B2B Terms and Conditions
GENERAL TERMS AND CONDITIONS NOAH & SISI (B2B)
Noah & Sisi, trading under the name Noah & Sisi, with registered office at 2140 Antwerp, Turnhoutsebaan 139 A, registered with the Crossroads Bank for Enterprises with number 0671.517.637 (RPR Antwerp, Antwerp division) (hereinafter “NOAH & SISI”) is a specialized company in accessories for children (hereinafter the “Products”).
The customer can be any natural or legal person who enters into a contractual relationship of any kind with NOAH & SISI within the framework of his or her trade, business, craft or professional activity (hereinafter the “Customer”) and this via the website of NOAH & SISI, www.noahsisi.be (hereinafter the “Webshop”).
Article 1 - Applicability
- Without prejudice to the application of any special terms and conditions included in a separate written agreement, these general terms and conditions apply to all NOAH & SISI sales made to the Customer through the Webshop.
- Placing an order with NOAH & SISI implies full knowledge and full and unconditional acceptance of the general terms and conditions of NOAH & SISI.
- NOAH & SISI reserves the right to change these general terms and conditions at any time in line with economic and legal necessities. The new general terms and conditions come into effect automatically within a period of 5 (five) working days after notification of the new general terms and conditions to the Client. The Client has the option to terminate the agreement with NOAH & SISI, without payment of any compensation, by registered letter within this period of 5 (five) working days after notification of the new general terms and conditions to the Client.
- The application of the general terms and conditions of NOAH & SISI excludes the application of any other (general or special) terms and conditions of the Client.
- NOAH & SISI and the Client explicitly agree that a binding agreement can be concluded by means of electronic communication, so that, among other things, the lack of a signature does not affect the binding force of the offer and its acceptance. The electronic files of NOAH & SISI serve, as far as the law allows, as a presumption of evidence.
Article 2 - Order
- The Customer can only place an order via the Webshop, which can only be processed if the Customer has clearly identified himself by filling in the contact form.
- Unless otherwise agreed, each order by the Customer must have a minimum value of EUR 200,00, excluding VAT and excluding shipping costs.
- NOAH & SISI undertakes to process the orders placed on the Webshop while stocks last and within the limitations formulated in these general terms and conditions. In case of depletion of the stock of the ordered Product, NOAH & SISI reserves the right to refuse the relevant order. NOAH & SISI cannot be held liable for the unavailability of a Product.
- NOAH & SISI ensures the quality of the Webshop and takes all reasonable measures to provide correct and up-to-date information on the Webshop. However, this does not affect the possibility that the information provided may be incomplete, contain material errors, or may not be up-to-date. Obvious mistakes or errors in the offer are not binding for NOAH & SISI. NOAH & SISI is only bound by an obligation of means with regard to the correctness and completeness of the information provided.
- An order is only final after (i) the express acceptance of these general terms and conditions and (ii) payment by the Customer in accordance with article 5 of these general terms and conditions.
Article 3 - Delivery
- The Webshop focuses on the Belgian, Dutch, French and German markets. Different conditions may apply to deliveries in countries other than these (for more information: firstname.lastname@example.org).
- The delivery of the ordered Product takes place at the address specified by the Customer, which must therefore be located in the European Union.
- The delivery period is only indicative, so that any delays in delivery cannot give rise to termination of the agreement at NOAH & SISI or any form of compensation.
- An agreed term will in any case be extended as a result of possible delays due to the Customer, a third party or force majeure and this without any compensation.
- At the time of delivery, the Customer must sign a receipt from the delivery service.
Article 4 - Prices
- The prices are exclusive of VAT and exclusive of shipping costs, whereby the VAT and any other taxes or levies related to the services performed by NOAH & SISI, including all taxes or levies that come into effect since the commencement date of the agreement as stipulated in the agreement, are integral. will be charged to the Customer.
- Prices are expressed in EURO.
- The calculation of the shipping costs, which are borne by the Customer, is indicated at the time of purchase. For orders from EUR 300,00 (excluding VAT) the shipping costs are borne by NOAH & SISI.
Article 5 - Payment
- NOAH & SISI invoices are payable immediately.
- Payment must be made according to one of the following payment options (indicating any costs associated with its use):
- American Express;
- Apple Pay;
- Bancontact / Mister Cash;
- SOFORT; and
After the payment system (Stripe) has accepted the aforementioned payment, NOAH & SISI will confirm the order by e-mail.
The terms and conditions of the payment system, as well as - if a payment method with credit card is chosen - the terms and conditions of the relevant card issuer apply to payments. NOAH & SISI is not a party in the relationship between the Customer and the payment system or the card issuer.
Article 6 - Complaints
- The Customer is obliged to accurately inspect the delivered Products immediately upon receipt (or have them inspected).
- Under penalty of forfeiture or inadmissibility, the Customer must notify NOAH & SISI in writing of its complaints relating to defects in the Product or the delivery that are visible at the latest within seven (7) working days after delivery. with a detailed description of the visible defect.
- If the delivered Product has a visible defect and / or would not correspond with the ordered Product, NOAH & SISI will give the Customer the choice between a free repair or replacement of the delivered Product or, if the Customer so wishes, a refund. of the full cost price, without being obliged to pay compensation or any other obligation.
- The Customer is not entitled to return the Products for which there are no substantiated complaints. If this nevertheless takes place without a valid reason, all costs associated with the return will be borne by the Customer. In that case NOAH & SISI is free to store the Products among third parties at the expense and risk of the Customer and to return them to the Customer at the request and expense of the Customer.
Article 7 - Guarantee and indemnity
- NOAH & SISI undertakes to deliver a Product that corresponds to the Product ordered, as laid down in the agreement, including the specifications stated in the offer, the reasonable requirements of reliability and / or usability and the on the date of the realization existing legal provisions and / or government regulations of the agreement.
- If the delivered Product does not comply with the above regulations and consequently shows a defect (or defects) that were not immediately visible after delivery of the Product, the Customer must inform the Seller within a period of one (1) month after its discovery. Afterwards, any right to repair or replacement lapses.
- In any case, NOAH & SISI cannot intervene in the warranty in the event of normal wear and tear to the Product, changes made to the Product by the Customer, including repairs that have not been carried out with the permission of NOAH & SISI, the failure be able to present the original invoice, a change or illegibility of the original invoice, the use of the Product that is not in accordance with the normal destination or the instructions for use, damage due to intent, gross negligence or negligent maintenance on the part of the Customer.
- The warranty period for NOAH & SISI corresponds to the manufacturer's warranty period. However, NOAH & SISI is never responsible for the ultimate suitability of the Products for each individual application by the Customer, nor for any advice regarding the use or application of the Products.
Article 8 - Obligations of the Client
- The Customer undertakes to place the Products on the market only insofar as this takes place in accordance with the reasonable guidelines made available by NOAH & SISI in the context of the agreement between the parties.
- The Customer is obliged to sell the Products in the packaging provided by NOAH & SISI.
Article 9 - Intellectual property rights
- NOAH & SISI is the holder of the intellectual property rights, including but not limited to the copyrights and trademark rights vested in the Products, the NOAH & SISI logo and all signs and photos that it uses in its commercial documentation.
- Nothing in this agreement will result in the transfer of any intellectual property rights to the Client.
- Within the framework of the agreement between the parties and also insofar as the use takes place in accordance with the guidelines of NOAH & SISI, the Customer is permitted to use the trade name, logo and any sign of NOAH & SISI made available by it. stated in NOAH & SISI's commercial documentation or on the Products. It also makes photos available that can be used on the social media channels and / or on the Customer's own webshop within the same framework.
Article 10 - Liability
- NOAH & SISI is not liable for the correctness or completeness of the information that can be found via its Webshop.
- In addition, the information provided through or in relation to the Products is of a general nature, is not adapted to personal or specific circumstances, and therefore cannot be regarded as personal or professional advice to the Customer.
- NOAH & SISI gives no guarantee whatsoever with regard to the proper functioning of the Webshop and can in no way be held liable for the malfunctioning or temporary (un) availability of the Webshop or for any form of damage, direct or indirect, which would result from access to or use of the Webshop.
- The Webshop may contain links to websites or pages of third parties or refer to them indirectly. Placing links to these websites or pages in no way implies an implicit approval of their content. NOAH & SISI expressly declares that it has no control over the content or other characteristics of these websites or pages and can under no circumstances be held liable for their content or characteristics or for any other form of damage resulting from their use.
- NOAH & SISI undertakes to perform its obligations under these general terms and conditions according to the rules of the art. However, NOAH & SISI only has a best efforts obligation.
- Except in the case of willful misconduct or gross negligence on the part of NOAH & SISI or its employees, NOAH & SISI is never liable or obliged to pay compensation for immaterial, indirect or consequential damage, including but not limited to loss of profit, loss of turnover, loss of income, loss of customers. or claims from third parties, or any other form of damage.
- NOAH & SISI's total (contractual and non-contractual) direct liability is at all times limited to the price paid by the Client under the related agreement, with a maximum of EUR 250,00.
- The damage attributable to NOAH & SISI will, at the option of NOAH & SISI, be remedied in kind, by replacement or repair. If a restoration in kind is impossible or involves an unreasonable workload, NOAH & SISI will refund the price as set out in the related agreement to the Customer, taking into account the enjoyment that the Customer has already had from the relevant Products.
Article 11 - Data protection
11.1 NOAH & SISI undertakes to treat all personal data it receives from the Customer in accordance with the applicable legal regulations on data protection and processing, under the Regulation (EU) 2016/679 of 27 April 2016 on the protection of natural persons in connection with the processing of personal data and with regard to the free movement of such data and repealing Directive 95/46 / EC (General Data Protection Regulation) and Belgian privacy legislation.
Article 12 - Force majeure
12.1 If the delivery of a final order cannot take place due to force majeure, i.e. situations that make it almost impossible for NOAH & SISI to fulfill its obligations under the agreement concluded with the Customer, NOAH & SISI will inform the Customer of this. within a period of seven (7) working days after the start of the force majeure situation. Force majeure is understood to mean the impossibility of fulfilling an obligation within the meaning of the law and jurisprudence. Without attempting to exhaustively, cases of force majeure are considered to be: depletion of stocks, delays or non-deliveries by suppliers of a party, machinery breakdown, strike or lock-out, fire, riot, war, epidemic, flood, natural phenomena, electrical , computer, internet or telecommunication disruptions, shortage of means of transport, exceptional traffic nuisance, limitations in energy consumption, unworkable weather, decisions or intervention by the government and errors and delays due to third parties.
12.2 If the situation of force majeure lasts longer than 2 (two) months, each party is entitled to dissolve the agreement without the intervention of a court, without the other party being obliged to pay any compensation to the first party, with the exception of the costs that NOAH & SISI has already incurred prior to the force majeure situation that will be borne by the Client.
Article 13 - Applicable law and competent court
- These general terms and conditions are subject to Belgian law.
13.2 Any dispute about the interpretation or application of these general terms and conditions falls under the jurisdiction of the courts in Antwerp, Antwerp division, unless the law prescribes a different court.