Terms and conditions
Article 1 – Scope of application
1. In these conditions and on the website Dijkstra shall be understood to mean
Dijkstra Friese Kleiwarenfabriek established in Sneek, the Netherlands
Registered in the Trade Register with Chamber of Commerce number: 01060682
2. These general conditions apply to any agreement concluded by the customer (hereinafter: "purchaser") placed with Dijkstra and delivery between Dijkstra and the purchaser. Any reference by the Purchaser to its own general conditions or purchase conditions and their applicability is expressly rejected by Dijkstra.
3. By placing an order, the buyer accepts to be bound by these general conditions and declares that these have been made available to him in such a way that he can store them and they are accessible for future reference. He further declares that he has read and understands the general terms and conditions.
4. The general terms and conditions can be sent on request and the terms and conditions can also be consulted on the website at any time.
Article 2 – Conclusion of the agreement
1. The agreement is concluded at the moment of receipt by Dijkstra of the acceptance of the offer by the buyer by means of a written confirmation of assignment, or the direct placement of an order on the website at Dijkstra.
2. Dijkstra reserves the right not to accept orders (in part) without reasons given.
3. The buyer who provides (name and address) data in the context of the agreement, guarantees that these are correct, complete and up-to-date. The buyer has the obligation to immediately report inaccuracies in payment data provided or stated to Dijkstra.
Article 3 – Prices and payment
1. The prices stated in the offer of products are (unless otherwise stated) exclusive of any VAT and in Euros and are subject to printing and typesetting errors. The prices are exclusive of shipping costs, which will be announced separately.
2. The prices mentioned in the previous paragraph shall not be increased by Dijkstra after the agreement has been concluded, unless legal measures make this necessary or if the manufacturer/supplier increases the price in the meantime. In this case, the Purchaser is entitled to dissolve the agreement by a written statement to Dijkstra.
Article 4 – Illustrations and specifications
Illustrations of products as well as corresponding specifications, dimensions and data as shown on the website of Dijkstra have been provided with the greatest care. Due to the traditional production process, the delivered product may differ slightly from these images or specifications in terms of colour, dimensions, etc. This does not mean that the product is not in accordance with the agreement.
Article 5 – Intellectual property
All designs and models made by Dijkstra remain its property and may not be reproduced by the buyer, unless Dijkstra has expressly given its written permission. The purchaser guarantees the respect of intellectual property rights.
Article 6 – Delivery of unique orders
1. Dijkstra always strives for delivery on the delivery date agreed with the buyer. If, due to unforeseen circumstances in the production process, this delivery date cannot be met, a satisfactory solution will be sought with the buyer. An order for unique products, which has been taken into production, cannot be dissolved.
2. The place of delivery is the address the buyer has given to Dijkstra. Delivery on condition: ex works: which means that the risk of damage or loss of the products lies with the buyer.
Article 7 – Retention of title
If applicable, Dijkstra shall retain the title to all products delivered by Dijkstra until the moment the price of all products delivered or to be delivered by Dijkstra to the buyer has been paid in full (including any interest and/or costs due), pursuant to the agreement concerned or previous or later similar agreements.
Article 8 – Guarantee and conformity
1. Dijkstra guarantees that the products delivered by it meet the legal requirements of usability, reliability and life span as reasonably intended by the parties in the agreement.
2. As far as possible, the buyer is obliged to check (or have checked) the product(s) delivered immediately upon receipt. If it appears that the product delivered is wrong, unsound or incomplete, the buyer shall contact Dijkstra by telephone or e-mail immediately.
3. If it appears that the product(s) delivered do not fulfil the agreement, Dijkstra shall replace or repair the product(s) delivered free of charge or make a written arrangement with the buyer about compensation.
4. The buyer cannot invoke the guarantee referred to in paragraph a. if the product(s) delivered has/have been exposed to abnormal conditions, if the buyer has not taken proper care of its/their maintenance or if these products have been treated contrary to the instructions of Dijkstra and/or the directions for use, or if the buyer has repaired and/or modified the delivered products itself or had them repaired and/or modified by third parties.
Article 9 – Liability
1. Any liability of Dijkstra for damage is excluded, including additional compensation in whatever form, compensation of indirect damage or consequential damage or damage due to loss of profit, except in case of intent or wilful recklessness on the part of Dijkstra.
2. Dijkstra is not liable for errors and/or negligence on the part of its suppliers or auxiliary persons.
3. If the Purchaser, for whatever reason, cannot or has not been able to take delivery of a product because the requirements of article 2 paragraph c have not been met, Dijkstra is not liable for any damage resulting from this and is not obliged to deliver a replacement product.
4. The liability of Dijkstra and therefore the amount of compensation shall always be limited to a maximum of the invoice amount of the products concerned, or (at the discretion of Dijkstra) to the maximum amount, in the case concerned, paid by the liability insurance of Dijkstra to Dijkstra.
5. The provisions in this article do not prejudice the statutory liability of Dijkstra pursuant to mandatory provisions.
Article 10 – Complaints procedure
1. Complaints about the execution of the agreement shall be made to Dijkstra within 8 days after delivery, completely and clearly described, through email@example.com or by telephone.
2. Complaints submitted to Dijkstra shall be answered within a period of 14 days, calculated from the date of receipt. If a complaint requires a foreseeable longer processing time, Dijkstra shall reply within this period with a notice of receipt and an indication when the buyer can expect a more detailed answer.
Article 11 – Other provisions
1. If any provision of these conditions is declared void or non-binding, the other provisions shall remain in force and an alternative provision shall be agreed in mutual consultation which corresponds as much as possible with the old provision.
2. All agreements between Dijkstra and the buyer to which these conditions relate, are exclusively governed by Dutch law.
3. As far as the law permits, all disputes shall be submitted for assessment to the District Court in Leeuwarden.
Article 1 – Offers and confirmation
1. All offers, by whatever name and in whatever way they have been made, shall be entirely free of obligation unless expressly indicated otherwise and shall expire at the latest thirty days after the date of the offer.
2. Purchase agreements or other agreements concluded by our representatives or other intermediaries shall be binding only after our written confirmation or, if no such confirmation has been made, after a period of fourteen days insofar as the manufacturer has apparently accepted the agreement within that period by remaining silent or actually acting.
3. If the correctness of a written confirmation is not denied within eight working days, both parties shall be bound by it.
4. The manufacturer shall be entitled to charge the applicant for all costs incurred by the manufacturer in connection with the (parts of the) offer which have not been awarded.
Article 2 – Prices
1. Unless stated otherwise, the prices quoted shall be in euros, based on the minimum quantities used by the manufacturer, for delivery ex works, exclusive of VAT and exclusive of transport and packaging costs.
2. For orders under €150.00 freight costs and €25.00 minimum order costs will be charged.
3. If between the dates of offer and purchase, even if the manufacturer has made a binding offer, or between the date of purchase and delivery, an increase in the price of goods offered or sold should occur for reasons beyond the manufacturer's control, for example as a result of an increase in the prices of raw materials, production costs, taxes, transport costs and suchlike, the manufacturer shall be entitled to pass these on, except in cases where a statutory prohibition prevents this.
Article 3 – Delivery time
1. The delivery time shall be specified by the manufacturer as accurately as possible, but shall always be approximate and shall never be firm deadlines. The manufacturer is obliged to make an effort to perform within the indicated time. The purchaser is not entitled to compensation if the delivery time stated is exceeded unless this has been explicitly agreed, or if the exceedance is the direct and immediate consequence of the manufacturer's fault or carelessness. If the delivery time is exceeded, the buyer may not cancel the order or refuse to accept the goods and/or pay for them. The delivery time stated by the manufacturer shall not commence until it is in possession of all necessary information. The manufacturer is permitted to deliver sold goods in parts. This does not apply if a partial delivery has no independent value. If the goods are delivered in parts, the manufacturer is authorised to invoice each part separately.
Article 4 – Delivery and risk
1. Delivery shall be ex works. The goods shall travel at the expense and risk of the purchaser even if "free delivery" has been agreed or is included in the price.
2. In the event of delivery (carriage paid or not) to a delivery address, delivery shall always take place on or next to the vehicle, and the purchaser shall be obliged to take receipt of the goods there.
3. The manufacturer may take over the risk of breakage during transport at a premium to be determined, provided the goods are packed by the manufacturer and the transport is not carried out by or on behalf of the buyer.
4. Acceptance of the goods by the carrier without making an entry in the consignment note shall be considered to be evidence that the goods were in good condition.
5. Damage to the goods on delivery must be reported to the carrier and noted on the consignment note.
6. Deliveries on call shall only be agreed if call-off periods have been fixed. If the call-off deadlines are exceeded by the purchaser, the manufacturer may invoice the purchaser for the goods immediately after the expiry of the deadlines and dispatch the goods at the purchaser's expense.
Article 5 – Quantity
1. A consignment note, delivery slip or similar document issued on delivery of the goods shall be deemed to correctly indicate the quantity of the goods delivered unless the purchaser notifies the manufacturer of his objection immediately on receipt of the goods.
2. Even if the purchaser reports to the manufacturer in time that less has been delivered than stated on the document referred to in the first paragraph of this article, such a matter shall not entitle him to suspend payment.
3. The manufacturer shall be entitled to deliver no more than 10% more or less than ordered of articles specially manufactured for the purchaser.
Article 6 – Samples, models and examples
1. In the event that a model, sample or example has been shown or provided by the manufacturer, this shall only be shown or provided by way of indication.
2. The qualities of the articles to be delivered may deviate from the sample, model or example in terms of size and colour due to shrinkage differences and location in the oven.
Article 7 – Quality and inspection
1. If and in so far as nothing has been explicitly agreed upon regarding the quality, buyer can only claim a quality in accordance with what is normal and usual.
2. The occurrence of hairline cracks and lime pitting in glazed materials can never be 100% avoided in view of the multitude of factors that are the cause of this. As a result, the manufacturer cannot give any guarantee whatsoever that its products will be free of hairline cracks and chalk pitting. For this reason, hairline cracks and lime pitting can never be a point of dispute regarding quality.
3. The manufacturer gives a ten-year guarantee on frost damage to standard products, provided that the frost damage is the result of a poor quality of the product. Damage resulting from parts mounted on our products - other than those supplied by the manufacturer -, from the treatment of our products with agents that seal the ceramic air/moisture or from incorrect installation are hereby excluded.
4. The purchaser may only assert claims against the manufacturer for defects in the quality of the goods - such as quality, dimensions, etc. - if the goods have not been processed and if the purchaser reports the existence of such claims within eight working days of receipt of the goods.
5. The provisions of paragraph 4 shall not affect the purchaser's statutory rights in the case of defects which could not have been discovered during a normal and customary inspection of the goods in question. The provisions of the previous sentence shall apply only if the purchaser reports his objections to the manufacturer in writing within a reasonably short period after the goods have been delivered.
Article 8 – Liability
The manufacturer's liability as a result of defective quality shall never exceed reimbursement of the invoice value, or the redelivery of goods, in so far as the manufacturer is able to deliver similar goods. The manufacturer shall never be liable for consequential damage and indirect trading loss, damage caused by stagnation, delay in construction, loss of orders, loss of profit, processing costs and the like. Liability as referred to in the Product Liability Act will be handled in accordance with this Act.
Article 9 – Packaging
In case of purchase of complete units (pallets with goods of one type or size, as stated in the applicable price list) a price per unit will be charged, whereby the packaging will not be charged separately. In the event of return shipments of standard pallets, within 1 month after delivery, these, provided they are in good condition, will be taken back at the price quoted on the invoice minus a minimum of €7.00 for wear and tear and shrink sleeve costs.
Article 10 – Return shipments
1. Return shipments of standard products will not be accepted without prior consultation.
2. Return shipments must be carriage paid. The risk of breakage of return shipments shall be borne by the buyer.
3. After the shipment has been checked for breakage, the returned shipments will be credited with a deduction of 25% of the invoice amount.
4. Goods that have been fully or partially processed and damaged goods can never be returned.
Article 11 – Force majeure
1. If the manufacturer is prevented by force majeure from delivering or from delivering in the normal manner, he shall be entitled to extend the delivery period by the duration of the force majeure or to cancel the order in so far as it has not yet been carried out.
2. Force majeure shall include: war, riots, molestation, strike and lockout, blockage of supply, breakage of machinery and/or tools, non-availability of transport, stagnation of supply, government measures as well as any circumstance whatsoever which makes it reasonably impossible for the manufacturer to deliver.
Article 12 – Retention of title
Delivered goods remain the property of the manufacturer until the purchaser has paid not only the applicable purchase price, but also the purchase price of other deliveries. The purchaser hereby unconditionally and irrevocably authorises a third party to be appointed by the manufacturer, in all cases in which the manufacturer wishes to exercise its property rights, to enter all those places where the manufacturer's property will be located and to take those goods with him.
Article 13 – Payment and security
1. For products manufactured especially for the purchaser, the manufacturer may demand a down payment of a maximum of 25% of the invoice amount.
2. The purchase price (including turnover tax) for what has been delivered in accordance with the agreement shall be due and payable on the due date. The due date shall be the thirtieth day after the date on which the relevant invoice has been sent.
3. The amount on the invoice shall be increased by €6.00 in administrative costs each time a reminder is sent.
4. A buyer who has not paid in full by the due date shall owe interest on the amount due. This interest shall run from the thirtieth day after the invoice date until the time of full payment. The interest rate shall be that of the statutory rate.
5. If, in the opinion of the manufacturer, there are grounds to do so, the manufacturer shall at all times be entitled to demand that the purchaser provide proper security for payment. If the purchaser fails to provide such security, the manufacturer shall be entitled to suspend delivery or to dissolve the agreement without judicial intervention and, if so desired, to claim damages. The purchase price of what has already been delivered shall then become immediately due and payable.
6. In the event of non-payment by the purchaser, the manufacturer shall be entitled to suspend further deliveries without prior notice.
7. A purchaser who has not paid on time what he owes shall be obliged to reimburse the manufacturer for all costs incurred in collecting the amount owed, including extrajudicial costs, judicial costs and any enforcement costs. The extrajudicial costs are set at a minimum of 15% of the amount owed, with a minimum of €150.00.
Article 14 – Deviating clause
Stipulations originating from the Buyer that deviate from these General Terms and Conditions are, in deviation from the provisions of Article 6:225 paragraph 2 of the Civil Code, only valid if they have been accepted by the manufacturer in writing.
Article 15 – Applicable law/disputes
1. All agreements entered into with the manufacturer shall be governed by Dutch law, to which these General Terms and Conditions shall apply as a supplement, and in so far as provisions of a mandatory nature do not oppose this, as a derogation.
2. Any disputes between the manufacturer and the purchaser shall be adjudicated by a competent court in the manufacturer's place of establishment, including any interim relief that may be granted, except for exceptions by virtue of mandatory law.