Article 1. Applicability
All offers, orders and agreements of Possen shall, to the exclusion of any other general terms and conditions, be subject to these General Terms and Conditions of Sale (hereinafter referred to as 'Conditions'), which have been filed with the Chamber of Commerce in Maastricht.
Acceptance of an offer or placement of an order shall mean that you consent to the applicability of these Conditions.
The stipulations of these Conditions can only be departed from subject to Possen written notification or approval, in which event the other stipulations shall remain fully in force.
All rights and claims as stipulated in these Conditions and in any other agreements in favor of Possen shall likewise be stipulated in favor of intermediaries and other third parties sub-contracted by Possen.
These Conditions take into consideration the legal rights of consumers arising from the law (or sales agreement).
Article 2. Offers / agreements
All Possen offers are without obligation and shall apply for as long as stocks last. Possen expressly reserves the right to modify prices, in particular when this is necessary on account of (legal) regulations or when prompted by the actions of Possen suppliers.
There shall be no agreement until such time as Possen has accepted your order and confirmed such acceptance. Possen has the right to refuse orders or to make the supply subject to certain conditions, unless expressly stipulated otherwise. If an order is not accepted, Possen shall notify this within ten (10) days of receipt of the order.
Article 3. Prices and payments
The prices of products and services offered are stated in Euros, including VAT but excluding handling and forwarding charges, and any taxes or other levies, unless stated otherwise or agreed in writing.
If payment is other than in cash, by debit card or credit card, it should be made without discount or compensation within fourteen (14) days of the invoice date with reference to supplies within the Netherlands, and within twenty-one (21) days of the invoice date with reference to supplies outside the Netherlands, unless agreed otherwise in writing.
Possen provides the following payment options for purchases or orders. You can pay for your order by credit card, by giro acceptance form, bank transfer or cash on delivery. On-line orders can only be paid for by credit card.
Unless otherwise agreed with you, we impose a limit of € 2000,- for your first on-line Possen order. In the case of tailor-made orders, you are required to pay approximately 50% of the invoice value immediately upon placing the order. The remaining balance is to be paid when the order is supplied.
If you wish to place an on-line order, which exceeds one of these limits, we would ask that you kindly contact the Possen customer service first.
Possen reserves the right at all times to investigate the creditworthiness of customers paying by means of a credit card, for which investigation you hereby expressly grant your prior permission.
In the event that you exceed the terms of payment, you will be in default as from the day payment should have been made, and as from this date you will owe overdue interest at 1% per month or part of a month on the amount outstanding. If payment is made following dunning by Possen you will owe an amount of € 50 by way of administrative expenses. In the case of bank or giro payment, the date of payment shall be the date on which Possen’s bank or giro account, as the case may be, is credited.
In the event that Possen contracts an agency to collect its receivable, you will also owe the collection fees, which shall amount to at least fifteen per cent (15%) of the amount outstanding, without prejudice to the right of Possen to claim the extra-judicial collection costs actually incurred instead.
If you default on any payment, Possen shall have the right either to dissolve or suspend (performance of) the agreement in question and the related agreements.
Should the prices for the products and services offered rise between the time they were ordered and the time the order is executed, you are entitled to cancel the order or dissolve the agreement within ten (10) days of Possen notifying you of the price rise.
Article 4. Delivery
The terms of delivery stated by Possen are merely indicative. If any term of delivery is exceeded it will not entitle you to any damages, nor will it entitle you to cancel your order or dissolve the agreement, unless the term of delivery has been exceeded to such an extent that you cannot in all fairness be expected to abide by the agreement. In that event you are entitled to cancel the order or dissolve the agreement in so far as necessary. To the extent that a term of delivery is (in danger of) being exceeded, Possen will do all in its power, taking the principle of reasonableness into account, to comply with the term in question.
The time and place of delivery of the products shall be the time and place at which they are ready to be supplied or forwarded to you.
Article 5. Retention of title
Title to the products shall not pass until such time as you have paid all that which you owe Possen under any agreement. The risk concerning the products shall pass to you as soon as they have been delivered to you.
Article 6. Intellectual and industrial property rights
You are required fully and unconditionally to respect all the intellectual and industrial property rights vested in Possen in respect of the products it supplies.
Possen does not guarantee that the products supplied to you are not in breach of any (unwritten) intellectual or industrial property right vested in third parties.
Article 7. Complaints and liability
You are required upon delivery to examine whether the products are in accordance with what has been agreed as regards fabric, model, lining and pattern. Should this not be the case, you should notify Possen in writing without delay and state the underlying reasons, in any case within ten (10) days of delivery, and in any event when the matter became apparent, taking the principle of reasonableness into consideration.
Only when evidence is produced that the products are not in accordance with what has been agreed as regards fitting and quality, shall Possen have the option, after the products concerned have been returned, to replace them by new ones, or to refund the invoice value thereof.
Article 8. Orders / Communication
Save for and in as much as there may have been gross negligence or intention on the part of Possen, Possen shall not be liable for any order details being misunderstood, mutilated, delayed or not properly transmitted as a result of using the Internet or any other means of communication between you and Possen, or between Possen and third parties to the extent that this has a bearing on the relationship between you and Possen.
Article 9. Personal particulars
Possen will incorporate the information you furnish in a database. This information will be used for the execution of your order and in this connection be made available to third parties. Unless you have indicated not to set store by this, your information will be included in a central Possen database and be made available to Possen group entities and used to match our products and services to your interests and advise you thereof. Your information will be processed in accordance with applicable legislation and regulations.
Article 10. Force majeure
Without prejudice to the other rights accruing to Possen, it shall have the right in the event of force majeure, at its discretion, to suspend execution of your order or dissolve the agreement without any court intervention, by notifying you thereof in writing without any obligation on the part of Possen to pay any damages unless, judged on the basis of generally accepted standards of reasonableness and fairness, this were to be unacceptable in the given circumstances.
Force majeure shall be understood to mean any and all shortcomings which cannot be attributed to Possen because it cannot be blamed for them, or because it cannot be held accountable for them in pursuance of any law, juristic act or generally accepted principles (being circumstances beyond the span of control of Possen, such as, but not limited to, strikes at Possen’s suppliers, or logistic constraints imposed upon the courier services contracted by Possen.
Article 11. Miscellaneous
Whenever you notify Possen in writing of an address, Possen shall be entitled to send all orders to this address, unless you have notified Possen in writing of another address to which your orders should be sent and Possen has confirmed this to you.
Whenever Possen, whether tacitly or otherwise, has allowed these Conditions to be departed from for shorter or longer periods, such departure shall be without prejudice to its right to demand that these Conditions be immediately and strictly adhered to. You cannot at any time claim any right on the grounds that Possen has applied these Conditions leniently.
In the event of one or more of the stipulations in these Conditions, or in any other agreement with Possen, being contrary to any applicable legal provision, the stipulation concerned shall be cancelled and replaced at the discretion of Possen by a new, comparable stipulation, which is permissible under the law.
Possen shall have the right to engage third parties for the execution of your order(s). Possen does not accept any liability whatsoever in respect of the products or services supplied to you by the aforesaid third parties.
Article 12. Applicable law and competent court
All the rights, obligations, offers, orders and agreements, to which these Conditions apply, as well as the Conditions themselves, shall be governed exclusively by Dutch law. All disputes between the parties shall be submitted exclusively to the competent court in the Netherlands.
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