Delivery Terms And Conditions
Article 1 Validity of these terms and conditions.
1-1 These terms and conditions apply to all agreements entered into by Shiny-Skin, established in Assen, hereinafter referred to as Shiny-Skin.
1-2 The assignment or order of the client is considered acceptance of Shiny-Skin's general terms and conditions.
1-3 Special provisions deviating from the terms and conditions of Shiny-Skin are only binding if they have been agreed in writing.
Article 2 Offers.
2-1 All offers and/or quotes are without obligation, unless explicitly stated otherwise.
2-2 Verbal offers by Shiny-Skin or its subordinates are not binding unless confirmed in writing by them.
Article 3 Agreement.
3-1 The agreement of purchase and sale of goods and performance of work shall only be binding for Shiny-Skin by its written confirmation.
3-2 Each agreement entered into with Shiny-Skin contains the resolutive condition that the client can prove to be sufficiently creditworthy, solely at Shiny-Skin's discretion. The client will allow Shiny-Skin to request information about them if necessary, for which information Shiny-Skin will contact the AFI office in Leeuwarden.
3-3 Data of what is offered as well as printed matter, images etc. provided by Shiny-Skin with the offer are not binding and are provided in good faith.
Article 4 Arrangements.
Arrangements with subordinate staff members of the Shiny-Skin do not bind the latter, insofar as they have not been confirmed in writing by Shiny-Skin. Subordinate personnel, in this context, are considered to mean all employees without authorization.
Article 5 Prices.
5-1 All agreements are always concluded on the basis of the prices applicable at the time of conclusion.
5-2 If, after the agreement, the prices of wages, social security charges, turnover tax, etc., are increased, even if they occur as a result of circumstances already foreseeable at the time of the offer, these will be charged.
5-3 If the price fluctuation exceeds 5% of the agreed transaction, both parties have the right to demand full settlement.
Article 6 Advance payment.
Shiny-Skin is entitled to request a deposit of at least 25% when entering into the agreement. If due to an attributable shortcoming in the performance on the part of Shiny-Skin the agreement is dissolved, the client has the right to reimbursement of the deposit made, as well as compensation, as further regulated in these terms and conditions, of which in any case the statutory interest on the amount paid is part thereof.
Article 7 Exchange
Exchange of purchased goods is not possible for hygienic reasons.
Article 8 Outsourcing work to third parties.
The client authorises Shiny-Skin to have the assignment carried out by a third party to be designated by them, at a time chosen by them.
Article 9 Quality.
9-1 Unless explicitly agreed upon special qualities, Shiny-Skin may suffice with the supply of normal trade qualities.
9-2 Minor deviations in quality, colour, hardness, satinage, thickness, etc., are no valid reasons for rejection. When assessing whether a delivery deviates outside the permissible limits, an average must be taken from the delivery.
9-3 Minor changes (e.g. minor model changes) of or to articles supplied by Shiny-Skin are no valid reasons for rejection.
Article 10 Cleaning or maintenance instructions.
The rubber or latex clothing provided by Shiny-Skin can be cleaned in lukewarm soapy water and should be treated afterwards by using talcum powder.
Article 11 Delivery time.
11-1 The agreed delivery periods are not final deadlines, unless expressly agreed otherwise. In the event of late delivery, the client must notify Shiny-Skin of default in writing. The delivery times are set with the expectation that there will be no obstacles for Shiny-Skin to deliver the goods.
11-2 When ordered goods, after the expiration of the delivery time have not been taken by the client, these goods are stored at their expense and risk.
Article 12 Alteration of clothing.
If the client instructs Shiny-Skin to alter clothing, this assignment shall only be accepted under the explicit stipulation that Shiny-Skin accepts no liability with regard to the manner of carrying out these activities, unless the client demonstrates that this is a breach of contract on the part of Shiny-Skin. Except in the latter case, the client does not have the right to demand cancellation of the order with respect to or in connection with these activities, nor to change, improvement or repair of the product.
Article 13 Transport.
The shipment takes place in the manner indicated by Shiny-Skin. Should the client wish to receive a shipment in a different way, such as by fast or express delivery, then the additional costs associated with this are at their expense.
Article 14 Repair work.
Shiny-Skin only accepts orders to carry out repair work under the explicit stipulation that they accept no liability for the manner of carrying out these activities and that the client has no right to terminate the agreement with respect to or in connection with these activities, nor to compensation, nor to change, improvement or repair of the product unless it is demonstrated by the client that this is a case of default on the part of Shiny-Skin.
Article 15 Tailor-made clothing.
In accepting orders to manufacture tailor-made clothing, Shiny-Skin accepts no liability whatsoever for size differences, disappointing model or cut, disappointing character or colour of the material, as well as for the properties of the material and everything related to it and suchlike, unless it is demonstrated by the client that it is an apparent breach of contract on the part of Shiny-Skin. In the cases mentioned above, with the exception of the apparent breach of contract, the client is not entitled to dissolution of the agreement nor to compensation, improvement or repair of the product.
Article 16 Liability.
16-1 Shiny-Skin is not liable for the costs, damages and interests that may arise as a direct or indirect result of:
a. Force majeure, as further described in these terms and conditions;
b. Acts or omissions of the client, their subordinates, or other persons who have been employed by or on their behalf;
c. Damage caused by long nails, other sharp objects, or the clothing being altered by the client themselves, such as making certain openings;
d. Negligence of the client in the maintenance of the delivered goods;
e. Damage to the delivered goods as a result of chemical or biological influences from outside;
f. Normal wear and tear to the delivered goods as a result of daily use;
g. Discolouration of the delivered goods due to the effects of light;
h. Any other external cause.
16-2 Shiny-Skin is liable, as far as its insurance covers this, or up to a maximum of the invoice value, for damage to the goods and/or property of the client and/or third parties, insofar as they are caused by fault of Shiny-Skin or by those who have been employed by it to perform its assigned work.
16-3 Shiny-Skin will in principle not be obliged to compensate trading and/or consequential loss suffered by a client, depending on the nature of the debt.
16-4 Shiny-Skin is not liable for damage resulting from improper use, such as non-compliance with cleaning or maintenance instructions, and suchlike, as well as use of the goods for purposes for which they are not intended, etc. or for the manner in which goods are used that cannot reasonably be expected.
Article 17 Force majeure.
17-1 Extraordinary circumstances, such as storm damage and other natural disasters, obstruction by third parties, hindrance in transport in general, total or partial strikes, riot, war or danger of war both here and in the country of origin of the (basic) goods, exclusions, loss or damage of goods during transport to Shiny-Skin or the client, non-delivery or late delivery of goods by Shiny-Skin, export and import bans, total or partial mobilisation, restrictive measures of any government, fire, breakdowns and accidents in the company or in the means of transportation of Shiny-Skin, or in the means of transport of third parties, the imposition of duties or other government measures, which entail a change in the actual circumstances, causing a force majeure for Shiny-Skin, releasing it from its obligation to deliver or execute work, without the client having any right to claim compensation of any kind whatsoever.
17-2 Shiny-Skin is entitled in this or similar cases, entirely at its discretion to cancel or postpone the purchase agreement or agreement to execute work, or to change it, until the extraordinary circumstances have ceased to exist.
Article 18 Retention of title.
18-1 As long as Shiny-Skin has not received full payment in respect of an agreement of the parties with regard to the execution of work or of the purchase/sale, the goods delivered remain the property of Shiny-Skin.
18-2 Shiny-Skin has the right to reclaim and take possession of these goods, if the negligent client does not fulfill their obligations, if they go into liquidation, request or have received a suspension of payment, or are declared bankrupt or goods are seized.
18-3 All actions of disposal with regard to the sold and delivered goods are prohibited by the client, as long as they have not fulfilled their payment obligations.
Article 19 Claims.
19-1 Quality requirements or quality standards of goods to be delivered by Shiny-Skin must be expressly agreed. Minor deviations in quality, quantity, width, colour, finish, size, termination, normal wear and tear, improper use, improper application of maintenance or cleaning instructions, etc., are no valid grounds for complaints.
19-2 The client is obliged immediately after the delivery/completion of the goods to inspect these thoroughly for defects and, if discovered, immediately notify Shiny-Skin in writing. If the client does not notify Shiny-Skin of defects within 8 days after the day of delivery, which could be have been noticed during thorough investigation, the client is deemed to agree with the condition in which the purchased goods were delivered and all rights to claim will lapse.
19-3 Shiny-Skin must be able to check submitted damage claims. By agreement, a written statement will be drawn up that must be signed by both parties.
19-4 If the damage claim is correct in Shiny-Skin's opinion, Shiny-Skin will either pay fair compensation up to the invoice value of the goods delivered, or replace the delivered goods free of charge after returning them in their original condition.
Article 20 Cancellation.
20-1 If the client cancels the order and/or refuses to accept the goods, they are obliged to take over the purchased materials and raw materials already purchased by Shiny-Skin, whether or not processed at the cost price, including wages and social security charges. The client will also owe Shiny-Skin 1/3 of the agreed price as compensation. The client is further obliged to indemnify Shiny-Skin against claims from third parties as a result of the cancellation of the order and/or refusal of the goods.
20-2 Without prejudice to the provisions in paragraph 1 of this article, Shiny-Skin reserves all rights to claim full compliance with the agreement and/or full compensation.
Article 21 Breach of contract and dissolution.
21-1 If the client commits a breach of contract in any way, they will only be in default for this without any notice of default being required.
21-2 Without prejudice to the provisions of the Dutch Civil Code, Shiny-Skin will have the right to suspend the concluded agreement in the event of breach of contract or to declare it dissolved in whole or in part, without judicial intervention, at its discretion.
21-3 Shiny-Skin also has the rights mentioned in paragraph 2 of this article, if the client is declared bankrupt or if their bankruptcy is requested, if they have applied for or have received a suspension of payment, their immovable property has been confiscated, their company has entered into liquidation or has been or will be taken over by a third party or third parties, or if they intend to leave the Netherlands. In all these cases, all claims that Shiny-Skin has on the client will be immediately due and payable.
Article 22 Payment.
22-1 Payment must be made in cash after submission of the invoice, unless otherwise agreed in writing.
22-2 If payment of the amount due is not received within the set period, Shiny-Skin is entitled to charge an interest to the client of 1.25% per month, calculated from the day the invoices are sent.
22-3 Shiny-Skin is also entitled, in addition to the principal sum and interest, to claim from the client all costs, both judicial and extrajudicial, caused by the non-payment, including the costs of lawyer, attorney, agent, bailiff and collection agency.
22-4 The extrajudicial costs amount to 15% of the principal sum plus interest, with a minimum of EUR 75.00. In addition, extrajudicial costs are increased with all costs for legal advice and assistance. From the mere fact that Shiny-Skin has secured the assistance of a third party, it is obvious that the other party shall be liable for extrajudicial costs.
Article 23 Applicable law.
All agreements and/or actions taken by Shiny-Skin are governed exclusively by Dutch law; these agreements and/or actions are deemed to have been concluded or performed in the Netherlands.
Article 24 Disputes.
All disputes ensuing from the agreements concluded between the parties, including the mere collection of the amount owed, will be brought before the Civil Court of Shiny-Skin's place of business, if it so desires, to the extent that the Civil Court is legally authorised to do so.