Article 1 – General information
Vioro Design Nederland, hereinafter to be referred to as “Vioro Design”, which is a trade name of the company, registered with the Chamber of Commerce of The Netherlands with number 90311868. Vioro Design sells, designs and makes jewellery and accessories, as further described and specified in the (online) offer of Vioro Design (“products”) to buyers (“client”). These terms and conditions apply to all offers, deliveries and/or services of Vioro Design and/or all Vioro Design agreements, including distance and off-premises contracts concluded over the internet (“online”) and a client. Different provisions of these terms and conditions are only valid if they have been agreed on in advance and in writing by Vioro Design. Prior to the conclusion of the final agreement, and/or entering into the final contract, the other party/client must be aware of these conditions set out by Vioro Design and he/she accepts these conditions. Vioro Design does not accept terms and conditions of any other party/client, unless expressly agreed on in writing. In case the other party refers to its own terms and conditions and states them as applicable, the parties must agree, by accepting these conditions of Vioro Design, that Vioro Design is not bound by the conditions of the other party. Vioro Design has the right to change these general conditions. Changes will be made known through the website www.viorodesign.com (“website”) and directly to the other party where necessary and possible. The amendments shall take effect on the date of publication or on such date as specified in the notice.
Article 2 – Offers, information and concluding the agreement
All offers, tenders and quotations of Vioro Design are without obligation and will remain valid for 14 days. The agreement with Vioro Design is established after both parties have given their agreement either by writing or electronically. If a client completes an order form, there will only be an agreement after Vioro Design has accepted the order in writing. Vioro Design is entitled to refuse orders and/or not deliver the requested product, in which case Vioro Design will immediately inform the client about this and no agreement will be concluded between the parties. Optionally, appointments, promises and/or changes in the (offered) agreement made after confirmation of the assignment, are only binding if agreed on in writing between the parties. All prices, brochures, order forms and information provided in the offer or website are compiled as carefully as possible. Should any mistakes in the provided data come to light afterwards, Vioro Design is entitled to correct these mistakes without any liabilities. The use of that information by the other party/client, other than in the context of the agreement, is permitted only with prior written permission of Vioro Design. All brochures/price lists submitted with the offer or website and all issued and shown material and images and/or other data, remain the exclusive property of Vioro Design. Using the above data, other than in the context of the agreement, by the other party is only permitted with the prior written consent of Vioro Design.
Article 3 – Prices, payment and Costs
The quoted prices are only valid at time of the actual order (or as displayed on the website at that moment), given in euros excluding VAT and excluding packing-, shipping-, import/export and other legal fees and/or taxes due in the country of import. Vioro Design is entitled to correct (interim and at any time) legal adjustments of taxes or other fees directly on the (agreed or offered) price. If a client is located outside the EU, he accepts the risk of extra fees and taxes. The price of materials (gold, silver and gemstones) is strongly subject to market forces. If the price of materials increases by more than 5% between the time of the order and the time of delivery, Vioro Design has the right to charge the entire increase of the price as a surcharge in a timely manner. All orders are made on the basis of full prepayment, unless otherwise stipulated in the agreement. If any prepayment applies, the client may not assert any right regarding the execution of the order in question before making the agreed advance payment. In case the client has not complied with his payment obligation(s) in time, the client is to pay the legal interest on the amount payable and Vioro Design is entitled to charge the client with any extrajudicial collection costs consisting of 15% of the outstanding amounts.
Article 4 – Delivery and transportation
Vioro Design shall always use reasonable efforts to deliver the products within the delivery term. However, unless expressly agreed otherwise in writing, delivery dates communicated or acknowledged by Vioro Design are approximate dates. Vioro Design shall not be liable or be in breach of its obligations, when delivery is made sooner or later than the communicated date. If the communicated delivery date is exceeded, the client is still obliged to accept delivery of the products unless the client has put Vioro Design in default, allowing Vioro Design a reasonable term to execute the agreement and such term has also expired. If the client decides after this (extra) term to cancel the order, Vioro Design is not liable for any losses such as lost profits and others. Vioro Design may postpone any delivery in the case of production problems affecting the quantity or the quality of the products. If such postponement lasts longer than 120 calendar days, the client may cancel its order. Vioro Design is not liable for any losses such as lost profits and others. Delivery to the client shall take place in the manner indicated by Vioro Design in the agreement and at the address indicated by the client during the conclusion of the agreement. Vioro Design is entitled to partial delivery of the ordered products. Responsibility for the delivered products passes to the client at the moment of delivery or handing over the products to the transport company or, in the case of personal delivery, to the client. If the client refuses a delivery or collect the products too late, Vioro Design may charge the resulting costs like freight, extra storage and handling, insurance to the client. With respect to (re)delivery of such products, Vioro Design may demand prior payment of all aforementioned costs. In addition, in the event of refusal, Vioro Design is entitled to terminate the contract, without prejudice to its right to claim full compensation.
Article 5 – Complaints
If, on delivery, damage, (design) errors or other inaccuracies to the product(s) is found and/or have occurred, the client shall inform Vioro Design. Client must report any visible damage to Vioro Design within two working days at the latest after delivery. If Vioro Design has not received notification of any other damage or complains within fourteen days after delivery, it will be assumed that the products have been delivered undamaged and are accepted ‘as-is’ by the client. In the event that the (non-visible) defect could not reasonably be discovered within this period, client must notify Vioro Design in writing from the time the defect is reasonably supposed to have been known, but at least within 1 week after discovery of those defects. Any complains must be made to Vioro Design within 1 month after the delivery of the product, along with a detailed description of the problem. Without this information or after this period every right to do so will be expired. Complaints do not suspend the payment obligation of the client. Client shall in no event on the basis of a complain be entitled to make, to refuse or suspend payment of other services from Vioro Design or refuse payment. When a complaint is justified, Vioro Design has the choice between repair or resupplying of that part of the product which was rejected, adjusted in proportion to the calculated invoice amount, or not (no longer) executing all or part of the agreement, provided that it is in relative to the complaint.
Article 6 – Liability
Before a client appeals to the liability in this article, Vioro Design will be given the opportunity, in advance and in writing, to establish the complaint and in that light take measures for repair (if necessary). Vioro Design’s obligation to pay damages, irrespective of the legal basis, is limited to damage for which Vioro Design is insured under an insurance policy taken out by it or on its behalf, but will never exceed the amount paid out under this insurance in the relevant case. If, for any reason whatsoever, Vioro Design cannot invoke the limitations in paragraph 2 of this article, the obligation to pay damages will be limited to a maximum of the total order amount (excluding VAT). In all cases and situation liability of Vioro Design is limited up to a maximum of €5.000,- per client. Consequential loss and/or indirect damages, including business interruption loss, production loss, damage to other products, loss of profit, research, repair and/or transport costs and travel and accommodation expenses does not qualify for compensation. Vioro Design is not liable for any discussion, damage and/or claims of client and/or any third party in connection with resale of the products, both with regard to product liability, quality and/or additional rights, such as intellectual property rights. The provisions of this article do not apply to damage resulting from intent or wilful recklessness on the part of Vioro Design.
Article 7 – Retention of ownership
Vioro Design retains the ownership of all products delivered by or on its behalf to client until payment thereof, plus any tax, shipping and/or transportation, interest and any extrajudicial collection costs is paid in full. Until the bill from Vioro Design is paid in full, the other party cannot derive any rights from goods and/or services supplied by Vioro Design.
Article 8 – Intellectual property rights and copyrights
Vioro Design retains the rights and powers it accrues on the basis of the Copyright Act and other intellectual and industrial legislation and regulations relating to all the products it supplies, insofar as these rights do not belong to any third party. The client may not copy products or manufacture imitations thereof, including any other violations of any (copy)right or become directly or indirectly involved in this.
Article 9 – Privacy
Vioro Design reviews and evaluates the data clients provide and in the event of legitimate interest, exchanges data with other companies and credit rating agencies. Personal data of clients will be processed in accordance with the applicable laws regarding data protection as described in the Vioro Design privacy statement.
Article 10 – Invalidity/annulment of provisions
If any provision of these terms in whole or in part is found to be invalid, are in conflict with any mandatory legal provision, are destroyed or otherwise appears to be invalid, the validity of the remaining provisions of these terms and conditions remain in force. Those provisions that are not legally valid or cannot be applied by law, will be replaced by provisions that as much as possible align with the scope of the provisions to be replaced, to which the parties will consult each other.
Article 11 – Applicable law and jurisdiction
The international rules for the interpretation of Trade Terms used in trade contracts as revised in 2020 by the International Chamber of Commerce (Incoterms 2020 – Ex-Works) or their latest version, shall apply hereto unless the terms and provisions used expressly provide the contrary. Without prejudice to mandatory provisions, all offers and agreements are subject to Dutch law and the judge in the district where the client lived in the Netherlands at the time of purchase is competent to hear disputes. In a case of a non-consumer the court where Vioro Design has its registered office has jurisdiction. If the consumer lives outside the Netherlands, the judge in the district where Vioro Design is actually located, is authorized to handle disputes and settle them.
Vioro Design Nederland
KVK: 90 311 868
Email: info@viorodesign.com
Breda / Netherlands, 13.02.2024