Mumami Terms and conditions
Article 1 - Definitions
1. Mumami, based in Amsterdam, Chamber of Commerce number 69539316, is referred to as a seller in these general terms and conditions.
2. The other party of the seller is referred to as the buyer in these general terms and conditions.
3. Parties are seller and buyer together.
4. The agreement is meant to be the purchase agreement between the parties.
Article 2 - Applicability of general terms and conditions
1. These terms apply to all offers, offers, agreements and deliveries of services or goods by or on behalf of the seller.
2. Deviations from these terms and conditions can only be made if they have been agreed explicitly and in writing by the parties.
Article 3 - Payment
1. The full purchase price is always paid directly in the webshop. In some cases, a prepayment is required for reservations. In that case, the buyer will receive proof of the reservation and the prepayment.
2. If the buyer does not pay on time, he is in default. If the buyer fails, the seller is entitled to suspend the obligations until the buyer has fulfilled his payment obligation.
3. If the buyer fails, the seller shall proceed to recovery. The costs relating to this recovery shall be borne by the purchaser. These collection costs shall be calculated on the basis of the Decree on reimbursement of extrajudicial collection costs.
4. In the event of liquidation, bankruptcy, seizure or suspension of payment of the buyer, the seller's claims on the buyer shall be immediately due.
5. If the buyer refuses to cooperate in the performance of the order by the seller, he is still obliged to pay the agreed price to the seller.
Article 4 - offers, quotations and price
1. Offers are without obligation, unless the offer includes a term of acceptance. If the offer is not accepted within that time limit, the offer will lapse.
2. Delivery times in tenders are indicative and do not give the buyer the right to dissolution or compensation if they are exceeded, unless the parties have explicitly agreed otherwise in writing.
3. Offers and quotes are not automatically valid for back orders. The parties must agree this explicitly and in writing.
4. The price quoted on offers, quotations and invoices shall consist of the purchase price including the VAT due and any other government levies.
Article 5 - right of withdrawal
1. The consumer is entitled to dissolve the contract within 14 days after receipt of the order without giving any reasons (right of withdrawal). The period starts from the moment the (whole) order is received by the consumer.
2. During the period of reflection, the consumer will handle the product and packaging with care. He will unpack or use the product only to the extent necessary to assess whether he wishes to retain the product. If he exercises his right of withdrawal, he will return the unused and undamaged product with all supplied accessories and, if reasonably possible, in the original shipping packaging to the seller, in accordance with the reasonable and clear instructions provided by the operator.
Article 6 - amendment of the Agreement
1. If, during the execution of the agreement, it appears necessary for the proper execution of the contract to modify or supplement the work to be carried out, the Parties shall adapt the agreement accordingly in good time and in agreement with each other.
2. If the parties agree that the agreement is amended or supplemented, the time of completion of the execution may be affected. The seller shall inform the buyer as soon as possible.
3. If the modification or addition to the agreement has financial and/or qualitative consequences, the seller shall notify the buyer in writing in advance.
4. If the parties have agreed a fixed price, the seller shall indicate to what extent the modification or addition of the agreement results in an overrun of this price.
5. Notwithstanding the provisions of paragraph 3 of this Article, the seller may not charge any additional costs if the change or supplement is due to circumstances which can be attributed to him.
Article 7 - Delivery and transfer of risk
1. Once the buyer has received the purchase, the risk is transferred from seller to buyer.
Article 8 - Research and advertising
1. Buyer is obliged to examine the delivered at the time of delivery, but in any event within the shortest possible time. The buyer should examine whether the quality and quantity of the delivered goods correspond to what the parties have agreed, at least that quality and quantity meet the requirements that apply to them in the normal (commercial) traffic.
2. Complaints relating to damage, shortages or loss of delivered goods must be made in writing to the seller within 10 working days of the date of delivery of the goods by the buyer.
3. If the complaint is based within the stated period, the seller has the right to either restore, re-deliver, or to refrain from delivery and send the buyer a credit note for that part of the purchase price.
4. Minor and/or industry-standard deviations and differences in quality, quantity, size or finish cannot be relied upon by the seller.
5. Complaints relating to a particular product do not affect products or parts belonging to the same agreement.
6. After processing the goods with the buyer, no further complaints are accepted.
Article 9 - Delivery
1. Delivery is ‘ex-factory/store/warehouse’. This means that all costs are for buyer.
2. Buyer is obliged to take the goods off at the moment the seller delivers them to him or has them delivered, or at the time when these goods are made available to him under the agreement.
3. If the buyer refuses to purchase or is negligent in providing information or instructions necessary for the delivery, the seller is entitled to store the goods for the account and risk of the buyer.
4. If the goods are delivered, the seller is entitled to charge any delivery costs.
5. If the seller needs information from the buyer for the execution of the agreement, the delivery period begins after the buyer has made this information available to the seller.
6. A delivery period specified by the seller is indicative. This is never a fatal term. If the term is exceeded, the buyer must give the seller written notice of default.
Article 10 - Force majeure
1. If the seller is not able to fulfill his obligations under the agreement in good time or not properly due to force majeure, he shall not be liable for any damage suffered by the buyer.
2. Force majeure shall in any event mean any circumstance which the seller could not take into account at the time of entering into the agreement and which could not reasonably require the normal performance of the agreement by the buyer, such as sickness, war or war risk, civil war and riot, molest, tamper, terrorism, energy failure, flood, earthquake, fire, occupation, strikes, exclusion of workers, changes in government measures, transport difficulties, and other failures in the vendor's business.
3. In addition, parties shall be deemed to be force majeure to the fact that supply companies, the seller of which is dependant for the performance of the contract, do not fulfill the contractual obligations toward the seller, unless this is to be blamed on the seller.
4. If a situation such as this arises as a result of which the seller cannot fulfill his obligations toward the buyer, such obligations shall be suspended as long as the seller cannot fulfill his obligations. If the situation referred to in the preceding sentence has lasted 30 calendar days, the parties shall have the right to dissolve the agreement in whole or in part in writing.
5. In case of force majeure for more than three months, the buyer shall have the right to dissolve the agreement with immediate effect. Dissolution can only be done by registered letter.
Article 11 - Transfer of rights
1. Rights of a Party under this Agreement may not be transferred without the prior written consent of the other Party. This provision shall be deemed to be a clause with a commodity-like effect as referred to in Article 3:83, second paragraph, of the Civil Code.
Article 12 - Retention of title and right of retention
1. The goods and delivered goods and parts available to the seller remain the property of the seller until the buyer has paid the entire agreed price. Until then, the seller may invoke his retention of title and take back the goods.
2. If the agreed amounts to be paid in advance are not paid or are not paid in due time, the Seller shall have the right to suspend the work until the agreed part is satisfied. There is then a lack of debt. In that case, a late delivery cannot be thrown against the seller.
3. The Seller shall not be entitled to pledge or otherwise object to the goods covered by his retention of title.
4. The Seller undertakes to insure and keep insured against fire, explosion and water damage, theft and the policy for inspection upon first request, the goods delivered to the Buyer under retention of title.
5. If the goods have not yet been delivered, but the agreed advance payment or price has not been paid in accordance with the agreement, the seller has the right of retention. The goods will not be delivered until the buyer has paid in full and in accordance with the agreement.
6. In the event of liquidation, insolvency or suspension of payment of buyer, the obligations of buyer shall be immediately due.
Article 13 - Liability
1. Any liability for damage arising out of or related to the performance of an agreement shall be limited to the amount paid in the case in question by the liability insurance(s) concluded. This amount shall be increased by the amount of the excess in accordance with the relevant policy.
2. Not excluded is the liability of the seller for damages resulting from intent or willful recklessness of the seller or his managerial subordinates.
Article 14 - Obligation to act
1. The buyer is obliged to report complaints about the work done directly to the seller. The complaint contains as detailed a description of the defect as possible, so that the seller is able to respond appropriately.
2. If a complaint is justified, the seller is obliged to repair it properly and replace it if necessary.
Article 15 - Intellectual Property
1. Mumami retains all intellectual property rights (including copyright, patent, trademark, design and design rights, etc.) to all products, designs, drawings, writings, data carriers or other information, quotations, images, sketches, models, models, etc., unless the parties have agreed otherwise in writing.
2. The Customer may not copy, display and/or make available to third parties such intellectual property rights without the prior written permission of Mumami or otherwise use them.
Article 16 - Amendment of general conditions
1. Mumami 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 with the customer as much as possible in advance.
4. Consumers are entitled to terminate the agreement in the event of a substantial change in the general terms and conditions.
Article 17 - Applicable law and competent court
1. Any agreement between the parties is governed exclusively by Dutch law.
2. The Dutch court in the district where Mumami is located is exclusively authorized to take note of any disputes between the parties, unless the law requires otherwise.
3. The applicability of the Vienna Sales Convention is excluded.
4. If one or more of the provisions of these general conditions are considered unreasonably encumbral in a judicial proceeding, the other provisions shall remain in full force.