General Terms and Conditions - Business

(English translation of version of January 2023, Dutch version registered at the Chamber of Commerce)

Print General Terms and Conditions

Index:
Article 1 - Definitions
Article 2 - Identity of the Entrepreneur
Article 3 - Applicability
Article 4 - The offer
Article 5 - The agreement
Article 6 - The price
Article 7 - Cancellation
Article 8 - Compliance with agreement and guarantee
Article 9 - Delivery and implementation
Article 10 - Payment
Article 11 - Retention of title
Article 12 - Liability
Article 13 - Non-attributable shortcoming (force majeure)
Article 14 - Intellectual Property Rights
Article 15 - Complaints
Article 16 - Disputes

Article 1 - Definitions

The following definitions apply in these Terms and Conditions:

1. Day: calendar day;
2. Digital content: data that is produced and delivered in digital form;
3. Duration agreement: an agreement that extends to the regular delivery of goods, services and / or digital content during a certain period;
4. Sustainable data carrier: any tool - including e-mail - that enables the Customer or Entrepreneur to store information that is addressed to him personally in a way that future consultation or use during a period that is geared to the purpose for which the information is intended and which allows unaltered reproduction of the stored information;
5. Customer: the natural or legal person who acts in the exercise of his profession or business;
6. Entrepreneur: the natural or legal person who offers products, (access to) digital content and / or services to Customers, being Solits B.V.;
7. Distance agreement: an agreement concluded between the Entrepreneur and the Customer within the framework of an organized system for distance selling of products, digital content and / or services, whereby up to and including the conclusion of the agreement exclusively or partly use is made of one or more techniques for distance communication;
8. In writing: In these Terms and Conditions, "written" also means communication by e-mail, provided that the identity of the sender and the integrity of the e-mail are sufficiently established;
9. Technology for distance communication: means that can be used for concluding an agreement, without the Client and Entrepreneur having to come together in the same room at the same time;
10. Terms and Conditions: The general conditions for business Customers of Entrepreneur contained in this document; and
11. Website: The webshops of the Entrepreneur on which products and services are offered that can be purchased by Customers and that are available via www.plinths.co.uk, www.sokkel.nl, www.solits.eu, www.sokkel.be, www.socles.fr, www.socles.ch, www.socles.be, www.sockelundsaeulen.de, www.sockelundsaeulen.ch, www.sockelundsaeulen.at, www.podierogmontrer.dk, www.podierochmontrar.se, www.peanasypedestales.es, www.pidestallerogmontre.no.

Article 2 - Identity of the Entrepreneur

Name Entrepreneur: Solits, Acting under the name / names: Solits B.V.
Location address:
Linnewever 5
2292 JG Wateringen
The Netherlands
Telephone number: 00 31 (0)174 88 16 88  / 00 44 (0)20 7267 2421
Telephone accessibility: From Monday to Friday from 9 a.m. to 17.00 p.m.

E-mail address: info@plinths.co.uk
Websites: www.plinths.co.uk , www.sokkel.nl, www.solits.eu, www.sokkel.be, www.socles.fr, www.socles.ch, www.socles.be, www.sockelundsaeulen.de, www.sockelundsaeulen.ch, www.sockelundsaeulen.at, www.podierogmontrer.dk, www.podierochmontrar.se, www.peanasypedestales.es, www.pidestallerogmontre.no.

Chamber of Commerce number: 76690865
VAT ID no.: NL8607.51.600.B.01

Article 3 - Applicability

1. These Terms and Conditions apply to every offer from the Entrepreneur and to every Distance agreement concluded between the Entrepreneur and the Client.
2. If the Client includes provisions or conditions that deviate from, or do not appear in, the Terms and Conditions in its order, confirmation or communication, then these are only binding on the Entrepreneur if and insofar as the Entrepreneur has explicitly accepted them in writing.
3. Before the Distance agreement is concluded, the text of these Terms and Conditions is made available to the Customer. If this is not reasonably possible, the Entrepreneur will indicate before the Distance agreement is concluded, how the Conditions can be viewed by the Entrepreneur and that they will be sent free of charge as soon as possible at the request of the Customer.
4. If the Distance agreement is concluded electronically, contrary to the previous paragraph and before the Distance Agreement is concluded, the text of these Terms and Conditions may be made available to the Customer electronically in such a way that it is provided by the Customer and can be stored in a simple way on a Sustainable data carrier. If this is not reasonably possible, before the Distance agreement is concluded, it will be indicated where the Conditions can be read electronically and that they will be sent free of charge electronically or otherwise at the request of the Customer.
5. In the event that specific product or service conditions apply in addition to these Terms and Conditions, the third and fourth paragraphs apply mutatis mutandis and in the event of conflicting terms and conditions, the Customer may always invoke the applicable provision that is most favorable to him.
6. If a provision in these Terms and Conditions proves to be void, this does not affect the validity of the entire Terms and Conditions. The parties will in that case replace (a) new provision (s), which will give shape to the intention of the original provision as much as legally possible.

Article 4 - The offer

1. If an offer has a limited duration or is subject to conditions, this will be explicitly stated in the offer.
2. The offer contains a complete and accurate description of the products, digital content and / or services offered. The description is sufficiently detailed to allow a proper assessment of the offer by the Customer. If the Entrepreneur uses images, these are a true representation of the products, services and / or digital content offered.
3. The content of the Website and the offer have been compiled with the greatest care. Entrepreneur cannot, however, guarantee that all information on the Website is correct and complete at all times. All prices, the offer and other information on the Website and in other materials originating from the Entrepreneur are therefore subject to obvious programming and typing errors.
4. Images, drawings, price lists and the like provided by Entrepreneur remain the property of Entrepreneur and may not be copied or disclosed to third parties without their prior written permission.

Article 5 - The agreement

1. The agreement is concluded at the moment of acceptance by the Customer of the offer and the fulfillment of the corresponding (payment) obligations.
2. If the Client has accepted the offer electronically, the Entrepreneur will immediately confirm receipt of the acceptance of the offer electronically. As long as the receipt of this acceptance has not been confirmed by the Entrepreneur, the Client can terminate the agreement.
3. If an offer is accepted by the Customer, the Entrepreneur has the right to revoke the offer within 3 working days of receiving the acceptance. The Entrepreneur immediately informs the Client of such a cancellation.
4. If the agreement is concluded electronically, the Entrepreneur will take appropriate technical and organizational measures to secure the electronic transfer of data and he will ensure a secure web environment. If the Client can pay electronically, the Entrepreneur will take appropriate security measures.
5. If it appears that the customer provided incorrect information when accepting or otherwise entering into the agreement, the Entrepreneur has the right to fulfill his obligation only after the correct information has been received.
6. If, after 3  working days after placing the order, the Client wishes its data to be adjusted, such as the VAT number or the name, the Entrepreneur will charge € 25 excluding VAT for this.
7. For work for which, due to its nature and scope, no quotes or order confirmation is sent, the invoice is also considered to be the agreement between the parties, which is also deemed to accurately and completely reflect the agreement.
8. Changes and / or additions to the agreement can only be agreed in writing.
9. The Entrepreneur is entitled, upon or after entering into an agreement, before (further) performance, to demand security from the Customer that both payment and other obligations will be met.
10. The Entrepreneur can inform himself within the available legal frameworks of whether the Customer can meet his payment obligations, as well as of all those facts and factors that are important for a sound conclusion of the Distance agreement. If the Entrepreneur on the basis of this investigation has good reasons not to enter into the agreement, he is entitled to refuse an order or request or to attach special conditions to the implementation. The Entrepreneur who refuses the application on the basis of the investigation or sets special conditions thereto, shall inform the Client of this as soon as possible but no later than within 3 Days after the conclusion of the agreement, stating reasons.

Article 6 - The price

1. All prices stated on the Website and in other materials originating from the Entrepreneur are exclusive of VAT (unless stated otherwise) and unless stated otherwise on the Website, excluding other taxes imposed by any government.
2. Contrary to the previous paragraph, the Entrepreneur can offer products or services with variable prices that are subject to fluctuations in the financial market and over which the Entrepreneur has no influence. In this case, the link to fluctuations and the fact that any stated prices are target prices will be stated in the offer.
3. Entrepreneur has the right to change the agreed prices from two weeks after the conclusion of the agreement. The Client who does not agree with the change has the right to cancel the agreement without any costs for this being charged to him by the Entrepreneur.
4. For goods that the Client wants to be sent, the Entrepreneur uses a minimum order amount of € 50 excluding VAT and excluding shipping costs.
5. Any additional costs, such as delivery costs and payment costs, are stated on the Website and in any case shown in the ordering process.

Article 7 - Cancellation

If the Customer cancels the agreement, the following cancellation costs will be charged:
€ 25 excluding VAT administration costs and:

If the Customer cancels an order for more than 48 hours after the conclusion of the agreement, the products are included in the basic assortment on the Entrepreneur's Website and have not been shipped yet, the cancellation costs amount to 20% of the agreed price. If the products have been shipped, the cancellation is not possible anymore.

If the Customer cancels an order whereby the ordered products are tailor-made for the Customer, the cancellation is only possible if the production has not started yet.

Article 8 - Compliance with agreement and guarantee

1. Entrepreneur guarantees that the products, services and digital content comply with the agreement, the specifications stated in the offer, the reasonable requirements of reliability and / or usability and the legal provisions existing on the date of the conclusion of the agreement provisions and / or government regulations.
2. If the delivered product, service or digital content does not comply with the agreement (defective or defective delivery), then the Client must inform the Entrepreneur of this within 3 working days after he could reasonably have discovered this. If the Client does not do this, he can no longer claim any form of repair, replacement, compensation and / or refund in respect of this defect.
3. If the Entrepreneur considers a complaint to be justified, the relevant products will be repaired, replaced or (partially) reimbursed after consultation with the Customer. Entrepreneur can thereby refer Customer to a manufacturer or supplier.
4. Entrepreneur only guarantees what has been delivered if any defect is the direct result of material and construction defects and such defect has been notified to Entrepreneur in writing within six months of the invoice date.
5. If the Customer wants to return the product, based on the provisions of this article, the Customer can return the products. If repayment of amounts already paid in advance is made, the Entrepreneur will refund these amounts within 30 days of receiving the products. Return shipments from Customer to Entrepreneur are for the account and risk of Customer.
6. It is possible that manufacturers and / or suppliers offer their own guarantees. These guarantees are not offered by the Entrepreneur. If the Entrepreneur chooses this, he can mediate in invoking these guarantees by the Customer.

Article 9 - Delivery and implementation

1. As soon as the order has been received by the Entrepreneur (see article 5), the Entrepreneur will send the products as soon as possible, with due observance of the provisions of paragraph 3 of this article.
2. Entrepreneur is entitled to engage third parties to perform the obligations arising from the agreement.
3. The delivery period per product is a specific period, which is clearly displayed on the Website or at the conclusion of the agreement. The choice of carrier will be made by Entrepreneur.
4. Products heavier than 25 kg or of sensitive material such as (plexi) glass are sent on a pallet. The pallet is delivered in front of the door and will have to be transported inside by the Customer itself, whereby packaging materials must be removed by the Customer.
5. Delivery times are always approximate and are not strict deadlines. If the Entrepreneur is unable to deliver the products within the agreed period, he shall inform the Client thereof with a statement of the expected new delivery period. If the Entrepreneur also exceeds that delivery period, the Client is only entitled to claim compensation that is at most equal to the invoice value excluding VAT of the goods ordered if the late or non-delivery is due to intent or gross negligence of the Entrepreneur. Immediately after his notification of late or non-delivery, the Customer informs the Entrepreneur whether he still wants to fulfill the agreement or wishes to dissolve it.
6. Unless explicitly agreed otherwise, the risk of the products to be delivered will pass to the Customer as soon as they have been delivered to the specified delivery address. If the Customer decides to collect the products, the risk passes when the products are transferred.
7. If the Customer or the third party designated by him at the agreed delivery time is not present at the delivery address to receive the products, the Entrepreneur is entitled to return the products. At additional costs, the Entrepreneur will offer the products to the Customer again at a different time and / or another Day to be determined in consultation with the Customer. If delivery proves impossible, the payment obligation will not be canceled and any additional costs, including for the return shipment, will be charged to the Customer. Costs incurred by the Entrepreneur due to delay caused by the Customer are charged to the Customer.
8. If the ordered item is no longer available, the Entrepreneur will endeavor to offer the Client a similar product of similar quality. Customer is then entitled to terminate the agreement free of charge.

Article 10 - Payment

1. The Client must make payments to the Entrepreneur in accordance with the payment methods specified in the order procedure and possibly on the Website. Entrepreneur is free in the choice of offering payment methods and these may also change from time to time.
2. Unless agreed otherwise, the following down payment obligation applies:
   - the customer must pay the full order amount before the agreed lead time starts.
3. If it has been agreed to pay on credit account, payment must be made within 30 days after the invoice date, unless agreed otherwise.
4. If the Customer does not meet his payment obligation (s) in time, he is immediately in default by operation of law without a notice of default being required. The Entrepreneur has the right to increase the amount due with the statutory interest and the Entrepreneur is entitled to charge the Client for extrajudicial collection costs and any procedural costs incurred by him.

Article 11 - Retention of title

1. As long as the Customer has not made a full payment for the entire agreed amount, all delivered goods remain the property of the Entrepreneur.
2. The Client is obliged to store the goods that have been delivered under retention of title with due care and as recognizable property of the Entrepreneur.

Article 12 - Liability

1. Subject to intent or gross negligence, the Entrepreneur's total liability towards the Client for attributable failure to perform the agreement is limited to reimbursement of at maximum the price stipulated for that agreement (including VAT). If there is a Duration agreement, the said liability is limited to reimbursement of the amount that the Customer owed to the Entrepreneur in the 3 months prior to the damage-causing fact.
2. Liability of the Entrepreneur vis-à-vis the Client for indirect damage, including in any case - but explicitly not exclusively - consequential damage, lost profit, lost savings, loss of data and damage due to business interruption, is excluded.
3. The previous paragraphs do not apply to damage suffered by the Customer in the resale by the Customer of the products purchased from the Entrepreneur to consumers, as a result of the latter exercising its rights against the Customer due to a shortcoming in those products.
4. Insofar as compliance is not already permanently impossible, the liability of the Entrepreneur towards the Client arises due to imputable failure in the performance of an agreement only after the Client has immediately and properly notified the Entrepreneur in writing, thereby stipulating a reasonable period for the purification of the shortcoming, and the Entrepreneur continues to fall short in the fulfillment of its obligations even after the expiry of that period. The notice of default must contain as detailed a description as possible of the shortcoming, so that the Entrepreneur is able to respond adequately.
5. The condition for the existence of any right to compensation is always that the Customer reports the damage to the Entrepreneur in writing as soon as possible, but no later than within 14 Days.
6. In the event of force majeure, the Entrepreneur is not obliged to compensate for any damage caused thereby to the Customer.
7. Technical advice and information about the processing and application possibilities of products are provided to the Customer by the Entrepreneur to the best of its knowledge and efforts, as well as to the state of the art, without obligation of results and without any liability on the part of the Entrepreneur. The Entrepreneur is never liable for the material specifications made by him.

Article 13 - Non-attributable shortcoming (force majeure)

1. Force majeure exists if the performance of the agreement is prevented in whole or in part, temporarily or otherwise, by circumstances beyond the control of the parties and / or by circumstances on the part of the Entrepreneur such as strikes, personnel problems, transport problems, weather conditions including non-performance by suppliers from whom the Entrepreneur purchases something.
2. In case of a force majeure event, the obligations of the parties are suspended. If the force majeure event lasts longer than three months, each of the two parties to the agreement will be entitled to dissolve the agreement by giving a written statement to the other party for the part of it that has not yet been carried out, without being obliged to pay any other compensation.
3. If, upon commencement of the force majeure event, the Entrepreneur has already partially fulfilled its obligations, or can only partially meet its obligations, it is entitled to invoice the executed or executable part separately and the client is obliged to pay this invoice as if it concerned a separate agreement.

Article 14 - Intellectual Property Rights

1. If the assignment entails that a work is delivered in the meaning of the Copyright Act 1912 (Auteurswet 1912) or the Uniform Benelux Act on Drawings and Models (Beneluxwet inzate tekeningen of modellen), the copyright, drawing and / or design rights will remain with the Entrepreneur.
2. The Client is expressly prohibited from reproducing or publishing works supplied by the Entrepreneur in a manner that is incompatible with the scope of the agreement. Neither is the Client permitted to establish a patent for the benefit of a business supplied by the Entrepreneur, to deposit it as a drawing, model or as (part of) a logo.

Article 15 - Complaints

1. Entrepreneur has a sufficiently documented complaints procedure and deals with complaints under this procedure.
2. Complaints about the implementation of the agreement must be submitted fully and clearly described to the Entrepreneur within three working days after the Customer has discovered the defects.
3. Complaints submitted to the Entrepreneur will be answered within a period of 14 Days from the date of receipt. If a complaint requires a foreseeable longer processing time, the Entrepreneur will respond within the period of 14 Days with a message of receipt and an indication when the Customer can expect a more detailed answer.

Article 16 - Disputes

1. Dutch law applies exclusively to agreements between the Entrepreneur and the Customer to which these Terms and Conditions apply.
2. These Terms and Conditions are governed by Dutch law.
3. These Terms and Conditions are translated into several languages to enable all Customers to easily read and understand these Terms and Conditions. In case of inconsistencies between the Dutch version of these Terms and Conditions and any translation thereof, the Dutch version will always prevail.
4. Should disputes arise as a result of the agreement that cannot be settled amicably, these will be submitted to the competent court of the district where the Entrepreneur is established. Entrepreneur and Customer can agree to settle their disputes by means of binding advice or arbitration.