Terms and conditions

Article 1 - Definitions

Teacultures Ltd, located in Haarlem, The Netherlands, Chamber of Commerce number 54282012, is referred to as the seller in these terms and conditions.
The other party to the seller is referred to as the buyer in these terms and conditions.
Parties are both the seller and the buyer together.
The agreement refers to the service agreement between the parties.
Personal data; the information with which you can be identified as a person.

Article 2 - Applicability of the terms and conditions

These conditions are applicable on all quotations, offers, work, agreements and deliveries of services or goods by or on behalf of the seller.
Deviation from these conditions is only possible if the parties have agreed explicitly and in writing.
The agreement contains obligations of best efforts of the seller, not result obligations.

Article 3 - Payment

The full purchase price is always paid immediately in the store. With reservations, a deposit is expected in some cases. In that case, the buyer will receive proof of the reservation and the advance payment.
If the buyer does not pay on time, he is in default. If the buyer remains in default, the seller is entitled to suspend the obligations until the buyer has fulfilled his payment obligation.
If the buyer fails to do so, the seller will proceed to collect. The costs related to that collection are for the account of the buyer. These collection costs are calculated on the basis of the Reimbursement for Extrajudicial Collection Costs Decree, is referred to in section 6:96 of the Dutch Civil Code.
In the event of liquidation, bankruptcy, seizure or suspension of payment of the buyer, the seller's claims against the buyer are immediately claimable.
If the buyer refuses his cooperation in the execution of the order by the seller, he is still obliged to pay the agreed price to the seller.
Orders payed via creditcard will be debited within 2 days.

Article 4 - Offers, quotations and price

Offers are free of obligation, unless a period of acceptance is stated in the offer. If the offer is not accepted within that stated period, the offer will expire.
Delivery times in quotations are indicative and do not give the buyer the right to dissolution or compensation if they are exceeded, except if the parties have expressly agreed otherwise in writing.
Offers and quotations are not automatically applicable to backorders. Parties must agree explicitly and in writing.
The price stated on offers, quotations and invoices consists of the purchase price including VAT and any other government levies.

Article 5 - Right of withdrawal

The buyer is entitled to dissolve the agreement within 14 days after receiving the order without giving reasons (right of withdrawal). The period starts from the moment that the (entire) order is received by the buyer.
There is no right of withdrawal if the products are tailor-made according to its specifications or have a short shelf life.
The buyer can use a seller's withdrawal form. The seller is obliged to make this available to the buyer immediately after the buyer's request.
During the cooling-off period, the buyer will handle the product and the packaging with care. He will only unpack or use the product to the extent necessary to assess whether he wishes to keep the product. If he exercises his right of withdrawal, he will return the unused and undamaged product with all supplied accessories and - if reasonably possible - in the original shipping packaging to the seller, in accordance with the reasonable and clear instructions provided by the entrepreneur.

Article 6 - Modification of the agreement

If during the execution of the agreement it appears that for a proper execution of the assignment it is necessary to change or supplement the work to be performed, the parties will adjust the agreement accordingly in a timely manner and in mutual consultation.
In case the parties agree that the agreement needs to be modified or amplified, the time of completion can and may be affected. The seller will inform the buyer of this as soon as possible.
In case a modification or amplification on the agreement has financial and/or qualitative consequences, the service provider will inform the client as soon as possible about this matter in writing.
If the parties have agreed on a fixed price, the seller will indicate to what extent the change or supplement to the agreement will result in this price being exceeded.
Contrary to the provisions of the third paragraph of this article, the seller cannot charge additional costs if the change or supplement is the result of circumstances that can be attributed to him.

Article 7 - Delivery and transfer of risk

As soon as the purchased item has been received by the buyer, the risk passes from seller to buyer.

Article 8 - Research, complaints

The buyer is obliged to inspect the goods delivered at the time of delivery, but in any case within the shortest possible time. In addition, the buyer should investigate whether the quality and quantity of the delivered goods correspond to what the parties have agreed, at least that quality and quantity meet the requirements that apply in normal (trade) traffic.
Complaints with regard to damage, shortages or loss of delivered goods must be submitted to the seller in writing by the buyer within 10 working days after the day of delivery of the goods.
If the complaint is found to be well-founded within the stipulated period, the seller has the right to either repair, re-deliver, or refrain from delivery and send the buyer a credit note for that part of the purchase price.
Slight and/or customary deviations in the industry and differences in quality, number, size or finish cannot be invoked against the seller.
Complaints regarding a certain product have no influence on other products or parts belonging to the same agreement.
No complaints will be accepted after the buyer has processed the goods.

Article 9 - Samples and models

If a sample or model has been shown or provided to the buyer, then it is presumed to have been provided only as an indication, without the goods to be delivered having to conform to that. This is different if the parties have expressly agreed that the item to be delivered will correspond to this.
In the case of agreements concerning immovable property, indication of the surface area or other dimensions and indications is also presumed to be intended merely as an indication, without the item to be delivered having to meet that.

Article 10 - Delivery

Delivery takes place “factory/store/warehouse". This means that all costs are for buyer.
The buyer is obliged to take delivery of the goods at the moment that the seller delivers them or has them delivered to him, or at the time when these goods are made available to him according to the agreement.
If the buyer refuses to take delivery or is negligent in providing information or instructions that are necessary for the delivery, the seller is entitled to store the item for the account and risk of the buyer.
If the goods are delivered, the seller is entitled to charge any delivery costs.
If the seller needs information from the buyer for the implementation of the agreement, the delivery time starts after the buyer has made this information available to the seller.
A delivery period specified by the seller is indicative. This is never a deadline. If the period is exceeded, the buyer must give the seller written notice of default.
The seller is entitled to deliver the goods in parts, unless the parties have agreed otherwise in writing or if partial delivery does not accrue independent value. Upon delivery in parts, the seller is entitled to invoice these parts separately.
The seller strives for 24-hour delivery if stock and physically present products allow this, but is not obliged to handle this and may deviate from the aim in consultation with the customer.

Article 11 - Force majeure

If the seller is unable to meet his obligations under the agreement due to force majeure, or not in time or properly, he is not liable for damage suffered by the buyer.
Force majeure means in any case any circumstance that the seller could not take into account at the time the agreement was entered into and as a result of which the normal performance of the agreement cannot reasonably be required by the buyer, such as illness, war or danger of war, civil war and riot, molestation, sabotage, terrorism, energy disruption, flood, earthquake, fire, company occupation, strikes, exclusion of workers, changed government measures, transport difficulties, and other disruptions in the seller's company.
The parties also understand by force majeure that suppliers who are dependent on the seller for the performance of the agreement do not comply with the contractual obligations towards the seller, unless the seller can be blamed for this.
If a situation as referred to above occurs as a result of which the seller cannot fulfill his obligations towards the buyer, then those obligations will be suspended as long as the seller cannot meet his obligations. If the situation referred to in the previous sentence has lasted 30 calendar days, the parties have the right to dissolve the agreement in whole or in part in writing.
In the event that the force majeure continues for more than three months, the buyer has the right to terminate the agreement with immediate effect. Dissolution can only be done by registered letter.

Article 12 - Transfer of rights

Rights of one party to this agreement cannot be transferred without the prior written consent of the other party. This provision applies as a clause with property law effect as referred to in Section 3:83 (2) of the Dutch Civil Code.

Article 13 - Retention of title and right of retention

The goods present at the seller and the goods and parts delivered remain the property of the seller until the buyer has paid the entire agreed price. Until that time, the seller can invoke his retention of title and take back the goods.
If the agreed amounts to be paid in advance are not or not paid on time, the seller has the right to suspend the work until the agreed part is still paid. There is then a default of creditors. A late delivery cannot in that case be invoked against the seller.
The seller is not authorized to pledge the goods falling under his retention of title nor to encumber them in any other way.
The seller undertakes to insure the goods delivered to the buyer under retention of title and to keep them insured against fire, explosion and water damage as well as against theft and to provide the policy for inspection upon first request.
If goods have not yet been delivered, but the agreed advance payment or price has not been paid in accordance with the agreement, the seller has the right of retention. The item will not be delivered until the buyer has paid in full and in accordance with the agreement.
In the event of liquidation, insolvency or suspension of payment of the buyer, the obligations of the buyer are immediately due and payable.

Article 14 - Liability

Any liability for damage arising from or in connection with the implementation of an agreement is always limited to the amount that is paid out in the relevant case by the liability insurance policy/policies concluded. This amount is increased by the amount of the deductible according to the relevant policy.
The seller's liability for damage resulting from intent or deliberate recklessness on the part of the seller or his managerial subordinates is not excluded.

Article 15 - Complaint obligation

The buyer is obliged to immediately report any complaints about the work performed to the seller. The complaint contains a description of the shortcoming that is as detailed as possible, so that the seller is able to respond adequately.
If a complaint is justified, the seller is obliged to repair the goods and possibly replace them.

Article 16 - Guarantees

The seller guarantees that the goods sold comply with the agreement, that they will function without defects and that it is suitable for the use that the buyer intends to use. This guarantee applies for a period of two calendar years after receipt of it sold by buyer.
The purpose of the guarantee is to establish a risk distribution between the seller and the buyer in such a way that the consequences of a breach of a guarantee are always fully for the account and risk of the seller and that the seller can never assume a breach of a guarantee invoke article 6:75 of the Dutch Civil Code. The provisions of the previous sentence also apply if the infringement was known to the buyer or could have been known by conducting investigations.
The aforementioned guarantee does not apply if the defect has arisen as a result of improper or improper use or if - without permission - the buyer or third parties have made changes or tried to make or used the purchased for purposes for which it is not intended.
If the guarantee provided by the seller relates to an item produced by a third party, the guarantee is limited to the guarantee provided by that producer.

Article 17 - Applicable law and competent court

Dutch law applies exclusively to every agreement between the parties.
The Dutch court in the district where Teacultures Ltd. is established/keeps practice/keeps office is exclusively authorized to take cognizance of any disputes between parties, unless the law prescribes otherwise.
The applicability of the Vienna Sales Convention is excluded.
If one or more provisions of these general terms and conditions are considered unreasonably onerous in legal proceedings, the remaining provisions will remain in full force.

Article 18 - Personal data

We may store your data at different times, e.g. when you use our services, when you contact us, in legal proceedings and when calling in the debt collecter. We may process your data as soon as you approve the terms and conditions. Moreover, we need your information to execute the agreement between us. If you choose not to share your information, we, as an office, cannot properly perform our work for you. We will not process your data without your permission, unless we are legally obliged to do so. If you are under the age of 16, we will ask for permission from parents or the legal guardian to carry out our work.

We collect and store this data:

Customers:

Your company data, so that we can adhere to the set requirements needed for the invoices;
Your name, so that we know who you are and for whom we carry out our work;
Your date of birth;
Your address details and your e-mail address;
Your landline telephone number of your mobile telephone number, so that we can reach you in case of a change or for any questions;

Applicants:

Your name, so that we know who you are and for whom we carry out our work;
Your date of birth;
Your address details and your e-mail address;
Your landline telephone number of your mobile telephone number, so that we can reach you in case of a change or for any questions;
Your documents, so that we can determine whether you are suitable in the future;

Security: We do everything in our power to protect your personal data against loss, destruction, use, modification or distribution of your personal data by unauthorized persons. As a result, those who have nothing to do with your data cannot access it. We do this through the following measures:

Security of our network-connections with the help of The Cre8ion.Lab.
Access to the data is limited to the people who need the data.
All employees of Teacultures Ltd. have signed a confidentiality agreement.

We will not keep your personal data any longer than we need it, for the purposes that we described earlier and for which period the Foundation Webshop Quality Mark imposes.
Links: Our website contains links to other websites. We are not responsible for the content or privacy protection of these websites. We therefore recommend that you always read the privacy policy of the relevant website.
Cookies: A cookie is a small text file that is placed on your hard drive via the website when you visit the website. These cookies are used to ensure that different users are distinguished, but also so that your login details are saved. These cookies allow us to optimize your experience on our website. Cookies also ensure that websites work faster, websites can be visited safely and errors on the website can be detected faster.

You can always delete or disable cookies yourself via the browser settings. Cookies are no longer stored when you visit our website.
Your rights: The data that we collect from you are personal. Therefore, you have the following rights:

You can ask us to view your data;
You can ask us to correct, limit or delete your data;
You can ask us for a copy of your information. We can, at your request, also pass this copy on to another party, so that you no longer have to do this yourself;
You can object to the processing of your data;
You can file a complaint with the Dutch Data Protection Authority if you think that we are processing your data unlawfully;
You can always withdraw your permission to process your data. From the moment you withdraw your consent, we may no longer process any data from you.

For other questions or remark regarding our privacy policy, you may contact us via telephone number +31 78 615 86 18 or via this e-mail address: info@teacultures.com.

You can find the new legislation regarding privacy on the government website:

https://www.rijksoverheid.nl/onderwerpen/privacy-en-persoonsgegevens/voldoen-aan-de-avg

Terms and conditions

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