Terms & Conditions
ARTICLE 1. | DEFINITIONSIn these general terms and conditions, the following terms are used in the following meaning, insofar as the nature or scope of the provisions do not state otherwise.
- General terms and conditions: the current document General terms and conditions PPE Services BV.
- PPE Services BV: the user of these general terms and conditions, having its registered office at Bergweg 66, 3026 BC in Rotterdam, registered in the Trade Register under Chamber of Commerce number 50467999.
- Other party: any individual or legal entity or government body with whom/which PPE Services BV has concluded an agreement or intends to do so.
- Consumer: the other party within the meaning of subsection 3 who does not act as part of performance of a profession or business.
- Agreement: any agreement concluded between PPE Services BV and the other party (which can include the agreement within the meaning of subsection 6), by which PPE Services has committed itself in respect of the other party to the sale and delivery of products.
- Long-distance agreement: the agreement referred to in the previous subsection that is concluded between PPE Services BV and the consumer as part of an organised system for long-distance sale without the simultaneous personal presence of PPE Services BV and consumer and whereby, up to and including the moment the agreements is concluded, exclusive use is made of one or multiple means of long-distance communication. An agreement is therefore no long-distance agreement if and insofar as PPE Services BV does not use an organised sales system to this end, for example in the event the consumer searches the contact details of PPE Services BV on the internet or in a phone book and places an order by phone.
- Website: www.dapro-safety.com also set up for the conclusion of long-distance agreements.
- Products: all the items PPE Services BV sells and to be delivered to the other party as part of the agreement, such as, but not limited to (work) clothing and accessories.
- In writing: both traditional written communication as well as digital communication saved on a durable data carrier, such as email communication.
- Right of dissolution: the legal opportunity offered to the consumer to dissolve an agreement at a distance for up to 14 days after receiving the products.
ARTICLE 2. | GENERAL PROVISIONS
- These general terms and conditions apply to any offer of PPE Services BV and any concluded agreement.
- The applicability of the purchase or other conditions of the other party are explicitly rejected.
- That stated in these general terms and conditions can only be deviated from in writing. If and insofar as the parties have explicitly agreed otherwise in writing in deviation from that stated in these general terms and conditions, then that explicitly agreed in writing by the parties applies.
- The dissolution or nullification of one or more of the current provisions does not affect the validity of the other clauses. In such an event, the parties are obliged to discuss a new provision to replace the provision in question, thereby taking into account the aim and the intent of the original provision.
ARTICLE 3. | OFFER AND CONCLUDING OF THE AGREEMENT
- Unless an acceptance period is stated each offer of PPE Services BV is free of obligation.
- The other party can also not derive any right from an offer of PPE Services BV that contains an apparent error or mistake.
- The other party can also not derive rights from an offer of PPE Services BV that is based on the incorrect or incomplete details provided by the other party.
- The agreement is concluded by the offer being made and the acceptance thereof. If the acceptance of the other party deviates from the offer made by PPE Services BV, then the agreement will not be concluded in accordance with this deviating acceptance, unless PPE Services BV states otherwise. An order placed on the website is confirmed by email by PPE Services BV as soon as possible.
- A composite price quote does not form an obligation for PPE Services BV to perform a part of the offer at a corresponding part of the price quoted.
- If the other party concludes the agreement on behalf of other individuals or legal entities, he states that he is authorized to do so before entering into the agreement. The other party and that individual or legal entity are severally liable for meeting the obligations resulting from that agreement.
ARTICLE 4. | RIGHT OF DISSOLUTION FOR LONG-DISTANCE AGREEMENTS
- Notwithstanding that stated in this and the following article, the consumer can dissolve the long-distance during 14 days after receipt of the products without stating a reason for this.
- The consumer utilizing his right of dissolution, can dissolve the long-distance agreement by sending an email or by making a request to PPE Services BV by completing the model form made available by PPE Services BV for revocation. As soon as PPE Services BV has been informed of the intention of the consumer to dissolve the long-distance agreement and if the terms and conditions stated in this article have been complied with, then PPE Services BV will confirm the dissolution by email.
- During the period as described in subsection 1, the consumer must handle the product and the packaging with care. The consumer can only unpack and use the product to the extent necessary to assess the nature and characteristics of the products. The principle hereby is that the consumer can only touch and inspect the product as he would be allowed to do in a shop.
- If the consumer utilizes the right of dissolution, then he will return the product undamaged, with all the delivered accessories and in its original condition and packaging to PPE Services BV.
- The consumer is liable for devaluation of the product as a result of the manner in which the product is dealt with if it goes beyond that permitted pursuant to subsection 3. PPE Services BV is authorised to invoice the consumer for this devaluation and to settle this with the payments received from the consumer.
- The products must be returned within fourteen days after dissolution of the long-distance agreement pursuant to that stated in subsection 2, as confirmed by PPE Services BV.
- If the consumer wishes to utilize the right of dissolution, the costs for returning the products are for his account.
- PPE Services will repay the payment from the consumer less any devaluation as soon as possible, but no later than within fourteen days after dissolution of the long-distance agreement, provided the products were received back by PPE Services BV or the consumer can soundly substantiate that the products were indeed returned.
ARTICLE 5. | EXCLUSION OF THE RIGHT OF DISSOLUTION
The consumer is not entitled to dissolve the long-distance agreement with regard to:
- the delivery of the products made according to the consumer's specifications that have not been manufactured and that are made on the basis of the individual choice or decision of the consumer, or that are clearly intended for a specific person.
- the delivery of products that are not suitable to be returned for health protection or hygiene reasons and of which the seal has been broken after delivery
- a long-distance agreement for which the right of dissolution has been excluded pursuant to Section 6.5.2B of the Dutch Civil Code.
ARTICLE 6. | INSTALMENTS
- PPE Services BV does everything in its power to meet the delivery period agreed by the parties. However, the delivery periods stated by PPE Services BV can only be regarded as being indicative and not as a final deadline. The PPE Services BV is only in default if the other party has declared PPE Services BV in default in writing, whereby PPE Services BV is given a reasonable period in which it can still meet the agreement, and the lapsing of the above mentioned period has still not been met.
- The delivery periods will not commence before PPE Services BV has received all the information necessary for the delivery.
ARTICLE 7. | ORDERING AND DELIVERING OF PRODUCTS
- If and insofar required for the setting up and/or performance of the agreement, the other party - whether or not upon request of PPE Services BV - must always make all the relevant information for the performance of the agreement available to PPE Services BV as soon as possible in a manner as prescribed by PPE Services BV. If PPE Services BV supplies delivery specifications by or on behalf of the other party, then these instructions must be strictly adhered to. The other party guarantees the correctness and the completeness of the information he has provided to PPE Services BV. PPE Services BV is never liable for damage resulting from the incorrect or incomplete information provided by the other party.
- The supply of the products takes place by the delivery thereof at the delivery address indicated by the other party, unless otherwise has explicitly been agreed. In the absence thereof, the invoice address will be regarded as the delivery address. If the delivery takes place by the collecting of the products by or on behalf of the other party on the location of PPE Services BV, then this will only be done on appointment.
- PPE Services BV retains the right to deliver the order in instalments.
- The risk of loss and damage of the products is transferred to the other party the moment the goods have been received by or on behalf of the other party.
- If the agreed delivery period is exceeded the other party is never authorised to refuse the products to be delivered and/or the payment of the agreed price.
- If the products could not be delivered as a result of a circumstance that is attributable to the other party, then PPE Services BV will keep the products in storage for account and risk of the other party, notwithstanding the obligation of the other party to pay the agreed price.
- If the other party refuses to accept the ordered goods or is negligent in any other way with regard to receiving the products, the other party will inform PPE Services BV upon first request within which period the products will be accepted. This period will never exceed one month after the date of the request as referred to in the previous sentence. PPE Services BV is authorised to dissolve the agreement if the other party, after the lapsing of the period referred to in the previous sentence, still has not proceeded to receive the products, notwithstanding the obligation of the other party to pay the agreed price and storage costs in respect of the products.
- If for the applications of subsections 4 through 6 reasonably costs are incurred by PPE Services BV, which would not exist if the other party had accurately met the obligations stated therein, then these costs are payable by the other party.
ARTICLE 8. | TOLERANCES
Any notified, reflected and/or agreed qualities of the products can deviate on minor points of that actually delivered. Minor points are defined as all slight deviations in the quality of the products which the other party should reasonably accept, such as slight deviations in colour, size and functionalities. The presence of minor deviations does not provide any ground for the other party to suspend its obligations under the agreement, to fully or partially dissolve the agreement or to claim payment of damages or any other compensation.
ARTICLE 9. | RESEARCH AND COMPLAINTS
- The other party must, upon delivery of the products, immediately investigate whether the nature and the quantity of the products are in accordance with that stated in the agreement. If the other party considers that the nature and/or quantity of the products is not in accordance with the agreement, then the other party must immediately report this to PPE Services BV. In the event of a hidden defect, the other party must inform PPE Services BV thereof in writing within seven days after they have become aware or should reasonably have become aware of the existence of the defect.
- If the other party fails to file a complaint in time, then PPE Services BV does not have any obligation in respect of such a complaint of the other party.
- Even if the other party files a complaint within the stipulated time, this does not remove the obligation of the other party to pay the agreed price on time.
- That stated in this article does not withstand that stated in the last sentence of article 14.5.
ARTICLE 10. | GUARANTEE
- The other party only claims any explicitly agreed guarantee and the manufacturer's guarantee provided by suppliers of PPE Services BV along with the products.
- A guarantee provided by PPE Services BV, manufacturer or importer does not withstand the mandatory rights and claims consumers can claim in respect of PPE Services BV.
- Any issues guarantee lapses if a defect of the product is the result of an external cause or can otherwise not be attributed to PPE Services BV. This includes, but is not limited to, defects resulting from damage, incorrect or inexpert treatment, use contrary to the user's manual or other instructions of or on behalf of PPE Services BV and repairs performed without the advance written permission of PPE Services BV.
- Products can never be returned without prior written permission of PPE Services BV.
- No rights can be derived from ISO certificates if the relevant products are used contrary to that stated in the user's manual.
ARTICLE 11. | FORCE MAJEURE
- PPE Services BV does not have to meet any obligation in the agreement if and for as long as it is hindered in doing so by a circumstance which cannot be attributed to him pursuant to the law, a legal act or generally prevailing opinions.
- If the force majeure situation prevents the meeting of the agreement permanently, the parties are entitled to dissolve the agreement effective immediately.
- If PPE Services BV has only met its obligations partially at the time the force majeure situation commenced, or can only meet part of its obligations, he is entitled to separately invoice the part performed, or performable as if it were an independent agreement.
- Damage resulting from a force majeure is never eligible for compensation, notwithstanding that stated in the previous subsection.
ARTICLE 12. | SUSPENSION AND DISSOLUTION
- PPE Services BV is, if justified by the circumstances, authorised to suspend the performance of the agreement or dissolve the agreement, fully or partly, effective immediately, if and insofar as the other party fails to meet the obligations of the agreement fully or fails to meet them in time, or if PPE Services BV has learned after having concluded the agreement that there are circumstances that provide good grounds to fear that the client will not meet its obligations.
- If the other party is declared bankrupt, is subject to the Debt Repayment (Natural Persons) Act, or if a claim is made on his goods, or if the other party can no longer freely dispose of its assets, then PPE Services BV is entitled to dissolve the agreement, effective immediately, unless the other party has already provided sufficient security for the payment(s).
- PPE Services BV is also entitled to dissolve the agreement if circumstances should occur that are of such a nature that meeting the agreement is impossible or if the unchanged maintaining of the agreement cannot reasonably be demanded of him.
- The other party is never entitled to any payment of damages resulting from the suspension or dissolution right exercised by PPE Services BV on the basis of this article.
- Insofar as this can be attributed to the other party, the other party is obliged to pay the damages suffered by PPE Services BV as a result of the suspension or dissolution of the agreement.
- If PPE Services BV dissolves the agreement on the basis of this article, all the claims of the other party are payable immediately.
ARTICLE 13. | PRICES AND PAYMENTS
- Unless otherwise is explicitly stated, all the prices listed by PPE Services BV are exclusive of VAT and postage and packaging costs. Before the agreement is concluded with the consumer, the total price including VAT and delivery costs is stated.
- PPE Services BV is entitled to recharge any price increases of cost price determining factors to the other party which have arisen after the agreement has been concluded, but at least before the delivery of the products. In deviation of the previous sentence the consumer is authorised to dissolve the agreement if the recharge thereof takes place within three months after concluding the agreement and PPE Services BV continues to explicitly refuse to comply with the agreement in accordance with the original conditions.
- PPE Services BV is always entitled to demand that the agreed price is fully paid in advance. In the event of a consumer sale, PPE Services BV will not oblige the consumer to pay more than 50% of the sales price in advance.
- PPE Services BV does not have to perform the agreement for as long as the other party is in default with the advance payments within the meaning of the previous subsection.
- Payments must be made in the prescribed manner. Payments via bank transfer must be made within the period stated on the invoice.
- In the event of liquidation, bankruptcy, applicability of the Debt Repayment (Natural Persons) Act or suspension of payment of the other party, the claims on the other party are payable immediately.
- If the payment is not made in time, the other party will be legally in default. From the day that the other party is in default, the other party must pay an interest of 1% per month on the outstanding amount, whereby a part of a month is regarded as a full month. In deviation of the previous sentence, the statutory interest applies instead of the contractual interest referred to therein, if the other party acts in the capacity of a consumer.
- All legal costs, such as legal, extrajudicial and execution costs made in order to obtain the sums owed by the other party are payable by the other party.
ARTICLE 14. | LIABILITY AND INDEMNIFICATION
- Except in the event of intentional or conscious recklessness of PPE Services BV, and except that stated in article 9 and 10, PPE Services BV is no longer liable for defects in that delivered or supplied.
- The other party is responsible for the damage caused by inaccuracies or lack of information provided by the other party, a shortcoming in the compliance with the obligations of the other party resulting from the law or the agreement, as well as other circumstances that cannot be attributed to PPE Services BV.
- PPE Services BV is never liable for consequential damage, including loss of profit as well as the loss and damage suffered as a result of a business interruption.
- The liability of PPE Services BV is limited to no more than invoiced value of the agreement, at least for that part of the agreement to which the liable of PPE Services BV relates, in the understanding that the liability of PPE Services BV will never amount to more than the amount actually paid out with regard to the relevant case pursuant to the concluded liability agreement of PPE Services BV.
- The lapsing period of all legal claims and objections with regard to PPE Services BV amounts to one year. In deviation of the previous sentences, all the claims of consumers and objections that have been deemed valid on the facts that would justify the statement that the consumer purchase does not comply with that stated in the agreement, will lapse after two years. The right to impose a claim or objection in respect of the existence of a defect with regard to a consumer sale lapses if no complaint is filed with PPE Services BV in respect thereof within two months after the consumer's discovery of the defect.
- Except in cases of intent or conscious recklessness of PPE Services BV, the other party will indemnify PPE Services BV against all claims of third parties, in any capacity, with regard to the payment of damages, costs or interest relating to the performance of the agreement by PPE Services BV.
- In the event of a consumer sale the limitations of this article do not exceed that permissible pursuant to article 7:24 (2) Dutch Civil Code.
ARTICLE 15. | RETENTION OF TITLE
- All the products supplied by PPE Services BV remain owned by PPE Services BV until the other party has adequately met all his obligations resulting from the agreement.
- Notwithstanding insofar as this is not reasonably permissible in view of his normal business operations, the other party is not permitted to sell, pawn or in any way mortgage the goods that are subject to a retention of title.
- If third parties impound products under retention of title, or wishes to claim these or have these imposed, then the other party is obliged to inform PPE Services BV thereof as soon as possible.
- The other party will give PPE Services BV or a third party appointed by PPE Services BV his unconditional permission to enter all those places where the products under retention of title are located. If the other party fails to do so, PPE Services BV is entitled to take back the products in question. All the reasonable costs incurred in this respect are payable by the other party.
- If the other party has complied with its obligations, after PPE Services BV has supplied the goods, the retention of title again arises with regard to these goods if the other party fails to comply with its obligations from an agreement concluded at a later time.
ARTICLE 16. | COMPLAINTS
- Complaints with regard to the performance of the agreement must be fully and clearly described and filed in writing within the appropriate time after the other party's discovery thereof.
- All the complaints filed with PPE Services BV will be answered with in a period of fourteen days. If a compliant requires more time, then a response will be sent within the period of fourteen days with a confirmation of receipt and an indication of when the other party can expect a more detailed answer.
ARTICLE 17. | FINAL PROVISIONS
- Each agreement and any resulting legal relations between the parties are exclusively subject to Dutch law.
- The parties will try to resolve disputes between themselves. Any dispute that cannot be resolved by the parties will be brought before the courts.
- Insofar as this is not deviated from by mandatory law, then only the competent court within the district where PPE Services BV resides will be appointed to settle any legal disputes.