General terms and conditions Dupini B.V.
Article 1. Definitions
In the context of these General Terms and Conditions the definitions have the following meaning:
1.1 General conditions: These General Conditions. Purchase of Dupini’s Products and / or Services is considered as familiarity with these General Terms and Conditions, as well as acceptance thereof;
1.2 Customer: The natural person who does not act in the course of a profession or business and who concludes an Agreement with Dupini;
1.3 Parties: Dupini and the Client jointly;
1.4 Agreement: Any Agreement between Dupini and the Customer to which these General Terms and Conditions apply and all ensuing and / or related agreements;
1.5 Product (s): All Products and / or Services to be delivered or delivered to the Customer;
1.6 Quotation: The non-binding offer made by Dupini to the Customer;
1.7 Right of withdrawal: The option for the Customer to withdraw from the Agreement within the cooling-off period;
1.8 Intellectual property: All intellectual property rights of Dupini, including copyright and trademark rights;
1.9 Personal data: Any information about an identified or identifiable natural person;
1.10 Days: All calendar days;
1.11 The Website: www.dupini.eu.
1.12 Force majeure: Any circumstance independent of Dupini’s will – even if this was foreseeable at the time of the conclusion of the Agreement – including war, danger of war, riot, strike, transport difficulties, fire, pandemic / epidemic and other disruptions in the company from Dupini or its suppliers and furthermore all circumstances as a result of which fulfillment of the Agreement cannot reasonably be requested from Dupini;
1.13 Non-accountable failure: including war, danger of war, riot, fire, factory failure, strike, blockades, exclusion, traffic disorder, illness of staff, failure to meet their obligations by third parties or not on time;
1.14 Dupini: The private company Dupini B.V., registered with the Chamber of Commerce under number 74291742. On the website you will find the other relevant data of Dupini.
Article 2. Applicability
2.1 These General Terms and Conditions apply to every offer of Dupini and every Agreement concluded between Dupini and the Customer, by whatever name, whereby Dupini undertakes or will undertake to supply Products and / or Services to the Customer, as well as all resulting work for Dupini.
2.2 The text of these General Terms and Conditions is made available to the Customer electronically in such a way that it can be easily stored by the Customer. These General Terms and Conditions can also be consulted at all times on the Dupini website. These General Terms and Conditions will be sent free of charge at the Customer’s request. Once these General Terms and Conditions apply between Parties, this agreement implies that these General Terms and Conditions also apply to other (future) Agreements between Dupini and the Customer.
2.3 Deviations and/or additions to these General Terms and Conditions are only valid if these have explicitly been agreed in writing for example in a written agreement or order confirmation. This agreement never implies that the deviating conditions of the Client are also applicable on other Agreements between Dupini and the Client.
2.4 If any condition in these General Terms and Conditions is in breach with a condition stipulated in the Agreement, the condition stipulated in the Agreement applies regarding the contradiction.
2.5 If any provision of these General Terms and Conditions is invalid, the other provisions in these General Terms and Conditions remain in force. The relevant invalid provision(s) will be replaced by another, valid, provision that will approach the intended effect of the invalid provision as much as possible.
2.6 Provisions from these General Terms and Conditions do not apply if and insofar as mandatory rules of law oppose this. If a provision on this ground should be null and void under certain circumstances, the most favorable arrangement applies to Dupini and all other provisions remain in full force.
2.7 If there is confusion regarding the explanation of one or more provisions from these General Terms and Conditions, the explanation must take place ‘in the spirit’ of these provisions.
2.8 If a situation arises between parties that is not regulated in these General Terms and Conditions, this situation must be assessed ‘in the spirit’ of these General Terms and Conditions.
Article 3. Quotation and conclusion of the Agreement
3.1 An offer made by Dupini is always without obligation. Dupini can withdraw an offer without giving any reason.
3.2 The Agreement is concluded when the Customer accepts Dupini’s offer. After the Customer has made a purchase, Dupini’s Customer will receive a written confirmation by e-mail of the purchase. It states the Product that the Customer has bought and what the Product costs.
3.3 After the order has been placed, it is no longer possible for the Customer to change it, unless Dupini wishes to cooperate.
3.4 If the agreements made between the Parties contain typing and / or spelling errors, Dupini is not bound by this and Dupini is allowed to repair these errors.
Article 4 – The right of withdrawal
4.1 The Customer does not have the option to dissolve the Agreement without giving any reason during 14 days. This period of 14 days commences on the day after receipt of the Product and / or the Service by the Customer.
4.2 During this period, the Customer will handle the Product and packaging with care. The Customer will not unpack or use the Product when assessing whether he or she wishes to keep the Product. If the Customer exercises his / her Right of Withdrawal, the Customer will return the Product with all accessories and – if reasonably possible – in the original condition and packaging to Dupini, in accordance with the instructions provided by Dupini.
4.3 If the Customer exercises his / her Right of Withdrawal, the shipping costs will be borne by the Customer. Dupini will refund the purchase amount, minus shipping costs, to the Customer within 14 days after return.
4.4 The reflection period does not apply to Products intended for oral use, such as teats, bibs and teethers.
Article 5. Obligations of the Customer
5.1 The Customer is expected to cooperate reasonably in the execution of the Agreement concluded with Dupini. If requested, the Customer will, among other things, provide additional information regarding the Agreement to be concluded or concluded.
Article 6. Prices
6.1 All prices stated include VAT but exclude shipping costs. This is only different if stated in writing by Dupini.
6.2 The shipping costs become visible when the Customer has added the Product to the shopping cart on the Dupini website.
6.3 Payment must be made in advance by means of an electronic payment via the Dupini Website.
Article 7 – Delivery and implementation
7.1 Dupini will take the greatest possible care when receiving and executing orders for Products and / or Services.
7.2 The place of delivery is the address that the Customer has made known to Dupini.
7.3 Dupini will deliver the Products and / or Services as soon as possible after payment by the Customer. The Products will be delivered within a period of 30 days after payment, unless the Parties have agreed on a different delivery period or unless the Products are not in stock. If the Products have to be delivered abroad, the delivery time may take longer.
7.4 If delivery is delayed, or if an order cannot or only partially be executed, the Customer will be notified of this no later than 14 days after he has placed the order. In that case, the Customer has the right to terminate the Agreement at no cost.
7.5 In case of dissolution in accordance with the previous paragraph, Dupini will refund the amount that the Customer has paid as soon as possible, but no later than 14 days after dissolution.
7.6 In the event of a pre-order, different conditions apply from Articles 7.3 to 7.5. The delivery time of a pre-order differs per product. The expected delivery time will be announced on Dupini’s website.
Article 8 – The quality of the Products and warranty
8.1 The Products and / or Services comply with the Agreement and the specifications stated in the offer.
8.2 The Customer is obliged to check the Products and / or Services upon receipt for compliance with the quality and specifications as agreed between the Parties. Any complaints about the Products and / or Services must be reported to Dupini in writing immediately upon discovery.
8.3 If the Products and / or Services show defects within the warranty period, Dupini will reimburse the full purchase amount to the Customer. This does not apply if the Customer has carelessly handled the Products and / or Services, or if there is intent.
Article 9 Force majeure
9.1 If Dupini is unable to meet its obligations due to a non-attributable permanent failure, it has the right to completely or partially terminate the Agreement by written notice, within a reasonable period, without Dupini being obliged towards the client to pay any damage compensation – and also compensation of possible gained advantage.
9.2 A failure that cannot be attributed to Dupini is marked as permanent if the relevant performance cannot be carried out within a reasonable period after the circumstances have occurred. The reasonable period is considered to be at least45 days.
9.3 If the performance can be performed within a reasonable period, the shortcoming will not be permanent and neither Dupini nor the Customer can dissolve the agreement.
Article 10. Liability
10.1 With the performance of the Agreement, Dupini will use all reasonable care and competence expected from Dupini. Dupini is not liable for damage of any kind because it is based on incorrect and / or incomplete information provided by the Customer, unless Dupini should have been aware of this inaccuracy or incompleteness.
10.2 Dupini is not liable for all direct or indirect damage, including consequential damage, suffered by the Customer, which is related to a shortcoming by Dupini unless there is intent and / or gross negligence.
10.3 If Dupini can be held liable, with due observance of the foregoing, this liability is limited to the insured amount that is eligible for payment under Dupini’s (company) liability insurance. If the damage is not covered by the insurance or the insurer does not pay in any case, the liability is limited to a maximum of twice the invoice amount of the relevant agreement, at any time with a maximum of € 1.000,-.
10.4 The Customer is obliged to take measures to limit damage. Dupini has the right to undo and / or limit the damage by repairing and / or improving the work performed.
10.5 The Client indemnifies Dupini against all claims from third parties, for which Dupini is not liable under the above.
Article 11. Intellectual property
11.1 All intellectual property rights on the Products belong to Dupini.
Article 12 – The complaints procedure
12.1 Dupini has a complaints procedure and handles any complaints from the Customer in accordance with this complaints procedure.
12.2 Complaints about the performance of the Agreement must be submitted to Dupini, fully and clearly described, within a maximum of 14 days after the Customer has discovered the defect.
12.3 Complaints submitted to Dupini will be answered within a period of 14 days from the date of receipt. If a complaint requires a foreseeable longer processing time, Dupini will reply within the period of 14 days with a message of receipt and an indication when the Customer can expect a more detailed answer.
Article 13. Personal data
13.1 (Personal) data provided by the Customer to Dupini will not be made available to third parties, unless this is otherwise determined by law or agreement.
13.2 Articles 14 to 22 are qualified as a processor agreement.
Article 14. Purposes of processing
14.1 Dupini undertakes to process personal data on the instructions of the Customer under the conditions of this processor agreement. Processing will only take place in the context of the execution of the delivery of products according to the underlying agreement and the purposes that are reasonably associated with it or that are determined with further consent.
14.2 Dupini will not soften the personal data for any other purpose than mentioned above in article 14.1.
Article 15. Obligations Dupini
15.1 With regard to the processing operations referred to in Article 14, Dupini will ensure compliance with the applicable laws and regulations, including at least the laws and regulations in the field of the protection of personal data.
15.2 Dupini’s obligations under this processor agreement also apply to those who process personal data under the authority of Dupini, including but not limited to employees, in the broadest sense of the word.
15.3 Dupini is allowed to engage other processors. The Client will be notified of this in writing in advance.
Article 16. Transfer of personal data
16.1 Dupini will not process the personal data outside the Netherlands.
Article 17. Division of responsibility
17.1 Dupini is only responsible for the processing of the personal data under this processor agreement, in accordance with the instructions of the Customer.
17.2 The Customer guarantees that the content, use and the order to process the personal data as referred to in this agreement are not unlawful and do not infringe any right of third parties.
Article 18. Security
18.1 Dupini will endeavor to take sufficient technical and organizational measures, as referred to in Article 32 GDPR, with regard to the processing of personal data to be carried out, against loss or against any form of unlawful processing (such as unauthorized access, damage, alteration or provision of the personal data).
18.2 Dupini has taken the following measures in any case:
• Security of computers and software with username and personal password;
• Updates are always carried out on the relevant computers in a timely manner;
• System backups are made every day, both internally and externally, and are kept through a firewall.
Article 19. Reporting obligation
19.1 In the event of a security breach and / or data breach within the meaning of Article 33 GDPR, Dupini will inform the Customer without unreasonable delay.
Article 20. Confidentiality and Confidentiality
20.1 All personal data that Dupini receives from the Customer and / or collects itself in the context of this processor agreement is subject to a duty of confidentiality towards third parties. Dupini will not use this information for any other purpose than for which it obtained it.
20.2 This confidentiality obligation does not apply insofar as the Customer has express permission to provide the information to third parties, if the provision of the information to third parties is logically necessary in view of the nature of the assignment provided and the execution of this processor agreement, or if there is a legal obligation to provide the information to a third party.
Article 21. Liability for processing personal data
21.1 Dupini’s liability for damage as a result of an attributable failure to comply with this processor agreement is limited per event (a series of consecutive events as one event) to compensation for direct damage, up to a maximum of € 1.000,-.
21.2 Dupini’s liability for indirect damage is excluded.
21.3 The exclusions and restrictions referred to in this article will lapse if and insofar as the damage is the result of intent or deliberate recklessness on the part of Dupini or its management.
21.4 Any claim for damages by the Customer against Dupini that has not been specified and explicitly reported will lapse by the mere lapse of twelve (12) months after the claim arose.
Article 22. Duration and termination
22.1 This processor agreement is concluded when the Customer places an order with Dupini.
22.2 The processor agreement is entered into for the duration of the underlying agreement and ends as soon as the underlying agreement ends.
22.3 As soon as the processing agreement has been terminated, for whatever reason and in any way, Dupini will destroy all personal data of the Customer that is present with it and any copies thereof within a reasonable period of time.
Article 23. Changes to the General Terms and Conditions
23.1 Dupini reserves the right to change and / or supplement these General Terms and Conditions. These amended General Terms and Conditions apply to the Customer from 30 days after this has been notified in writing by Dupini of this change.
Article 24. General provisions
24.1 If Dupini transfers its company into another legal form or there is a merger with another company, these General Terms and Conditions will continue to apply to the agreed Agreement (s).
24.2 Dupini is free to transfer its rights and obligations under the Agreement to a third party. The consent of the Customer is not required for this.
24.3 These General Terms and Conditions come into effect on 01-06-2020.
Article 25. Applicable law and disputes
25.1 Dutch law applies to the Agreement and to all agreements arising from it.
25.2 In any dispute as a result of an Agreement to which these General Terms and Conditions apply, the court of The Hague is authorized to take cognizance of the dispute.
Article 26. Correction clause trivialities
26.1 If any provision from these general terms and conditions or from the underlying order/agreement may completely or partially be void and/or invalid and/or not enforceable, this due to any legal regulation, court ruling or otherwise, this will not affect the validity of all other provisions of these general terms and conditions or the underlying order/Agreement.
26.2 If any provision from these general terms and conditions or from the underlying order/agreement may not be valid for a reason as meant in the previous paragraph, but could be valid if it would have a more limited range or scope, this provision – for the time being – will automatically apply with the most reaching or extensive limited scope or meaning for or in which it is valid.
26.3 Without prejudice to the provision in paragraph 2 parties can consult with each other, if desired, in order to replace the void or annulled provisions with new provisions. Whereby these new provisions will relate to the purpose and scope of the void or annulled provisions, as much as possible.
Dupini B.V. © 2020