Customerservice@123horecadiscounter.nl
072-2029693
1. Applicability
1.1 These Terms and Conditions apply to all offers and agreements and the obligations arising therefrom with regard to the delivery of products, services and/or user rights (licenses) by the private limited company STEVINOR BV , also trading under the name 123Horecadiscounter (Chamber of Commerce: 95569871), with its registered office in Heiloo and registered office in Heiloo, and/or its subsidiaries and/or affiliated companies, hereinafter referred to as STEVINOR .
1.2 In the event that certain provisions in or attached to the Agreement conflict with these Terms and Conditions, the provisions in or attached to the Agreement shall prevail.
1.3 If one or more provisions of these Terms are void or voidable, this will not affect the validity of the remaining provisions. In the event that one or more provisions of these Terms are void, the parties will be bound by rules whose meaning and effect approximate that of the void provision as closely as possible and which cannot be voided.
1.4 Deviations from these Terms and Conditions are only valid if and to the extent that they have been expressly agreed in writing.
1.5 General terms and conditions of the Business Relationship are expressly rejected and do not apply to the Agreement.
1.6 The Terms are written in Dutch and English. The Dutch language version is leading.
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2. Definitions
The following capitalized terms have the following meanings:
Terms and Conditions : these general terms and conditions;
Services : all services provided under an Agreement between STEVINOR and the Customer, including the installation of the Goods;
Documentation : technical and functional descriptions and user manuals, in any form whatsoever;
Intellectual Property : patent, copyright, drawing and design rights and/or other (intellectual property) rights, as well as technical and commercial know-how, methods and concepts, whether or not patentable;
Business relationship : any natural person (other than a Consumer) or legal entity acting in the exercise of his profession or business, and who enters into an Agreement with STEVINOR and/or has or will have a legal relationship of any kind whatsoever;
Consumer : the natural person who is not acting for purposes related to his trade, business, craft or profession, and who enters into an Agreement with STEVINOR and/or has or will have a legal relationship of any kind whatsoever;
Customer : any Consumer and Business Relationship;
Agreement : an agreement concluded between STEVINOR and the Business Relation, possibly with Appendices;
Software : Computer software, including system software, application software and user interface, together with associated documentation and materials;
Confidential Information : all information provided orally or in writing by either party that is clearly confidential, as well as all information that the party in question declares must be treated as confidential. Confidential Information includes in any case: personal data, address details, customer/supplier files, know-how and (company) information that will be shared when entering into and performing the Agreement, or of which a party becomes aware, and the content of the Agreement and the Terms and Conditions;
Good(s) : the goods to be delivered to the Business Relation by or on behalf of STEVINOR on the basis of an Agreement, including an installation agreement (for goods).
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3. Offers and conclusion of Agreements
3.1 All offers and quotations made by STEVINOR are without obligation, unless a term for acceptance is stated in the quotation. An Agreement is only concluded after (order) confirmation by STEVINOR , or when STEVINOR has started executing the agreement.
3.2 STEVINOR has the right to change an Agreement in the event of, among other things, a deviating product availability, changes to the products due to further technical development, model changes and any errors in advertisements. For technical reasons, colours in the online shop may also deviate from the actual colours. The photos and images with any descriptions that STEVINOR uses or makes available correspond in broad terms to the Goods offered. STEVINOR cannot be held liable if an image or feature deviates (slightly) from the actual Good(s).
3.3 STEVINOR reserves the right to refuse orders and assignments without giving reasons.
3.4 Upon entering into the Agreement, the Customer agrees to the use of electronic means of communication (including e-mail).
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4. Prices / Retention of title
4.1 Unless otherwise agreed, the prices offered by STEVINOR and/or agreed between the parties are always in euros, excluding VAT and excluding packaging and shipping costs. Packaging and shipping costs are also for the account of the Customer.
4.2 STEVINOR has the right to adjust its prices in the event of an Agreement with the Business Relation. The Business Relation accepts such a price change when it is the direct result of a change in external factors. Any change in the applicable rate that is to the disadvantage of the Business Relation will be reported in writing at least one week before it comes into effect.
4.3 All Goods delivered by STEVINOR , including rights of use, remain the property of STEVINOR until the Customer has paid all amounts owed to STEVINOR – including interest and costs – (and these have been received by STEVINOR in the agreed bank account).
4.4 Payments must be made within the period stated on the invoice.
4.5 STEVINOR reserves the right to change or withdraw credits and subsequent payment on account at any time without giving reasons.
4.6 The Business Relationship may not offset, suspend or otherwise withhold any (payment) obligations.
4.7 If STEVINOR is unable to deliver the Goods and/or Services in accordance with the Agreement due to circumstances beyond STEVINOR's control, including force majeure, the Business Relation's payment obligations shall remain in force.
4.8 If the Customer has not paid the relevant invoice within the payment term stated on the invoice, the Customer will immediately be in default by operation of law. In that case, the Business Relation is obliged to pay the statutory commercial interest on the basis of Article 6:119a of the Dutch Civil Code. Taking into account Article 6:96(2)(c) of the Dutch Civil Code, the extrajudicial costs to be paid by the Business Relation are deemed to amount to 10% of the invoice amount, with a minimum of €500.
5. Returns
5.1 The Customer may return Goods within a period of 14 days after delivery of the relevant Goods, without having to state any reasons.
5.2 If the Customer wishes to return Goods as referred to in Article 5.1, he shall report this within the stated period, by means of the model form (available at: www.123horecadicounter.nl ) or in another unambiguous manner. This can be done i) by e-mail to: klantenservice@123horecadicounter.com or ii) by post to:
123Horecadiscounter (STEVINOR BV)
Attn: Customer Service
Polder 68-B
1851LX Heiloo
The Netherlands
5.3 The term referred to in Article 5.1 shall commence, if the Consumer has ordered multiple Goods in the same order, on the day on which the Consumer, or a third party designated by him, has received the last Good. STEVINOR may, provided that it has clearly informed the Consumer of this prior to the ordering process, refuse an order for multiple products with different delivery times. If the delivery of a Good consists of different shipments or parts, the term referred to in Article 5.1 shall commence on the day on which the Consumer, or a third party designated by him, has received the last shipment or the last part.
5.4 During the period referred to in Article 5.1, the Consumer shall handle the Good(s) and the packaging with care. The Consumer shall only unpack or use the Good(s) to the extent necessary to determine the nature, characteristics and functioning of the Good(s). The starting point here is that the Consumer may only handle and inspect the Good(s) as he would be allowed to do in a shop in order to assess the Good(s).
5.5 During the period referred to in Article 5.1, the Business Relation shall handle the Good(s) and packaging with care. The Business Relation shall only unpack the Good(s) to the extent necessary to determine the nature and characteristics.
5.6 The Customer must return the Good(s) including all accessories and in their original condition, in accordance with the other provisions of this article. Failure to do so will not constitute a valid return of the Good(s).
5.7 In line with the previous article, the Customer must return the Good(s) in the original packaging in the event of a return. The Customer may also never allow the Good(s) to come into contact with food and/or beverages. If the conditions stated in articles 5.4 to 5.7 are not met, but STEVINOR nevertheless undertakes to take back the Good(s) without any obligation, STEVINOR is entitled to 35% of the part of the invoice value of the relevant Agreement to which the return relates, with a minimum of € 25.
5.8 The use / return shipment in accordance with this article is at the expense and risk of the Customer. This means, among other things, that the Customer bears the costs of returning the Good(s) and is liable for any (transport) damage caused to the Good(s) during use or return shipment or transport. The burden of proof of a correct and timely return lies with the Customer.
5.9 If the Customer is unable to realize the transport for the return shipment, STEVINOR can provide this in consultation. In this case too, the return shipment or the transport is at the expense and risk of the Customer.
5.10 STEVINOR will reimburse the payment(s) made by the Customer for the returned Good(s) after STEVINOR has received and checked the returned Good(s). Without prejudice to the provisions of Articles 5.1 to 5.10, STEVINOR reserves the right to claim 10% of the part of the invoice value of the relevant Agreement to which the return shipment relates, with a minimum of € 25, in the event of a return as referred to in Article 5.1 by a Business Relation. STEVINOR will use the same payment method for reimbursement that the Customer used, unless the Customer agrees to a different method. If the Customer has opted for a more expensive method of delivery than the cheapest standard delivery, STEVINOR does not have to reimburse the additional costs for the more expensive method. STEVINOR also reserves the right to charge the Customer with the additional costs in the event of delivery costs that are higher than the standard delivery due to a cause beyond STEVINOR 's control (due to, among other things, higher freight costs and additional taxed delivery in connection with delivery in overseas areas). If the additional costs have already been charged to the Customer, STEVINOR does not have to reimburse these costs.
5.11 Goods, spare parts or Goods that are specifically manufactured or ordered for the Customer or that spoil quickly or have a limited shelf life cannot be returned as referred to in Article 5.1.
6. Delivery and transport / Service provision
6.1 The agreed delivery dates are only target dates and never fatal deadlines. Delivery dates only commence at the moment that the Customer has provided STEVINOR with all information and matters that are necessary for the execution of the Agreement.
6.2 Delivery will only take place on working days. Delivery to the Consumer will in principle only take place within the Netherlands, Belgium and Luxembourg, unless otherwise agreed between STEVINOR and the Customer.
6.3 The place of delivery to the Customer is the shipping address indicated when placing the order. STEVINOR delivers the Goods to the (front) door of the shipping address at street level. The risk for the Goods passes to the Customer at the time of delivery.
6.4 For default on the part of STEVINOR , a written notice of default is always required, in which STEVINOR is given a reasonable period to fulfil its obligations. This period will be at least fourteen (14) days.
6.5 If delivery is not possible due to a cause within the Customer's sphere of risk, STEVINOR has the right to recover the costs for storage/safekeeping/extra delivery from the Customer.
6.6 STEVINOR has the right to (temporarily) discontinue the Services or limit their use without prior notice and without any obligation to pay compensation for consequential damage if there is a reason to do so, including during maintenance and/or improvement of the Services.
6.7 STEVINOR has the right to make use of any third parties appointed during the performance of the Agreement.
6.8 If delivery takes place in a manner other than the usual manner at the request of the Customer, any additional costs associated with this (including but not limited to higher freight costs and additional taxed delivery in connection with delivery to overseas areas) will be charged to the Customer, unless the parties have expressly agreed otherwise.
7. Complaints / Warranty
7.1 The Customer is obliged to inspect the Goods and/or Services immediately upon receipt. Visible defects – including deviations from the Agreement – must be reported to STEVINOR in writing within 48 hours of receipt, failing which the Customer will have no right to claim in respect of the defect.
7.2 Other defects must be reported to STEVINOR in writing within 48 hours after they were noticed or could reasonably have been noticed, but no later than one month after delivery of the Goods, failing which the Customer will have no right to claim in respect of the defect.
7.3 Complaints regarding STEVINOR invoices must be reported to STEVINOR in writing within five (5) working days of the invoice date, failing which the invoice will be deemed to have been approved by the Customer.
7.4 The notification referred to in Article 7.1, 7.2 and 7.3 must contain a description of the defect that is as detailed as possible, so that STEVINOR is able to respond adequately. The Customer must give STEVINOR the opportunity to investigate a complaint.
7.5 The warranty period for Goods is twelve (12) months from the moment of delivery. No warranty is given in the following cases: improper and inappropriate use, defective installation or commissioning by the Customer or third parties, natural wear and tear, incorrect or careless treatment, improper maintenance, unsuitable operating equipment, defective construction. The Customer is also not entitled to claim warranty if the defect has arisen from or is the result of external circumstances, including but not limited to weather conditions such as extreme rainfall and lightning strike, water damage, fire damage and fall or impact damage.
7.6 A warranty is only given if the Customer has fulfilled all of its obligations under the Agreement.
7.7 In the event of a legitimate and timely claim under warranty, STEVINOR will replace the defective Goods or ensure that they are repaired after receipt thereof.
7.8 If a request for repair of defective Goods is made outside the warranty period, STEVINOR will charge the Customer the full costs of the repair. Additional costs for inspection and repair of defective Goods by an external technician will also be charged to the Customer. Defective Goods that are found during the inspection to be repairable for a maximum of €60 will be repaired without consultation with the Customer.
7.9 Repair of defective Goods, both within and outside the warranty period, will take place at a location to be designated by STEVINOR . Depending on the circumstances of the case, this may be either the current location of the Goods or a workshop to be designated by STEVINOR .
8. Obligations of the Business Relationship
8.1 The Customer must treat the Goods and/or Services supplied by STEVINOR in accordance with the manual/instructions provided and within the limits of normal use, failing which STEVINOR cannot guarantee their correct functioning.
8.2 The Customer is not permitted to move the Goods delivered by STEVINOR of which STEVINOR still has ownership and/or to make changes thereto. The Customer is also not permitted to transfer these Goods and the obligations under the Agreement and/or encumber them with any (limited) right. The parties intend this to have the property law effect resulting from Article 3:83 (2) of the Dutch Civil Code.
8.3 The Customer may not provide the Goods and Services or software supplied by STEVINOR to third parties.
9. Liability / Indemnity
9.1 STEVINOR shall make every effort to fulfil its obligations under the Agreement. STEVINOR , or a third party involved by STEVINOR in the performance of the Agreement, shall never be liable for any damage suffered by the Business Relation, except in the event of intent or gross negligence.
9.2 To further limit STEVINOR 's liability towards the Customer:
a) If STEVINOR fails to fulfil any obligation on its part towards the Customer and is in default, STEVINOR 's liability for damages will be limited to € 1,000.
b) STEVINOR is not liable for damage of any nature whatsoever arising from STEVINOR having acted on the basis of incorrect and/or incomplete information provided by or on behalf of the Customer.
c) STEVINOR 's liability is at all times limited to direct damage suffered/proven by the Customer, and STEVINOR 's liability will never exceed the part of the invoice value of the relevant Agreement to which the liability relates. Any other form of damage is excluded from liability, including but not limited to consequential damage, lost profits, missed business opportunities and the costs of limiting, preventing and assessing damage. The Customer undertakes towards STEVINOR to insure itself against such damage.
9.3 STEVINOR shall at all times exclude liability for damage against which the Customer is already insured.
9.4 The Customer shall indemnify STEVINOR against claims by third parties on any grounds whatsoever relating to or arising from the use of the Goods and Services.
10. Intellectual Property
10.1 Unless otherwise agreed in writing, the Intellectual Property Rights with respect to all Software, Documentation and/or Goods provided by STEVINOR shall remain with STEVINOR or its (sub)suppliers or other rights holders.
10.2 The transfer of Intellectual Property rights is excluded. In this, the parties intend the property law effect pursuant to article 3:83 paragraph 2 of the Dutch Civil Code.
11. Confidentiality
11.1 Without prejudice to the rights granted to the Client in the Agreement and the Terms, both parties and their employees shall keep confidential Confidential Information, whether disclosed in writing or orally. This obligation shall remain with them for an indefinite period, even after termination of the Agreement.
12. Force Majeure
12.1 If STEVINOR is (temporarily) unable to perform the Agreement for any reason beyond its control, including force majeure, STEVINOR will not be in default and will be entitled to suspend its obligations.
12.2 If compliance with the obligations by STEVINOR is permanently impossible, STEVINOR will have the right to terminate the Agreement. In such a case, the Customer may terminate the Agreement after the expiry of thirty (30) days.
12.3 In none of the cases mentioned in this article is STEVINOR obliged to pay any compensation for damages suffered by the Customer.
13. Privacy and Personal Data
13.1 STEVINOR and the Business Relation must act in compliance with the relevant privacy regulations, including the General Data Protection Regulation (GDPR), and only collect and process personal data when they have a basis for processing it.
13.2 The manner in which STEVINOR handles personal data is laid down in its privacy statement ( www.xxlhoreca.com/legal/privacy-veiligheid/ ).
13.3 If STEVINOR and the Business Relation are at any time to be regarded as the controller and the processor within the meaning of the GDPR, they undertake to enter into a processing agreement for this purpose, in compliance with their obligations under the GDPR.
13.4 The Business Relation must guarantee to STEVINOR that the processing of personal data will take place in a lawful manner and that the rights of third parties will not be violated.