General Terms and Conditions of sale of web shop GRACY

Gracy

Exclusive Women's Fashion !

Achterstraat 15

5388 TN Nistelrode

telephone: 06-40236950

Number Reg. of Bus. names: 17187637
VAT number: 050870233B01

Version valid from 01.01.2010.

Article 1.

General

1.1       In the present General Terms and Conditions of sale by “GRACY.NL’' is understood: GRACY, Exlcusive Women’s Fashion, hereinafter referred to as GRACY.

1.2       The present Terms and Conditions apply to all offers from and sales agreements with GRACY insofar as it is not explicitly deviated from them in writing.

1.3       Having regard to the provision of Article 6.4, the present terms and conditions also apply if  GRACY should call in third parties for the execution of all agreements.

1.4       If not agreed otherwise in writing, general or specific terms and conditions or stipulations of third parties shall not be recognized by GRACY.

1.5       If  the present General Terms and Conditions of sale and an Agreement should contain inconsistent stipulations, the Terms and Conditions of the Agreement shall apply.

1.6       If any part General Terms and Conditions of sale should be void or cancelled, the remaining stipulations thereof shall remain in full force and parties shall be bound to make an effort to adopt by mutual agreement a replacement condition which shall apply and which shall come near to the original intentions of parties as much as possible.

Article 2.

Offers and entering into agreements

2.1       All offers are to be understood without engagement, unless explicitly stated otherwise by GRACY.

2.2       Agreements to supply things and / or to render services shall bind GRACY only after confirmation in writing. Actual carrying out by GRACY or an invoice sent by GRACY are equal to a written confirmation of the offer in question.

2.3       If the correctness of the contents of the aforementioned written confirmation shall not be disputed within 8 days, also in writing, GRACY and its customer shall be bound by it.

2.4       Offers from GRACY shall not apply automatically to repeat orders.

2.5       GRACY can not be kept to its offer if its customer ought to have understood that the offer, or part of it, could contain an obvious mistake or an error in writing.

2.6       Any supplements, changes and / or specific agreements shall only come into effect, if agreed in writing.

2.7        Any information, illustrations, announcements, supplied either orally, be telephone or by email as well as statements etc. relating to all offers and the major features of the products shall be given or made as accurately as possible. However, GRACY does not guarantee that all offers of products are fully accordance with the information etc. supplied. Deviations, if any, in principle can not give cause to damages.

Article 3.

Prices / Increase in price

3.1       All prices are in Euros, unless specified otherwise, including sales tax (VAT) and excluding shipping costs.

3.2       GRACY guarantees that increases in price after an agreement has been realized shall not occur, unless an increase in price is the result of legal regulations or provisions.

3.3       If  an increase in price is not the result of legal regulations and / or provisions, a customer shall be entitled to terminate the agreement in question remotely by the day when the increase in price shall come into effect.

Article 4.

Delivery

4.1       If things are available from stock, they will be sent at once after payment has been made. GRACY can charge shipping costs for shipment of things ordered. Delivery of things ordered shall occur to the postal address, not being temporary, known to GRACY and handed to the natural person who is present at the delivery address.

4.2       If a customer should reject the delivery or if he should fail to supply information or instructions, which are necessary for the delivery, the articles shall be stored at the expense and risk of this customer.

4.3       The obligation of GRACY to delivery will, subject to evidence to the contrary, have been met as soon as the things delivered by GRACY shall have been handed once to a customer. In case of delivery at home the report of the transporter shall purport to full proof that delivery was made, subject to evidence to the contrary.

4.4       In case of rejection of the things handed, the expenses of return cargo and storage as well as the risk of damage or loss of the things rejected shall be completely at the expense of the customer in question, unless the latter can, for good reason, appeal to the right of dissolution of the purchase agreement or the replacement of the thing in question.

Article 5.

Delivery time

5.1       A delivery time stated by GRACY shall never be considered to be a deadline. The delivery time shall only start after all necessary information will be in the possession of GRACY, after which GRACY shall try to have delivery made within 30 days.

5.2       Within the scope of the regulations of remote sale GRACY (contractor) shall execute orders with due despatch, however at least within 30 days. If this should not be possible (as a result of the fact that the thing ordered is not in stock or is no longer available), or if supply is delayed for a different reason or if an order can not or only partially be executed, the consumer shall receive notice within 1 month after placement of the order and he shall have the right in that case to cancel his order without any expense being involved and without any notice being served upon him.

Article 6.

Dissolution

6.1       Without prejudice to the rights of GRACY by virtue of the law, GRACY is entitled, on the strength of a statement in writing for that purpose from a customer in question, to postpone or to cancel the agreement wholly or in part, having the right to claim damages from that customer if, after entering into the agreement in question, certain conditions are brought to the notice of GRACY, which  give good reason to the latter to fear that a customer will not meet his obligations. The same applies, if GRACY, when entering into the agreement in question, has requested the customer involved to provide security for the observance of his obligations and this security fails to materialize or is insufficient (despite the customer in question  being summoned). Postponement or cancellation of the agreement in question shall also be performed by GRACY in case of bankruptcy of a customer, his filing a petition in bankruptcy or a petition for an official moratorium, in case of dissolution or a decision to that end, in case of whole or partial transfer of the company of a customer or attachment of any part of his capital.

6.2       If conditions occur concerning persons and/ or materials of which GRACY is (usually) availing itself when carrying out an agreement, which are such that the execution of the agreement should not be possible or inconvenient  and / or disproportionately expensive to such an extent that observance thereof in all fairness can no longer be require, GRACY shall be entitled to cancel the agreement in question.

6.3       In case of things delivered by virtue of an order placed with GRACY, a customer is entitled, if consumer purchase pursuant to Article 7:5 Civil Code is involved, to cancel the agreement within a period of 7 days without reason given, unless explicitly agreed otherwise. The period referred to will commence at the moment when the things ordered will have been delivered. If the customer in question will not have returned the things delivered to GRACY at the expiration of this period, the purchase is a fact. The customer involved is bound, before passing on to returning , to make mention of this to GRACY within a period of 7 days after delivery. The customer involved should prove that  the things delivered have been returned in time (i.e. 10 working days after delivery), for example by means of  a voucher covering postal delivery. Returning any things delivered will be fully at the expense and risk of the customer in question. The things involved should be returned in the original packing (including accessories and accompanying documentation) and in condition as new. If things have been used by a customer, have been burdened or become damaged somehow, the right of dissolution in the sense of the present subsection will be cancelled. Having regard at the provision of the previous sentence, GRACY shall confirm the dissolution of the purchase agreement in question immediately upon receipt and inspection of the things returned and will take care that within 30 days after due receipt  of the complete return freight, the full purchasing amount  will be repaid to the customer in question free of charge. However, GRACY shall reserve the right to repay the amount involved by means of a voucher, which will have a validity of one year.

Article 7.

Force majeure

7.1       By force majeure is understood, besides what is understood by it in the law and in jurisprudence, all conditions which can not be influenced by GRACY and which obstruct or the supply of things or render it impossible, including, however, not restricted to strike with GRACY or its sub suppliers, failures in the Internet or WAP, failure of power-supply, failures of email traffic and failures or changes of technology supplied by third parties.

7.2       Force majeure can also be appealed to, if the circumstance which obstructs (further) observance, occurs after GRACY should have met its obligation.

7.3       If the period during which, as a result of force majeure, observance of an obligation by GRACY is not possible, will last longer than 2 weeks, either party shall be entitled to cancel the agreement, without there being in that case an obligation for  damages.

7.4       If GRACY , if force majeure occurs, should have met its obligations in part or can met its obligations only in part, it is entitled to invoice the part which has been delivered or, as the case may be, the part that is ready for delivery, separately and the customer involved shall be obliged to settle the invoice in question, as if a separate contract were concerned. However, this does not apply if the part which has been delivered or, as the case may be, the part that is ready for delivery does not have an independent value.

Article 8.

Guarantee

8.1       GRACY does not offer a more extensive guarantee for things delivered than the (terms and conditions of) guarantee of the manufacturer of these things, however, without prejudice to the rights of a customer, resulting from legal provisions of imperative law.

8.2       However, GRACY shall never be liable for the final suitability of things for each individual application by a customer, nor for any advice covering use or application of the things.

8.3       A customer is obliged to inspect the things delivered immediately upon receipt. If it appears that a thing delivered is wrong, defective or incomplete, the customer in question shall (prior to returning any things to GRACY) notify Grace.nl  of these defects at once in writing. Any defects or wrong goods delivered should and can be notified to GRACY in writing till maximum 7 days after delivery at the latest. Returning things should be effected in the original packing (including accessories and accompanying documentation) and in condition as new. Putting into use after identification of defects or damage occurred after identification of defects, burdening and / or resale after identification of defects shall fully cancel this right to  submit complaints and return goods.

8.4       If any complaints of a customer will be accepted by GRACY, the latter will decide either to replace the things delivered free of charge or make an arrangement in writing with the customer involved as to damages, on the understanding that the liability of GRACY and consequently the amount of damages shall always be restricted to at most the invoice amount of the things involved, or (such in the option of GRACY) to the maximum amount in the case at issue which will be covered by the liability insurance of GRACY. Any liability of GRACY for any other form of damage is excluded, including supplementary damages in whatever form, compensation for indirect damage or consequential damage or damage because of loss of profit.

8.5       GRACY shall not be liable for damage caused by intent or, which can be compared with it, by intentional recklessness of nonexecutive personnel.

8.6       This guarantee does not apply if: A) a customer is in default towards GRACY; B) the customer involved himself has repaired and / or worked the things delivered or has had third parties repaired and / or worked them. C) the things delivered have been subjected to abnormal conditions, have been treated uncarefully otherwise or treated contrary to the directions for use of GRACY and / or the instructions for use on the packing; D) the faultiness  is fully or in part the result of governmental stipulations which have been laid down or will be laid down by the government with respect to the nature or the quality of the materials applied;

Article 9.

Payment

9.1            Payment in The Netherlands can be made by online banking (iDeal/PayPal) and remittance (in advance). in case of transfer by bank or by Giro the crediting date of the bank account of GRACY shall be accepted as date of payment.

9.1.1.        GRACY is offering you three possibilities to pay: 

a.     By iDeal and PayPal you can pay your online purchases in a reliable, safe and easy way. iDeal equals paying by credit card online. If you have a bank account with ABNAMRO, Rabobank, Postbank/ING, Fortis or SNS, you van pay by iDeal. When paying, you just pass on to your own online banking environment security, where you remit the amount to be paid, after which you return to the site of GRACY. 
iDeal payments will be debited at once from your account.  

b.        Paying in advance by bank or by Giro: You will receive an email, confirming your order, stating the payment data and invoice number of GRACY. You remit the amount to GRACY yourself. Upon receipt of payment the things ordered will be sent.

9.2       If you, as customer, are in default of any payment, GRACY shall be entitled to postpone  (the execution of) the agreement in question and any agreements connected with it  or to cancel them.

9.3       If a period of 10 days after the invoice date has lapsed, a customer is legally in default and from that moment on he owes an interest rate of 1% per month on the amount payable, unless legal interest is higher, in which case legal interest shall apply, part of a month being considered a whole month.

9.4       In case of bankruptcy or moratorium or if a petition for an official moratorium has been filed by a customer, the receivables of GRACY shall be payable forthwith and the obligations of the customer in question towards GRACY shall be met immediately.

9.5       If GRACY should hand in its claim against a customer, the latter shall owe a  fixed amount of 15% on the amount due, covering collecting charges with a minimum amount of

250 Euro.

9.6       If GRACY can prove that it has incurred higher expenses, which in all fairness were necessary, also these expenses shall be qualified for making good.

Article 10.

Reservation of title

10.1     All things sold and delivered to a customer by GRACY shall remain the property of GRACY as long as the customer involved will not have paid the receivables of GRACY by virtue of the agreement in question or earlier or later and similar agreements, as long as that customer will not yet have paid any activities carried out or to be carried out pursuant to similar agreements and as long as the customer will not yet have paid the receivables of GRACY because of his failing to observe such agreements, including receivables concerning fines, interests and expenses, all this as referred to in Article 3:92 of the Civil Code.

10.2     The things supplied by GRACY, which are falling under reservation of title,  may only be resold within the scope of normal conduct of business and never be used as means of payment.

10.3     A customer is neither authorized to pawn the things coming under reservation of title nor to create a charge on them in any other way.

10.4     Already now, a customer grants unconditional and irrevocable permission to GRACY or to third parties to be designated by GRACY, in all cases in which GRACY wants to enforce its right of ownership, to enter all those places where its property will be at that moment and take along the things in question on the spot.

10.5     If third parties seize the things supplied under reservation of title or want to vest or assert rights to them, a customer shall be obliged to inform GRACY of this as quickly as may reasonably be expected.

10.6     A customer agrees to insure and keep insured any things supplied under reservation of title against fire, damage caused by explosion and water as  well as against theft or burglary and to present the insurance policy in question to GRACY upon first request.

Article 11.

Privacy

11.1     GRACY respects the privacy of visitors hitting its website and is the sole proprietor of the information which is obtained through this website, unless stated  otherwise. This information will not be sold or shared by GRACY, or hired out to third parties in a way differing from the one stated in the present privacy statement.

11.2     Information from which the identity of a visitor of the website of GRACY can be derived, is supplied voluntarily by that visitor. This information can be used by GRACY (and all its subsidiaries as well as on behalf of its / their brands), to the effect that visits to GRACY and all its websites are made as simple and pleasant as possible. Besides, the information referred to may be used for the purpose of analysis and supplying information on the product portfolio of GRACY. A customer shall give its explicit permission for this. GRACY is entitled to make information about a visitor public in special cases, if there is reason to assume that doing this will be necessary is to identify, enter into contact with or take legal action against someone who, intentionally or not, infringes the rights or causes damage to the property of GRACY, different users of its website or different persons who might suffer prejudice from this. GRACY is entitled to release information concerning users, if  GRACY is of the opinion in good faith that the law requires it.

11.3     GRACY is gathering impersonal information about its online visitors in order to find out the total number of visitors to its website as well as  the type of Internet browser and control system used. Personal particulars can be removed at the request of an online visitor insofar as this does not require unreasonable efforts or expenses from GRACY  .

Article 12.

Intellectual property

12.1     Unless explicitly agreed otherwise in writing , the full copyright and all remaining  rights of intellectual and industrial property relating to any things delivered or services rendered by GRACY, such as trademark rights, model rights, patent rights, sui generis data bank rights, etc., are exclusively vested in GRACY and / or its subsidiaries.

12.2     Contracting parties commit themselves to take adequate measures in order to guarantee non-disclosure with respect to each others data of confidential nature, of which they take notice when executing contract in question.

Article 13.

Governing law

To all offers and agreements of GRACY Dutch Law shall exclusively apply. A purchasing contract  based on The Vienna Convention is explicitly excluded.