Terms and Conditions

GENERAL TERMS AND CONDITIONS Clarissimi

 
Definitions
1. Clarissimi: Clarissimi, established in Hattem under Chamber of Commerce no. 72448113.
2. Customer: the person with whom Clarissimi has entered into an agreement.
3. Parties: Clarissimi and customer together.
4. Consumer: a customer who is also an individual and who acts as a private person.
 Applicability of general terms and conditions
1. These terms and conditions apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of Clarissimi.
2. Parties can only deviate from these terms and conditions if they have explicitly agreed to do so in writing.
3. The parties explicitly exclude the applicability of additional and / or deviating general terms and conditions of the customer or third parties.
Prices
1. All prices that Clarissimi uses are in euros, are inclusive of VAT and exclusive of any other costs such as administration costs, levies and travel, shipping or transport costs, unless explicitly stated otherwise or agreed otherwise.
2. All prices that Clarissimi uses for its products or services, on its website or that are otherwise made known, Clarissimi can change at any time. 
3. Increases in the cost prices of products or parts thereof, which Clarissimi could not foresee at the time of making the offer or the conclusion of the agreement, may give rise to price increases.
4. The consumer has the right to dissolve an agreement as a result of a price increase as referred to in paragraph 3, unless the increase is the result of a statutory regulation.
5. The price for a service is determined by Clarissimi on the basis of the hours actually spent.
6. The price is calculated according to Clarissimi's usual hourly rates, applicable for the period in which he performs the work, unless a different hourly rate has been agreed.
7. If the parties have agreed on a total amount for a service by Clarissimi, this is always a target price, unless the parties have explicitly agreed in writing on a fixed price, which cannot be deviated from.
8. Clarissimi is entitled to deviate up to 10% of the target price.
9. If the target price is more than 10% higher, Clarissimi must inform the customer in good time why a higher price is justified.
10. If the target price is more than 10% higher, the customer has the right to cancel the part of the order that exceeds the target price plus 10%.
11. Clarissimi has the right to adjust prices annually.
12. Prior to its commencement, Clarissimi will communicate price adjustments to the customer.
13. The consumer has the right to cancel the agreement with Clarissimi if he does not agree with the price increase.
Payments and payment term
1. Clarissimi may require a down payment of up to 50% of the agreed amount when entering into the agreement. 
2. The customer must make payments afterwards within 7 days after delivery of the product.
3. Payment terms are considered to be strict payment terms. This means that if the customer has not paid the agreed amount no later than the last day of the payment term, he is in default by operation of law and is in default, without Clarissimi having to send the customer a reminder or declare it in default. 
4. Clarissimi reserves the right to make a delivery dependent on immediate payment or to demand a security for the total amount of the services or products.
Consequences not paying on time
1. If the customer does not pay within the agreed term, Clarissimi is entitled to charge an interest of 1% per month from the day that the customer is in default, whereby part of a month is counted as a whole month.
2. If the customer is in default, he will also owe extrajudicial collection costs and any compensation to Clarissimi. 
3. The collection costs are calculated on the basis of the Decree on compensation for extrajudicial collection costs. 
4. If the customer does not pay on time, Clarissimi may suspend its obligations until the customer has fulfilled his payment obligation. 
5. In the event of liquidation, bankruptcy, seizure or moratorium on the part of the customer, the claims of Clarissimi on the customer are immediately due and payable. 
6. If the customer refuses to cooperate with the performance of the agreement by Clarissimi, he is still obliged to pay the agreed price to Clarissimi. 
Right of Complaint 
1. As soon as the customer is in default, Clarissimi is entitled to invoke the right of complaint with regard to the unpaid products delivered to the customer.
2. Clarissimi invokes the right of complaint by means of a written or electronic communication.
3. As soon as the customer has been informed of the invoked right to complain, the customer must immediately return the products to which this right relates to Clarissimi, unless the parties make other agreements about this. 
4. The costs for the return or return of the products are at the expense of the customer.
Right of withdrawal 
1. A consumer can cancel an online purchase during a cooling-off period of 14 days without giving any reason, provided that:
The product has not been used
It is not a product that can spoil quickly, such as food or flowers
It is not a product that has been specially tailored or adapted for the consumer
It is not a product that cannot be returned for hygienic reasons (underwear, swimwear, etc.)
The seal is still intact if it concerns data carriers with digital content (DVDs, CDs, etc.)
The product is not a trip, transport ticket, catering order or form of leisure activity
The product is not a separate magazine or newspaper
It does not concern an (order for) urgent repair
The consumer has not waived his right of withdrawal
2. The reflection period of 14 days as referred to in paragraph 1 commences:
o on the day after the consumer has received the last product or part of 1 order
o as soon as the consumer has received the first product in a subscription
o as soon as the consumer has purchased a service for the first time
o as soon as the consumer has confirmed that he will purchase digital content via the internet
3. The consumer can make his appeal to the right of withdrawal known via info@clarissimi.nl, if desired using the withdrawal form that can be downloaded from the Clarissimi website, https://www.champagne-koning.nl.
4. The consumer is obliged to return the product to Clarissimi within 14 days after making known his right of withdrawal, failing which his right of withdrawal will lapse. 
5. The costs for returns will only be borne by Clarissimi if the entire order is returned.
6. If the purchase costs and any other costs (such as shipping and return costs) qualify for reimbursement by law, Clarissimi will refund these costs to the consumer within 14 days after receipt of the timely appeal to the right of withdrawal, provided that the consumer has returned the product to Clarissimi on time.
Right of suspension
 
Unless the customer is a consumer, the customer waives the right to suspend performance of any obligation arising from this agreement.
 
Right of retention 
1. Clarissimi can invoke its right of retention and in that case retain the customer's products until the customer has paid all outstanding invoices with regard to Clarissimi, unless the customer has provided sufficient security for those costs. 
2. The right of retention also applies on the basis of previous agreements from which the customer still owes payments to Clarissimi.
3. Clarissimi is never liable for any damage that the customer may suffer as a result of using his right of retention.
Settlement
 
Unless the customer is a consumer, the customer waives his right to set off a debt owed to Clarissimi against a claim on Clarissimi. 
 
Retention of title 
1. Clarissimi remains the owner of all delivered products until the customer has fully complied with all his payment obligations towards Clarissimi under any agreement concluded with Clarissimi, including claims for non-performance.
2. Until then, Clarissimi can invoke its retention of title and take back the goods. 
3. Before ownership has passed to the customer, the customer may not pledge, sell, dispose of or otherwise encumber the products. 
4. If Clarissimi invokes its retention of title, the agreement will be considered dissolved and Clarissimi has the right to claim compensation, lost profit and interest. 
Delivery
1. Delivery takes place while stocks last.
2. Delivery takes place at Clarissimi, unless the parties have agreed otherwise.
3. Delivery of products ordered online takes place at the address indicated by the customer. 
4. If the agreed amounts are not paid or not paid on time, Clarissimi has the right to suspend its obligations until the agreed part has been paid. 
5. In case of late payment, there is a default of creditors, with the result that the customer cannot object to a late delivery against Clarissimi.
Delivery time 
1. The delivery times stated by Clarissimi are indicative and do not entitle the customer to dissolution or compensation if they are exceeded, unless the parties have explicitly agreed otherwise in writing.
2. The delivery time commences when the customer has fully completed the (electronic) ordering process and has received an (electronic) confirmation from Clarissimi.
3. Exceeding the specified delivery time does not entitle the customer to compensation or the right to terminate the agreement, unless Clarissimi cannot deliver within 14 days after being reminded in writing or the parties have agreed otherwise. 
Actual delivery
 
The customer must ensure that the actual delivery of the products ordered by him can take place on time.
 
Transportation costs 
 
Transport costs are at the expense of the customer, unless the parties have agreed otherwise.
 
Packaging and shipping
1. If the packaging of a delivered product is opened or damaged, the customer must, before taking receipt of the product, have a note drawn up by the forwarder or delivery person, failing which Clarissimi cannot be held liable for possible damage.
2. If the customer himself arranges for the transport of a product, he must report any visible damage to products or the packaging to Clarissimi prior to transport, failing which Clarissimi cannot be held liable for any damage.
Insurance
1. The customer undertakes to adequately insure the following items and to keep them insured against, among other things, fire, explosion and water damage as well as theft:
o goods delivered that are necessary for the performance of the underlying agreement
o Clarissimi matters that are present at the customer's
o items that are delivered under retention of title
2. The customer provides the policy of these insurances for inspection at Clarissimi's first request.
Retention 
1. If the customer does not purchase the ordered products until later than the agreed delivery date, the risk of any loss of quality is entirely for the customer.
2. Any additional costs as a result of premature or late purchase of products are entirely at the expense of the customer.
Guarantee
1. When the parties have entered into an agreement of a service nature, this only contains best efforts obligations for Clarissimi, not obligations to achieve results. 
2. The warranty with regard to products applies only to defects caused by faulty manufacture, construction or material. 
3. The warranty does not apply in the case of normal wear and tear and damage resulting from accidents, changes made to the product, negligence or improper use by the customer, as well as when the cause of the defect cannot be clearly determined.
4. The risk of loss, damage or theft of the products that are the subject of an agreement between the parties, transfers to the customer at the moment they are legally and / or actually delivered, or at least come under the control of the customer or from a third party who receives the product on behalf of the customer. 
Exchange 
1. Exchange is only possible if the following conditions are met:
Exchange takes place within 14 days after purchase against presentation of the original invoice
The product is returned in the original packaging or with the original (price) tags still attached
The product has not yet been used
2. Discounted items, non-perishable items such as foodstuffs, custom-made items or items specially adapted for the customer and Champagne due to the expiration date cannot be exchanged.
 
Execution of the agreement 
1. Clarissimi executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship. 
2. Clarissimi has the right to have the agreed services (partially) performed by third parties.
3. The execution of the agreement takes place in mutual consultation and after written agreement and payment of any agreed advance by the customer. 
4. It is the responsibility of the customer that Clarissimi can start the execution of the agreement on time.
5. If the customer has not ensured that Clarissimi can start the execution of the agreement on time, the resulting extra costs and / or extra hours will be borne by the customer.
Information provision by the customer 
1. The customer makes all information, data and documents that are relevant for the correct execution of the agreement available to Clarissimi in a timely manner and in the desired form and in the desired manner.
2. The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if these originate from third parties, insofar as the nature of the agreement does not dictate otherwise. 
3. If and insofar as the customer requests this, Clarissimi will return the relevant documents. 
4. If the customer does not, not timely or not properly provide the information, data or documents reasonably required by Clarissimi and the execution of the agreement is delayed as a result, the resulting extra costs and extra hours will be borne by the customer.
Duration of the agreement 
1.
2. If an agreement has been entered into for a definite period, it will be tacitly converted into an agreement for an indefinite period after the expiry of the period, unless 1 of the parties cancels the agreement with due observance of a notice period of 2 months, or a consumer the agreement. cancels with due observance of a notice period of 1 month, the agreement will end by operation of law.
3. If the parties have agreed on a term for the completion of certain work within the term of the agreement, this is never a strict deadline. If this term is exceeded, the customer must give Clarissimi written notice of default. 
confidentiality 
1. The customer keeps secret any information he receives (in whatever form) from Clarissimi.
2. The same applies to any other information relating to Clarissimi which he knows or can reasonably suspect to be secret, confidential or which he can expect that dissemination could harm Clarissimi.
3. The customer takes all necessary measures to ensure that he keeps the information referred to in paragraphs 1 and 2 confidential. 
4. The duty of confidentiality described in this article does not apply to information:
o which was already public before the customer learned of this information or which later became public without this being the result of a breach of the customer's duty of confidentiality
o which is made public by the customer on the basis of a legal obligation 
5. The duty of confidentiality described in this article applies for the duration of the underlying agreement and for a period of 3 years after its expiry.
Penalty clause
1. If the other party violates the article of these general terms and conditions on confidentiality or on intellectual property, he will forfeit an immediately payable fine for each violation on behalf of trade name.
If the other party is a consumer, this fine will be ‚ā¨ 1,000
If the other party is a legal entity, this fine is ‚ā¨ 5,000
2. In addition, the other party forfeits an amount of 5% of the amount referred to in paragraph 1 for each day that the violation continues.
3. No prior notice of default or legal proceedings are required for forfeiting this fine. There is also no need for any form of damage. 
4. The forfeiture of the fine referred to in the first paragraph of this article does not affect Clarissimi's other rights, including its right to claim compensation in addition to the fine.
Disclaimer
 
The customer indemnifies Clarissimi against all claims from third parties related to the products and / or services supplied by Clarissimi. 
 
Complaints
1. The customer must examine a product or service provided by Clarissimi as soon as possible for possible shortcomings.
2. If a delivered product or service does not comply with what the customer could reasonably expect from the agreement, the customer must inform Clarissimi of this as soon as possible, but in any case within 1 month after discovery of the shortcomings. 
3. Consumers must inform Clarissimi of this within 2 months after discovery of the shortcomings.
4. The customer provides a description of the shortcoming that is as detailed as possible, so that Clarissimi is able to respond adequately. 
5. The customer must demonstrate that the complaint relates to an agreement between the parties.
6. If a complaint relates to ongoing work, this cannot in any case lead to Clarissimi being obliged to perform other work than agreed.
Notice of default
1. The customer must make any notice of default known to Clarissimi in writing.
2. It is the responsibility of the customer that a notice of default actually reaches Clarissimi (on time). 
Joint and several liability of the customer
 
If Clarissimi enters into an agreement with multiple customers, each of them is jointly and severally liable for the full amounts owed to Clarissimi under that agreement. 
 
Liability Clarissimi
1. Clarissimi is only liable for any damage suffered by the customer if and insofar as this damage is caused by intent or deliberate recklessness.
2. If Clarissimi is liable for any damage, it is only liable for direct damage arising from or related to the performance of an agreement.
3. Clarissimi is never liable for indirect damage, such as consequential damage, loss of profit, lost savings or damage to third parties.
4. If Clarissimi is liable, this liability is limited to the amount that is paid out by a concluded (professional) liability insurance and in the absence of (full) payment by an insurance company of the damage amount, the liability is limited to the (part of the) invoice amount. 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 give rise to compensation and / or (partial) dissolution of the agreement and / or suspension of any commitment.
Expiration period
 
Any right of the customer to compensation from Clarissimi expires in any case 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions of article 6:89 of the Dutch Civil Code.
 
Right to cancel
1. The customer has the right to dissolve the agreement if Clarissimi imputably fails in the fulfillment of its obligations, unless this shortcoming does not justify termination in view of its special nature or minor significance. 
2. If the fulfillment of the obligations by Clarissimi is not permanent or temporarily impossible, dissolution can only take place after Clarissimi is in default. 
3. Clarissimi has the right to dissolve the agreement with the customer if the customer does not fully or not timely fulfill his obligations under the agreement, or if Clarissimi has become aware of circumstances that give him good grounds to fear that the customer fulfills his obligations. will not be able to perform properly. 
Force of the majority
1. In addition to the provisions of Article 6:75 Dutch Civil Code, a failure on the part of Clarissimi in the fulfillment of any obligation towards the customer cannot be attributed to Clarissimi in a situation independent of Clarissimi's will, as a result of which the fulfillment of its obligations towards the customer is wholly or partially prevented or as a result of which the fulfillment of its obligations cannot reasonably be expected of Clarissimi. 
2. The force majeure situation referred to in paragraph 1 also includes - but is not limited to -: a state of emergency (such as civil war, uprising, riots, natural disasters, etc.); defaults and force majeure on the part of suppliers, deliverers or other third parties; unexpected power, electricity, internet, computer and telecom failures; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages. 
3. If a force majeure situation arises as a result of which Clarissimi cannot fulfill 1 or more obligations towards the customer, those obligations will be suspended until Clarissimi can meet them again. 
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. Clarissimi does not owe any (damage) compensation in a force majeure situation, not even if it enjoys any advantage as a result of the force majeure situation.
Amendments to the agreement 
 
If, after the conclusion of the agreement for its implementation, it appears necessary to change or supplement its content, the parties will adjust the agreement accordingly in good time and in mutual consultation.
 
Changes to general terms and conditions
1. Clarissimi is entitled to amend or supplement these general terms and conditions. 
2. Changes of minor importance can be made at any time. 
3. Clarissimi will discuss major substantive changes with the customer as much as possible in advance.
4. 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 rights of the customer under an agreement between the parties cannot be transferred to third parties without the prior written consent of Clarissimi. 
2. This provision applies as a clause with property law effect as referred to in Article 3:83, second paragraph, of the Dutch Civil Code. 
Consequences of nullity or voidability
1. If one or more provisions of these general terms and conditions appear to be invalid or voidable, this will not affect the other provisions of these terms and conditions. 
2. A provision that is void or voidable shall in that case be replaced by a provision that comes closest to what Clarissimi had in mind when drawing up the conditions on that point.
Applicable law and competent court
1. Dutch law is exclusively applicable to every agreement between the parties. 
2. The Dutch court in the district where Clarissimi has its registered office / practice / office has exclusive jurisdiction to hear any disputes between the parties, unless the law prescribes otherwise.

Prepared on 01 May 2020.