present at the time of receipt of the products must be reported in writing to Tekno B.V within 7 days of delivery. The products must be returned with all delivered accessories, in the original condition and in the original packaging.
A guarantee period of 6 months after receipt of the products applies to any defects that have arisen after the products have been received in conformance. However, Tekno B.V is never responsible for the ultimate suitability of the products for each individual application by the customer, nor for any advice regarding the use or application of the products.
The guarantee does not apply if:
· The customer has repaired and/or modified the delivered products himself or has had them repaired and/or modified by third parties;
· The delivered products have been exposed to abnormal conditions or have otherwise been handled carelessly or contrary to the instructions of the entrepreneur and/or on the packaging;
· The inadequacy is wholly or partially the result of regulations which the government has laid down or will lay down with regard to the nature or quality of the materials used.
Article 11 - Delivery and performance
Tekno B.V will take the greatest possible care when receiving and executing product orders and when assessing applications for the provision of services.
The place of delivery is the address that the customer has given to Tekno B.V. If the customer is not present at the time of delivery, or is unable to take delivery of the goods, or is otherwise in default of taking delivery, Tekno B.V has the right to convert the delivery into an obligation for the customer to collect the goods from the address provided by the carrier, after the customer has been notified.
With due observance of what is stated in paragraph 4 of this article, Tekno B.V shall execute accepted orders with convenient speed but at the latest within 30 days, unless the customer has agreed to a longer delivery period. If an order cannot be carried out or can only be carried out partially, the customer will be informed about this no later than 30 days after he has placed the order. In that case, the customer is entitled to dissolve the agreement without any costs. The customer is not entitled to any compensation.
All delivery dates are indicative. The customer cannot derive any rights from any delivery dates stated. Exceeding a period shall not entitle the customer to compensation.
In case of dissolution in accordance with paragraph 3 of this article, Tekno B.V shall return the amount paid by the customer as soon as possible, but at the latest within 14 days after dissolution.
If delivery of an ordered product turns out to be impossible, Tekno B.V will make an effort to provide a replacement product. The customer will be offered the choice to dissolve the agreement or to accept the delivery of the replacement product. The fact that an ordered product cannot be delivered does not entitle the customer to compensation.
The risk of damage and/or loss of products rests with the entrepreneur up to the moment of dispatch to the customer or a representative previously designated and announced to Tekno B,V, unless otherwise explicitly agreed.
Reservations
In case of reservations of products that are not yet available, the customer must make a down payment for each reserved product. The products are only reserved after the payment has been received by Tekno B.V. who shall send the customer a remainder invoice as soon as the reservation is ready for delivery. The reservation will only be delivered to the customer after payment of the remaining invoice. The reservation expires if Tekno B.V has not received payment of the remaining invoice within 30 days after the invoice is sent. In this case, half of the down payment will automatically be returned.
Article 12 - Term transactions: duration, termination and renewal
Termination
The customer may terminate an agreement entered into for an indefinite period of time and which extends to the regular delivery of products or services at any time, subject to the agreed termination rules and a one-month notice.
The customer may terminate a fixed-term contract that was concluded for the regular supply of products or services at any time at the end of the fixed-term with due observance of the agreed termination rules and a one-month period of notice.
Renewal
An agreement entered into for a definite period of time, which extends to the regular delivery of products or services, may not be tacitly extended or renewed for a definite period of time.
A fixed-term contract that has been concluded for the regular supply of products or services may only be tacitly renewed for an indefinite period of time if the consumer has at all times the right to terminate with a period of notice that does not exceed one month.
Duration
If a contract has a duration of more than one year, the customer may, after one year, terminate the contract at any time with a notice period of up to one month, unless reasonableness and fairness dictate otherwise.
Article 13 - Payment
Insofar not otherwise agreed upon, the amounts owed by the customer shall be paid within 7 working days after the start of the reflection period as referred to in Article 6, subsection 1. In case of an agreement to provide a service, this period shall start after the customer has received the confirmation of the agreement.
The customer is obliged to report any inaccuracies in payment data provided or stated to Tekno B.V without delay.
If the customer does not fulfil his payment obligation(s) in time, he shall, after being notified by Tekno B.V of the overdue payment and after the proprietor has allowed the customer a period of 14 days to fulfil his payment obligations, owe the statutory interest on the amount due and Tekno B.V has the right to charge extrajudicial collection costs. These collection costs amount to a maximum of: 15% over amounts owing up to € 2500; 10% over the next € 2500; and 5% over the next € 5000, with a minimum of € 40 and a maximum of € 6,775. Tekno B.V may deviate from the amounts and percentages stated for the benefit of the customer.
In case of non-payment on the part of the customer, and subject to legal restrictions, Tekno B.V is entitled to charge any reasonable costs made known to the customer in advance.
Article 14 - Liability and indemnity
Tekno B.V shall not be liable for any direct or indirect loss suffered by the Customer as a result of any failure of Tekno B.V to perform its obligations under the Contract, or any part of it, or its failure to do so on time.
Tekno B.V shall never be liable for indirect damage, including consequential damage, loss of turnover and profit, loss of savings and damage due to stagnation or slowdown of business operations. If Tekno B.V is liable for direct loss for any reason whatsoever, such liability shall be limited to a maximum of the invoice amount, or at least that part of the invoice to which the liability relates, up to a maximum of €250.
The customer indemnifies Tekno B.V against any third party claims related to the execution of the Contract.
Any claims for damages must be submitted in writing to Tekno B.V without delay, but no later than 24 hours after the damage arises, under penalty of cancellation.
The limitations of liability included in these terms and conditions do not apply if the damage can be attributed to intent or gross negligence on the part of Tekno B.V or their managerial subordinates.
Article 15 - Retention of title
All items delivered by Tekno B.V remain the property of Tekno B.V until the customer has fulfilled all his payment obligations towards Tekno B.V on account of any agreement entered into with Tekno B.V for the delivery of items or the performance of work or services, including claims relating to failure in fulfilling such an agreement.
Tekno B.V reserves the right to retain any goods, tools, materials, cars, money, securities, financial and other documents, etc., that he has in his possession from the client, regardless of the title, until the client has fulfilled his financial and other obligations towards Tekno B.V. (right of retention).
For transactions with a customer located in a country where an extended retention of title applies, Tekno B.V has the right to declare the extended retention of title applicable there at any time he deems appropriate.
Article 16 – Dissolution and suspension
Dissolution
If the Customer fails to fulfil an obligation in the Contract or fails to do so fully, on time or properly, Tekno B.V has the right to terminate the Contract with immediate effect, unless the shortcoming does not justify termination due to its minor importance.
Furthermore, Tekno B.V has the right to terminate the agreement with immediate effect, if:
· After concluding the agreement, Tekno B.V learns of circumstances that give him good reason to fear that the customer will not fulfil his obligations;
· When concluding the agreement, the customer was asked to provide security for the fulfilment of his obligations under the agreement and this security is not provided or is insufficient;
· as a result of the delay on the part of the customer, it can no longer be demanded of Tekno B.V that he fulfils the agreement on the originally agreed conditions;
· circumstances arise of such a nature that compliance with the agreement is impossible or that the unaltered maintenance of the agreement cannot reasonably be required of Tekno B.V;
· the customer is declared bankrupt, applies for a suspension of payments, requests the debt rescheduling for natural persons or is confronted with an attachment of all or part of its property;
· the customer is placed under guardianship;
· the customer dies.
3. Dissolution shall take place by means of written notification without judicial intervention.
4. If the agreement is dissolved, the claims of Tekno B.V on the customer are immediately due and payable.
5. If Tekno B.V dissolves the agreement based on the previous grounds, Tekno B.V is not liable for any costs or damages.
6. If the termination can be attributed to the customer, the customer is liable for the damage suffered by Tekno B.V.
Suspension
If the customer does not comply, does not comply fully or does not comply on time with an obligation in the contract, Tekno B.V has the right to suspend compliance with the obligation concerned. In the event of partial or inadequate fulfilment, suspension is only permitted to the extent that the shortcoming justifies this.
Furthermore, Tekno B.V is authorised to suspend the fulfilment of his obligations if:
· after concluding the agreement, Tekno B.V learns of circumstances that give him good reason to fear that the customer will not fulfil his obligations;
· when concluding the agreement, the customer was asked to provide security for the fulfilment of his obligations under the agreement and this security is not provided or is insufficient;
· circumstances arise of such a nature that compliance with the agreement is impossible or that the unaltered maintenance of the agreement cannot reasonably be required Tekno B.V.
3. The Contractor retains the right to claim damages.
Article 17 - Intellectual property law
Tekno B.V reserves all rights of intellectual property with regard to the products manufactured and/or delivered by him and with regard to the products or services of which we hold the copyright or other rights of intellectual property or can assert them.
The customer and all parties outside of Tekno B.V are explicitly prohibited from reproducing, publishing or exploiting the products of Tekno B.V, including system designs, working methods, advice, (model) contracts, brands and logos and other intellectual products, all in the broadest sense of the word, with or without the involvement of third parties. Duplication and/or publication and/or exploitation are only permitted after our prior written consent. The customer has the right to reproduce written documents for his own internal use, in so far as this is appropriate to the purpose of the order. In the event of premature termination of the order, the foregoing shall apply accordingly.
All intellectual property rights that arise during implementation of the contract belong exclusively to Tekno B.V and may not be reproduced or imitated in any form whatsoever, either in whole or in part, or made available other than for the purpose for which it was provided and/or delivered by the user, without the prior consent of Tekno B.V.
It is not permitted to resell, pass on, reproduce, deeplink, use, copy, display or download any (content) information, products or services offered on our website for any commercial or competitive purpose or activity.
Article 18 - Copyright on print designs
If the customer provides its own design, or influences the product in any other way (text personalisation), the customer assures Tekno B.V. that no third party rights are vested in the text or motif. Any infringement of copyright, personality rights or trade name rights will in that case be fully at the expense of the customer. The customer also assures that by individualising the product, he does not infringe on any other third-party rights.
The customer shall indemnify Tekno B.V. against all claims and demands based on the infringement of such third-party rights, insofar as the customer is required to prove the infringement. The customer will reimburse Tekno B.V. for all resulting costs of defence and other damage.
Article 19 - Terms and conditions specifically for business customers
Without prejudice to the other clauses of these general terms and conditions, this Article shall apply additionally to customers acting as an individual or business. In case of internal inconsistencies between the provisions of this Article and other provisions of the General Terms and Conditions, the provisions of this Article shall prevail.
All contracts entered into with Tekno B.V are only binding after written confirmation by Tekno B.V or when they have started implementing the assignment. Any additions or changes to the above-mentioned contracts are only binding for Tekno B.V after and insofar as they have been accepted and confirmed in writing by the Tekno B.V. The customer is deemed to have accepted changes or additions to contracts entered into with Tekno B.V if the customer has not protested against these changes or additions in writing within eight days of becoming aware of the changes or additions. The customer is deemed to be aware of the change/addition in question at the moment the proprietor starts working on the matter to which the change/addition relates.
Tekno B.V shall determine a separate price or rate for each Contract. This price or rate is solely intended as the amount to be paid for the service to be provided by the Tekno B.V, including the normal costs involved. The prices stated in the Offer are based on the cost price factors, exchange rates, wages, taxes, duties, charges, freight, etc. known at that time. In the event of an increase in one of these factors, Tekno B.V has the right to change the offered (sale) price accordingly.
Tekno B.V has the right to demand advance payments or a deposit or security (in the form of a bank guarantee).
Discounts can only be granted after consultation between Tekno B.V and the customer. Unless otherwise agreed in writing, these discounts are non-recurring. Previous discounts cannot be invoked for subsequent transactions.
Payment conditions in case of customisation
Customers pay 25% of the total order amount as soon as the order has been signed for approval. After that, the work drawing is made by Tekno B.V
Tekno B.V shall charge a second instalment of 25% of the total order amount as soon as the working drawing has been signed for approval by the customer. The production of the order will start as soon as this payment has been received by Tekno B.V.
The payment of the last term, 50% of the total order, must be received by Tekno B.V before the products are delivered.
Terms of payment for dealer contracts
With every reservation, the dealer must make a down payment of 10% of the total amount reserved, unless otherwise agreed. The reservation shall be effective as soon as the payment has been received by Tekno B.V.
Tekno B.V shall send the dealer a balance invoice as soon as the reservation is ready for delivery.
After the payment has been received by Tekno B.V, the reservation will be delivered.
Tekno B.V shall be entitled to cancel the reservation if the dealer has not paid the remaining invoice within a period of 30 days. Tekno B.V shall return half of the 10% down payment in the same way as it was initially paid.
Article 20 - Complaints procedure
Tekno B.V shall have a sufficiently publicised complaints procedure and shall handle the complaint in accordance with this complaints procedure.
Complaints about the execution of the agreement must be submitted to Tekno B.V within 7 days, fully and clearly described, after the customer has found the defects.
Complaints submitted to Tekno B.V shall be answered within a period of 14 days, calculated from the date of receipt. If a complaint requires a foreseeably longer processing time, Tekno B.V shall reply within 14 days with a notice of receipt and an indication of when the customer can expect a more detailed reply.
A complaint does not suspend the customers obligations, unless the Tekno B.V indicates otherwise in writing.
If a complaint is found to be justified by Tekno B.V, they shall, at his discretion, either replace or repair the delivered products free of charge.
Article 21 - Disputes
Contracts between Tekno B.V and the customer to which these general terms and conditions apply are exclusively governed by Dutch law. This also applies if the customer resides abroad.
The Vienna Sales Convention shall not apply.