General Terms and Conditions

These General Terms and Conditions of Sale and Delivery were filed on January 27, 2021
with the Chamber of Commerce and Industry in Amsterdam under number 51507366.
Article 1. General

  1. These conditions apply to every offer, quotation and agreement
    between / Denise’s Choice and a Counterparty on which / Denise’s Choice has declared these terms and conditions applicable,
    to the extent that these terms and conditions have not been expressly waived by the parties in writing
    deviated. The agreements in the accepted offer, quotation and agreement
    prevail over these general terms and conditions.
  2. These terms and conditions also apply to agreements with’s Choice, for the performance of which by
    Denise’s Choice third parties should be involved.
  3. These terms and conditions also apply in writing to employees
    of / Denise’s Choice and its management.
  4. The applicability of any purchasing or other terms and conditions of the Other Party
    is expressly disclaimed.
  5. If at any time one or more of the provisions in these general terms and conditions is wholly
    should be void or destroyed in whole or in part, it remains otherwise in this
    general terms and conditions provided shall apply in full. / Denise’s
    Choice and the other party will then consult with each other in order to reach new provisions for the implementation of the agreement.
    replace the void or voided provisions, agreeing as much as
    possible respects the purpose and intent of the original provisions.
  6. If ambiguity exists regarding the interpretation of one or more provisions of these
    general conditions, then the interpretation should take place “in the spirit” of these
  7. If a situation arises between the parties that is not covered in these general conditions
    regulated, then this situation should be judged by the spirit of these general
  8. If / Denise’s Choice does not always strictly adhere to these
    terms and conditions, this does not mean that its provisions do not apply,
    or that / Denise’s Choice would in any way forfeit the right to be in
    otherwise require strict compliance with the provisions of these terms and conditions.
  9. / Denise’s Choice has the right to amend these terms and conditions at any time.
    amend and/or supplement. / Denise’s Choice will, in the event of a
    material change at least one month before the relevant change or addition of
    becomes effective, notify them in writing. Unless buyer within two weeks of date
    of dispatch of our written notice objects in writing, purchaser shall be
    deemed to have tacitly agreed to the change or addition.
  10. Any additional or
    modified agreements and/or commitments by or on behalf of / Denise’s
    Choice binding / Denise’s Choice only after written confirmation
    Article 2 Quotations and offers
  11. All quotations and offers of / Denise’s Choice both oral
    as in writing are without obligation. Quotes include any attachments, such as
    price lists, brochures and other data.
  12. The quotation loses its validity at the time of the expiration of the time period therein
    stated period of validity. In any case, an offer shall be deemed rejected if
    this offer has not been accepted within 30 days of its issue.
  13. / Denise’s Choice cannot be held to its quotations or offers.
    held if the Other Party can reasonably understand that the quotations or offers,
    or part thereof, contains an obvious mistake or clerical error.
  14. The prices stated in a quotation or offer are inclusive of VAT and other levies of
    government as well as any costs to be incurred in connection with the agreement,
    including travel and lodging expenses, unless otherwise specified. Shipping and
    administration fees may be charged afterwards.
  15. If the acceptance (whether or not on minor points) differs from the offer
    or the offer included then / Denise’s Choice is liable to
    not bound. The agreement then does not come into effect in accordance with this divergent acceptance
    established, unless / Denise’s Choice indicates otherwise.
  16. A composite quotation does not obligate / Denise’s Choice to the
    perform part of the assignment at a corresponding portion of the
    quoted price. Offers or quotations do not automatically apply to future orders.
    Article 3 Contract duration, delivery, delivery terms, performance and modification
    agreement; price increase
  17. The agreement between / Denise’s Choice and the Other Party shall be
    entered into for an indefinite period, unless the nature of the agreement dictates otherwise
    or if the parties expressly agree otherwise in writing.
  18. Trade deliveries of more than € 250, – excluding VAT in the Netherlands, take place DAP
    (Incoterms 2020). For deliveries of less than €250, excluding VAT, will be provided by / Denise’s Choice a contribution to the transportation costs to the Other Party
  19. The Other Party shall be obliged to take delivery of the goods on first presentation. If the
    Other Party fails to comply with this, he will be charged for all resulting costs
  20. / Denise’s Choice shall at all times have the right to a
    subsequent delivery period of fourteen working days after the end of the specified delivery time.
  21. If / Denise’s Choice delivers the goods as agreed with the buyer
    with a transportation company or another address, respectively, the buyer is charged with the
    transportation risk. Buyer must therefore provide its own adequate insurance.
  22. Is for the completion of certain work or for the delivery of certain items
    a term agreed or specified, then this is never a deadline. At
    exceeding of a term, the Other Party should / Denise’s Choice
    therefore to give written notice of default. / Denise’s Choice serves thereby
    be given a reasonable time to still perform the agreement.
  23. / Denise’s Choice has the right to have certain work
    performed by third parties. If / Denise’s Choice requires data from
    the Other Party for the execution of the agreement, the execution period shall not commence
    until after the Other Party has correctly and completely submitted it to / Denise’s
    Choice has made available.
  24. / Denise’s Choice is entitled to split the agreement into several phases
    carry out and invoice the portion so carried out separately.
  25. If the agreement is performed in stages, / Denise’s
    Choice shall suspend the performance of those parts belonging to a subsequent phase until
    the Other Party in writing the results of the preceding phase.
  26. If / Denise’s Choice requires data from the Other Party for
    performance of the agreement, the performance period shall not begin until after the
    The other party provides this correctly and completely to / Denise’s Choice.
    has stated.
  27. If, during the performance of the agreement, it appears that for a proper
    performance thereof is necessary to amend or supplement them, then the parties shall
    timely and by mutual agreement to adjust the agreement. If the nature,
    scope or content of the agreement, whether or not at the request or direction of the
    Other Party, of the competent authorities et cetera, is changed and the agreement is
    is changed qualitatively and/or quantitatively as a result, then this may have consequences
    have for what was originally agreed upon. As a result, the original
    agreed amount shall be increased or decreased. / Denise’s Choice
    will give as much advance quotation as possible. Due to a change in the
    agreement, the originally specified period of performance may be modified. The
    The other party accepts the possibility of amending the agreement, including
    including the change in price and term of execution.
  28. If the agreement is amended, including a supplement, then / Denise’s Choice entitled to implement it only after
    This has been approved by the competent person within / Denise’s Choice.
    person and the Other Party has agreed to the price quoted for performance and
    other conditions, including the time, to be determined at that time, at which it will be subject to these conditions.
    will be implemented. Failure to implement the modified
    agreement also does not constitute default by / Denise’s Choice and
    is no ground for the Other Party to terminate the agreement.
  29. Without being in default, / Denise’s Choice may make a
    refuse a request to amend the agreement, if this is in qualitative and/or
    quantitatively could have consequences, for example, for the work to be done in that context
    work or items to be delivered.
  30. If the Other Party should default in the proper fulfillment of what
    to which he is bound towards / Denise’s Choice, then the other party is
    liable for all damages (including costs) on the part of / Denise’s Choice thereby arising directly or indirectly.
  31. If / Denise’s Choice, at the conclusion of the agreement, has a
    certain price, then / Denise’s Choice is under the following conditions
    circumstances nevertheless entitled to increase the price, even if the price
    originally not specified under reserve.
  • If the price increase is the is due to a change in the agreement;
  • if the price increase is the result of a decision made to / Denise’s Choice
    power or any authority vested in / Denise’s Choice.
    obligation under the law;
  • In other cases, this being understood that the Other Party not acting in the
    exercise of a profession or business, is entitled to the contract by written
    statement to dissolve if the price increase exceeds 10% and occurs within
    three months after the conclusion of the agreement, unless / Denise’s
    Choice is then still willing to enter into the agreement based on the original
    agreed to perform, or if it is stipulated that the delivery will take longer than three
    months after the purchase will take place.
    Article 4 Suspension, dissolution and early termination of the agreement
  1. / Denise’s Choice is authorized to suspend the fulfillment of its obligations.
    suspend or terminate the agreement immediately and with immediate effect, if:
  • the Other Party does not, does not completely or does not timely
  • after the conclusion of the agreement / Denise’s Choice to the knowledge
    circumstances that have arisen give good reason to fear that the Other Party will fail to comply with its obligations.
    will not comply;
  • the Other Party was requested at the conclusion of the agreement to provide security for
    fulfillment of his obligations under the agreement and such security is not forthcoming or
    is insufficient;
  • If due to the delay on the part of the Other Party no longer / Denise’s Choice can be required to enter into the agreement against the
    originally agreed conditions, / Denise’s
    Choice is entitled to terminate the agreement.
  • if circumstances arise which are of such a nature that fulfillment of the
    agreement impossible or unchanged maintenance of the agreement in
    cannot reasonably be required of / Denise’s Choice.
  1. If the dissolution is attributable to the Other Party, /
    Denise’s Choice entitled to compensation for damages, including costs,
    thereby arising directly and indirectly.
  2. If the agreement is dissolved, the claims of /
    Denise’s Choice on the other party immediately due and payable. If /
    Denise’s Choice suspends performance of its obligations, it retains its claims from
    the law and agreement.
  3. If / Denise’s Choice on the grounds as mentioned in this article to
    suspension or dissolution, he shall not be bound in any way whatsoever on that account to pay any compensation.
    compensation for damages and costs thereby incurred in any way or indemnification,
    while the Other Party, on the grounds of breach of contract, does have to pay damages or compensation.
    indemnification is mandatory.
  4. If the agreement is terminated prematurely by / Denise’s
    Choice , / Denise’s Choice shall, in consultation with the Other Party, ensure
    for transfer of work yet to be performed to third parties. This unless the termination
    attributable to the Other Party. Unless terminating in the interim to
    / Denise’s Choice is attributable, the costs of transfer to the Other Party will be charged in
    charged. / Denise’s Choice will provide the Other Party with as much as
    possible advance notice regarding the extent of these costs. The Other Party is
    obliged to pay these costs within the time limit set by / Denise’s Choice.
    said period, unless / Denise’s Choice indicates otherwise.
  5. In case of liquidation, of (application for) suspension of payments or bankruptcy, of
    attachment – if and to the extent that the attachment has not been lifted within three months – at
    charge of the Counterparty, of debt restructuring or any other circumstance that causes the
    Other Party can no longer freely dispose of its assets, the / Denise’s Choice free to terminate the agreement immediately and with immediate
    ingang or cancel the order or agreement, without any
    obligation on his part to pay any damages or compensation. The
    claims of / Denise’s Choice on the Other Party shall in that case be
    immediately due and payable.
  6. If the Other Party cancels all or part of a placed order, the
    items ordered or prepared for that purpose, plus any costs of disposal
    delivery costs thereof and the reserved for the performance of the contract
    labor time, will be charged in full to the Other Party.
    Article 5 Force Majeure
  7. / Denise’s Choice is not obliged to comply with any
    obligation to the Other Party if he is prevented from doing so as a result of a
    circumstance that is not due to fault, and neither under the law, a legal act
    or generally accepted views for its account.
  8. In these general terms and conditions, force majeure means, in addition to what
    understood in law and jurisprudence, all external causes,
    foreseen or unforeseen, over which / Denise’s Choice can have no influence.
    exercise, but as a result of which / Denise’s Choice is unable to exercise its
    obligations. / Denise’s Choice also has the right to rely on
    invoke force majeure if the circumstance rendering (further) performance of the
    agreement, occurs after / Denise’s Choice has fulfilled its
    commitment should have fulfilled.
  9. / Denise’s Choice may, during the period that the force majeure is
    continues, suspend the obligations under the agreement. If this period is longer
    lasts longer than two months, then either party is entitled to terminate the agreement,
    without obligation to pay damages to the other party.
  10. If / Denise’s Choice, at the time of the occurrence of force majeure, has its
    obligations under the agreement have already been partially fulfilled or will be able to
    performance, and to the part performed or to be performed, respectively, has independent value.
    accrues, / Denise’s Choice is entitled to the already fulfilled
    respectively part to be fulfilled to be invoiced separately. The Other Party is obliged to make these
    invoice as if it were a separate agreement.
    Article 6 Payment and collection costs
  11. Payment must be made within 14 days of the invoice date, at a location designated by / Denise’s Choice to be indicated in the currency in which was invoiced,
    unless otherwise specified in writing by / Denise’s Choice. / Denise’s Choice is entitled to invoice periodically. All invoices
    should be paid without any recourse to discount, set-off or set-off.
  12. If the Other Party defaults in the timely payment of an invoice, the
    Other Party shall be in default by operation of law. The Other Party shall then owe interest. In the
    case of consumer purchases, the interest rate is equal to the legal interest rate. In other cases
    the Other Party owes interest of 1% per month, unless the legal interest rate is higher,
    in which case statutory interest is due. Interest on the amount due will be
    be calculated from the time the Other Party is in default until the time of
    satisfaction of the full amount due.
  13. / Denise’s Choice has the right to refuse the services rendered by the other party.
    payments to be applied first to costs, then to
    reduction of the interest accrued and finally in reduction of the principal sum and the
    accrued interest.
  14. / Denise’s Choice may, without thereby being in default, impose a
    refuse an offer of payment, if the Other Party chooses a different order for the
    attribution of payment. / Denise’s Choice can complete
    refuse repayment of the principal sum, if this does not also include the open cases and
    accrued interest and collection costs shall be paid.
  15. The Other Party shall never be entitled to offset the amount it has paid to the Other Party. / Denise’s Choice owed.
  16. Objections to the amount of an invoice do not suspend the payment obligation.
  17. If the Other Party defaults or is in default in the (timely) fulfillment of its
    obligations, then all reasonable costs for obtaining satisfaction, both in and out of
    court for the account of the Other Party. Extrajudicial costs are calculated at
    based on what is customary in Dutch debt collection practice at that time,
    currently the calculation method according to Rapport Voorwerk II. If
    / Denise’s Choice, however, has incurred higher costs for collection that are reasonably
    were necessary, the actual costs incurred are eligible for reimbursement. The
    any judicial and execution costs incurred will also be borne by the Other Party
    be recovered. The Other Party shall also be liable for the collection costs due
    interest due.
    Article 7 Retention of title
  18. All by / Denise’s Choice within the framework of the agreement
    delivered goods remain the property of / Denise’s Choice until the
    Other party all obligations from the with / Denise’s Choice closed
    agreement(s) has been properly fulfilled.
  19. Goods delivered by / Denise’s Choice, which pursuant to paragraph 1. under the
    property, may not be resold and may never be used as
    means of payment shall be used. The Other Party is not authorized to use the
    pledge or otherwise encumber any items subject to retention of title.
  20. The Other Party must always do everything that can reasonably be expected of him
    be used to secure the proprietary rights of / Denise’s Choice.
  21. If third parties seize the goods delivered under retention of title or
    want to establish or assert rights thereon, then the Other Party is obliged to / Denise’s Choice to notify immediately.
  22. The Other Party undertakes to keep the items delivered under retention of title.
    insure and keep insured against fire, explosion and water damage as well as against
    theft and the policy of this insurance upon first request to / Denise’s
    Choice for inspection. In the event of any insurance payout / Denise’s Choice entitled to these tokens. For as much as needed
    The Other Party undertakes to / Denise’s Choice in advance to
    to cooperate with anything that may be necessary or desirable in that context
    (turn out to be).
  23. For the case / Denise’s Choice are in this article indicated
    property rights, the Other Party gives in advance unconditional and
    non-revocable consent to / Denise’s Choice and by / Denise’s Choice to designate third parties to enter all such places
    where the property of / Denise’s Choice is located and those items
    take back.
    Article 8 Warranties, examination and complaints
  24. The goods to be delivered by / Denise’s Choice shall comply with the
    usual requirements and standards reasonably expected at the time of delivery.
    can be and for which they are intended in normal use in the Netherlands. The in this article
    said warranty applies to items intended for use within
    Netherlands. For use outside the Netherlands, the Other Party itself must verify whether the use is
    thereof is suitable for use there and whether they meet the conditions that are
    put on it. / Denise’s Choice may in that case have other
    conditions regarding the items to be delivered or work to be performed.
  25. The warranty mentioned in paragraph 1 of this article applies for a period of 6 months after
    delivery, unless otherwise follows from the nature of the deliverable or the parties are otherwise
    agreed. No warranty applies to products purchased from the clearance sale.
    Wines with cork will only be reimbursed if the wine is corked within 2 days of opening
    presented for inspection, including at least 50% of the wine, including the original
    cork. If the warranty provided by / Denise’s Choice covers a case
    produced by a third party, then the warranty is limited to that provided by
    provided by the manufacturer of the item for it, unless otherwise stated. After lapse
    of the warranty period, all costs for repair or replacement, including administration costs, will be charged to the customer,
    shipping and call-out charges, will be charged to the Other Party.
  26. Any form of warranty is void if a defect has occurred as a result of or
    results from injudicious or improper use thereof or use after the
    expiration date, improper storage or maintenance thereon by the Other Party and/or by
    third parties when, without written permission from / Denise’s Choice,
    The Other Party or third parties have made changes to the case or have
    attempted to attach, other items were attached to it that were not attached to it.
    should be or if they were processed or altered in any way other than the
    prescribed manner. Nor is the Other Party entitled to any warranty claims if the
    defect is caused by or results from circumstances where /
    Denise’s Choice cannot influence, including weather conditions
    (such as, for example but not exclusively, extreme rainfall or temperatures) et cetera.
  27. The Other Party is obliged to examine the delivered goods, or have them examined, immediately on the
    moment the items are made available to him or the respective
    work has been carried out. In doing so, the Other Party should examine whether quality
    and/or quantity of what is delivered conforms to what was agreed upon and meets
    to the requirements agreed upon by the parties in this regard. Any defects should be
    within two months of discovery to / Denise’s Choice in writing.
    be reported. The notification should give as detailed a description as possible of the defect
    contain so that / Denise’s Choice is able to respond appropriately. The
    The other party must give / Denise’s Choice the opportunity to make an
    complaint (to be) investigated.
  28. If the Other Party complains in a timely manner, this shall not suspend its payment obligation. The
    The other party will in that case also remain obliged to take delivery of and pay for the otherwise ordered
    items, unless no independent value is attached thereto.
  29. If a defect is reported later, the Other Party will not be entitled
    more entitled to repair, replacement or indemnification, unless the nature of the item or the
    other circumstances of the case results in a longer period.
  30. If it is established that an item is defective and a claim in this regard has been timely filed, then / Denise’s Choice the defective item within a reasonable time after
    return receipt thereof or, if return is not reasonably possible,
    written notice regarding the defect by the Other Party, at the discretion of / Denise’s Choice , replace or take care of repair thereof or
    substitute compensation for this to the Other Party. In case of replacement, the
    The other party is obliged to return the replaced item to / Denise’s Choice.
    return and ownership thereof to / Denise’s Choice.
    provide, unless / Denise’s Choice indicates otherwise.
  31. If it is determined that a complaint is unfounded, the costs incurred as a result will be
    arising, including the research costs, on the part of /
    Denise’s Choice thereby fallen, integrally for the account of the Other Party.
  32. / Denise’s Choice will refund all payments made by the consumer, including
    any delivery costs charged by the entrepreneur for the returned
    product, without delay but within 14 days following the day on which the consumer sent him the
    notice of withdrawal. Unless / Denise’s Choice offers to deliver the product itself.
    retrieve, he may wait to refund until he has received the product or until the
    consumer demonstrates that he has returned the product, whichever time is earlier
  33. If the consumer has chosen a more expensive method of delivery than the
    cheapest standard delivery, / Denise’s Choice need not include the additional
    costs for the more expensive method not refundable.
    Article 9 Liability
  34. If / Denise’s Choice should be liable, then this
    liability limited to what is regulated in this provision.
  35. / Denise’s Choice is not liable for damages of any kind,
    arise because / Denise’s Choice has relied on information provided by or on behalf of the
    Counterparty provided incorrect and or incomplete data.
  36. / Denise’s Choice shall only be liable for direct damages.
  37. Direct damages shall mean only:
  • the reasonable costs to determine the cause and extent of the damage, to the extent that
    the determination relates to damages within the meaning of these conditions;
  • any reasonable costs incurred to correct the defective performance of
    / Denise’s Choice to comply with the agreement, to the extent that it meets / Denise’s Choice can be imputed;
  • reasonable costs incurred to prevent or limit damage, insofar as the
    Counterparty demonstrates that these costs resulted in limiting direct damage as
    referred to in these general terms and conditions.
  1. / Denise’s Choice shall never be liable for indirect damages,
    including consequential damages, lost profits, lost savings and damages due to
    business or other stagnation. In the case of consumer purchases, this limitation extends
    no further than that, which is permitted pursuant to article 7:24 paragraph 2 BW.
  2. If / Denise’s Choice should be liable for any damages,
    then the liability of / Denise’s Choice is limited to a maximum of
    three times the invoice value of the order, at least up to that portion of the order on which the
    liability relates.
  3. The liability of / Denise’s Choice is in any case always
    limited to the amount paid by its insurer in such case.
  4. The limitations of liability contained in this article do not apply if the
    damage is due to intent or gross negligence of / Denise’s Choice or its
    managerial subordinates.
    Article 10 Limitation period
  5. Notwithstanding the statute of limitations, the statute of limitations for all
    claims and defenses against / Denise’s Choice and the by / Denise’s Choice involved in the execution of an agreement
    third parties, one year.
  6. The provisions of paragraph 1 do not apply to legal claims and defenses that are
    based on facts that would justify the contention that the delivered item did not meet the
    agreement would answer. Such claims and defenses are time-barred by lapse
    of two years after the Other Party has notified / Denise’s Choice of such nonconformity.
    Article 11 Transfer of risk
  7. The risk of loss, damage or depreciation shall pass to the Other Party on
    the moment when goods are brought into the power of the Other Party.
    Article 12 Indemnification
  8. The Other Party indemnifies / Denise’s Choice against any claims
    of third parties, who suffer damage in connection with the performance of the agreement and whose
    the cause is attributable to other than / Denise’s Choice.
  9. If / Denise’s Choice should on that account by third parties be
    addressed, then the Other Party is bound to / Denise’s Choice both
    extra-judicial and judicial assistance and to do immediately all that is required of him in that case.
    can be expected. Should the Other Party default in taking adequate
    measures, then / Denise’s Choice , without notice of default,
    entitled to do so himself. All costs and damages on the part of / Denise’s Choice and third parties as a result, shall be integrally for
    account and risk of the Other Party.
  10. Notwithstanding the provisions of these terms and conditions, /
    Denise’s Choice in the event of default by the Other Party, Denise’s Choice shall not be liable for any damage caused by that default under applicable law.
    associated legal consequences, and all claims of /
    Denise’s Choice on the Other Party immediately and at once due and payable. Buyer shall be deemed to be in default
    to be in the event that he fails to comply, properly or timely, with any obligation under this
    conditions, as well as in the event of bankruptcy, suspension of payments, shutdown or
    liquidation of his company.
    Article 13 Transfer
    The buyer is not permitted, without the prior written consent of / Denise’s Choice rights or obligations under any agreement
    transfer to third parties.
    Article 14 Intellectual property
  11. / Denise’s Choice reserves the rights and powers granted by
    to him under the Copyright Act and other intellectual laws and regulations. / Denise’s Choice has the right to change the information provided by the execution of a
    agreement on its side to use knowledge gained for other purposes as well,
    insofar as no strictly confidential information of the Other Party is disclosed to the knowledge of
    third parties is brought.
  12. Any purchaser not entitled to trademark, patent, trade name, design or copyright in the
    business, do not pass to buyer. Notwithstanding the foregoing, none of the items shall be subject to
    third parties, whether for reuse or not, be made available for inspection or handed over, without
    prior written consent of / Denise’s Choice .
    Article 15 Applicable law and disputes
  13. To all legal relationships to which / Denise’s Choice is a party, is
    only Dutch law shall apply, even if an obligation is wholly or partially fulfilled.
    partially performed abroad or if the legal relationship is
    concerned party is domiciled there. The applicability of the Vienna Sales Convention
    is excluded.
  14. The parties will only appeal to the court after they have made every effort to
    efforts to settle a dispute by mutual agreement.
    Article 16 Location and modification of conditions
  15. These terms and conditions are filed with the Amsterdam Chamber of Commerce.
  16. The most recently filed version or the version in effect at the time of filing is always applicable.
    of the establishment of the legal relationship with / Denise’s Choice .
  17. The Dutch text of the general conditions is always decisive for the interpretation
Shopping Cart