GENERAL TERMS AND CONDITIONS FOR THE SALE OF E-TRAILER PRODUCTS
Article 1: Definitions
“Agreement” means the agreement for the purchase of Products between E-Trailer and Client, including these General Terms and Conditions.
“Agreement for Recurring Services” means an Agreement as set out in article 5.1.
“Client” means the consumer who enters into an agreement with E-Trailer for the purchase of products.
“Effective Date” means the effective date set out in the Agreement.
“E-Trailer” means E-Trailer B.V..
“General Terms and Conditions” means these general terms and conditions for the sale of E-Trailer Products.
“Goods” means any goods purchased by Client from E-Trailer, for example through the Web Shop.
“Part(y)/(ies)” means E-Trailer and/or Client.
“Products” means Goods and/or Services.
“Services” means any services provided by E-Trailer to Client, which Client has requested for example through the Web Shop.
“Term” means the term of the Agreement, if any.
“Warranty for Goods” means the warranty as set out in article 8.1.
“Warranty for Services” means the warranty as set out in article 9.1.
“Warranty Period for Goods” means the warranty period as set out in article 8.2.
“Web Shop” the web shop of E-Trailer through which Products can be purchased on the website: www.e-trailer.nl.
“Withdrawal Period” means the withdrawal period as set out in article 7.2.
Article 2: Applicability
2.1 These General Terms and Conditions shall apply to and are expressly incorporated into quotations, offers, orders, order confirmations, Agreements and all subsequent agreements entered into between E-Trailer and Client in connection with the sale of Products.
2.2 The applicability of Client’s general terms and conditions is hereby expressly excluded.
Article 3: Ordering Process
3.1 Client can place an order for Products through the Web Shop.
3.2 Any order submitted is subject to acceptance by E-Trailer. An agreement is concluded upon acceptance by E-Trailer by way of an order confirmation. E-Trailer reserves the right to reject any orders in full or in part or to apply a maximum order amount.
3.3 All orders for Products are subject to stock availability.
3.4 Although the content of the Web Shop has been compiled by E-Trailer with the utmost care, E-Trailer cannot guarantee that the information on the Web Shop is correct and complete at all times.
3.5 All prices and information on the Web Shop are subject to typing and programming errors. The images of Products are for illustration purposes only.
Article 4: Price and Payment
4.1 Prices indicated for Products in the Web Shop are inclusive of VAT.
4.2 Standard shipping costs and handling charges (if any) may differ depending on the product and value of the order. Client is responsible for any local sales taxes, other taxes and government levies, if any, associated with the order.
4.3 Prices for Goods are subject to change at any time but will not affect orders for Goods made prior to the date of the change.
4.4 All orders must be paid for through the payment services as made available in the Web Shop. In order to submit orders and use such a payment service Client must supply details of his or her preferred payment method, billing and shipping address (if applicable) and/or any other details necessary to complete the order.
Article 5: Agreements for Recurring Services
5.1 If Client purchases recurring Services from E-Trailer, he will enter into an Agreement for Recurring Services with E-Trailer.
5.2 For Agreements for Recurring Services, price changes shall take effect at the start of the next subscription period after the date of the price change subject to E-Trailer giving Client reasonable prior notice thereof.
5.3 Client agrees to the new price by continuing to use the recurring Services after the price change effective date stated in the notice. If Client does not agree with the price change, Client has the right to reject the change by terminating the Agreement for Recurring Services before the price change takes effect in the new subscription period, as set out in more detail in article 6.
5.4 Agreements for Recurring Services will be entered into for an indefinite period of time, unless the Parties have agreed on a fixed period of time, and Client will automatically be charged to the preferred payment method at the start of each subscription period for the fees and taxes applicable, unless Client cancels the Agreements for Recurring Services before the subscription period is renewed.
5.5 Client may terminate an Agreement for Recurring Services without giving any reason, at any moment before the beginning of each subscription period. The cancellation will take effect at the end of the subscription period. Client can terminate an Agreement for Recurring Services by contacting E-Trailer using the contact details set out in article 3.
5.6 E-Trailer may, without prejudice to any of its other rights arising hereunder, upon giving written notice to Client, terminate (‘ontbinden‘) an Agreement for Recurring Services with immediate effect, if: 1) Client commits a material breach of the Agreement for Recurring Services, which breach, if capable of being remedied, is not cured within thirty (30) calendar days after written notice of the breach; 2) Client has been granted provisional suspension of payment; or 3) a situation of force majeure has lasted for more than ninety (90) calendar days.
5.7 Termination of the Agreement for Recurring Services for any reason shall not affect any of the Parties’ rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of the Agreement for Recurring Services that existed at or before the date of termination.
5.8 Any provision of the Agreement for Recurring Services that expressly or by implication is intended to come into or continue in force on or after termination for any reason shall remain in full force and effect.
Article 6: Delivery and risk of loss
6.1 Once payment has been received, E-Trailer aims to deliver the Products within the period indicated in the Web Shop. If multiple Products are ordered, E-Trailer reserves the right to deliver each Product separately.
6.2 Products will be delivered to the address that Client has provided to E-Trailer.
6.3 Ownership of Goods delivered is only transferred if Client has paid what Client owes E-Trailer. The risk in respect of the Goods shall pass when E-Trailer has delivered them to Client.
6.4 If Client does not accept the delivery of Goods, E-Trailer reserves the right to charge Client for the reasonable cost of storing those Goods until delivery can be made.
Article 7: Right of Withdrawal Web Shop
7.1 For Services obtained via the Web Shop, Client agrees that the performance of Services by E-Trailer will commence as soon as possible, provided that E-Trailer accepts Client’s order, and that Client relinquishes his or her right of withdrawal upon performance.
7.2 Client can terminate an agreement with regard to the purchase of Goods via the Web Shop without giving reasons within a period of 14 (fourteen days) after receipt of the Goods (the Withdrawal Period). This period commences the day after Client has received the Goods at the delivery address provided to E-Trailer.
7.3 In order to make use of this right, Client must contact E-Trailer within the Withdrawal Period, whereby Client clearly and unequivocally indicates to dissolve the agreement on the basis of the right of withdrawal. This can be done by contacting E-Trailer using the contact details below or filling in and sending the model revocation form:
2629 JD Delft (the Netherlands)
or by e-mail:
E-Trailer will confirm receipt of the statement.
7.4 Client shall return the Goods received to E-Trailer immediately and in any case within 14 (fourteen) days after the statement referred to in article 3 has been issued. Goods must be returned by Client in accordance with the instructions of E-Trailer and in their original condition and, if reasonably possible, in their original packaging. The (shipping) costs for this return shipment are at the expense of Client.
7.5 E-Trailer will reimburse all payments received from Client, including shipping costs, as soon as possible, but no later than 14 (fourteen) days after the date of receipt of the statement referred to in article 3, using the same means of payment as used by Client. If only part of an order is revoked, the shipping costs will not be refunded.
7.6 The risk and the burden of proof for the correct and timely exercise of the right of withdrawal lie with Client.
Article 8: Warranty for Goods
8.1 E-Trailer warrants that, during the Warranty Period for Goods, Goods are free from substantive defects in workmanship and materials under normal use.
8.2 The Warranty Period for Goods is twenty-four (24) months from the date of shipment, unless set out otherwise in the Agreement. Shorter Warranty Periods apply to Goods and components that are subject to wear and tear or those having a limited service life. The Warranty Period of such Goods and components are as indicated by E-Trailer on its price list. In any event, the Warranty Period of such Goods or components shall never be longer than the expected service life.
8.3 During the Warranty Period for Goods, E-Trailer shall, at its option, either credit (in whole or in part) the Purchase Price of the defective Goods, or repair or replace the defective (components of the) Goods.
8.4 The Warranty for Goods is in lieu of all other warranties, express or implied, including, but not limited to any statutory warranties, any implied warranties or warranties pertaining to merchantability or fitness for a particular purpose of the Goods, which are hereby specifically disclaimed. The remedies set out in article 3 shall be Client’s sole and exclusive remedy, and E-Trailer’s sole liability, for claims based on breach of warranty or otherwise in relation to the nonconformity of the Goods.
8.5 If E-Trailer replaces (components of) the Goods in order to fulfil its Warranty for Goods obligations, the replaced (components of) such Goods will become the property of E-Trailer. Client shall, promptly upon request by E-Trailer, return the replaced (components of) such Goods to E-Trailer in their original packaging.
8.6 The Warranty for Goods obligation will lapse if the defects are completely or partly the result of:
(i) improper, negligent or injudicious use, external causes such as fire or water damage, or
(ii) if Client makes modifications or allows modifications to be made to the Goods without E-Trailer’s prior consent.
Article 9: Warranty for Services
9.1 E-Trailer provides Services “as is” and without warranties of any kind.
9.2 To the fullest extent permitted by law, E-Trailer does not make any warranties or representations – express or implied – regarding the purchase, access and use of Services, including, but not limited to (i) correctness, errors and accuracy (ii) adequacy, (iii) usefulness,(iv) reliability, defects, operation and availability (v) non-infringement, (vi) security, the risk of interception of information, viruses or anything else harmful, (vii) workmanlike effort, support, information or services, (viii) offensive, threatening, defamatory, unlawful or otherwise objectionable character.
9.3 The Warranty for Services as set out in article 1 does not affect any of Client’s legal rights under applicable mandatory national legislation, including but not limited to any mandatory statutory warranties.
Article 10: Liability
10.1 Without prejudice to article 3, in no event, whether in contract, tort (including in either case negligence), misrepresentation (other than fraudulent misrepresentation), breach of statutory duty or otherwise, shall E-Trailer be liable for any loss of profits, anticipated savings, revenue, business, loss or corruption of data, loss of use, loss of goodwill, loss due to delay or any indirect or consequential loss or damage whatsoever.
10.2 Without prejudice to articles 1 and 10.3, E-Trailer’s aggregate liability (including in relation to ‘ongedaanmakingsverbintenissen‘), whether in contract, tort (including in either case negligence), misrepresentation (other than fraudulent misrepresentation), breach of statutory duty or otherwise, shall be limited to: (i) the amount paid by Client to E-Trailer (excluding VAT) for the Products in respect of which such liability arises; or (ii) in relation to Agreements for Recurring Services, the net price paid by Client in the three (3) months preceding the date first giving rise to liability.
10.3 Nothing in the Agreement shall be deemed to exclude or limit E-Trailer’s liability:
(i) in respect of loss or damage caused by wilful intent (‘opzet‘) or intentional recklessness (‘bewuste roekeloosheid‘) of E-Trailer or E-Trailer’s senior management;
(ii) in respect of injuries to or death of any person, caused by E-Trailer or E-Trailer’s officers, employees, agents or contractors; or
(iii) in a manner that would be unenforceable or void as against mandatory applicable law.
10.4 Any claim for loss or damages must be notified to E-Trailer within three (3) months as from the date on which the damage was caused, failing which such claim is deemed to be waived.
Article 11: Intellectual Property
11.1 E-Trailer and or its licensors reserve all rights, title and interest in and to the intellectual property rights vested in Products. No rights are granted to Client hereunder, other than as expressly set forth herein.
11.2 All changes, modifications or improvements made or developed with regard to the Products, whether or not made or developed at Client’s request, will be and remain the property of E-Trailer.
11.3 E-Trailer will exclusively own any and all rights, title, and interest (including intellectual property rights) in and to any materials, documentation, software, websites or information developed for or made available to Client under or in relation to the Agreement.
11.4 If the Goods contain embedded software, E-Trailer hereby grants a limited, perpetual, non-exclusive, royalty free license to use the embedded software for the intended use of the Goods only.
11.5 Client shall not modify, adapt, alter, translate, or create derivative works from the Services or software in the Goods, merge the Services or software in the Goods with any other software or distribute, sublicense, lease, rent, loan, or otherwise transfer the Services or software in the Goods to any third party.
11.6 Client shall not reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Services or software in the Goods, except if and to the extent that the laws applicable in the jurisdiction of Client, regardless of a contractual prohibition to the contrary, give Client the right to do so in order to obtain information necessary to render the software interoperable with other software. In such case, however, Client must first request such information from E-Trailer and E-Trailer may, in its discretion, either provide such information to Client or allow Client access to the source code for the sole purpose of obtaining such information, subject to reasonable conditions, including a reasonable fee, on such use of the source code to ensure that E-Trailer’s and its suppliers’ proprietary rights therein are protected.
Article 12: Personal Data
Article 13: Miscellaneous
13.1 The Agreement constitutes the entire agreement between the Parties and supersedes any previous arrangement, understanding or agreement between them relating to the subject matter hereof.
13.2 Neither Party may assign, transfer or dispose of any of its rights under the Agreement, either in whole or in part, without the prior written consent of the other Party. However, E-Trailer may assign the Agreement in its entirety to a successor in interest upon its merger, consolidation, acquisition, or sale or other transfer of all or substantially all of its business or assets without the prior written consent of Client.
13.3 The invalidity or unenforceability of any provision of the Agreement shall not affect the validity or enforceability of the remainder of the Agreement and the Parties shall use all reasonable endeavours to agree within a reasonable time upon any lawful and reasonable variations to the Agreement which may be necessary in order to achieve, to the greatest extent possible, the same effect as would have been achieved by the invalid or unenforceable provision.
13.4 No amendment to the Agreement is valid or binding, unless made in writing.
13.5 A person who is not a party to the Agreement shall not have any rights under or in connection with it.
13.6 Client shall not be an agent or a distributor of E-Trailer, unless it is appointed pursuant to a separate agreement.
Article 14: Applicable Law
14.1 The Agreement, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by, and construed in accordance with, Dutch law.
14.2 All disputes arising from the Agreement between Client and E-Trailer shall be submitted for adjudication to the court that is competent in Client’s place of residence, provided that Client has his place of residence or domicile in the Netherlands. In other cases, all disputes arising from the Agreement shall be submitted for trial to the competent court in The Hague, the Netherlands.