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TERMS OF SERVICE OF DECORATION-IDEAS.COM / POLYMORPH INTERIEUR PREAMBLE decoration-ideas.com / Polymorph Interieur Therefore, it is advized to check the Terms of Service regularly on changes. Decoration-ideas.com / Polymorph Interieur is a registered trademark of Polymorph Interieur, situated on Breestraat 111A in Leiden, the Netherlands. Text and design © 2008, 2009, 2010, Polymorph Interieur. All rights reserved. PRIVACY POLICY decoration-ideas.com does her best to ensure your privacy. Hereby the guarantee will be given that no visitor information will be collected on any individual or personal level. decoration-ideas.com does collect aggregated data on a global level to make educated predictions on the wishes of the visitors, but this will NEVER lead to any availability of peronal or individual information for decoration-ideas.com
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TERMS OF SERVICE Article 1. General 2. These conditions also apply to agreements with the User, for the implementation, whereby the user has to involve third parties. 3. These Terms of Service are also written to the employees of the User and its board of directors. 4. The application of eventual buying or other terms from the client will be explicitly discarded. 6. Should any explanation on one or more conditions of these Terms of Service not be clear, then an explanation must take place 'in the spirit of' these conditions. 7. In case of a situation between the parties which has not been stated in the Terms of Service, judgement will have to be made 'in the spirit of' these Terms of Service. 8. If the User doesn't always ask for compliance to these Terms of Service, this does not mean that the conditions don't apply, or that the User will lose the right in any other cases for compliance to the conditios of these Terms of Service.
Article 2. Offers and quotations
1. All offers and quotations from the User are without any obligation, unless the offer stipulates a certain acceptance period. A quotation or offer will be void if the product related to this quotation or offer is not available anymore. 2. The User can not be bound to its offers or quotations if the client can reasonably understand that the quotations or offers, or a part of it have an apparent mistake or error. 3. The prices in the offer or quotation are including VAT and other government fees, including the costs related to the agreement, such as travelling, accomodation, shipment or administrative expenses, unless stated otherwise. 4. If the acceptance (whether or not on subordinate points) deviates from what is stated in the offer or quotation, then the user cannot be bound to it. The agreement will not be made according to the deviating acceptance, unless the User states differently. 5. A composed price quotation does not obligate the User to do a part of the assignment to an according part of the given price. Offers and quotations don't apply for future orders.
Artikel 3. Contractual period; delivery time; implementation and changes to the agreement; price increase
2. If a period has been agreed for the completion of a job, or for the delivery of goods, then this will never be a fatal period. When the period has been exceeded, the client has to hold the User liable by letter. The user should get a reasonable period to implement the agreement. 3. The User has the right to delegate work to third parties. 4. The User has the right to implement the agreement in different phases, so that the implemented work can be billed separately. 5. If the agreement is implemented in phases, the User can postpone parts of work that belong to a next phase, until the client has approved the results of the prior phase by letter. 6. If the User needs data from the client to implement the agreement, the implementation period will not commence earlier than that the client has correctly and entirily put the data at the disposal of the User. 7. In case of any need for alterations or additions during the implementation of the agreement, whether or not from or from the request or suggestion of the client or any other authorized third party, both parties will timely consult each other for alteration of the agreement. If the nature, size or contents of the agreement, is altered in a qualitative and / or quantitative way on request or suggestion of the client, this can have consequences on what has been originally agreed on. Therefore, the originally agreed price can be either increased or decreased. The User will give a quotation that'll be as accurate as possible. By a change of the agreement, the original implementation term can be changed as well. The client accepts the possibility of changes in the agreement, with the price and implementation period. 8. If the agreement is changed, which also includes any additions, the User has the right to implement the original agreement first, prior to commencing the implementation of the altered agreement and prices. Not immediately implementing the altered agreement does mean any fault or failure and is not a reason for the client to end the agreement. 9. Without having any liability, the User can refuse a request for an alteration of an agreement, if this has the consequence that this will have a qualitative consequence for any e.g.: deliverable goods or labour to be done. 10. If the client can be held liable for any failure to commit to any obligations which have been agreed with the User, the client is responsible for all damage (the costs that occur) inflicted on the User directly and indirectly. 11. If the User agrees with a certain price when making an agreement, the User has the right to increas the price, even if the price has not been given without reservations. 12. If the increase of the price is anything else than a change of the agreement, and is more than 10% of the amount that has been agreed, and takes place three months after making the agreement, the client has the right to end the agreement by giving a written notification, unless the User is willing to implement the agreement on the originally agreed price, or if the price increase is the consequence of an obligation of the user that has been stipulated by law, or if the delivery of certain goods will take longer than three months after the buy.
Article 4. Postponement, termination and premature termination of the agreement
The User has the right to postpone its obligations or the agreement with immediate effectivity if: - the client fails to commit to any obligations of the agreement on time or whether or not partially; - after making an agreement, the User gets to know of certain circumstances that give a grounded reason that the client will not commit to its obligations; - the client has been requested to give an assurance for fulfilling its obligations from the agreement and the given assurance is insufficient or no assurance at all; - by delay from the side of the client so that the User cannot be longed to implement the agreement according to original conditions. In this case the User has the right to terminate the agreement; - by circumstances taking place that are of such nature that commitment to the agreement is impossible, or if unchanged preservation of the agreement can reasonably not be longed from the User. 2. If the client is accountable for the termination, the User has the right on compensation of damage, which includes the direct and indirect costs that are being brought forth from this termination. 3. If the agreement is terminated, the costs have to be paid within the term that has been specified by the User. If the User decides to suspend the commitment to fulfill the obligations of the agreement, the User maintains his right for having claim to the law and the agreement. 4. The User decides to terminate the agreement, he cannot be held liable in any way for compensating damage costs and/or any costs that have been brought forth by termination, and/or any other form of compensation, while the client maintains its liability for compensation for the aforementioned costs. 5. If the agreement gets terminated prematurely by the User, the User will ensure that the work that still needs to be done will be transferred to third partiesin in consultation with the client. This, unless the termination has been initiated by the client. If the transfer of the work activities brings extra costs for the User, these costs will be billed to the client. The client has to pay the bill within a period the User demands, unless the User has alternative demands. 6. In case of liquidation, of (request of) suspension of payment, bankruptcy, or seizure - if the sezure has not been revoked within three months - chargeable to the client, financial rehabilitation or any other circumstance whereby the client can't have its capital at its disposal, the User is free to terminate the agreement with immediate effectivity and / or to cancel the order or agreement, without any obligation to pay any conpensation or indemnification. The outstanding debts of the client User to the User will be claimable with immediate effectivity. 7. If the client cancels a placed order partially or entirily, the ordered or prepared goods, with the shipment, disposal and reserved labour costs will be billed integrally to the client.
Artcle 5. Force Majeure
1. The User is not held to any obligation to the client if he has been hindered by a circumstance beyond his fault, neither by law, nor by an act in (customary) law. 2. Force Majeure in these Terms of Service mean, apart from what has been stipulated by the law and jurisdiction: all external factors, whether forseen or not forseen, whereby the User cannot have any influence, resulting in an impossibility for the User to fulfill its obligations: Strikes within the company of the User or from other third parties. The User has the right to appeal for a Force Majeure if the circumstances hinder any (further) commitment to the obligations of the agreement, even after the agreement has been made. 3. The User can cancel any obligations during the period that the Force Majeure takes place. If the period takes longer than two months, both parties are allowed to terminate the agreement, without compensating or indemnifying the other party. 4. As far as the User has partly fulfilled its obligations of the agreement at the time of the Force Majeure, or is able to fulfill its obligations, whereby an independant value can be attributed to, the User has the right to separately bill the fulfilled part with another invoice for the part that still has to be done. The client is held to pay this bill, as if there was a separate agreement.
Article 6. Payment and collection costs
1. Payment always needs to take place within 14 days after the invoice date, in the currency that has been billed by the User, unless otherwise has been stated by the User in a letter. The User has the right for periodical invoicing. 2. With bigger projects, there can be deviated from this method of payment. This will be noted by letter. 3. The User has the right to deduct the payments of the client from in the first place the costs, in the second place the outstanding intrest and eventually from the capital sum and the outstanding intrest. 4. The User can, without being in negligent omission, refuse an offer of payment, if the client gives a different order of deducting the costs. The User can refuse complete payment of the capital sum, if outstanding intrest and collection costs will not be paid. 5. The client never has the right to deduct any costs from what he owes the User. 6. Objections against the amount that has been invoiced will not suspend the obligation of payment. 7. If the client fails or is in negligence of fulfilling its obligations (on time), the client will be liable for all reasonable costs of collecting the extra-judicial debts. The extra-juditial debts are being calculated on what is custom for Dutch debt collection, at the moment of writing the calculation method according to Rapport Voorwerk II. Should the user make higher costs for debtcollection than was reasonably necessary, these costs will be eligible for compensation. The eventual judicial and liquidation costs will also be for the client. The client also has to pay intrest over the debt collection costs.
Article 7. Reservation of property
1. All delivered goods by the User concerning the agreement remain property of the User until the client has fulfilled all obligations of the agreement(s) with the User. 2. The User's delivered goods, which fall under the property reservation of sub 1, ar not allowed to be resold or be used as a means of payment. The client is not authorized to put these goods that fall under the reservation of property in pawn or to encumber these in any way. 3. The client is supposed to do what can be reasonably expected from him to secure the ownership rights of the User. 4. If third parties confiscate goods that fall under the reservation of property, or wish to claim rights on it in any way, the client has the obligation to immediately inform the User. 5. The client has the obligation to keep the delivered goods that fall under the reservation of property, insured against fire, damage by explosion or water, as well as theft. The insurance policy must be shown on first request by the User for inspection. If the insurance needs to compensate for any damage on the goods, the User has the right to obtain this compensation. As far as necessary, the client will commit himself to cooperation towards the client for anything that is / appears to be necessary or desirable in this case. 6. In case the User wishes to exercise its proprietary rights mentioned in this article, the client gives unconditional and irrevocable permission to the user and by the User assigned third parties to give access to the places where the User's properties are located and to have them to be taken back.
Article 8. Guarantees, investigation and reclamations
1. The goods that have to be delivered by the User comply with usual requirements and standards that can reasonably be demanded on the time of delivery and whereby they're meant to be for normal use within the Netherlands or the United States of America. The guarantee mentioned in this article applies on goods that are meant for use within the Netherlands or the United States of America. By use outside the Netherlands and the United States of America, the client will have the responsibility to verify himself is use is suitable in that country and comply to the conditions that apply in that country. In that case, the User can give other guarantees and conditions for the goods that have to be delivered or work that has to be done. 2. The guarantee mentioned in sub 1 applies for a period of six months after delivery, unless the nature of the delivered goods dictate otherwise, or unless the parties have agree otherwise. If the guarantee given by the User concerns a product or service produced by a third party, then that guarantee is limited to the guarantee that the third party gives for this product or service, unless stated otherwise. After termination of the guarantee period, all costs of repair, replacement, including administration and shipment costs will be billed to the client. 3. Any form of guarantee will be void if a fault is caused by incompetent or improper use, use after the perishable date, unappropriate storage or maintainance by the client and / or third parties when, without written permission of the User, the client or third parties have applied any changes or in an attempt to, attach other things that were not supposed to be attached, or if these have been used or modified in any other way that what has been instructed. The client will also lose any right to claim for guarantee if the fault is caused by, or gives the effect of circumstances there the User cannot exercise any influence on, including weather conditions (like for example, but not exclusively: extreme rain or temperatures) et cetera. 4. The client has the obligation to (let) investigate the delivered goods, immediately on the moment that these are at his disposal, or when the work has been implemented. Hereby the client should investigate if the quality and / or quantity is in accordance with that what has been agreed and complies to the requirements the parties have agreed on. Eventual faults should be reported two months after discovery to the User by letter. The report should have a description as detailed as possible on the defect or fault, so that the User is able to respond adequately. The client should give the User the opportunity to (let) invistigate the complaint. 5. If the client files a complaint on time, this will not suspend his obligation of payment. The client remains held to the purchase and payment of the ordered goods. 6. If a fault has been reported later, the right of the client for repair, replacement or compensation will be void. 7. If the fault of a good or service is an established fact, and reclamation has been made on time, the User will, after reasonable period from receiving the returned goods, or if return is reasonably not possible, receiving a written notification of the fault by the client, the User will take care of repair, or any other replacing compensation to the client. In case of replacement, the client is held to return the replaced good to the User and to turn over the proprietary rights to the User, unless the User states otherwise. 8. If the complaint turns out to be unfounded, the arisen costs, including the investigation costs that fell part to the User will be billed to the client.
Article 9. Liability 1. Should the User be liable, than the liability is limited to that what has been settled in the agreement. 2. The User is not liable for damage, no matter from what kind, that comes from assumption of incorrect or incomplete information provided on behalf of the client. 3. The User cannot be held liable for faulty sizes no matter its nature. The client will always have to check the information himself. 4. The liability of the User is in any way always limited to the amount of money that his insurance pays out by the event of a pay-out. 5. The User is not liable if the outcome doesn't meet the expectation of the client, in the condition that everything has been done according to the agreement. The User only gives advice. 6. The User is only liable for direct damage. Under direct damage is only meant: the reasonable costs to establish the fact of the cause and the amount of damage, as far as damage relates to the damage that fall under these terms, the eventual reasonable costs made to make the User respond to the faulty implementation of the agreement, as much as this can be accounted to the User and other reasonable costs which are made to prevent or to limit damage, as far as the client can prove that these costs have led to the limitation of further direct damage as meant in these Terms of Service. The user is never liable for indirect damage, which includes consequential loss, foregone profits, missed savings and damage by stagnation of the company. 7. The limitations of liability stated in this article do not apply to criminal intent or obvious fault of the User or its managing employees. Article 10. Period of limitation
1. Deviant from the statutory periods of limitation, the period of limitation of all claims and objections on behalf of the User and by the User at the implemention of an agreement is 1 (one) year. 2. The condition in sub 1 does not apply to any legal claims and objections that are based on facts that would justify the statement that the delivered goods or services don't meet the requirements of the agreements. These claims and objections will have a period of limitation of 2 (two) years after the client has informed the User of such non-conformity.
Article 11. Transfer of risk
1. The risk of loss, damage or depreciation is transferred to the client on the moment that these goods and services have been given in the power of the client. Article 12. Safeguarding 1. The client safeguards the User from eventual claims from third parties, which in relation to the implementation of the agreement suffer damage and whereby the cause is attributed on someone else than the User. 2. If the User should be held liable by third parties, then the client is held to support the User judicially and extra-judicially to the extent that can be expected from him in this case. Should the client fail to take adequate measures, then the User, without being at fault, has the right to take measures himself. All costs and damage caused on the side of the User and third parties will integrally be billed to the client, with all the risks involved.
Article 13. Intellectual property 1. The User maintains his rights and powers that come to him, based on the copyright law and other intellectual rights and regulations. The User has the right by the implementation of an agreement at one side to use the acquired knowledge for other purposes, as far as it doesn't tranfer any strictly confidential information of the client to any third parties.
Article 14. Applied law and disputes 1. On all legal relationships whereby the User takes party, the Dutch law will apply, also if a (partial) commitment will be implemented in a foreign country, or if at the legal relationship, the concerned party has a place of residence there. The application of the United Nations Convention of International Sale of Goods (UN CISG) is excluded. 2. The parties will first appeal to court after they gave a best effort that can be reasonably expected to settle a dispute by consultation of both parties.
Article 15. Finding place and alteration of terms 1. These terms have not been deposited at the Chamber of Commers of the Netherlands, but on the website of the User. 2. The latest deposited version that applied at the time of the beginning of the legal relation with the User. 3. The English text of the Terms of Service are leading for the explanation.
Article 16. Copyrights
1. As well the website as the newsletters of the User are protected by the Dutch copyright law as well as international treaties. It is forbidden to spread (part(s) of) the website or newsletters without explicit permission from the User. Even with permission from the User to copy or to publish (parts of) the newsletter or website, "© Polymorph Interieur", together with the year of obtaining the copyright and "http://www.decoration-ideas.com/" as referred source must be added to the text. For further questions and/or remarks concerning the Terms of Service, you can contact: Polymorph Interieur
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