Terms and conditions
Article 1. Relevance
In case of delivery of goods by Mikado gifts will, unless expressly agreed otherwise in writing, the following conditions apply. Depart from these terms and conditions or stipulations to which party in any way refer, in any correspondence or other linked or referred to are generally commercially stuck usual, be eliminated by these terms.
Article 2. Formation
• Making an offer by Mikado gifts is free and connects her to deliver the goods. If the offer is not otherwise indicated, it is not longer than thirty days. Offers from stock hence are subject to prior sale.
• The agreement was first established, as Mikado gifts the mission has confirmed in writing to the other party, or has made an application to the actual implementation, within four weeks after placing the order. Also entered into agreements with commercial agents, commercial travelers and / or other intermediaries, bind Mikado gifts after these agreements by Mikado gifts are confirmed in writing, or in fact has begun with the implementation.
• Any later additions and / or amendments or (verbal) commitments by Mikado gifts and / or its employees, representatives, agents or other intermediaries are only binding if Mikado gifts confirmation in writing by an authorized person, or if Mikado gifts with the actual implementation has begun. The applicability of the provisions of Article 3:61, paragraph 2 and 3 of the Civil Code is explicitly rejected.
Article 3. Delivery and delivery time
• The oral or written statement of any delivery time is always approximate and is deemed never to have been fatal.
• Unless otherwise agreed in writing, delivery ex warehouse. Transport is always at the expense and risk of the other party, unless approved by or on behalf Mikado gifts takes place.
• Mikado gifts is entitled to partial deliveries to take place. In that case, the other party is obliged, subject to the provisions of Article 13 and 14, the related invoice as if it were a separate transaction.
Article 4. Accountability
At the first demand of the other party is obliged to Mikado Mikado gifts Gifts to notify the appropriate VAT identification number and the name by which other party to the relevant tax authorities registered.
Article 5. Price
• Unless otherwise stated, prices are based on during the offer or order date prevailing level of purchase prices, wages, labor, social and governmental charges, freight, insurance premiums and other costs.
• In case of an increase of one or more cost factors Mikado gifts entitled the order price accordingly increase, all this in accordance with existing relevant legal provisions, provided however that already known future price at the conclusion of the agreement should be stated.
Article 6. Certainty
Mikado gifts is already authorized before delivery or the delivery or performance of the contract otherwise proceed, in its opinion, sufficient security to fulfill payment obligations of the other party to claim.
Item 7. Retention
• Delivered goods remain the exclusive property of Mikado gifts until such time as all our claims against the customer fully discharged. Until then the other party held the products separately from other goods and clearly identified as our property to keep.
• The retention of title shall affect the rights of the other party, within the normal course of its business products to its customers to sell unaffected, while Mikado gifts has not exercised its right the rights of the other party to terminate for failure to fulfill any obligation towards Mikado gifts.
Article 8a. Advertisement
• Any complaints will be accepted if within eight days of delivery in writing directly by Mikado gifts are received, subject to forfeiture of any right to do so. For hidden faults reclamation within the warranty period should take place.
• If complaints as unfounded recognized, at the discretion of Mikado gifts, it can either repair the defect or the net invoice amount refunded.
• Complaints about invoices must also be submitted in writing and within eight days after the date of invoice.
• With the expiry of the periods referred to above shall be deemed delivered counterparty, or the invoices are approved shall then be no claims by Mikado gifts considered.
• If the other party delivered, and in particular made textiles, processed through textile printing or embroidery, the customer is considered it, or the invoices have been inspected and approved. Claims will not be considered by Mikado gifts.
• The submission of advertisements relieve other party of its obligations under the agreement with Mikado gifts over the latter.
Article 8b. Advertising printing
• PMS colors are optimal values on white paper. Slight deviations in color on white surfaces are not a reason for rejection of the delivered goods. On colored surfaces, silver substrates and transparent substrates can order the desired PMS color approach, needed to double again or the whole text (if possible) in white underlay. Additional costs will be and the cost of any proofs, after prior consultation, will be charged. Slight deviations in color printing remain here no reason for rejection.
• Since the surfaces to be printed is not always quite right or flat, can especially solids prints small bumps in pressure occur, which are not cause for rejection.
• When (in flexoprint) printing of films (such as lollipops, sweets, flow packs, etc.) can be deviations in printing colors, and brightness adjustment which arise due to the use of techniques unavoidable and therefore no reason for his rejection. There may also be in the winding of candies and lollies small damage can occur which are to be accepted.
• The application of stickers is basically handicrafts. Minor deviations in position and finish are therefore no reason for rejection.
• The various goods when printing in and unpacked, malllen slid in and out etc. Slight damage (such as small scratches) in which these acts occur, do not indicate defective or used goods and are therefore no cause for rejection.
• We reserve the right to 10% more or less to deliver.
Article 9. Warranty
• Unless expressly agreed in writing, give gifts to the Mikado delivered no guarantee.
• In the event warranty Mikado gifts is provided, deemed to be forfeited if matters on which the guarantee relates not their intended purpose or injudicious or used, instructions for use have not been taken, improper repairs are carried out, changes have been made Be it songs Plombes or maimed or removed.
• If warranty is provided by Mikado gifts, the warranty expires, unless expressly agreed otherwise in writing, the number of months during which any manufacturer warranty is provided, however, never more than six months.
• By virtue of the guarantee given by us in respect of property situated outside the Netherlands, we can only be held liable for the cost of repair or replacement up to the amount that it costs for implementation in the Netherlands would have amounted to.
Article 10. Liability
• Not, late or defective delivery, and any failure or malfunction of the Goods delivered shall not be entitled to damages and / or termination, provided there is beyond the control of Mikado gifts. In particular, this refers to in the event of improper use of the product, at the discretion of Mikado gifts, and if suppliers Mikado gifts the production of the goods to be delivered delay, discontinue or make changes in it. In the latter case Mikado gifts entitled to delivery if it deems that the changes only minor deviations from the original material offered contents.
• For consequential damages, loss, delay damages, lost profits or any (other) indirect damages from any cause whatsoever, and regardless of who suffered Mikado gifts is never liable.
Article 11. Odds
• Mikado gifts is not liable to the other party for damages that may suffer as some of its performance is prevented, hindered, delayed, or not on an economic basis for its feasible, due to circumstances in which and the consequences which its management no influence, whether those circumstances are or could be provided when order was accepted.
• In case of temporary force majeure Mikado gifts the right at its discretion to change the time of delivery or to cancel the contract, without being obliged to pay compensation.
Article 12. Dissolution
• In cases where the other party: In a state of bankruptcy, to cession, submits a request for suspension of payment or attachment on the whole or part of its assets are seized;
- Comes dies or is placed under guardianship;
- Only by force of law or of these Terms and Conditions fails to fulfill its obligations;
- Fails to pay an invoice amount or part thereof within the prescribed period;
- About Go to the cessation or transfer of its business or a substantial part thereof, including the transfer of its business to a prospective or existing company, or decide to change the objective of its business, has Mikado gifts by the occurrence of one of the above conditions before payment has been made, it may terminate the agreement by written notice, without prejudice to the rights to compensation of costs, damages and interest.
Article 13. Suspension Law
If and as long as no other party, not properly or timely fulfill any obligation for her from the Mikado with gifts agreement or a related agreement arises, Mikado has the right gifts to fulfill its obligations under these agreements to suspend.
Article 14. Payments
• Orders must always be paid in advance, before delivery takes place, or by transfer to a Mikado gifts designated bank account, without discount or compensation. For late payment where the due date by Mikado gifts indicated on the invoice, the delivery of the ordered goods may be suspended. Mikado gifts is no liable in any capacity whatsoever, so if the goods ordered by the customer at a later date supplied as the desired or fatal delivery date of the customer.
• New customers pay an initial order always in advance, before delivery takes place, or by transfer to a Mikado gifts designated bank account, without discount or compensation. For late payment where the due date by Mikado gifts indicated on the invoice, the delivery of the ordered goods may be suspended. Mikado gifts is no liable in any capacity whatsoever, so if the goods ordered by the customer at a later date supplied as the desired or fatal delivery date of the customer.
• Unless otherwise agreed, payment shall, at the discretion of Mikado gifts or net cash on delivery or by deposit or transfer to a Mikado gifts designated bank account, within fourteen days after the date of invoice, without discount or compensation.
• Each payment of counterpart extends primarily to pay the amounts due and interest of the Mikado gifts collection costs incurred and / or administration, and is then deducted from the oldest outstanding claim.
• If payment by letter of credit is agreed bear party all related expenses.
• Claims or complaints relating to any performance on our part, are not a valid reason for the other party to make payments to us to suspend.
Article 15. Interest and charges
• If payment is not made within the time limit specified in Article 14 has been made, the other party shall be in default and Mikado gifts entitled from that point interest rate of 2% a month (or part thereof) to be calculated on the outstanding amount.
• All legal and extrajudicial costs shall be borne by the other party. The extrajudicial costs are at least 15%, for abroad 20% of the principal amount owed by the other party with a minimum of Euro 150, -.
Article 16. Indemnification
Counterparty must Mikado gifts to indemnify any liability on Mikado gifts to third parties could rest with respect to the Mikado Gifts delivered.
Article 17. Opinions
Mikado Gifts assumes no responsibility for its advice, it solicited or unsolicited.
Article 18. Pledge and lien
• On all goods Mikado gifts, for whatever reason, has or will be for her a pledge as security for all claims, which they party has or will acquire in the future.
• Where the goods referred to in paragraph 1 of this article in its power or put to it handed comes Mikado gifts a lien on the goods to security for all claims which they counterparty may have or in the future obtain.
Article 19. Cancellation
If a Mikado gifts assignment accepted by the other party is canceled, Mikado gifts entitled, provided that cancellation by it is accepted, a liquidated damages to charge 30% of the invoice amount, plus any costs incurred by suppliers to Mikado gifts charged.
Article 20. Applicable law and disputes
• The Dutch law is exclusively applicable.
• All disputes arising from the agreement between the parties and that are not within the jurisdiction of the subdistrict court, in the first instance exclusively by the competent court in the district Breda.
• The provisions of paragraph 2 shall not affect the right Mikado gifts the dispute to revert to the normal competency rules, or settlement by means of arbitration or binding advice.