1. General and Interpretation
1.1 These terms and conditions apply to all orders and all offers and supercede all others. Receipt of order confirmation from you, constitutes your acceptance that our conditions apply to the contract notwithstanding any purported terms put forward by you.
1.2 In these general terms and conditions the following definitions and rules of interpretation shall apply: “Supplier” means Xiving and its affiliated companies. “Client” means: the Client or buyer. “Products” means: the items to be delivered and/or the services to be provided by the Supplier, including advice and creative expressions. “Contracts” means: the contract or order for the sale and purchase of the Products comprising these general terms and conditions and an order or acceptance of quotation for the supply of Products made by the Client which is accepted by the Supplier by a written acknowledgement of order or any other contract for the sale and the purchase of the Products incorporating these general terms and conditions.
2. Payment terms
2.1 Payment is required before any order is processed unless credit facilities by letter have been approved with us in advance of the order. Payment on pre-approved credit accounts shall be made in full within 8 days of invoice. These terms apply unless special settlement terms have been agreed by us in writing. Credit facilities may be withdrawn without notice. (For example: if we must send the products on the 2nd of February, the payment must be done on the 1st of February)
2.2 In case of an order higher than €3000.00, a deposit of 50% is required (when we received the deposit, we will start the process). The rest is to be paid before delivery. The Buyer will not be entitled to any deduction, suspension or set-off.
Any discounts are offered on the strict understanding that accounts are paid by the due date. We reserve the rights to invoice any such discounts to accounts, which become overdue.
4. Passing of Tittle and Risk
4.1 The risk in the Products shall pass to you on delivery.
4.2 All Products delivered or not, remain our property until payment is received in full.
4.3 Until such time as payment in full is made you shall retain such Products separately from other Products and clearly mark them in such a way that they can be readily identified as being our property and any payment received by you for any sale of such Products must be held in a separate account in trust for us. In the event of non-payment by you for such Products we will, without loss of any rights or remedy, remove from your possession those Products belonging to us in accordance with these conditions and we shall be entitled to enter upon the property where the Products are stored and repossess and remove the same. You hereby grant us irrevocable licence to enter your premises for the said purposes.
5. Products & Prices
5.1 Prices are based on the type and scope of the Products to be delivered and/or the Services to be provided, as stated on the internet and in the quotes listed. Prices are net prices, Ex Works (Incoterms 2000) and exclusive of VAT. All prices are excluding printing, unless stated otherwise by the product.
5.2 We reserve the right to alter any prices or detail or design of products illustrated without notice and while every effort is made to describe Products accurately on the website no warranty is given as to accuracy and no responsibility will be accepted for error or mis-description and any resulting loss.
6. Creation Quotations and Contracts
6.1 Orders are accepted subject to our right to adjust prices quoted to take account of any charges in the law or government regulations requiring us to increase prices by way of direct taxation, import duties, exchange rates, customs and excise duties or otherwise. The prices are based on today's current costs of production and in the event of any increase in wages or costs of materials to us occurring after the confirmation or accepted contract, we shall be entitled to charge such increases to you. All quoted prices are subject to site of artwork and stock availability.
6.2 Oral offers and undertakings will bind the Seller only after and to the extent that the Seller has confirmed such in writing. Any and all offers issued by the Seller will be without obligation, regardless of their form, unless expressly stated otherwise in writing. Orders placed orally must be confirmed by the Buyer in writing at the Seller's request.
6.3 Seller and Buyer expressly agree that use of electronic communication constitute a valid contract is established once the conditions are met. In particular, the lack of a signature does not affect the binding nature of the offer and its acceptance. The electronic files of Seller hereby, to the extent permitted by law, a presumption of proof.
7.1 Every effort will be made to deliver on time, but any delivery day specified is a best estimate and no liability is accepted for any loss arising from delay or error in the delivery of the Products. All deliveries will be charged at the prevailing rates applying at the dates of such delivery.
7.2 Special express deliveries can usually be arranged but will usually be subject to additional charges (e.g. Express print charges and Express delivery charges) which will be charged to you at current quoted rates.
7.3 Unless expressly agreed otherwise in writing, delivery will be effected Ex Works the Seller (Incoterms 2000). Notwithstanding the provisions laid down in Article 3, a surcharge will be charged for the delivery of small quantities of Products, which deliveries of small quantities and surcharges have been specified in the quotes.
7.4 In the event that the Buyer refuses to take delivery or fails to provide information or instructions, or otherwise fails to render the co-operation required to take delivery of the Products and/or Services, the Seller will be entitled to take any and all measures deemed desirable by it in this respect (such as storage with third parties) for the Buyer's account and risk, without prejudice to the Seller's right to claim the purchase price or stipulated fee, or to deliver the Products and/or provide the Services to a third party. The additional costs and/or any damage arising for the Seller in this case may be recovered from the Buyer. If the Seller delivers Products to a third party in this case, the Seller will be entitled to recover any lower amount received for the Products from the Buyer.
7.5 The Buyer will bear responsibility for obtaining, on time and in the proper form, all permits, concessions, licences and/or permissions, etc., as may be needed for delivery by the Seller of the Products and otherwise for the fulfilment by the Seller of its obligations. The costs associated with obtaining such permits, concessions, licences and/or permissions, etc., will be borne by the Buyer.
8. Quantity Variation
We shall be deemed to have fulfilled our contract by delivery of a quantity within 10% plus or minus of the quantity of printed Products ordered and you will be charged at the contract rate for the quantity delivered.
9. Print Products
9.1 In the event that the Seller receives orders for products to be printed for the Buyer ("Print Products"), the Buyer will be obliged to supply directly reproducible material of a quality that is, in the Seller's reasonable opinion, good.
9.2 The Seller will be required to submit a proof of Print Products ("Proof") prior to producing such Products only in the event and to the extent that such has expressly been agreed upon in writing before or upon the conclusion of the agreement. In such cases, the Seller will be required to send the Buyer a Proof for approval. The Buyer will be required to notify the Seller of its approval or disapproval within 24 hours of receipt of the Proof.
9.3 Minor abnormalities of the Print Products from the Proof, including but not limited to shades, logos and/or dimensions, will not qualify as a defect on the part of the Seller.
9.4 A Proof will be deemed to have been approved by the Buyer in the event that the Buyer has not stated its disapproval within five working days of receipt of the Proof.
9.5 Any and all costs in connection with the work to be carried out by the Seller for the Print Products will be invoiced separately to the Buyer, unless expressly agreed otherwise in writing.
10. Complaints and Returns
10.1 Claims arising from damages or partial loss in transit must be made in writing to us, so as to reach us within 7 days of delivery.
10.2 All claims with regard to the quality or quantity of the Products shall be made in writing to us so as to reach is with 7 days of receipt of Products or such Products shall be deemed to comply as to quality and quantity with the terms of contract.
10.3 You must examine all Products delivered at the time of delivery. We shall not be liable for any loss arising from damage caused to the Products in transit unless loss or damage is noted in the delivery note at the time of delivery.
10.4 In the event that the Seller has established a defect or shortage of which it was notified by the Buyer on time, the Seller will exclusively be required, at its option, to replace the defective Products, to deliver the missing Products, or to credit or pay back, in whole or in part, the amount charged in connection with the defective item. Should the Seller decide to refund - part of - the purchase price, the Buyer will first have to return the defective Products to the Seller.
11.1 Save in so far as defects in the Products cause to death, injury or damage to personal property, our liability for any loss or damage suffered by you in respect of the Products shall be limited to the contract value of the good.
11.2 We can accept no responsibility for loss or damage arising from the supply of Products under this contract unless you have fully complied with the notification of claims procedure set out in clause 10.
11.3 Nothing in these terms and conditions shall affect the statutory rights of the consumer.
12. Cancellation Charges
A charge will be made on all cancelled orders, together with the charge for all work carried out up to the date of written cancellation.
13. Overdue Accounts
13.1 No Products will be delivered on accounts which remain unpaid 14 days after payment is due. Invoices not paid by the due date may be charged interest at 2% per month calculated on a daily basis until payment has received and cleared into our bank account.
This does not prevent us from pursuing payment of overdue accounts at any time after payment becomes due and shall be in addition to and without prejudice to any other rights we may have against you.
13.2 We reserve the right to charge you for any legal collection charges where it is necessary to obtain payment from you of an overdue account through a third party or Court proceedings.
14 Quantity Changes to Order
Any change in the quantity of an order must be made in writing to us prior to commencement of processing. Any increase in the order must be regarded as a separate contract unless written notification is received before work commences on the original order.
15. Artwork and Printing
15.1 All artwork and printing charges will be levied where necessary unless previously stipulated by us. Where applicable the prices shown include printing one colour one position from camera ready artwork supplied. For additional positions or colours of printing please mail obtain an exact quotation.
16. Force Majeure
We will not be held responsible for failure or delay in the carrying out of our obligations under the contract arising or any cause outside our reasonable control or by inability to procure materials or articles except at higher prices due to any such circumstances we shall be entitled by notice to terminate the contract in whole or in part without incurring any liability whatsoever to you.
17. Several Provisions
17.1 Xiving is based in Barneveld (3772 MP) on Anthonie Fokkerstraat 61, and is registered at the Chamber of Commerce number: 52878570
17.2 You can reach us at Xiving between 8.30 am and 17.00 pm, Monday to Friday, at phone +31 (0) 342 - 745 770 or email firstname.lastname@example.org.
17.3 We at Xiving strive to answer all incoming e-mails within one working day.