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- When placing an order, the buyer accepts following sales-terms indicated below. For possible legal controversies: Dutch law applicable.
- The sales-terms are a non-legal translated version of the Dutch applicable version which is registrated at Chamber of Commerce – Tilburg. The original Dutch version is below the English version.
- Furthermore, we hope you enjoy our site and hope to welcome you as a customer.
The Autosport Company B.V.
5145 NP Waalwijk
Chamber of Commerce – Tilburg – nr. 23093022
(QSP Products is a part of The Autosport Company B.V. here after: TAC)
Article 1 Definitions
- In these general sales-terms the following terms are used in the following meanings, unless explicitly stated otherwise: TAC: the user of the general sales-terms;
Buyer: the party of TAC, acting as a private individual or professional or business;
Agreement: the agreement between TAC and buyer;
Products: can be goods and / or services.
Article 2 General
- These general sales-terms are apply to all offers and agreements with TAC.
- A buyer that once contracted under these conditions with TAC is considered verbal, possibly followed by him, by letter, telegram or facsimile to give orders or to enter into agreements with tacit applicability of these terms and conditions to be agreed.
- buyer does not apply as (commercial) agent or distributor of TAC unless he is appointed by written agreement.
- These conditions can only be waived if agreed in writing.
Article 3 Offers
- Quotations are free, unless otherwise stated in the offer.
- The price lists and price listings of TAC is no offer.
- Upon acceptance of an offer by the buyer, TAC reserves the right to revoke the offer within the period of 5 working days of receipt of such acceptance or to deviate. TAC will disclose the reasons in writing to the buyer.
- Verbal agreements from TAC are only valid after they have been confirmed in writing.
- Purchasing- and other conditions of a buyer are expressly rejected by TAC, unless a written acceptance by TAC.
Article 4 Conclusion of contract
- TAC has the right, without giving reasons, not to accept an order or only to accept on special conditions, the buyer will be informed accordingly.
- Orders (Internet / verbal / etc.) the buyer is solely responsible and liable for the accuracy of the data provided. When erroneous or fraudulent information is given TAC has the right to recover any resulting costs to the buyer.
Article 5 Images
- All images, drawings, information on weights, dimensions, colors etc on website and catalogue are only approximate and can not lead to compensation and/or dissolution.
- All by or on behalf of TAC made designs, pictures etc mentioned in paragraph 1 shall remain the property of TAC and may not be copied without explicit written authorization or reproduced in any way, nor shown to third parties or used in any way.
Article 6 Pricing
- The goods which are delivered by TAC will be sold for the price that is applicable on the date of shipment from the warehouse of TAC.
- For orders a charge for shipping and handling fee is charged. The cost of shipping by express will only be charged to the buyer if he has requested such shipping method.
Article 7 Shipping/delivery
- Delivery is ex works / store / warehouse of TAC
- Unless otherwise agreed, TAC determines the way of shipping. If TAC has chosen the method of shipment, the goods travel at the risk of TAC. TAC bear the risk of the goods till the goods are delivered to the specified address.
- TAC reserves the right to deliver goods in multiply shipments and part invoices.
- If the buyer requests delivery to be delayed or accelerated, then the buyer has to pay the extra costs.
- TAC is not bound to redeliver products, if these products have been taken by him or his suppliers out of production or for some other reasons from its sales program.
- The buyer is obliged to accept the delivery of the goods. If he is not able to do so, the goods shall at his expense and risk be stored.
- If the buyer in spite of the summons of the goods within three weeks, has not collected these at specified warehouse, TAC has the right to sell the goods to her privately or in public, and the original purchaser for a possibly hold liable loss. The original purchaser is always obliged to reimburse the costs of the aforementioned storage and made by TAC (extra) shipping and handling.
- The packaging materials are considered disposable and are not returnable.
Article 8 Delivery dates
- The delivery period starts, when all technical details have been agreed and all necessary data and drawings are in possession of TAC.
- Stated delivery times are considered as approximate.
- The agreed delivery dates shall not have the effect that TAC after its expiration is legally in default, to do so is always a formal letter required, TAC will be awarded a minimum period of 14 days to meet its obligations.
- Exceeding a delivery date, the purchaser shall never be entitled to any compensation on termination of the agreement or any other action against TAC. This does not apply in cases of intent or gross negligence of TAC or its management or if the delivery is delayed by more than three months. Then the buyer has the right to terminate the agreement, however without claiming any compensation.
- If TAC has given a term of delivery, this is indicative. A specified delivery time is never a deadline.
Article 9 Payments
- Payment must be made upon delivery, payment, direct debit or if agreed, within 14 days after the invoice date, in a manner specified in the currency invoiced by TAC. Objections to the amount of the invoices do not suspend the payment obligation.
- If the buyer fails to pay within the period of 14 days, the buyer is legally in default. Buyer shall owe an interest of 1% on the outstanding amount per month, unless the statutory interest is higher, in which case the statutory interest rate. The interest on the amount due will be calculated from the day the buyer is in default until the moment of payment of the full amount.
- In case of liquidation, bankruptcy, seizure or suspension of payment of the buyer's claims TAC to the buyer immediately due and payable.
- TAC has the ability to charge a credit limitation surcharge of 2% charged. This fee is not due for payment within the payment period stated on the invoice.
Article 10 Right of ownership and right of pledge
- The ownership of the goods supplied by TAC expressly reserved until full payment, including reimbursement of all costs and interest, including previous and subsequent deliveries and services, as well as damage claims for failure to comply has occurred.
- It is the buyer is not free without written permission from TAC to sell the goods before, rent, hand over to use or move outside his business, pledge or otherwise encumber.
- The purchaser must at first request of TAC to provide the goods to TAC, and now grant irrevocable authority to TAC or by the TAC to designate persons, the place where the property is located, in order to enter the property with to be taken.
- TAC provided in accordance with the provisions of 2 to the purchaser the ownership of the goods at the time that the buyer has fulfilled all its obligations, but subject to the right of pledge TACs for other claims that TAC has on the purchaser.
- Goods or parts thereof, which are replaced as part of a repair order or warranty, or remain therefore owned by TAC in full satisfaction of all that TAC of the buyer to recover, occurred.
Article 11 Complaints
- Complaints in general and complaints about invoices must within eight days of receipt of goods or invoices, or within eight days after a defect in the goods is discovered or should have discovered, in writing and with a proper description of the complaint to TAC must be disclosed. After the expiry of this period TAC is deemed to be properly fulfilled its obligations, and it is assumed that the buyer of the goods or invoices as correct acknowledges.
- Complaints never give the buyer the right to suspend payments.
- If a complaint is justified by TAC, TAC has the right at its discretion:
o to review and amend the invoice the invoice;
o to replace the delivered issued by an thing with the same specifications or to repair where replacement goods or parts to TAC;
o to take back the delivered and to terminate the contract and receive a refund of the invoice amount paid by the purchaser without being liable to pay damages.
- Complaints against goods belonging to a consignment does not affect previous and subsequent instalments forming part of the same order.
- Small, commercially or technically unavoidable deviations and differences in quality, colour, size or finish, cannot constitute grounds for complaining.
- The buyer shall, where appropriate offer TAC immediate opportunity to repair any defects.
- Possible return of goods to or from the purchaser is at the expense and risk of the buyer. TAC accept returned goods only if and insofar as it agrees in writing with this return shipment, and then only if these goods to be delivered by the TAC to the address in the original packaging and in the condition TAC these goods delivered to the buyer.
- Orders via Internet brand / model specific goods, the buyer must to be certain that the correct goods are ordered. When in doubt, ask TAC to check on correctness. Incorrectly ordered goods can only be returned after written consultation. If TAC has decided to take back faulty goods ordered by buyer, then this happened with a credit or refund via bank account, and then only for the value of the goods free shipping.
- Specifically for buyer ordered goods cannot be returned!
Article 12 Return of goods
- Goods can be returned only after prior agreement with TAC.
- Returned goods must always be fully prepaid, not prepaid shipments will be refused.
Article 13 Warranty
- TAC guarantees the quality at her best knowledge to the services and of the delivered goods, provided that the warranty does not go further than that specified in the following provisions.
- Performed on a repair is granted three months warranty. The goods will be 12 months warranty granted unless otherwise agreed in writing.
- If the buyer to TAC has given an order to repair and issued case within three months after the issue date, upon payment of the due examination or repair amount has been collected to have shall be deemed a waiver of the repaired surrendered case for the purpose of TAC. The buyer may or TAC harmless from all claims by third parties relating to this matter.
- By the buyer within the warranty period and demonstrated to TAC culpable errors, defects or imperfections - if covered by the guarantee referred to in this article - are borne by TAC restored as soon as possible, replaced or taken back against credit.
- On joined products and parts thereof and consumable products gives TAC warranty, unless a written guarantee has been pledged.
- Wear parts (brake pads, brake discs, etc.) cannot be guaranteed, except it does not or a manufacturing defect which is detected during installation.
- For goods with a warranty attached by other than TAC, where different from the provisions of these terms and conditions, the provisions of these terms and conditions.
- The buyer may not rely on the warranty if;
o the buyer has neglected the goods
o the buyer made changes to the goods or has let made them, including repairs not performed by or on behalf of TAC
o by improper or careless use, incorrect connection, incorrect voltage, lightning, damaged by moisture or by other external goods or misfortunes.
o the device is not maintained then the usual manner or as described in the manual
o the device is used with unsuitable or faulty accessories
o if the buyer has handled the goods negligent
o the goods are used in competitions
- If the buyer does not, not properly or not timely fulfil any obligation arising from the agreement with TAC (s), the buyer is not bound by the guarantee.
Article 14 Trademark
- The trademarks or the type or identification numbers or signs affixed to the goods delivered by TAC may not be removed, damaged or altered.
Article 15 Limitation of Liability
- TAC nor third parties it involves to the creation or implementation of any agreement, are to be liable for any damages arising from and related to the agreement, which Buyer or any third party involved in the execution of the agreement, may suffer, directly or indirectly, no matter what the cause of this is.
- Without prejudice to the above, TAC shall never be liable:
o for non or late delivery;
o data in brochures, catalogues, advertising material, offers etc.;
o in case of shortcomings (force majeure), as referred to in Article 15;
o if the buyer or a third party repair the delivered goods or make changes to it for purposes other than for which it is suitable or intended for, the goods overload or otherwise used inexpertly;
o for the property of third parties located in respect of repair, storage or for whatever reason are in TACs premises;
o for business and / or consequential damages from any cause whatsoever;
o for damages caused by intent or gross negligence of helpers;
- If TAC in any case, despite the above, be liable for any damage, liability accepted TAC only to the extent that such liability is covered by its insurance, up to the amount of the insurance compensation.
- If the insurance in any case not proceed with payment, TAC is never liable for more than the invoice amount for the agreement.
- The buyer will indemnify the TAC for all third party claims against TAC.
- In these conditions contained exclusions or limitations of liability do not apply if the damage is caused by intent or gross negligence of TAC or its management employees.
Article 16 Warning
- Motor / Autosport are extremely dangerous sports. Our goods are no guarantee against injuries and / or fatalities. The buyer itself have to be is aware of this danger.
- Goods intended for use off public roads there are not approved and / or authorized and are not intended to be used there.
- The buyer must see and check itself on the correct application and / or use of the goods.
- The TAC is not liable if the for competition purposes made products are used by the buyer on public roads.
- The TAC is not liable if for public road purposes made products are used by the buyer for competitive purposes.
Article 17 Non - attributable shortcomings
4.. TAC is not liable if and when she cannot be fulfilled due to force majeure.
5. Force majeure means any strange cause, and any circumstance, which she cannot be at the risk of reasonableness. Delay or failure by our suppliers, transport problems, strikes, government measures, supply delay, negligence by suppliers and / or manufacturers of TAC as well as from individuals, disease, defects in appliance or shipment count explicitly as force majeure.
6. TAC has in case of force majeure the right to suspend its obligations. TAC is also entitled to terminate the contract in whole or in part, or to demand that the contents of the Agreement is amended as detailed as possible. In no event TAC is obliged to pay any penalty or damages. TAC reserves the right to payment for work already performed and costs incurred.
7. TAC has no power to suspend if performance is permanently impossible or the temporary inability lasts longer than six months. In these cases, the agreement may be terminated by either party without the purchaser is entitled to compensation for any damage.
Article 18 Termination
- If the buyer his obligations to the TAC, not timely or proper arranged, as well as if his bankruptcy is / has been requested, he is declared bankrupt, he applies for a moratorium, or to its creditors or any part of them offers arrangement or agreement, moreover, with the seizure of his assets or a part thereof, or he goes to sell or liquidate its business, and in case of death, receivership, or if he otherwise the management or direction over his business, goods or a part thereof, the buyer is legally in default and any claim that TAC has dependents or obtains, immediately due and payable without any notice is required.
- In the cases mentioned under 2, TAC has the right, without notice, from her site, the further implementation of the agreement to suspend or terminate in whole or in part.
- TAC is competent at all times to claim damages from the buyer, as well as to take goods back.
- If the buyer wishes to terminate the agreement, shall first set in writing TAC in default and provide a reasonable period to still meet her obligations, or to rectify shortcomings, which shortcomings must be precisely described in writing.
- The buyer has no right to terminate the contract in whole or in part or to suspend its obligations, if he was already in default with the fulfilment of its obligations.
- In case of partial termination, the buyer cannot claim undoing already by TAC provided services and TAC has full right to payment for those performed actions.
Article 19 Applicable law / jurisdiction
- All agreements are subject to Dutch law.
- Disputes arising from an agreement between TAC and buyer, which cannot be resolved by mutual agreement, the competent court in the District Court of Rotterdam, unless TAC prefers the dispute to take place in a competent court of the domicile of the buyer, exception of those disputes that fall under the jurisdiction of a magistrate.
Article 20 Partial invalidity
- If one or more provisions from an agreement between TAC and buyer would prove to be ineffective, then the remaining provisions of this agreement between the parties stay in force.
- The Parties commit themselves to replace the non-binding provisions by such provisions, which are binding and minimal - having regard to the purpose and intent of this Agreement - differ from the non-binding provisions.
The Autosport Company bv / F. Biesheuvel
Deposited Chamber of Commerce Tilburg, Febr. 2013