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TERMS AND CONDITIONS

GENERAL TERMS AND CONDITIONS PLNT

 

Article 1 Applicability

  1. These terms and conditions apply to every offer and every agreement between PLNT and a purchaser to which PLNT has declared these terms and conditions applicable, so far as these terms and conditions have not been expressly deviated from both parties.

  2. In these terms and conditions, "client" means any (legal) person who has entered, or wishes to enter, an agreement with our company.

 

Article 2 Offers

  1. Offers made by PLNT are valid for 14 days, unless otherwise indicated. PLNT is only bound by the offers if the acceptance thereof is confirmed by the client in writing within 14 days. The prices stated in an offer are exclusive of VAT, unless indicated otherwise.

  2. Quotes are one-offs and do not apply to repeat orders.

 

Article 3 Agreement

  1. Except as stated below, an agreement with us shall only come into effect after we have explicitly accepted or confirmed an order (in writing or otherwise). The order confirmation is deemed to reflect the agreement correctly and in full.

  2. Any subsequent additional agreements or amendments, as well as (verbal) agreements and/or undertakings by our personnel, shall only bind us if they have been confirmed by us in writing, and signed by an authorized person.

  3. Work for which, due to its nature and scope, no quotation or order confirmation is sent, the invoice shall also be regarded as order confirmation, which shall also be deemed to reflect the agreement accurately and fully.

  4. Every agreement is entered into by us under the suspensive condition that the other party proves, exclusively at our discretion, to be sufficiently creditworthy for the financial performance of the agreement.

  5. Upon or after entering into the agreement, before (further) performance, we are entitled to demand security from the other party that both the down payment and the other obligations will be met.

  6. We are authorised to engage others if we deem this necessary or desirable for the correct execution of the agreement. We will possibly and/or if necessary, consult with the other party in this respect.

  7. In case of cancellation of an order granted to us, all costs incurred by us in relation to that order shall be for the account of the principal, understanding that the principal shall in any case be obliged to pay us a minimum of 10% of the principal sum in respect of cancellation costs, without us being obliged to prove that said costs have been incurred by us. 

  8. If a contract is cancelled for whatever reason, we shall be entitled to charge the customer for all costs incurred up to that time, as well as a percentage of 40% of the amount involved in the contract for loss of profit.

 

Article 4 Delivery

  1. PLNT is obliged to deliver the agreed quantity. However, if the supplier is unable to deliver the quantity ordered due to circumstances beyond its direct control, it shall be entitled to reduce the quantity after consultation with the client.

  2. Specified delivery times shall not be regarded as deadlines, unless expressly agreed otherwise. PLNT shall timely warn the client if deviation from the agreed delivery time is anticipated by it.

  3. If the customer has not accepted delivery of the goods ordered at the agreed time and place, the risk of any loss of quality arising from storage shall be borne by the customer. The goods shall be stored at his disposal, at his expense and risk. If, however, after a limited storage period, which may be considered reasonable in view of the product type, no acceptance has taken place and the risk of loss of quality and/or decay of the goods leaves no other choice, the order is deemed to have been cancelled by the customer. In that case, PLNT shall be entitled to sell the products in question. The defaulting customer is obliged to bear any price difference arising from such a sale, as well as all further costs and damages incurred by PLNT.

  4. PLNT is permitted to deliver sold goods in parts. If the goods are delivered in parts, PLNT is entitled to invoice each part separately.

 

Article 5 Complaints

  1. Without prejudice, complaints concerning type and quality shall only be considered by us if they are submitted in writing directly to us within 24 hours of delivery.

  2. Complaints about invoices must be submitted in writing within 7 days of the date of dispatch of the invoices.

  3. After expiry of these term(s), the other party is deemed to have approved the delivered goods or the invoice, respectively. Then complaints will no longer be dealt by us.

  4. Filing a complaint never releases the client from its payment obligations towards PLNT.

  5. Return of the delivered goods can only take place after our prior written consent, under conditions to be determined by PLNT.

 

 Article 6 Miscellaneous

  1. The living environment of the plants supplied must continue to comply with our established/recommended regulations.

  2. In terms of our (plant) quality, it is under constant monitoring by (internal/external) specialists.

 

Article 7 Payment and retention of title

  1. All payments shall be made by deposit or transfer to a bank account designated by PLNT. Payment must be made within 14 days of the invoice date.

  2. The customer shall not be entitled to deduct any amount from the price on account of a counterclaim made by him. If the customer makes use of the right to suspend his payment obligation, the customer shall be obliged to provide security of payment until it is clear whether or not the complaint submitted by the customer is justified.

  3. If the client does not meet its payment obligation in time, it shall be deemed to be in default by operation of law. In that case, PLNT is entitled to charge interest of 2% per month from the day of which the client defaulted on the payment obligation referred to in paragraph 1.

  4. If payment must be affected by engaging third parties, the costs arising therefrom shall be borne by the client. This implies that the defaulting client owes an immediately payable sum equal to 15% of the invoice amount or the actual collection costs, without prejudice to any legal costs relating to the costs caused by his default.

  5. If PLNT has reasonable doubt about the customer's ability of payment, the former is entitled to:

    1. delay delivery of the products until the customer provides security for payment;

    2. terminate the agreement by giving notice if the client does not provide security for payment within 14 days of a demand for payment. In both above cases, the client shall be held liable for the costs incurred or damage suffered by PLNT.

  1. With due observance of the provisions elsewhere in these General Terms and Conditions regarding risk, in particular the passing of risk to the customer, all goods delivered by PLNT remain the property of PLNT until the customer has paid the full purchase price and all other amounts to PLNT pursuant to this agreement. In the event of late payment of one or more due invoices, PLNT is entitled to immediately take possession of the delivered goods and remove them from the place of storage. To that end, PLNT is hereby irrevocably authorised by the customer to enter the premises where the delivered goods are located or to have them entered by those charged with retrieving the goods.

 

Article 8 Guarantees

  1. The plants are guaranteed for three months after delivery, provided the buyer strictly observes the proper care measures:

    1. Light: at 8 or more hours per day

    2. Temperature: between 15 and 30 degrees Celsius

    3. Relative humidity: at least 50%

    4. Watering: according to instructions provided by the supplier. 

  2. Up to and including three years after delivery, a 100% plant-guarantee is given if a care agreement "PLNT All-In Check-Up Service" is concluded for a continuous period of three years directly from delivery.

  3. If a care agreement is not concluded, a guarantee is given for three months after delivery.

  4. Damage to plants caused by disturbance of the living environment (e.g. mealy bugs and other diseases), deliberate pollution of the root environment, deliberate damage to the plants, plants growing too large without corrective pruning being possible, or signs of ageing are not covered by the guarantee.

 

Article 9 Pricing

  1. Unless stated otherwise, all price quotations are subject to change.

  2. Unless otherwise stated, our prices are:

    • based on the level of purchase prices, wages, labour costs, social and governmental charges, freight, insurance premiums and other costs applicable during the quotation or order date respectively;

    • based on delivery ex our company, warehouse or other storage location;

    • excluding VAT, import duties, other duties taxes and charges;

    • stated in Euros.

  3. The price for arranged planters includes the arrangement costs as well as the costs of hydro grains and/or potting soil. A surcharge of 10% of the arrangement price is charged for arrangements to be supplied, in respect of existing planters.

  4. In the event of an increase of price factors, we shall be entitled to increase the order price accordingly, with due observance of any statutory provisions in this regard.

  5. Discounts are granted per transaction and do not give any right to those discounts on subsequent transactions.

 

Article 10 Transport/Risk

  1. All transport/dispatch within the Netherlands is provided by us. Our liability in this respect shall never exceed the value of the goods transported for the customer or the cover of the transport insurance company concerned. The customer explicitly indemnifies us against further claims in this respect.

  2. Transport/shipment outside the Netherlands by order of the principal shall be entirely at the principal's expense and risk.

 

Article 11 Force majeure

  1. For this purpose, force majeure means: Any circumstance independent of the parties’ will, or unforeseeable, as a result of which fulfilment of the agreement can no longer reasonably be required of us by the client.

  2. PLNT is also entitled to invoke force majeure if the circumstance preventing (further) fulfilment occurs after PLNT should have fulfilled its commitment.

  3. During force majeure, PLNT's delivery and other obligations shall be suspended. If the force majeure period lasts longer than 2 months in which fulfilment of PLNT's obligations is not possible, both parties are authorised to dissolve the agreement, without any obligation to pay damages in that case.

  4. If PLNT has already partially fulfilled its obligations when force majeure occurs, or can only partially fulfil its obligations, it is entitled to invoice the part already delivered or the deliverable part separately and the client is obliged to pay this invoice as if it were a separate contract. However, this does not apply if the part already delivered or the deliverable part has no independent value.

 

Article 12 Liability

1. PLNT shall be liable to its client exclusively in the following manner:

  1. Damage resulting from defects in delivered goods shall only be subject to the liability regulated in Article 8 (warranties) of these terms and conditions.

  2. PLNT is liable if damage is caused by intent or gross negligence on the part of PLNT or its managerial subordinates;

  3. Furthermore, PLNT's liability is limited to the amount of the payment made by its insurance company, insofar as such liability is covered by its insurance.

2. PLNT is not liable for:

  1. Damage to goods arising during transport, loading and unloading and stay on the buyer's premises;

  2. Missing, stolen or damaged goods;

  3. Consequential or consequential loss in respect of shortcomings and/or defects;

  4. Damage to products resulting from improper and/or faulty cooling, storage, appearance, care of these products;

  5. Fire damage caused by, for example, but not limited to, artificial plants, Christmas decorations or other items delivered to the customer by PLNT, even if they are impregnated according to the fr-syn1 and fr-pa standards.

 

Article 13 Dispute resolution

Notwithstanding the statutory rules for the competence of the civil court, any dispute between the purchaser and the vendor, in the event that the District Court is competent, shall be settled by the District Court in Amsterdam. PLNT, however, remains authorised to summon the other party before the court that is competent according to the law or the applicable international treaty.

 

Article 15 Applicable law

Any agreement between PLNT and the client is governed by Dutch law.

 

Article 14 Modification of conditions

PLNT is authorised to make amendments to these terms and conditions. Such amendments shall take effect at the announced effective date. PLNT will send the client the amended terms and conditions in a timely manner. If no effective date is announced, amendments take effect vis-à-vis the client as soon as the client is notified of the amendment.

 

 

© February 2023

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