Terms and Conditions of Walna Trading V.O.F

 

1. Definitions

1.      In these Terms and Conditions the following definitions are applicable:

'Walna Trading'

Walna Trading V.O.F, acting under the trade names of Walna Trading and AstraLibris.com.

'Buyer'

each physical or juridical person who enters into contractual relations with Walna Trading of any kind.

'Consumer Buyer'

each physical person who is not acting as a professional buyer or a representative of a company, which enters with Walna Trading into contractual relations of any kind.

'Products'

the subject of one or more agreements.

2.      These Terms and Conditions are applicable to all offers of Walna Trading as well as to all concluded with Walna Trading agreements.

3.      Provided that they are expressly mentioned, Additional Conditions additionally to these Terms and Conditions can be applicable to some services and/or products. In case of discrepancies between the Additional Conditions and these Terms and Conditions then definitions from the Additional Conditions prevail over these Terms and Conditions unless other is stated.

4.      One or more provisions of these Terms and Conditions may be waived only if expressly agreed in writing. The remaining provisions of these terms in that case remain fully in force.

5.      Terms and Conditions that the Buyer uses are not appropriate, unless expressly agreed in written by Walna Trading.

6.      Walna Trading reserves the right to amend and / or complement these Terms and Conditions.

7.      By using the Internet sites of Walna Trading and / or placing an order the Buyer accepts these Terms and Conditions and all other rights and obligations as defined in the Internet site.

 

2. Offers and establishment agreements

  1. Offers or quotations should be regarded as an invitation to the potential buyers to make an offer. Walna Trading is in no way committed to them, excepting when it is in written and unequivocally stated. The acceptance of the invitation to make an offer by the potential Buyer is recognized as an offer and leads only to conclusion of an agreement if the other provisions of this Article are met.
  2. Offers are valid until supplies last.
  3. A personalized offer is valid for two (2) weeks, unless another period is stated in the offer.
  4. An offer of the potential Buyer as mentioned in Article 2.1 is deemed to be done in one of the following circumstances:

·        the potential Buyer has entered the information in the appropriate input screen of the Internet site and the relevant data ( "Order") to Walna Trading via electronic means sent. These data are received by Walna Trading.

·        the potential Buyer has expressly stated by telephone that  he/she a particular product and / or a particular service wanted to receive;

·        an offer is signed by the Buyer and is received by Walna Trading in case Walna Trading released personalized offer.

  1. An agreement is established at the time when an order confirmation has been delivered to the Buyer or, in case the offer via the Internet site was done is sent by e-mail to the e-mail address provided by the Buyer. This agreement can be revoked by Walna Trading in case the Buyer does not meet the conditions or have not met them before. In that case Walna Trading shall inform the Buyer within ten (10) days after reception of an order.
  2. The Buyer and Walna Trading expressly agree that by using electronic communication means a valid contract is established once the conditions stipulated in Articles 2.4 and 2.5 are met. In particular, absence of a usual signature does not abolish the binding force of the offer and its acceptance. The electronic files of Walna Trading apply here, as far as the law allows, as a presumption of evidence.
  3. Information, images, verbal communications, statements etc. with respect to all offers and the main characteristics of the products provided by telephone or via e-mail are given and should be followed as accurately as possible. Walna Trading can not guarantee that all items and products are fully consistent with the provided information. In general deviations can not become a reason for compensation and/or termination of the contract.

 

3. Prices

  1. All prices are expressed in Euros, in accordance with the applicable laws and rules, and include sales tax.
  2. Special offers are valid only while the stocks last.
  3. The Buyer is obliged to pay the price, which Walna Trading informed him about in the order confirmation in accordance with Article 2.5 of these conditions has communicated to her. Apparent (manipulation) errors in the quotation, as obvious errors, can even after the completion of the agreement be corrected by Walna Trading.
  4. If the prices for the products and services increased in the period between the ordering and implementation, the Buyer may cancel the order or terminate the agreement within 10 (ten) days after notice from Walna Trading of the price increase.

 

4. Payments

  1. Orders made via the internet site can be paid by the following ways:

·        prepayment

·        payment on delivery

·        IDEAL

·        creditcard (VISA en MasterCard)

·        PayPal

Walna Trading can expand the payment options in the future. Other payment options will be made known through the Internet site.

  1. A reimburse payment is done in cash or in a manner of payment determined by a carrier. Orders over ˆ 2.000 are not sent in one shipment on the reimbursement conditions.
  2. Other payment methods, with the exception of prepayment may only be used if the conditions of such methods, including checks on the creditworthiness and authentication and authorization of the potential Buyer are satisfied.
  3. In the case the Buyer fails to pay within the period agreed with Walna Trading the Buyer is in default. Payment terms can be agreed only in written and under the agreed conditions.
  4. In a payment with the credit card is chosen the conditions of the relevant card issuer will apply. Walna Trading is not a party in the relationship between the Buyer and the card issuer.
  5. By not paying or not paying in time the Buyer is obliged to pay interest of 1.44% per month on the outstanding amount from the day when the latest payment should have been done until the day of overall satisfaction, whereby the first month always as a full month is included.
  6. All (non-)court costs of any kind, which Walna Trading has had to make as a result of non compliance by the Buyer of his (payment) obligations, are also at the expense of the Buyer.
  7. In case of late payment Walna Trading is authorized to terminate the agreement with immediate effect or to suspend (further) delivery till the moment when the Buyer has fully fulfilled his payment obligations, including the payment of interest and costs.

 

5. Shipment and delivery terms

  1. Orders are processed as quickly as possible. In general Walna Trading strives to send the orders within five working days. The deadline is 30 days after receipt of the order, with the exception of orders with prepayment for which 30 day period is applied from the day of receipt of the payment. The above mentioned delivery term should be used only as an indication, whereby no rights are grounded. Walna Trading may further information about the delivery times indicate in the Internet site or in any other written form. Such information has only an indicative nature.
  2. If a product that temporarily is not in stock is ordered by the Buyer a notification when the product becomes available will be made.
  3. Delivery takes place to the address specified by the Buyer during conclusion of the agreement. When payments are made with credit cards Walna Trading must observe the demands to the place of delivery that put forward by the relevant card issuers. This will in time be made known to the Buyer.
  4. Once the goods are delivered to the specified delivery address, the Buyer accepts all risk concerning these goods.
  5. For deliveries outside the Netherlands other conditions may apply.
  6. If the delivery is made in parts, then Walna Trading has the right to consider each delivery as a separate transaction.
  7. The Buyer is obliged to take the purchase within the agreed time. Failing to do so entitles Walna Trading, pursuant to the provisions of Article 6:60 Civil Code, to require the competent court to liberate Walna Trading from the commitment to deliver the agreed products, and without prior notice to surcharge payment for the not taken purchase. If the Buyer does not fulfil its payment obligations Walna Trading has the right without judicial intervention to declare the agreement terminated.

 

6. Defects and complaints

  1. The Buyer is obliged to inspect products accurately immediately after receiving. Complaints of the Buyer related to clearly observable defects in the product or delivery must be done by the Buyer to Walna Trading within seven (7) days after delivery (or within seven (7) days after the invoice date if the products were (could not be) delivered not to the Buyer).
  2. The Buyer, other than the Consumer Buyer, is not entitled to return products without motivated reasons. If this is done without valid reasons then all costs related to the return at the expense of the Buyer.

 

7. Cooling off, revocation and exchange

  1. The Consumer Buyer may, within seven (7) days after delivery of the product without penalty and without giving any reasons to use his right for revocation. Software and other similar products whose seal is broken or software for which a binding product registration has been carried out are excluded from this right. Only when the product and packaging remain in original, complete, intact and unused condition, claim for revocation can be made after consulting with Walna Trading. All sent documentation, guarantee certificates and packaging materials should be attached to the return shipment.
  2. In case of dissolution the Consumer Buyer is obliged to send back the received product within seven (7) working days after the dissolution to Walna Trading in the state as the Consumer Buyer the product has received. The costs of returning the product are paid by the Consumer Buyer.
  3. If the Consumer Buyer has used his right for revocation as mentioned in the previous paragraph Walna Trading within 10 days shall return the payment to the Consumer Buyer by means of a bank or giro transfer.
  4. Walna Trading is never liable for any injury -including theft or loss – which occurs when returning the packaging or the product.
  5. The exchange of products that are clearly personal in nature (such as headphones) is not possible.
  6. The exchange of products that were specifically ordered or created in accordance with the specifications of the customer for the Buyer by Walna Trading at the request of the Buyer is not possible.
  7. If the product is not received in accordance with the conditions the purchase amount is not refundable. The product remains the property of the Buyer who is obliged to pick up its property within two weeks. Also on request the product can be delivered.

 

8. Ownership

  1. Ownership of products notwithstanding the actual delivery is transferred to the Buyer only after he has fulfilled in full all obligations under any agreement with Walna Trading, including the payment of interest and costs, also earlier or later delivery and eventual work done or to be done with regard to the products.
  2. Before taking ownership the Buyer may not tax, sell, transfer or otherwise alienate the products.

 

9. Guarantee and liability

  1. In principle the guarantee applies to products delivered by Walna Trading, as it is determined by the manufacturer in the relevant article. If the delivered product does not match the agreement, then the Buyer must within a period of two months after discovery of this inform Walna Trading. Consumer Buyers have the rights as set forth in the Book 7, title 1, chapters 1 - 7 of Civil Law.
  2. Walna Trading is never obliged to pay any compensation to the Buyer or others, unless intention or gross negligence on the side of Walna Trading is concerned. Walna Trading accept no liability for consequential- or company damage, indirect damage and loss of profit or turnover.
  3.  If for any reason Walna Trading is bound to compensate any damage then the compensation fee will never exceed an amount equal to the invoice value of the product or service that caused the damage.
  4.  Notwithstanding the provisions of this Article, there can be no question of the guarantee in the following cases:

·        if the wear can be regarded as normal;

·        if changes were introduced in or to the product, including repairs performed without authorization from the manufacturer or Walna Trading;

·        if the original invoice can not be produced, is altered or made illegible;

·        if defects are the result of injudicious or improper use;

·        if damage is incurred by intent, gross negligence or negligent maintenance.

  1. The Buyer should indemnify Walna Trading from any claim that third parties for the implementation of the agreement against Walna Trading might make, as far as the law does not preclude that concerned damage and costs should be at the expense of the Buyer.
  2. It is possible that Walna Trading in its Internet site includes links to other Internet sites that may be interesting or informative for the visitor. Such links are purely informative. Walna Trading is not responsible for the content of the website referred to or the use thereof.
  3. For show models a reduced guarantee may apply.
  4. When for the retrieval of a defect in the product or component of the product, which is out of warranty, research costs are incurred, then these costs are always borne by the Buyer. Walna Trading strives to make advance notification about it. The omission of the report does not absolve the Buyer from the obligation to pay these costs.
  5. When costs are required for repairing the defect, then the Buyer is informed about this. If the buyer does not expressly agree in written with the cost estimation then it may receive its property back after paying the research costs. When the Buyer has not paid this research costs 6 (six) months after the offer of the cost breakdown then the product ownership is transferred to Walna Trading.

 

10. Force majeure

  1. In case of force majeure Walna Trading is not obliged to fulfil its obligations with regards to the Buyer. Walna Trading is entitled to suspend its obligations for the duration of the force majeure.
  2. Force majeure means any independent from the will of Walna Trading circumstance which wholly or partly prevents fulfilling its obligations with regards to the Buyer. These circumstances include among others strikes, fires, business failures, power failures, failures in a (telecommunication-) network connections or communication systems used and / or at any time not available from the internet site, not or non-timely delivery by suppliers or other involved third parties and the absence of any license to be obtained from the government.

 

11. Intellectual Property

  1. The Buyer clearly acknowledges that all intellectual property rights of displayed information, communications or other expressions with regard to products and / or the internet site are owned by Walna Trading, its suppliers or other copyright holders.
  2. Under intellectual property rights are understood patent, copyright, trademark, drawings and models rights and / or other (intellectual property) rights, including whether or not patentable technical and / or commercial know-how, methods and concepts.
  3. The Buyer is prohibited from using and / or changing the intellectual property rights as described in this article, for example, reproduction without the express prior written consent of Walna Trading, its suppliers or other rights holders, unless it is purely for private use of the product itself.

 

12. Personal data

  1. Walna Trading shall process personal data of the Buyer exclusively in accordance to its privacy policy. The internet site of Walna Trading contains Privacy statement.
  2. In its activity Walna Trading takes into account applicable laws and regulations.

 

13. Applicable law and authorised judge

  1. All offers and agreements are governed exclusively by the Dutch Law.
  2. The applicability of the united nations convention on contracts for the international sale of goods is expressly excluded.
  3. All disputes in connection with or arising from all offers of Walna Trading, or concluded with it agreements, shall be brought for resolution to an authorised judge in Rotterdam unless the law clearly designates another authorised judge.

 

14. Other definitions

  1. Walna Trading V.O.F is located in (2642 CV) Pijnacker, Gesina van der Molenstraat 22, the Netherlands, and is registered in the Chamber of Commerce in The Hague under number 27313457. The VAT identification number is NL8190.37.096.B01. All correspondence concerning the agreement or these conditions should be sent to Walna Trading to the above-mentioned address or to the (e-mail) address as indicated at the internet site.
  2. Walna Trading strives to answer the received e-mails within one working day.

 

Terms and Conditions of Walna Trading V.O.F, 30 September 2008.

 

In case of any discrepancies between the Dutch and English version of these Terms and Conditions, the Dutch version prevails.





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