Standard Terms and Conditions Wildschut Antiques
Please read these Terms and Conditions carefully before ordering products from our website. These values explain how we deliver products to you, how you can terminate the agreement, what to do in case of problems, and other important information. If you do not agree with these conditions, we request that you do not order products via our website.
Wildschut Antiques, KVK 34116286, is both an online an offline antique store in the center of Amsterdam. Wildschut Antiques mainly buys items from other antique dealers and auction houses in France and Italy.
1. Applicability
1.1
These terms and conditions apply to – and form an inseparable part of – all offers, quotes and agreements related to services or goods of any nature whatsoever provided by Wildschut Antiques, hereinafter: ‘Wildschut’, located in Amsterdam (the Netherlands), unless explicitly agreed otherwise in writing.
1.2
In these terms and conditions the term ‘Customer(s)’ means: Any party that has requested or instructed Wildschut to provide services as well as any party ordering and/or buying goods from or through Wildschut.
1.3
In these terms and conditions the term ‘Consumer(s)’ refers only to Customers who are natural persons not acting in the course of a business or profession.
1.4
Variations from these terms and conditions are allowed only if explicitly agreed in writing by the parties.
1.5
If Wildschut does not always demand strict compliance with these terms and conditions, this does not mean that these terms and conditions do not apply or that Wildschut has forfeited the right to demand prompt compliance with these terms and conditions in other cases.
1.6
Wildschut may amend its (standard) terms and conditions. Such amendments will take effect four weeks after notification or at any later date stated by Wildschut in its notification. If Customers do not agree with an amendment, they have the right to terminate the agreement in writing effective from the effective date of the new terms and conditions. Wildschut must have received such notice of termination before the effective date of the amendment.
2. Conclusion and Change in Agreement
2.1
All offers and quotes by Wildschut, in whatever form, are subject to contract unless they contain a term for acceptance. Agreements will come about only by a written (order) confirmation by Wildschut or by actual execution by Wildschut.
2.2
In deviation from the preceding paragraph distance sale contracts come about after Customers have electronically accepted an offer of Wildschut. Wildschut will electronically acknowledge receipt of acceptance of the offer immediately. As long as Wildschut has not acknowledged receipt of acceptance, Wildschut may terminate the agreement at no cost and without being required to pay any compensation.
2.3
Wildschut may offer certain goods in several market places simultaneously – such as (auction) websites and in its store. Although Wildschut seeks to keep its product range as up-to-date as possible, goods may be wrongly marked as available in a market place. As most goods are one of a kind, this then means that Wildschut cannot supply that product. In that case Wildschut has the right not to accept an agreement made and/or terminate the agreement at no cost and without being required to pay any compensation.
2.4
If the parties agree that Wildschut will arrange for the shipping of orders, the agreement will be made subject to the (suspensive) condition that the parties reach agreement on the terms of shipment, such as price and time of delivery.
2.5
In case of distance sales Wildschut may make inquiries – within the limits set by law – whether Customers can meet their payment obligations and to find out about all the facts and factors that could be relevant to the sound conclusion of distance sale contracts. If based on its inquiries Wildschut has valid grounds not to enter into an agreement, Wildschut has the right to refuse orders or requests or to attach special conditions to the execution, stating reasons.
2.6
Wildschut will not be bound by apparent errors or mistakes in its offers and quotes.
2.7
All specifications in offers, quotes or agreements and any annexes, such as images, drawings, measurements, weights, performance and colours, as well as the properties of any samples provided are indicative only. Minor variations, therefore, will not be at Wildschut’s risk and expense.
2.8
Unless explicitly agreed otherwise, all offers are based on the execution of the performance that is the subject of the offer under normal conditions and during regular working hours.
2.9
Wildschut may transfer the rights and obligations arising from agreements to third parties. In the event of agreements with Consumers Wildschut will remain liable for performance by such third parties unless transfer has been affected as part of a transfer of undertaking.
3. Properties of the Goods Delivered
3.1
Most of Wildschut’s goods are not new, meaning they are pre-owned. Examples are old(er), vintage and/or antique goods. In addition, Wildschut supplies natural products (made of wood, marble, sandstone, etcetera). Customers accept that the age and intensity of usage of goods can have an essential impact on their quality and that some goods have a particular smell.
3.2
All specifications in offers, quotes or agreements and annexes, like images, drawings, measurements, weights, performance and colours, as well as the properties of any samples provided are – given the provisions of this Article – merely indicative. There can be differences in the properties of goods supplied by Wildschut that are of the same model or type. Wildschut is not responsible for said differences.
3.3
Variations (in colour, structure, size, model, weight, other esthetical variations, damage, whether or not repaired) are inherent in the goods supplied and do not constitute valid grounds for rejection, claims for compensation, liability of Wildschut, reliance on warranties or on termination or cancellation of agreements).
3.4
Wildschut will describe the condition of goods to the best of its ability and show said condition by means of photos. However, due to monitor differences, actual colours and other properties may vary. Wildschut is not liable for any such differences. Wildschut advises Customers who wish to have certainty about the characteristics of goods to come and inspect those goods in person.
3.5
To electronic contracts only the information included by Wildschut on its website is relevant. Customers cannot derive any rights from information from other sources.
3.6
The same always applies to Consumers unless (1) They could not reasonably expect such variations, (2) The variations make normal usage of the product impossible, and (3) The variations are such that Wildschut cannot reasonably be deemed to have complied with its obligations (taking into account the provisions of this Article about the likelihood of variations).
4. Right of Withdrawal of Distance Contracts
4.1
Consumers have the right to terminate distance contracts within 14 days of conclusion (‘cooling-off period’) without stating reasons (the ‘right of withdrawal’). For goods the cooling-off period commences on the day of receipt by Consumers of the goods; for services the cooling-off period commences on the day of conclusion of the contract.
4.2
During the cooling-off period Consumers will treat the goods and their packaging with care, and unpack or use the goods only to the extent necessary to assess whether they wish to keep the goods. Consumers who wish to exercise their right of withdrawal, will return the goods plus any accessories supplied and – if reasonably possible – in their original condition and packaging to Wildschut in accordance with the instructions reasonably given by Wildschut.
4.3
If Consumers wish to exercise their right of withdrawal, they must ensure that Wildschut receives written notification of withdrawal within the cooling-off period. Returns are at the respective Customer’s risk and expense entirely. Consumers must immediately arrange for the return shipment of the goods in a complete, unused, undamaged and original condition and packaging such that Wildschut receives the goods within 14 days of the date of withdrawal.
4.4
Wildschut may, at its option, refuse returned damaged goods or deduct the damage from the amount to be refunded.
4.5
The risk and onus of proof for the correct and timely exercise of the right of withdrawal lie with the Consumers.
4.6
If Consumers exercise their right of withdrawal, they must pay all costs of returning the goods.
4.7
The right of withdrawal is excluded at any rate for goods and services:
- provided according to consumer specifications;
- that are clearly personal;
- that cannot be returned because of their nature;
- that are prone to obsolescence or decay;
- whose price is tied to fluctuations on the financial market over which Wildschut has no control;
- whose delivery started with the Consumers’ consent before expiry of the cooling-off period;
- that after delivery have been merged with other goods;
- relating to bets and lotteries.
5. Execution of Agreement
Cooperation and Responsibilities of Customers
5.1
Customers will always provide Wildschut with all cooperation, data and information required or useful for the execution of the agreement. Customers will be responsible for the quality, accuracy and completeness of the data and information provided.
5.2
If Customers fail to provide the data required by Wildschut to properly execute the agreement or fail to do so in time, or if Customers do not otherwise comply with their obligations under this Article, Wildschut has the right, without prejudice to its other rights, to suspend execution of the agreement and to charge any costs arising from suspension of the agreement to the respective Customer at the usual rates.
Delivery (Terms)
5.3
Unless the parties agree on another address, the place of delivery will be Wildschut’s store address.
5.4
The risk in goods passes to Customers from the time of delivery by Wildschut. Wildschut reserves the right to refuse delivery to PO Box addresses.
5.5
Goods are deemed to have been delivered subject to retention of title as soon as Wildschut has informed the respective Customer that the goods, whether or not to be assembled in whole or in part, are ready for collection at Wildschut or a third party or are ready for shipment on the respective Customer’s instructions.
5.6
Orders accepted by Wildschut will be filled within 30 days unless a longer term for delivery has been agreed. If deliveries are delayed or cannot be executed or only in part, Customers will be notified within 30 days of placing the order. In that case both Customers and Wildschut have the right to terminate the agreement free of charge without the parties being required to pay compensation.
5.7
If (1) Customers refuse to take delivery at the agreed time, (2) fail to provide information or instructions required for delivery, or (3) no time for taking delivery has been agreed and within 14 days of notification that the goods are ready for collection, Customers fail to collect the goods, Wildschut has the right to store the goods at the respective Customer’s risk and expense. The monthly fee payable by Customers for storage by Wildschut is at least 10% of the value of the goods stored, or the actual costs of storage, whichever is higher.
Execution of Agreement
5.8
Wildschut has the right to have third parties execute parts of the agreement.
5.9
If the parties have agreed that the agreement will be executed in phases, Wildschut has the right to suspend the execution of elements of the agreement that are part of the next phase until the customer has approved the results of the preceding phase in writing.
5.10
If Wildschut or its staff or the staff of third parties engaged must perform work on-site at a Customer’s location or a location designated by that Customer, the respective Customer will ensure that at this location all facilities will be available reasonably required to perform the work properly and safely. The Customer will pay any costs related to such facilities.
6. Prices (and Fees)
6.1
All prices are in Euro and inclusive of vat and other government levies, if applicable. Customers will pay in full the costs of delivery outside the Netherlands, whether or not government-imposed.
6.2
Wildschut has the right to increase its prices of the goods and/or services it provides. In the event of price increases Customers have the right to terminate the agreement by written notice unless the parties have agreed that delivery will be made more than three months after the sale. Wildschut must receive notice of termination no later than on the last working day before the price increase takes effect.
6.3
If any statutory provision or other government measure require Wildschut to change its rates, Customers will not have the right to terminate the agreement.
6.4
If Wildschut has agreed with Customers that delivery of a good or service will take more than three months, Wildschut has the right to increase the purchase price even after three months.
7. Payment
7.1
Payment must be made in the manner(s) specified by Wildschut.
7.2
Wildschut will always have the right to part invoice goods (to be) delivered.
7.3
Wildschut has the right to suspend delivery of goods that it holds for Customers in connection with the execution of the agreed work until all payments owed to Wildschut have been made in full.
7.4
If Consumers fail to comply with their payment obligations in time, and Wildschut has sent a notice of reminder granting a 14-day term for compliance, and they still fail to comply after expiry of that term, they will owe interest at the statutory rate on the outstanding amount. In addition, Wildschut has the right to charge the extrajudicial costs of collection in accordance with the rates then applied by Dutch courts.
8. Liability and Warranties
8.1
Customers are aware that Wildschut sells old(er), vintage or antique goods, which furthermore might be natural products. For these reasons customers must inspect the goods supplied as soon as possible after delivery for any visible defects and report defects as soon as possible. Customers cannot hold Wildschut liable for any changes in the condition of goods as such changes (e.g. damage, discoloration or cracks) are inherent in the nature of the goods, also given, for instance, their age, natural character and/or previous use. This will be different only (1) in case of defects that Customers could not have detected upon delivery and (2) if Customers could not reasonably have expected such defects, explicitly considering the provisions herein about expectations regarding old(er), vintage and/or antique goods.
8.2
If Customers file valid warranty claims, Wildschut will repair the work or goods provided or, at its option, provide the agreed work/services at a later date. If Wildschut notifies Customers it will proceed with repairs or delivery/execution as agreed, Customers will make the goods delivered available to Wildschut.
8.3
Any warranty obligation of Wildschut will lapse if errors, defects or imperfections have been caused by incorrect, careless or incompetent use or management by
Customers or third parties engaged by Customers of goods delivered or due to external causes like fire or water damage, or if Customers or third parties have made or caused others to make changes to the goods delivered by Wildschut. Customers will enable Wildschut in time and without restrictions to investigate the validity of warranty claims, and to this end will provide the goods to Wildschut at their expense.
8.4
If and to the extent that Customers fail to comply with obligations under the agreement, Wildschut has the right to suspend compliance with its warranty obligations.
9. Complaints
9.1
Customers must immediately file any complaints about goods delivered or services provided by Wildschut in writing and stating grounds:
- As regards complaints about the quantities of goods delivered or any other visible defects or errors: Customers must always inspect the goods immediately upon delivery and record complaints about incorrect quantities or other complaints in writing on the delivery notes/consignment notes or other such documents;
- As regards other complaints: If (1) ten days have expired after performance of the work or delivery of the goods, or (2) the processing of the goods has begun, Customers no longer have the right to complain, unless the defects would not have been visible even upon careful and timely inspection. In that case Customers must notify Wildschut in writing, stating grounds, of such defects within ten days after Customers have become or could have become aware of the defects.
9.2
Without prior written consent Wildschut is not required to accept goods returned by Customers. Taking receipt of returned goods never implies acknowledgment by Wildschut of the grounds given by Customers for returns. The risk in goods returned always remains with the Customers until Wildschut has credited the goods.
9.3
If Customers file warranty claims that later prove invalid, Wildschut has the right to charge the Customers for the work and costs of investigation and repairs arising from such claims in accordance with Wildschut’s reasonable rates then in effect, with a minimum of EUR 250.
10. Retention of Title
10.1
Under all circumstances will Wildschut retain the right of ownership in all goods (to be) supplied by Wildschut as long as Customers have not paid any claims of Wildschut, including at any rate the claims referred to in Section 3:92.2 Dutch Civil Code.
10.2
If Customers fail to comply with their payment obligations towards Wildschut or Wildschut has valid grounds to fear non-compliance by Customers, Wildschut has the right to take back the goods delivered subject to retention of title. Customers will always grant Wildschut free access to their premises and/or buildings to inspect the goods and/or to exercise Wildschut’s rights and hereby authorise Wildschut – to the extent necessary – to do so. In the event of breach of this Article Customers will forfeit to Wildschut an immediately payable penalty of EUR 1,000 for every incident of breach, increased by an amount of EUR 500 for every day or part thereof that such breach continues, without any notice of demand or default being required.
10.3
After taking back goods delivered subject to retention of title the agreement will not be terminated unless Wildschut so states. After the goods have been taken back and following termination, if any, Customers will never be entitled to compensation higher than the market value, which will never exceed the price originally agreed with Wildschut, reduced by Wildschut’s costs and loss arising from taking back the goods.
10.4
If and to the extent that no retention of tile can be claimed or such retention of title has lapsed, Wildschut hereby reserves the right of pledge as referred to in Section 3:237 Dutch Civil Code by way of additional security of any claims Wildschut may have against the client on whatever account. Customers hereby authorise Wildschut to create such right of pledge and at Wildschut’s first request will render such cooperation to Wildschut as it may require.
11. Termination
11.1
Customers will be deemed in default in the event of non-compliance or late compliance with any obligation under the agreement and if Customers fail to comply with a written notice of demand to fully comply with their obligations within a reasonable term set.
11.2
In the event of default by Customers, Wildschut has the right to terminate the agreement in whole or in part by written notice without being required to pay any compensation and without prejudice to its rights and/or to immediately demand payment in full of any amounts payable to Wildschut and/or to invoke retention of title.
11.3
Wildschut has the right to terminate the agreement with immediate effect if Customers file a petition for suspension of payment or bankruptcy or another party has filed such petition, or if attachment is levied against all or part of Customers’ assets. In such case all invoiced amounts will become immediately due and payable. Wildschut will be never be required to pay any compensation on account of termination.
11.4
Termination will not affect obligations that by their nature are intended to survive termination of the agreement. Such obligations include the provisions regarding indemnity in relation to intellectual property rights, customers’ payment obligations and confidentiality.
12. Governing Law and Language
12.1
Dutch law governs all agreements made with Wildschut.
12.2
In the event of conflicts between translations of these terms and conditions and the Dutch original, the latter will prevail.
13. Applicable if: Not Consumers
13.1
In sales other than consumer sales as referred to in Section 7:5 Dutch Civil Code, the following provisions will apply in addition to the terms and conditions contained herein (if not covered by any provision) or in deviation from those terms and conditions (if covered by these provisions):
Force Majeure
13.2
Wildschut is not liable for any defects caused by events of force majeure. During periods of force majeure Wildschut’s obligations will be suspended. If the period during which Wildschut cannot comply with its obligations due to force majeure exceeds three months, both parties will have the right to terminate the agreement without any judicial intervention or compensation being required. If suspension would result in goods or services that vary essentially from the agreed goods or services, Consumers have the right to terminate the agreement in the event of an agreement between sellers acting in the course of a business or profession of the one part and Consumers of the other.
13.3
The term ‘force majeure’ as referred to in this Article will at any rate be understood to mean unforeseen circumstances, including economic circumstances and circumstances arisen through no fault or action of Wildschut, such as business disruption, necessary production reductions, strikes and lock-outs, at Wildschut and its suppliers, wars, hostilities, state of siege, mobilisation, in the Netherlands or in any other country where business locations of Wildschut or of its suppliers are situated, delays in transportation or delayed or incorrect delivery of goods, materials or parts, by third parties including Wildschut’s suppliers. Given the fact that Wildschut sells old(er), vintage/pre-owned and/or antique goods that are often unique, the unavailability of the goods sold – which, for instance, makes it impossible, extremely onerous or disproportionately costly for Wildschut to comply with the agreement – also qualifies as force majeure.
13.4
If upon occurrence of events constituting force majeure Wildschut has already fulfilled its obligations in part, or can fulfil its obligations in part, it has the right to separately invoice the goods or services already provided or to separately invoice the part that can be provided, and Customers must pay that invoice as if it related to a separate agreement.
Prices and Payment
13.5
The amounts specified in Wildschut’s offers and quotes are based on the prices, exchange rates, wages, taxes and other factors relevant to pricing in effect at the time of offer. If following the (order) confirmation changes occur in one or more of the above factors, Wildschut will have the right to adjust the agreed price accordingly. If pursuant to this provision Wildschut increases prices and such increase exceeds 10% of the total amount agreed, Customers have the right to terminate the agreement in writing within eight days after they learn or could have learned of the price increase.
13.6
Customers do not have the right to set off any claims against Wildschut against amounts charged by Wildschut.
13.7
In the event of late payment Customers will be in default by operation of law without any notice of default being required. From that point on, defaulting Customers owe Wildschut interest on the outstanding amount at a rate of 2% per month.
13.8
If after expiry of a payment term of 14 days granted by written notice of default still no payment has been made, Customers will owe Wildschut a penalty of 10% of the principal sum due inclusive of vat regardless whether Wildschut had to incur extrajudicial costs of collection and without prejudice to Wildschut’s right to demand compensation.
13.9
Without prejudice to Wildschut’s other rights under this Article, Customers must reimburse Wildschut for the costs of collection.
13.10
The applicability of Section 6:92 BW to the penalty clause in this Article is hereby excluded.
Warranties and Liability
13.11
If Wildschut provides warranties to Customers regarding the goods or services supplied by Wildschut, it will do so explicitly in writing. In the absence of such explicit written warranties, Customers cannot invoke any warranties, without prejudice to the legal rights of Customers arising from provisions of mandatory law.
13.12
Wildschut is liable only for loss or damage sustained by customers that was caused directly or indirectly by the wilful intent or deliberate recklessness of Wildschut.
13.13
Wildschut’s total liability will always be limited to the compensation of direct loss, with the total amount payable by Wildschut to Customers on account of any obligations to undo and compensation for loss will never exceed the amount of the price (exclusive of vat) stipulated for the relevant agreement. Wildschut is never liable for any indirect loss including consequential loss, loss of profits, loss of savings and loss due to business interruption.
13.14
Wildschut is not liable for any loss or damage if and to the extent that Customers have taken out insurance or could reasonably have taken out insurance against such loss or damage.
13.15
If Wildschut engages third-party services in executing agreements, and these third parties have limited their liability, all contracts awarded to Wildschut imply the right to accept such limitations of liability on behalf of Wildschut’s Customers.
13.16
Wildschut is not liable for any shortcomings by third parties engaged, unless such shortcomings are the direct consequence of wilful intent or deliberate recklessness of managing staff at Wildschut.
Disputes and Applicable Law
13.17
The Court of Amsterdam has exclusive jurisdiction over disputes that directly or indirectly relate to any agreement or legal act to which these standard terms and conditions apply.
13.18
The applicability of foreign laws and treaties, including the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 (Vienna Sales Convention), is hereby excluded.
