Payment must take place before delivery of the packages and only in cash, by pin card or via a bank or post office. Our prices stated apply when collecting the packages. If the packages are delivered the transport costs will be charged to the customer. For the delivery of the Christmas packages, we must have received payment five working days beforehand.

If an article is sold out early, it will be replaced by an article of the same quality in the same price category. Price alterations and misprints are reserved. The prices on the website are mentioned both exclusive of and inclusive of Dutch VAT.

To arrange delivery, you can contact our sales department by calling tel: +31 (0)79-3165186 or +31 (0)6-54240840

We deliver throughout the whole of the Netherlands and Belgium.

The General Delivery and Payment Terms and Conditions of De Kerstpakkettenhal, registration number 27123685, established and having its office in Zoetermeer, were deposited on 31 January 2005 at the Chamber of Commerce and Industry, Haaglanden. Reproduction rights and author’s rights are reserved.

GENERAL

1. All our offers, agreements and the execution thereof are solely controlled by the conditions in question. Deviations must be explicitly agreed with us in writing.

2. Under the ‘other party’ in these terms and conditions, the following is understood: each (legal) entity, which has concluded or wishes to conclude an agreement with our company respectively and as well as these, their representative(s), attorneys, assignee(s) and heirs.

3. The own terms and conditions employed by the other party remain unimpeded insofar as not in conflict with the terms and conditions in question. In that case, our terms and conditions will always take precedence, even if otherwise the other party’s precedence was stipulated.

OFFERS

1. All offers made by us, in whatever form, are free of obligation, unless otherwise emphatically stated.

2. If an offer is accompanied by estimates, plans, catalogues or other documents, they will remain our property at all times and must be sent back to us by paid postage at the first request. They may not be reproduced or given to third parties to view without our prior permission.

3. The sending of offers and/or (other) documentation does not oblige us to accept an order. We will inform the other party of non-acceptance as soon as possible, but in any case within 8 days.

We reserve the right to refuse orders without stating reasons, or to send them by cash on delivery.

AGREEMENT

1. Except for the provisions below, an agreement with us is only brought about after we have accepted an order in writing and have confirmed it respectively, whereby the date of the confirmation is qualifying. The order confirmation is considered to convey the agreement correctly and completely, unless the other party has immediately objected to it in writing.

2. Any supplementary agreements or alterations made at a later date are only binding for us if they are confirmed by us in writing.

3. For transactions for which no quotation or order confirmation is sent about the nature and size, the invoice is considered to convey the agreement correctly and completely, except for a claim within 10 working days.

4. Every agreement is entered into on our part under the deferring condition that the other party – solely at our discretion – appears to be sufficiently solvent in order to meet the payment of the agreement.

5. Before carrying out a performance or further performance upon or after entering into the agreement, we are entitled to demand security from the other party that both the payment and the other obligations will be met.

6. If we deem it necessary or desirable, we are entitled, after consultation with the other party, to engage third parties for a correct execution of the order granted to us, and, the costs of which will be charged on to the other party in accordance with the price specifications provided.

PRICES

1. Unless otherwise stated, our prices are:

- based on delivery from our company, warehouse or other storage place,

- exclusive of Dutch VAT, import duties, other taxes, levies and duties,

- exclusive of costs for packaging, loading and unloading, transport and insurance,

- stated in European currency; any changes in currency values will be charged on.

2. In the case of an increase in one or more of the cost price factors, we are entitled to increase the order price in accordance with this; one and another subject to any existing legal regulations in this regard, on the understanding that future price increases already known must be stated upon confirming the order.

CANCELLATION

1. If the other party wishes to cancel an agreement after it has been concluded, 10% of the order price (incl. Dutch VAT) will be charged as cancellation costs, without prejudice to our right to a full compensation, including loss of profit.

DELIVERY

1. From the moment of the conclusion of the sales agreement, the sold item is for the risk of the other party. Unless otherwise agreed, the delivery will take place to the home or company of the other party. Franco delivery will only take place if and insofar as has been agreed by us with the other party and is stated on the invoice or otherwise indicated.

2. The moment when the sold item is ready for transport is regarded as the delivery time.

3. Immediately upon delivery, but in any case within 3 working days, the other party is obliged to check the delivered item or the packaging for any deficits and/or damages, or to execute this check after a report from us that the goods are at the disposal of the other party.

4. The other party should state or have stated on the delivery receipt, the invoice and/or the transport documents any deficits and/or damages of the delivered goods and/or the packaging which are present upon delivery; upon default thereof the other party will be considered to have approved of the goods delivered, in which case a claim with respect to that will no longer be dealt with.

5. We are entitled to deliver in part (part deliveries), which we can invoice separately.

6. Statement of the delivery time always takes place as an approximation, unless explicitly agreed otherwise in writing.

7. If the goods have not been collected by the other party after expiry of the delivery term, they will be stored at his disposal, and for his account and risk.

TRANSPORT/RISK

1. If we have not been provided with any other indication by the other party, the method of transport, sending, packaging and similar, will be determined with due care and diligence, unless otherwise agreed; the other party will take on every risk, including the fault/negligence of the transporter.

2. Any specific wishes of the other party in respect of the transport/the sending will only be carried out if the other party has stated that he will bear the extra costs for this.

3. For sustainable packaging materials, we are entitled to charge a compensation, which will be stated on the invoice. If we charge such a compensation, this sum will be refunded upon return of the materials in an undamaged state.

FORCE MAJEUR

‘Force majeure’ is taken to mean the following:

1. Every independent or unforeseeable circumstance outwith the will of the parties, as a result of which observance of the agreement can no longer reasonably be required by the other party.

2. If, in our opinion, the force majeure will be of a temporary nature, we will have the right to suspend the execution of the agreement for the time being until the circumstance causing the force majeure no longer occurs.

3. If the force majeure situation is of an enduring nature in our opinion, then parties can make an arrangement with regard to annulling the agreement and the consequences connected to this.

4. We are entitled to claim payment for activities which were carried out upon the execution of the agreement in question, before the circumstance causing the force majeure was apparent.

5. The party who believes that he is or will be in a situation of force majeure, must immediately inform the other party of this.

INTELLECTUAL PROPERTY

1. All drawings, templates, lithos, designs, sketches, models and suchlike, manufactured by or on our behalf for the execution of the agreement, will remain our inherent property, as well as the right to make use of them.

2. The other party will guarantee us at all times that the use or otherwise of information provided by the other party will not bring us into conflict with legal provisions or protected rights of third parties. The other party will indemnify us completely against all direct and indirect consequences of claims which third parties could make towards us on account of violation of the guarantee mentioned under point 2 of this chapter.

LIABILITY

1. We exclude every liability, insofar as not regulated by the law.

2. Our liability will never exceed the total amount of the order in question.

3. Except for the general applicable legal rules of public order and good faith, we are not bound to any compensation for damage, of whatever nature, directly or indirectly, including company damage to moveable or immovable property, or to persons, both in the case of the other party and third parties.

4. In any case we are not liable for damage, which originated or was caused by the use of the goods delivered or by their unsuitability for the purpose for which the other party purchased them.

By the sole act of taking receipt of the delivered goods by or on behalf of the other party, we are exempted against all possible claims by the other party and/or by third parties for payment of compensation, irrespective of whether the damage originated as a result of the composition and/or manufacturing faults or by any other cause.

CLAIMS

1. Any claims will only be treated by us if they have reached us directly in writing within 3 days after delivery of the goods in question, with an accurate statement of the nature and the grounds of the complaints.

2. Claims with regard to invoices must likewise be submitted in writing and namely within 3 days after the date of invoice.

3. After expiry of this term, the other party will be considered to have approved of the goods delivered and the invoice respectively, in which case we will no longer deal with any claims.

4. If we find the claim to have grounds, we will solely be obliged to supply the performance agreed.

5. Only if and insofar as the claim is found to have grounds, this will suspend the payment obligation of the other party until such time that the complaint has been dealt with.

6. Returning the goods delivered can only take place after our prior written permission, under conditions to be determined by us.

2. GUARANTEE

1. With due regard to the limitations stated hereafter, we provide a 6 month guarantee for the products supplied by us. This guarantee is limited to occurring manufacturing faults and does therefore not include faults which are due to any form of wear and tear or use of the parts in question of the goods supplied.

2. We will not give a guarantee to parts or additions from third parties longer than the guarantee which this third supplier gives us.

3. The guarantee will cease to be valid if inexpert use is made of the goods supplied, by the other party or by third parties engaged by him.

4. The guarantee will likewise cease to be valid if work or alterations are carried out on the goods supplied, by the other party or by third parties engaged by him.

5. If we replace parts in order to comply with our guarantee obligation, then the replaced parts will become our property.

6. If the other party does not meet, only partly meets, or does not meet on time, any obligation resulting from the agreement concluded between the parties, then we are not bound to the guarantee, as long as that situation applies.

RETENTION OF TITLE

1. Goods supplied will remain our property up to the moment of payment by the other party for all the deliveries and work carried out or to be carried out under this agreement, including interest and costs. In the case of moratorium, bankruptcy, deferment of payment, liquidation of the other party, or death if the other party is a natural person, we are entitled to cancel the order completely or partially, without notice of default or legal intervention being required, and to claim back the part of the delivery which is still unpaid.

Cancellation of and taking back the order do not prejudice our right to compensation for loss or damage. In these cases, every claim made by us to the other party will fall due immediately and fully.

2. The goods may be sold on or used by the other party within the framework of the other party’s normal business activities, but may not be given as collateral security or provided as security for a claim by a third party.

3. To ensure correct payment of all our claims, for whatever reason, we will also obtain the right of non-possessory pledge – by virtue of the claim originating – to all those goods in which items supplied by us have been processed, or which they are a part of.

The order signed by the other party and the pursuing written acceptance on our part apply as the private deed as referred to under Dutch law.

PAYMENT

1. Unless otherwise agreed in writing, payment must take place in cash upon delivery or collection without any discount, or by means of a deposit or transfer of the sum to a bank or giro account indicated by us, within 30 days of the date of invoice.

The value date indicated on our bank or giro statements will apply and will therefore be considered as the date of payment.

2. All payments made by the other party will firstly be applied to payment of any interest and debt collections costs made by us and then for payment of the oldest due invoices.

3. In the case that the other party:

a. is declared bankrupt, proceeds to cession of property, submits a request for moratorium, or a complete or partial seizure is laid on his property,

b. dies or is placed under guardianship,

c. does not comply with any obligation he is bound to by virtue of the law or by virtue of these conditions,

d. fails to pay an invoice amount or a part thereof within the term set for this,

e. proceeds with a strike or a transfer of his company or a significant part thereof, including the assets of his company in a public limited liability company existing or to be set up, or proceeds to alter the purpose of his company.

Upon a single occurrence of one of the circumstances mentioned, we will have the right to either annul the agreement, or to claim any amount owed by the other party on the grounds of the services proved by us, immediately and without requiring any warning or notice of default, and in its entirety, all of this without prejudice to our right to compensation for costs, damages and interest.

INTERESTS AND COSTS

1. If payment has not taken place within the term stated in the previous article, the other party will be in default according to the law, and will owe an interest from the date of invoice of 2% per month or part thereof over the amount still due.

2. All the judicial and extrajudicial costs will be for the account of the other party.

The judicial costs will also comprise all the actual costs made for legal and procedural aid during legal proceedings, which exceed the liquidation rate. The extrajudicial collection costs will amount to at least 15% of the amount owed by the other party including afore-mentioned interest.

APPLICABLE LAW

1. Solely Dutch law applies to all our offers, agreements and the execution thereof.

DISPUTES

1. All disputes, including those which are only considered as such by one party, resulting from or connected to the agreement to which these conditions apply, or the conditions in question themselves and their explanation or execution, both of a factual and legal nature, will be decided by the competent civil court of law within which district our place of residence is situated, unless the sub-district court is competent.

Nevertheless, we are entitled to have the dispute settled by means of arbitration, in which case we will inform the other party of this in writing.

In that case, for the duration of one month the other party will have the opportunity to decide in favour of arbitration by the civil court of law.

If the dispute is settled by arbitration, three arbitrators as good people acting in fairness will decide.

Appointment of the arbitrators will take place in such a way that each of the parties appoints one of them and the third will be appointed together by the two arbitrators already appointed. The costs for the arbitrators and their honorarium will be for parties as decided by the arbitrators.

Insofar as the above-mentioned has not deviated from this, the provisions of Book IV of the Dutch Code of Civil Procedure apply.