Article 1: Definitions The following definitions apply to these supply terms: Woodmap: Textline ReclameCentrum B.V. residing at Lorentzstraat 7, 3846 AV Harderwijk, registered in the Chamber of Commerce under number 08022541, operating under the trade name Woodmap. Purchaser: the natural person/legal entities/persons who gave Woodmap an assignment for the production of one or more products of Woodmap as offered on www.woodmap.com, on the basis of an offer made by email, post or other channels. Documentation: all the items made available by the purchaser to Woodmap, including all the data carriers, material and photos produced by Woodmap as part of the assignment. Agreement: each agreement concluded by the purchaser and Woodmap for the performance of activities by Woodmap for the benefit of the purchaser, pursuant to what has been agreed.
Article 2: Applicability 2.1 These general terms and conditions apply to the realisation, the content and compliance with all the agreements concluded by Woodmap and the purchaser. 2.2 Woodmap explicitly rejects the applicability of the (supply) terms of the purchaser, unless otherwise has explicitly agreed. 2.3 Additions to, deviations of these general terms and conditions only apply insofar these have explicitly been accepted by Woodmap. The other provisions of these general terms and conditions remain applicable in force in that situation. 2.4 The purchaser accepts these supply terms by placing his digital order and confirms to be aware of its contents, provided the terms and conditions of Woodmap have been correctly notified to the purchaser.
Article 3: Agreements/offers 3.1 Any offers are made in euro and inclusive of VAT, packaging and standard accessories delivered with the product and exclude any other levies imposed by the government, unless otherwise is explicitly agreed. 3.2 The offers made by Woodmap are free of obligation and general in nature, unless otherwise is stated. 3.3 An agreement is concluded with Woodmap when a purchaser has ordered one or more products via the website and the digital order form of Woodmap, or has approved an offer made by or on behalf of Woodmap via the email of which the purchaser has received a confirmation of the order, electronically or otherwise. 3.4 Offers do not automatically apply for subsequent orders and/or future assignments.
Article 4: Force majeure 4.1 When the delivery cannot be made pursuant to the agreement as a result of a force majeure, then Woodmap will confirm this to the purchaser in writing as soon as possible without being liable to pay any damages. As such, an email sent by Woodmap to the purchaser can also qualify as a written notification. 4.2 Woodmap can terminate the agreement or suspend the delivery, in the event of a force majeure and in consultation with the purchaser, until the force majeure situation seizes to exist. 4.3 In the event of a suspension of the delivery lasts longer than 30 working days, then the purchaser is authorised to inform Woodmap by way of registered letter that the purchase agreement must be considered terminated, without this resulting in an obligation for payment of damages of Woodmap in respect of the purchaser. 4.4 Shortcomings of Woodmap in the compliance of the agreement cannot be attributed to Woodmap if they are not responsible for its cause on the basis of the law, the agreement or any other generally prevailing opinions. 4.5 The following circumstances are considered instances involving a force majeure and/or creditor failure. 1) A delivery of one or more supplier that is late or of an unacceptable quality. 2) Full or partial stagnation or disruption of the manufacturing equipment, or strikes or exclusions in the company or in the company that supplies the goods or raw materials and products. 3) Riots and other disruptions that prevent a timely delivery on the basis of the agreement. 4.6 The abovementioned and similar circumstances are regarded as not being attributable to Woodmap and do not authorise the purchaser to dissolve the agreement or pay damages.
Article 5: Delivery, delivery period and transfer of risk 5.1 The purchaser must provide its full cooperation in the delivery of the products supplied by Woodmap on the basis of the agreement. The purchaser is in default, without requiring a notice of default, if he refuses to receive the products that are to be delivered. 5.2 The fees of Woodmap are exclusively based on delivery in the countries specified on the website. 5.3 The purchaser must clearly and correctly inform Woodmap of the delivery address, which cannot be a P.O. Box. Damage suffered by Woodmap as a result of the purchaser providing an incorrect address are at the full account and risk of the purchaser. 5.4 A delivery period indicated by Woodmap will be complied with by Woodmap to the extent possible, but is never a deadline and is of a purely indicative nature, unless otherwise has explicitly been agreed. In the event of a late delivery, Woodmap will consult with the purchaser to discuss a different delivery period. 5.5 The binding of Woodmap to an explicitly agreed deadline lapses if the purchaser subsequently changes the assignment, unless if the slight impact thereof would not reasonably necessitate a change of the delivery period indicated by Woodmap earlier. 5.6 The risk of loss or damage of products to be delivered by Woodmap are transferred to the purchaser the moment the products are actually delivered to the purchaser and are placed under the control of the purchaser or a third party appointed by the purchaser. 5.7 Woodmap is not responsible for any damage the purchaser may suffer resulting from the items not being delivered (on the agreed delivery date).
Article 6: Qualities delivered product 6.1 The purchaser confirms to be aware of the production process required for the manufacture of the product. 6.2 Woodmap confirms to use the material to the best of its abilities for its manufacture, without providing any guarantee. The purchaser accepts that the production method of Woodmap could alter the qualities of the material to be multiplied as shown on the website, such as colour, contrast, clarity, sharpness and graphic presentation.
Article 7: Packaging 7.1 Necessary packaging is included in the price and is not taken back. Woodmap determines the necessity of the use of packaging at its discretion.
Article 8: Payments 8.1 In principle, the purchaser must pay upon concluding the order, and no later than within 14 days of the order date in the manner specified by Woodmap in the order confirmation and in the specified currency. 8.2 The 14-day period is a deadline. In the event of a late payment, the purchaser is in default without requiring a notice of default. 8.3 Woodmap is also authorised to suspend deliveries if the purchaser is in default with his payment obligations, even if a delivery deadline has been agreed. In that case, Woodmap will not be declared in default due to a late delivery. 8.4 The assignment is taken into production if the payment period of 14 days has been complied with. 8.5 Payments must be made via bank transfer with reference to the order number into the bank account held by Woodmap.
Article 9: Retention of title 9.1 Any delivery of goods made by Woodmap to the purchaser is made subject to a retention of title thereof until the purchaser has complied with all he was required to under this agreement, this includes any claims of Woodmap due to the purchaser falling to comply with the current agreement. The retention of title also relates to the delivery of goods under prior or later agreements other than the one relating the goods that are subject to Woodmap’s retention of title. 9.2 If the purchaser is in default in respect of the performances stated in subsection 1 of this article, Woodmap is authorised to collect the goods for the account of the purchaser or have them collected from the location where they are located at that time. The purchaser hereby grants Interimage the irrevocable authorisation to enter the spaces used by or on behalf of the purchaser, or to have them entered on its behalf. All the reasonable costs incurred in this respect are payable by the purchaser. 9.3 The goods delivered subject to the retention of title can be used by the purchaser during the course of normal business operations. This means that they cannot be used as surety in any way in respect of claims of third parties.
Article 10: Complaints 10.1 The purchaser must investigate within 14 days after delivery whether Woodmap has adequately complied with the agreement and must inform Wood immediately in the event of any evidence to the contrary. 10.2 The compliance of the agreement applies is considered adequate by the parties if the purchaser has failed to inspect or failed to make the notification referred to in subsection 1 of this article in time. 10.3 A complaint is only taken into consideration by Woodmap if the purchaser has submitted/returned the order confirmation and the faulty product to Woodmap. 10.4 The performance of Woodmap is in any way considered adequate by the parties if the purchaser has started to use (part of) that delivered, has processed or changed it, supplied it third parties or has had it taken into use, has had it changed or processed or delivered to third parties, unless the purchaser has complied with that stated in subsection 1 of this article.
Article 11: Guaranty 11.1 Woodmap does not guarantee that the product is able to withstand the effect of moisture, extreme UV radiation and other extreme environmental factors. 11.2 If the item has a material or manufacturing fault, then the purchaser is entitled to repair or replacement of the item. The purchaser is only entitled to replacement if the repair of the goods is not possible. The goods to be replaced and/or repaired must be sent cash-on-delivery to Woodmap. Woodmap will then become owner of these goods. 11.3 Damage arising from the incorrect use or application of the delivered products is not covered by the guarantee. 11.4 The proof of purchase (order confirmation) is regarded as proof of the guarantee. 11.5 Woodmap is entitled to dissolve the agreement if the repair or replacement is not possible and to subsequently fully credit the purchaser.
Article 12: Withdrawal 12.1 The buyer has the right of withdrawal. This means that the buyer has a period of 14 working days to return the purchase without a statement of reasons. The only costs that Woodmap charges for this is the shipping fee for returning the product. Upon receipt of the returned product, a check will be made. If the return is undamaged on arrival at Woodmap, the buyer will be refunded the full purchase amount reduced by the return shipping fee within 30 days.
Article 13: Liability 13.1 Woodmap is not liable for damage of any nature arising as a result of Woodmap having worked on the basis of incorrect information or data provided by the purchaser, unless Woodmap was aware or should have been aware of the incorrectness or incompleteness of the information provided. 13.2 Woodmap is not liable for damage of any nature resulting from the incorrect or inadequate use of the products after delivery. 13.3 Woodmap is also not liable for damage of any nature arising as a result of the purchaser having used, processed or changed the products after delivery, having supplied them to third parties or having them given into use, processed or changed or having them supplied to third parties.
Article 14: Transport 14.1 The transport of the goods to be delivered will be done for the account and risk of Woodmap, unless otherwise is agreed. The accepting of items of Woodmap by the transport company is proof that these were in apparent good condition. 14.2 If the product/the goods become damaged during transport from Woodmap to the purchaser, then the liability of Woodmap is limited to no more than the amount paid out by the transport company or its insurance company.
Article 15: Competent court in the event of disputes 15.1 All the agreements, the explanation and the performance thereof are subject to Dutch law. 15.2 Any disputes regarding the concluding, explanation or the performance of an agreement with Woodmap will exclusively be brought before a competent court.
Article 16: Other provisions 16.1 Woodmap guarantees to treat any information regarding the purchaser obtained upon or in respect of the performance of the agreement as confidential and to ensure that this information cannot be used by third parties. 16.2 Woodmap is not authorised to use the information provided by the purchaser for any other purpose than for which it was obtained, except for the providing information regarding the offer and/or other information. 16.3 Both parties must keep confidential any information it has obtained from each other or another source as part of their agreement. Information is confidential when this has been indicated as such by the other party or if this is clear from the nature of the information.
Article 17: Changes to the terms and conditions, explanation 17.1 Woodmap is authorised to make changes to these general terms and conditions. These changes take effect on the announced effective date. Woodmap will send the amended terms and conditions to the client on time. If no effective date is communicated, the changes will take effect as soon the Client has been made aware or has been informed of changes. Current agreements remain subject to those general terms and conditions as they applied upon entering into the agreement. 17.2 Explanation of the nature and intent of the general terms and conditions is done on the basis of the Dutch language version thereof.
Article 18: Copyright Woodmap 18.1 All texts and illustrations of Woodmap are subject to copyright. 18.2 It is not permitted to take over (parts of) the internet page/website of Woodmap, images and/or use the product name. 18.3 It is not permitted to publish parts and/or all of the content of the internet page/website of Woodmap via CD-ROM, DVD or any other means without permission of the author/legal beneficiary. 18.4 If applicable, the copyright of the information offered made accessible via the links of the website of Woodmap is held by the legal beneficiary of the relevant pages. This also applies for all trademarks and logos.