Definitions

Purchaser / other party: the (legal) person who acts in the exercise of a profession or business and enters into an agreement at a distance with STUDIO MOAX;

Day: calendar day;

Durable medium means any instrument which enables the consumer or the trader to store information addressed personally to him in a way accessible for future reference for a period of time adequate for the purposes of the information and which allows the unchanged reproduction of the information stored;

STUDIO MOAX: the company that offers remote products to the buyer(s).

Remote agreement: an agreement whereby, within the framework of a system organized by STUDIO MOAX for the remote sale of products, up to and including the conclusion of the agreement, use is made exclusively of one or more techniques for remote communication;

Technology for remote communication: means that can be used for the conclusion of an agreement, without the buyer and STUDIO MOAX being in the same room at the same time;

General Conditions: the present General Conditions of STUDIO MOAX.

1. Applicability

• 1. These general conditions apply to every offer made by STUDIO MOAX and to every distance agreement and order made between STUDIO MOAX and the buyer.
  2. Before the agreement at a distance is concluded, the text of the General Conditions shall be made available to the buyer. If this is not reasonably possible, prior to the conclusion of the agreement at a distance, it shall be indicated that the General Conditions can be consulted at STUDIO MOAX and that, at the request of the buyer, they will be sent to the buyer free of charge as soon as possible.
  3. If the distance contract is concluded electronically, then, contrary to the previous paragraph, and before the distance contract is concluded, the text of the General Terms and Conditions may be made available to the purchaser electronically in such a way that it can be easily stored by the purchaser on a durable data carrier. If this is not reasonably possible, prior to the conclusion of the distance selling agreement, it will be indicated where the General Terms and Conditions can be viewed electronically and that they will be sent to the Buyer electronically or otherwise free of charge.
  4. If one or more provisions in the General Terms and Conditions should at any time be wholly or partially null and void or voided, the agreement and these terms and conditions will otherwise remain in force and the provision in question will be replaced without delay, in mutual consultation, by a provision that approximates the meaning of the original provision as closely as possible.
  5. Uncertainties regarding the interpretation or content of one or more provisions of the General Terms and Conditions or situations not provided for in the General Terms and Conditions are to be interpreted 'in the spirit' of the General Terms and Conditions.

2. The offer

   1. If an offer is of limited duration or is made subject to conditions, this shall be expressly stated in the offer.
   2. The offer is without obligation. STUDIO MOAX is entitled to change and adapt the offer.
   3. The offer is valid while stocks last.
   4. The offer contains a complete and accurate description of the offered products. The description is sufficiently detailed to allow the buyer to make a proper assessment of the offer. If STUDIO MOAX makes use of pictures they are a true representation of the products offered. STUDIO MOAX cannot guarantee that the colours shown will exactly match the real colours of the products. Obvious mistakes or obvious errors in the offer are not binding on STUDIO MOAX.
   5. All images, specifications and data in the offer are indicative and cannot be a reason for compensation or dissolution of the agreement.

3. The agreement

   1. Subject to the provisions of paragraph 4, the agreement shall be concluded at the time of acceptance of the offer by the purchaser and fulfilment of the conditions laid down.
   2. If the buyer has accepted the offer electronically, STUDIO MOAX will immediately confirm by electronic means the receipt of the acceptance of the offer. As long as the receipt of this acceptance has not been confirmed by STUDIO MOAX, the buyer may dissolve the agreement.
   3. If the agreement is concluded electronically, STUDIO MOAX will take appropriate technical and organizational measures to secure the electronic transfer of data and will ensure a safe web environment. If the purchaser is able to pay electronically, STUDIO MOAX will take appropriate safety measures.
   4. STUDIO MOAX may, within the framework of the law, obtain information as to whether the buyer is able to fulfill his/her payment obligations, as well as all those facts and factors which are important for a sound conclusion of the distance agreement. If, on the basis of this investigation, STUDIO MOAX has good reasons not to enter into the agreement, it is entitled to refuse an order or application or to attach special conditions to the execution.
   5. Every agreement is entered into under the suspensive conditions of sufficient availability of the products concerned.
   6. An order can no longer be changed or cancelled.

4. The price

   1. When the agreement is concluded, the parties will agree on a price, which is stated in the offer.
   2. Any cost estimates are exclusive of VAT and other government levies.
   3. All prices are subject to misprints and typesetting errors. No liability is accepted for the consequences of misprints and typesetting errors. STUDIO MOAX is not obliged to deliver the product according to the incorrect price in case of printing errors or misprints.

5. Conformity and warranty (if any)

   1. STUDIO MOAX guarantees that the products comply with the agreement, with the specifications stated in the offer, with the reasonable requirements of reliability and/or serviceability and with the existing legal provisions and/or government regulations on the date the agreement was made.
   2. Any defects or wrong deliveries should be reported in writing to STUDIO MOAX within 48 hours after delivery. Return of the products must take place within 14 days after delivery in the original packaging and in new condition.
   3. In case of a guarantee period of STUDIO MOAX, this corresponds to the manufacturer's guarantee period. STUDIO MOAX is, however, never responsible for the final suitability of the products for each individual application by the buyer, nor for any advice regarding the use or application of the products.
   4. Any guarantee does not apply if:

• • • the purchaser has repaired and/or processed the delivered products himself or has had them repaired and/or processed by third parties;
    • the delivered products have been exposed to abnormal conditions or otherwise handled carelessly or contrary to the instructions of STUDIO MOAX and/or on the packaging;

                  5. Nothing can be returned

6. Delivery and implementation

   1. STUDIO MOAX will take the utmost care in receiving and carrying out orders for products.
   2. The place of delivery shall be the address communicated by the buyer to STUDIO MOAX.
   3. All delivery dates are indicative. The purchaser may not derive any rights from any delivery dates stated. Exceeding a term does not entitle the buyer to compensation.
   4. If delivery of an ordered product turns out to be impossible, STUDIO MOAX will make an effort to provide a substitute article. At the latest upon delivery, it will be clearly and comprehensibly reported that a replacement article is being delivered.
   5. The risk of damage and/or loss of the products rests with STUDIO MOAX up to the moment of delivery to the buyer or a representative previously designated and made known to STUDIO MOAX, unless explicitly agreed otherwise.

7. Suspension and dissolution of the agreement

   1. STUDIO MOAX is entitled to suspend or dissolve the agreement wholly or partly if circumstances arise of such a nature that fulfilment of the agreement is impossible, or if other circumstances arise of such a nature that the unaltered maintenance of the agreement cannot reasonably be required from STUDIO MOAX.
   2. STUDIO MOAX is entitled to suspend or dissolve the agreement with immediate effect, without judicial intervention or notice of default, if the other party is declared bankrupt, has applied for a moratorium, has applied for bankruptcy or a provisional suspension of payments, or wishes to make an arrangement with its creditors in order to avoid this, there is a question of attachment, the other party is placed under guardianship, a request is made for debt restructuring for natural persons, or if it loses the power of disposition of its assets or parts thereof in some other way.
   3. If circumstances occur concerning persons and/or material which STUDIO MOAX uses or tends to use in the execution of the agreement, which are of such a nature that the execution of the agreement becomes impossible or so objectionable and/or disproportionately expensive that compliance with the agreement can no longer reasonably be required, STUDIO MOAX is authorised to suspend or dissolve the agreement.
   4. If the counterparty does not comply with one or more obligations towards STUDIO MOAX, or does not comply properly or on time, all other (remaining) claims of STUDIO MOAX on the counterparty shall become due immediately.
   5. A case of suspension or dissolution shall not affect STUDIO MOAX's right to claim damages.
   6. Apart from the cases mentioned in this article in which STUDIO MOAX is authorised to suspend or dissolve, the claims of STUDIO MOAX against the other party shall also become immediately due and payable in the following cases:
      • circumstances, of which STUDIO MOAX became aware after the conclusion of the agreement, give STUDIO MOAX good reason to fear that the other party will not fulfil its obligations;
      • if STUDIO MOAX, while concluding the agreement, requested the other party to furnish security for the fulfillment and this security is not provided or is insufficient;
      • if the other party proceeds to strike or liquidate its business or an important part thereof or if a decision is taken to that effect;

8. Payment

   1. Goods are invoiced before delivery. Goods will not be delivered until payment is received.

9. Liability

   1. The other party, including the buyer, guarantees the accuracy and completeness of the information provided by or on behalf of the other party to STUDIO MOAX. STUDIO MOAX is not liable for the consequences of the provision of incorrect and/or incomplete information.
   2. STUDIO MOAX shall not be liable for any damage resulting from the acts or omissions of the other party, its personnel or third parties engaged by it in connection with the agreement or related activities.
   3. STUDIO MOAX shall never be liable for indirect damages, including consequential damages, loss of profits, missed savings and damages due to business stagnation.
   4. The liability of STUDIO MOAX, insofar as it is covered by its liability insurance, shall be limited to the amount of the payment made by the insurer.
   5. If, in any case, the insurer does not pay out or if the damage is not covered by the insurance, the liability of STUDIO MOAX shall be limited to the amount owed by the other party on account of the order, however, to a maximum of € 5,000.
   6. The other party shall indemnify STUDIO MOAX against any third-party claims for damage in connection with the execution of the agreement, the cause of which is attributable to others than STUDIO MOAX.
   7. The limitations of liability mentioned in this article shall not apply if the damage is due to intent or gross negligence on the part of STUDIO MOAX or its executive employees.
   8. Any claim against STUDIO MOAX shall lapse one year from the day on which the work to which the claim relates was performed or should have been performed.

10. Disputes

    1. Agreements between STUDIO MOAX and the buyer to which the General Conditions apply are exclusively governed by Dutch law. Also if the buyer is resident abroad.
    2. The Vienna Sales Convention (July 2015 version) shall not apply.