Terms and Conditions

BOLAS FASHION - TERMS AND CONDITIONS 

Definitions

1. Bolas Fashion: Bolas Fashion Europe B.V., established in Transportweg 11, Chamber of Commerce no.82933715 .
2. Customer: the party which Bolas Fashion has entered into an agreement with.
3. Parties: Bolas Fashion and B2B.
4. Business Consumer: A Business customer who is an individual acting for B2B.

Applicability

1. These terms and conditions will apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of Bolas Fashion. 
2. Parties can only deviate from these conditions if they have explicitly agreed upon in writing.
3. The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the customer or of third parties.

Prices

1. All prices used by Bolas Fashion are in euros, are exclusive of VAT and exclusive of any other costs such as administration costs, levies and travel-, shipping- or transport expenses, unless expressly stated otherwise or agreed otherwise.
2. Bolas Fashion is entitled to adjust all prices for its products or services, shown in its shop, on its website or otherwise, at any time. 
3. Increases in the cost prices of products or parts thereof, which Bolas Fashion could not foresee at the time of making an offer or the conclusion of the agreement, may give rise to price increases. 
4. Business customer who represents his company has the right to terminate an agreement as a result of a price increase as referred to in paragraph 3, unless the increase is the result of statutory regulation.

Samples / models 

If the customer has received a sample or model of a product, he cannot derive any rights from this other than that it is an indication of the nature of the product, unless the parties have explicitly agreed that the products be supplied conform to the sample or model.

Payments and payment term

1. Bolas Fashion may, at the conclusion of the agreement, require a down payment of up to 10% of the agreed amount.The customer must have paid the full amount within 14 days after delivery of the product. Unless otherwise agreed.
2. Payment terms are considered as fatal payment terms. This means that if the customer has not paid the agreed amount at the latest on the last day of the payment term, he is legally in default, without Bolas Fashion having to send the customer a reminder or to put him in default. 
3. Bolas Fashion reserves the right to make a delivery conditional upon immediate payment or to require adequate security for the total amount of the services or products.

Payments and payment term - Store

Products are immediately paid for in the store.

Consequences of late payment

 If the Business customer does not pay within the agreed term, Bolas Fashion is entitled to charge additional costs, which result from administrative actions.

1. When the Business customer is in default, he is also due to extrajudicial collection costs and may be obliged to pay any compensation to Bolas Fashion. 
2. The collection costs are calculated on the basis of the Reimbursement for extrajudicial collection costs. 
3. If the customer does not pay on time, Bolas Fashion may suspend its obligations until the customer has met his payment obligation. 
4. In the event of liquidation, bankruptcy, attachment or suspension of payment on behalf of the customer, the claims of Bolas Fashion on the customer are immediately due and payable. 
5. If the customer refuses to cooperate with the performance of the agreement by Bolas Fashion, he is still obliged to pay the agreed price to Bolas Fashion. 

Right of recovery of goods 

1. As soon as the customer is in default, Bolas Fashion is entitled to invoke the right of recovery with regard to the unpaid products delivered to the customer.
2. Bolas Fashion invokes the right of recovery by means of a written or electronic announcement.
3. As soon as the customer has been informed of the claimed right of recovery, the customer must immediately return the products concerned to Bolas Fashion, unless the parties agree to make other arrangements about this. 
4. The costs for the collection or return of the products are at the expense of the Business

Right of withdrawal For Business consumer

1. A consumer may cancel an online purchase during a cooling-off period of 14 days without giving any reason, provided that

• The product has not been used
• The product is not specially tailored for the consumer or adapted to its special needs
• It is not a product that may not be returned for hygienic reasons (underwear, swimwear, etc.)
• The purchase does not concern an (assignment to) urgent repair
• The Business consumer has not renounced his right of withdrawal

2. The cooling-off period of 14 days as referred to in paragraph 1 commences:
   • on the day after the consumer has received the last product or part of 1 order
   • as soon as the Business consumer has purchased a service for the first time
   • as soon as the Business consumer has confirmed the purchase of digital content via the internet
3. The Business consumer can notify his right of withdrawal via [email protected], if desired by using the withdrawal form that can be downloaded via the website of Bolas Fashion, www.bolasunderwear.com.
4. The Business consumer is obliged to return the product to Bolas Fashion within 14 days after the notification of his right of withdrawal, after which period his right of withdrawal will lapse. 

Suspension of obligations by the customer

The Business customer waives the right to suspend the fulfillment of any obligation arising from this agreement.

Right of retention 

1. Bolas Fashion can appeal to his right of retention of title and in that case retain the products sold by Bolas Fashion to the Business customer until the Business customer has paid all outstanding invoices with regard to Bolas Fashion, unless the Business customer has provided sufficient security for these payments. 
2. The right of retention of title also applies on the basis of previous agreements from which the Business customer still owes payments to Bolas Fashion.
3. Bolas Fashion is never liable for any damage that the Business customer may suffer as a result of using his right of retention of title.

Settlement 

The Business customer waives his right to settle any debt to Bolas Fashion with any claim on Bolas Fashion. 

Retention of title 

1. Bolas Fashion remains the owner of all delivered products until the Business customer has fully complied with all its payment obligations with regard to Bolas Fashion under whatever agreement with Bolas Fashion including of claims regarding the shortcomings in the performance.
2. Until then, Bolas Fashion can invoke its retention of title and take back the goods. 
3. Before the property is transferred to the customer, the Business customer may not pledge, sell, dispose of or otherwise encumber the products. 
4. If Bolas Fashion invokes its retention of title, the agreement will be dissolved and Bolas Fashion has the right to claim compensation, lost profits and interest.

Delivery 

1. Delivery takes place while stocks last.
2. Delivery takes place at Bolas Fashion unless the parties have agreed upon otherwise.
3. Delivery of products ordered online takes place at the address indicated by the Business
4. If the agreed price is not paid on time, Bolas Fashion has the right to suspend its obligations until the agreed price is fully paid. 
5. In the event of late payment, the Business customer is automatically in default, and hereby he cannot object to late delivery by Bolas Fashion.

Delivery period

1. Any delivery period specified by Bolas Fashion is indicative and does not give the Business customer the right to dissolution or compensation if this period is not met with, unless the parties have expressly agreed otherwise in writing.
2. The delivery starts once the Business customer has fully completed the (electronic) ordering process and received an (electronic) confirmation of his order from Bolas Fashion. 
3. Exceeding the specified delivery period does not entitle the Business customer to compensation or the right to terminate the contract, unless Bolas Fashion cannot deliver within [14 days ] or if the parties have agreed upon otherwise.

Actual delivery

The Business customer must ensure that the actual delivery of the products ordered by him can take place in time.

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Transport costs 

Transport costs are on behalf of the Business customer, unless the parties have agreed upon otherwise.

Packaging and shipping 

1. If the package of a delivered product is opened or damaged, the Business customer must have a note drawn up by the forwarder or delivery person before receiving the product. In the absence of which Bolas Fashion may not be held liable for any damage.
2. If the customer himself takes care of the transport of a product, he must report any visible damage to products or the packaging prior to the transport to Bolas Fashion, failing which Bolas Fashion cannot be held liable for any damage.

Insurance

Storage 

1. If the Business customer orders products later than the agreed delivery date, the risk of any quality loss is entirely for the customer.
2. Any extra costs as a result of premature or late purchase of products are entirely at the Business customer's expense.

Guarantee

1. The warranty relating to products only applies to defects caused by faulty manufacture, construction or material. 
2. The warranty does not apply in the event of normal wear and tear and damage resulting from accidents, changes made to the product, negligence or improper use by the Business customer, or when the cause of the defect cannot clearly be established.
3. The risk of loss, damage or theft of the products that are the subject of an agreement between the parties, will pass on to the customer when these products are legally and/or factually delivered, at least are in the power of the customer or of a third party who receives the product for the benefit of the Business

Exchange

1. Exchange is only possible if the following conditions are met:

• exchange takes place within 14 days after purchase upon presentation of the original invoice
• the product is returned in the original packaging or with the original (price) tags still attached to it 
• the product has not been used

2. Discounted items, non-shelf articles such as food, custom made items or specially adapted articles for the customer and Worn products / used products cannot be exchanged.

Indemnity

The Business customer indemnifies Bolas Fashion against all third-party claims that are related to the products and/or services supplied by Bolas Fashion. 

Complaints

1. The Business customer must examine a product or service provided by Bolas Fashion as soon as possible for possible shortcomings.
2. If a delivered product or service does not comply with what the Business customer could reasonably expect from the agreement, the customer must inform Bolas Fashion of this as soon as possible, but in any case within 1 months after discovery of the shortcomings. 
3. Business Consumers must inform Bolas Fashion of this within two months after detection of the shortcomings.
4. The Business customer gives a detailed description as possible of the shortcomings, so that Bolas Fashion is able to respond adequately. 
5. The Business customer must demonstrate that the complaint relates to an agreement between the parties.
6. If a complaint relates to ongoing work, this can in any case not lead to Bolas Fashion being forced to perform other work than has been agreed.
7. If the Business customer is dissatisfied with the services provided by Bolas Fashion, the Business customer will inform Bolas Fashion of this as soon as possible and parties will try to come to a satisfying solution together.
8. If the route followed in paragraph 1 does not lead to a satisfactory solution, the Business customer can submit a complaint to https://www.digidispuut.nl/. 

Giving notice

1. The Business customer must provide any notice of default to Bolas Fashion in writing.
2. It is the responsibility of the Business customer that a notice of default actually reaches Bolas Fashion (in time). 

Joint and several Client liabilities

If Bolas Fashion enters into an agreement with several customers, each of them shall be jointly and severally liable for the full amounts due to Bolas Fashion under that agreement. 

Liability of Bolas Fashion

1. Bolas Fashion is only liable for any damage the customer suffers if and insofar as this damage is caused by intent or gross negligence. 
2. If Bolas Fashion is liable for any damage, it is only liable for direct damages that results from or is related to the execution of an agreement.
3. Bolas Fashion is never liable for indirect damages, such as consequential loss, lost profit, lost savings or damage to third parties.
4. If Bolas Fashion is liable, its liability is limited to the amount paid by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damages the amount of the liability is limited to the (part of the) invoice to which the liability relates.
5. All images, photos, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot lead to any compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

Expiry period

Every right of the customer to compensation from Bolas Fashion shall, in any case, expire within 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions in article 6:89 of the Dutch Civil Code.

Dissolution

1. The customer has the right to dissolve the agreement if Bolas Fashion imputably fails in the fulfillment of his obligations, unless this shortcoming does not justify termination due to its special nature or because it is of minor significance. 
2. If the fulfillment of the obligations by Bolas Fashion is not permanent or temporarily impossible, dissolution can only take place after Bolas Fashion is in default. 
3. Bolas Fashion has the right to dissolve the agreement with the Business customer, if the Business customer does not fully or timely fulfill his obligations under the agreement, or if circumstances give Bolas Fashion good grounds to fear that the Business customer will not be able to fulfill his obligations properly. 

Force majeure

1. In addition to the provisions of article 6:75 Dutch Civil Code, a shortcoming of Bolas Fashion in the fulfillment of any obligation to the customer cannot be attributed to Bolas Fashion in any situation independent of the will of Bolas Fashion, when the fulfillment of its obligations towards the customer is prevented in whole or in part or when the fulfillment of its obligations cannot reasonably be required from Bolas Fashion . 
2. The force majeure situation referred to in paragraph 1 is also applicable - but not limited to: state of emergency (such as civil war,pandemic, cyber crime, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of power, electricity, internet, computer or telecoms; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages. 
3. If a situation of force majeure arises as a result of which Bolas Fashion cannot fulfill one or more obligations towards the customer, these obligations will be suspended until Bolas Fashion can comply with it. 
4. From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part. 
5. Bolas Fashion does not owe any (damage) compensation in a situation of force majeure, even if it has obtained any advantages as a result of the force majeure situation.

Changes in the general terms and conditions

1. Bolas Fashion is entitled to amend or supplement these general terms and conditions. 
2. Changes of minor importance can be made at any time. 
3. Major changes in content will be discussed by Bolas Fashion with the Business customer in advance as much as possible.
4. Business Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions. 

Transfer of rights

1. The Business customer cannot transfer its rights deferring from an agreement with Bolas Fashion to third parties without the prior written consent of Bolas Fashion . 
2. This provision applies as a clause with a property law effect as referred to in Section 3:83 (2) Dutch Civil Code. 

Consequences of nullity or annullability

1. If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions of these terms and conditions. 
2. A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what Bolas Fashion had in mind when drafting the conditions on that issue.

Applicable law and competent court

1. Dutch and law is exclusively applicable to all agreements between the parties. 
2. The Dutch court in the district where Bolas Fashion is established is exclusively competent in case of any disputes between parties, unless the law prescribes otherwise.

Attribution

  Drawn up on 17 februari 2020.