Offers and Orders
Each offer or quotation by First Steps Holland is considered an invitation for an offer, not an actual offer, and can't bind First Steps Holland. First Steps Holland is only bound when it accepts the order, the buyer places as a result of the offer/price quotation, in writing.
All quotations with regard to numbers, sizes, weights and/or other indications have been made with the best possible care by First Steps Holland. In spite of this, First Steps Holland can't guarantee deviations won't occur. Samples, drawings or models which are shown or supplied are only indications of the products. If the buyer can prove that the delivered products are so different from the indications made by First Steps Holland or from its samples, drawings or models, that he, in all fairness, can't be forced to buy those products, the buyer is entitled to dissolve the agreement, however only if this dissolution is necessary in all fairness.
Unless otherwise agreed all prices are in Euro, exclusive of 21% VAT. All prices are "ex warehouse" First Steps Holland in Noordwijk ZH (Netherlands). First Steps Holland is entitled to pass on each price-rise of used raw materials, semi-finished products and/or other goods and/or services, just like any unfavourable change of exchange rate to the buyer. If it occurs within 3 months upon order acceptation, the buyer is entitled to dissolve (have it dissolved) the agreement.
Payments to First Steps Holland must take place cash, in advance or cash on delivery (COD). Buyer is not entitled to postpone payment obligations, unless law prescribes a strict regulation. Buyer is not entitled to settlement. First Steps must be paid before delivery or, at the latest, at delivery of the goods and services, unless otherwise agreed.
If buyer doesn't pay in time, the interest payable is 1,25% per month or a part of it, from the day payment is due until the day payment has been received. If buyer hasn't met all outstanding claims, First Steps Holland is entitled to refuse any further orders and postpone further deliveries.
If buyer is in default all claims, on any grounds whatsoever, will be immediately due and First Steps Holland is entitled to charge buyer both extrajudicial collection costs to the value of 15% of the total amount due with a minimum of Euro 100,00 and actual legal collections costs which have been made in all fairness (inclusive of legal assistance).
Delivery dates supplied by First Steps Holland are only indicative and can't bind First Steps Holland. First Steps Holland is not liable towards the buyer for failure to deliver on particular points in time. If delivery doesn't deliver within the next 4 weeks, buyer is entitled to cancel the order and re-claim payment. At all times First Steps Holland is entitled to deliver the entire order in phases.
Subject to the previous article, products, company grounds of First Steps Holland cq. central warehouse, are at buyer's risk and account. At the same time the goods are supposed to be delivered taking all terms of these General Conditions into account, unless otherwise agreed. In case buyer doesn't accept the goods (in time), First Steps Holland will store these products, at buyer's risk and account, and will enable buyer to accept and collect them during a period of two weeks. All costs which result from this storage are at buyer's account. If buyer doesn't accept the goods within the mentioned two weeks, First Steps Holland is entitled to dissolve the agreement or claim observance without judicial intervention. Besides, First Steps Holland is entitled to claim full compensation. Call orders must be accepted within the agreed terms. If not, First Steps Holland is entitled to deliver the remaining part of the order at once and charge buyer price-rise.
In all cases in which goods are sold C.I.F or F.O.B or by using another international trade term, this term is considered to be in accordance with the Incoterms 1990, except to the extent they deviate from these conditions.
Right of ownership with regard to the product sold will, notwithstanding the actual delivery, be transferred to the buyer as soon as he has fully met all conditions, inclusive purchase price just like possible surcharges, interest, taxes and costs which result from these general conditions or the agreement and possible activities which are/will be carried out. Any amount received from buyer will first be applied to pay all claims First Steps Holland might have towards the buyer and to which First Steps Holland hasn't made a reservation of title. Then, any amount received will first be applied to pay all interest and costs due as referred to in these General Conditions. Before right of ownership has been transferred to the buyer, buyer is not entitled to rent, pawn goods to a third party, have a third party use them or store goods for a third party. Buyer is only entitled to sell or deliver goods, owned by First Steps Holland, to a third party insofar as it is necessary for the buyer in the context of normal business.
Until payment has been effectuated, buyer will only own the goods as holder for First Steps Holland and he will store these goods separately from other goods and designated in property belonging to First Steps Holland.
First Steps Holland becomes owner of all goods in which supplied goods are processed or which are realized or changed by means of supplied good. First Steps Holland reserves the right to repossess any product whose property has not been transferred to the buyer yet and, for this purpose, buyer grants an irrevocable authority to First Steps Holland and her representatives to enter all required company grounds. This right shall continue to exist irrespective of the nullification or dissolution of the agreement between First Steps Holland and buyer for whatever reason.
First Steps Holland is entitled to (partially) postpone or cancel deliveries if production, transport or delivery of goods and services is hindered, delayed or made impossible due to external facts or circumstances which can't be influenced by First Steps Holland, regardless of whether these facts and circumstances were foreseen or could have been foreseen by the time First Steps accepted the order. First Steps Holland is not liable for any loss or damage which results from this postponement or cancellation.
Guarantee and liability
If First Steps Holland delivers goods which have mainly been produced by third parties, First Steps Holland can't give buyer any further guarantee with regard to quality and/or good functioning of these goods other than the guarantee First Steps Hollands gets from her manufacturer.
Buyer will inspect the delivered goods completely, immediately. Deviations with regard to the number of packages should immediately be reported to First Steps Holland and, if applicable, should be written down on waybill, packing note and invoice. Deviations with regard to the number of goods in the packages and or failures which are discovered once the packages have been opened should be reported to First Steps Holland within 8 days upon delivery. Any failure which is revealed later on and which buyer could not have discovered earlier should be reported to First Steps Holland on the 8th day upon discovery at the latest or as soon as the concerning failure could have been discovered. If buyer doesn't act in conformity with the obligations mentioned in this article, buyer is not entitled to any claim.
First Steps is never liable for any indirect damage of buyer or third parties, included consequential loss, immaterial damage, company damage, environmental damage. The liability of First Steps Holland towards the buyer, on any grounds whatsoever, is, per event (a sequence of related events is considered as one event) limited to the corresponding contract sum (exclusive of 21% VAT) or, in default, to the amount which First Steps Holland receives from her insurer. The liability limitations in this article remain inapplicable if the concerning damage is caused by intent or gross negligence of First Steps Holland or her management staff. Except in cases of gross negligence or intent of First Steps Holland or her management staff, buyer will safeguard First Steps Holland against all claims by third parties, on any ground whatsoever, with regard to compensation of damage, costs or interest which are related to the good/ services sold cq resulting from the use of these goods/services.
Orders can't be returned, only in very exceptionally in consultation, upon approval by First Steps Holland. Upon receipt of the return shipment, First Steps Holland will make sure the prepaid amount will be refunded within 14 days.
If buyer neglects to pay all his debts in time or reaches an agreement with his creditors or if buyer is submitted to measures which can be taken according to applicable right with regard to debtors who don't want or can't pay all their debts or if buyer neglects to pay any obligation without informing First Steps Holland, First Steps Holland is entitled to: - Postpone shipment of goods or services and interrupt transport until payment has been sufficiently secured and/or postpone all payments and/or dissolve all agreements with buyer retroactively by written notice, without prejudice to its other rights under any agreement with buyer whatsoever.
Dutch law is applicable to all agreements to which these General Conditions (partially) relate. All conflict with regard to or resulting from the agreement concluded between parties to which these General Conditions are applicable, will be submitted to the authorized civil judge in Zuid-Holland. Return shipments only upon written approval of First Steps Holland cq central warehouse. We will charge 15% handling costs for activities in the central warehouse plus return freight costs.
Return shipments offered without approval will not be accepted and will be returned to you, at your account.
In case articles are not delivered, or in case wrong articles are delivered, you should react within 8 days. All goods must be returned within 8 days, upon written approval of First Steps Holland, before we can send new articles. After 8 days we won't accept your claim anymore.
Photos and Texts
Photos and text are the property of First Steps Holland and may not be used without written approval.