General Conditions of Sale Carat Netherlands B.V.

1. The user of these Conditions of Sale is Carat Netherlands B.V., a private limited liability company under Dutch Law (Chamber of Commerce no. 20061250), hereinafter referred to as: “Carat” in these Conditions of Sale. Buyer and/or Customer are taken to mean the natural or legal person that, while exercising his profession or running his business, places an order with Carat and by doing so enters into a purchase agreement with Carat, whether or not through a Carat sales representative.
2. These Conditions of Sale shall apply to all orders which have been placed with Carat and all activities resulting from this purchase agreement as well as to related legal relationships. All transactions between Carat and the Buyer shall take place in accordance with these Conditions of Sale which are also filed at the office of the Chamber of Commerce in Breda under number 2287. These Conditions of Sale may only be deviated from in written form and only to the extent of one order.
3. The offers and prices of Carat, including those stated in the catalogues and on the official lists, are without obligation and subject to changes. Carat is entitled to deviate from these prices, also after the purchase agreement has been concluded, especially in the cases where the cost price of the products sold is increasing as a result of pay rises, increased material prices, price changes or other factors. If Carat changes the prices quoted, it will state the reason for doing so.
4. All prices are inclusive of packaging and exclusive of VAT and disposal contribution. Orders from outside The Netherlands and under EUR 136.00 will be subject to freight charges.
5. The products supplied by Carat which do not meet the criteria set for them on the basis of the social standard and, due to this, are not suitable for use, may be returned to Carat. The products in question will be replaced or credited, such at the discretion of Carat.
6. The risk of the products which form part of the purchase agreement between Carat and the Buyer will pass to the Buyer at the moment that the products leave the Carat company or warehouse.
7. In the event of force majeure including work strikes and problems related to the suppliers of Carat, Carat shall not be obliged to make a delivery. The Buyer cannot claim termination or damages by virtue of breach of contract as a result of the aforementioned force majeure.
8. Carat shall not be liable for damage and/or loss as a result of a defect in any product and/or the use of any defective product, material or manufacturing deviations or damage and/or loss which occurred otherwise, except for intent or gross negligence. Carat is willing, however, to transfer any claim that it has against the supplier/manufacturer of the products based on the foregoing, to the Buyer in so far as this claim is related to the damage and/or loss of the Buyer.
9. The Buyer’s right to file a complaint will lapse fourteen (14) days after receipt of the ordered products.
10. The Buyer must pay the invoice within thirty (30) days after invoicing. This is considered to be a final deadline as defined in Section 83 sub a of Book 3 of the Dutch Civil Code (BW) on the basis of which default will occur without further notice of default. The statutory interest will be owed from the due date. If Carat must take action to recover a debt, all reasonable judicial and extrajudicial collection costs will also be owed. The extrajudicial collection costs shall be 15% of the invoice amount with a minimum of EUR 150.00.
11. Carat shall retain the explicit ownership of the delivered products until the Buyer has paid the full invoice amount of these products. The payment will be considered as a suspensive condition as defined in Section 22 of Book 6 of the Dutch Civil Code. On demand, the Buyer must return the non-paid products to Carat. The Buyer hereby also grants permission to Carat or to a representative of Carat, to enter the room where the products are stored and to revendicate the products itself.
12. The purchase agreement between Carat and the Buyer shall be governed by Dutch law. Any dispute arising from the purchase agreement will be submitted to the competent court in Breda.
13. Insofar as Personal Data is processed within the framework of the execution of the Agreement, this Personal Data will be processed properly and with due care, in accordance with the General Data Protection Regulation ("GDPR").
14. Carat will take technical and organisational measures to protect the Personal Data against loss or any other form of unlawful processing, taking into account the prior art and the nature of the processing.
15. If during the execution of the agreement Carat processes Personal Data, it will process the Personal Data properly and with due care and comply with the legal requirements under the GDPR. The Personal Data that has been obtained is to be used for the purpose of the agreement only. This data will not be retained for any longer than is necessary for that purpose and must be properly protected.
16. The Buyer agrees to these Conditions of Sale unless he has communicated the contrary in writing. The purchase conditions of the Buyer are explicitly renounced.
17. Carat shall not be liable for any mistakes or incorrectly stated data in the catalogues, brochures, offers, order confirmations or invoices. Nor shall Carat be obliged to deliver or sell on the basis of these incorrectly stated data.