1. Introduction

These are our General Terms and Conditions. These General Terms and Conditions always apply when you use our Website or place an order through our Website, and they contain important information for you as a buyer. Please read them carefully. 

2. Definitions

2.1       Visual Workplace B.V.: based in Wijchen and registered with the Chamber of Commerce under file number 68823444, trading as  Visual Workplace B.V..

2.2        Website: the Website of Visual Workplace B.V., to be found on www.visualworkplace.eu and all of its subdomains.

2.3        Client: the natural person or corporation acting in the performance of a profession or business who enters into an agreement with Visual Workplace B.V. and/or is registered on the Website.

2.4        Agreement: any arrangement or agreement between Visual Workplace B.V. and the Client of which the General Terms and Conditions are an integral part.

2.5        General Terms and Conditions: these General Terms and Conditions.

3. Applicability of the General Terms and Conditions

3.1       The General Terms and Conditions apply to all offers, agreements and deliveries of Visual Workplace B.V., unless explicitly agreed otherwise in writing.

3.2       If the Client in his order, confirmation or any other communication alleging acceptance of the General Terms and Provisions includes any provisions that differ from, or are not in included the General Terms and Conditions, such provisions will only be binding upon Visual Workplace B.V. if and in so far as Visual Workplace B.V. has accepted them in writing.

4. Prices and information

4.1        All prices posted on the Website and in other materials originating from Visual Workplace B.V. exclude taxes and other levies imposed by the government, unless stated otherwise on the website.

4.2.       The prices shown in pounds include shipping costs.

4.3        The content of the Website is composed with the greatest care. Visual Workplace B.V. cannot, however, guarantee that all information on the Website is correct and complete at all times. All prices and other information posted on the Website and in other materials originating from Visual Workplace B.V. are subject to obvious programming and typing errors.

4.4       Visual Workplace B.V. guarantees that the product delivered conforms to the agreement and fulfils the specifications as set out in the offer.

4.5       All images, photographs, drawings, etc., including information on weight, dimensions, colours, images of labels, etc., on the Website of Visual Workplace B.V. are approximate only.

5. Conclusion of the Agreement

5.1        The Agreement will be deemed to be concluded at the moment the Client accepts the offer of Visual Workplace B.V. subject to the conditions laid down by Visual Workplace B.V..

5.2        If the Client has accepted the offer by electronic means, Visual Workplace B.V. will confirm receipt of acceptance of the offer by electronic means without delay. Until such receipt of acceptance is confirmed, the Client will have the possibility to dissolve the Agreement.

5.3        If it is found that, in accepting or otherwise entering into the Agreement, the Client has provided incorrect data, Visual Workplace B.V. will have the right demand fulfilment of the Client’s obligations until the correct data is received.

6. Registration

6.1        To make optimum use of the Website, the Client can register using the registration form/the account sign-in option on the Website.

6.2        During the registration process, the Client will be asked to choose a password, with which he can log on to the Website. The Client alone is responsible for choosing a sufficiently reliable password, which must at least comply with the requirements set and can be used to log in after registration on the Website.

6.3        The Client must keep its login credentials, a password strictly confidential. Visual Workplace B.V. cannot be held liable for any misuse of the login credentials and is always entitled to assume that the Client who logs on to the Website is the party that it professes to be. The Client is responsible for and bears the full risk of any and all actions and transactions performed via the Client’s account.

6.4        If the Client knows or has reason to suspect that its login details have become available to unauthorised parties, it will be required to change its password as soon as possible and/or to notify Visual Workplace B.V. accordingly so as to allow Visual Workplace B.V. to take appropriate measures. 

7. Execution of the Agreement

7.1        As soon as Visual Workplace B.V. has received the order, it will send the products to the Client without delay and with due regard for the provisions of paragraph 3 of this article.

7.2        Visual Workplace B.V. is authorised to engage third parties in the fulfilment of its obligations under the Agreement.

7.3        In principle, the delivery term is 30. Delivery may be effected in various ways, at the discretion of Visual Workplace B.V..

7.4        Delivery takes place as long as stocks last. 

7.5        If Visual Workplace B.V. is unable to deliver the products within the agreed term, it will notify the Client accordingly. In that case the Client can decide either to agree to a new delivery date or to dissolve the Agreement without incurring any costs.

7.6        Visual Workplace B.V. advises the Client to inspect the products upon delivery and to report any defects within an appropriate period, preferably in writing or by email. For further details, see the article about guarantee and conformity.

7.7        The risks associated with the products will transfer to the Client as soon as the products are delivered at the agreed delivery address.

7.8        If the ordered product can no longer be supplied, Visual Workplace B.V. is entitled to deliver a product which is comparable in nature and quality to the ordered product. In that case, the Client will have the right to dissolve the Agreement without incurring any costs and to return the product free of charge.

8. Right of withdrawal/return

8.1        The Client will have the right to dissolve the distance Agreement with Visual Workplace B.V. within 14 calendar days after receiving the product, free of charge and without stating reasons. This term starts as soon as the goods ordered have been delivered. If the buyer has not returned the goods delivered to Visual Workplace B.V. after expiry of this term, the purchase is final. Only the direct costs incurred for the return shipment are for the Client’s account. This means that the Client will have to pay the costs of returning the product. Any shipping costs paid by the Client and the purchase price paid for the product will be refunded to the Client if the entire order is returned.

8.2         During the withdrawal period referred to in paragraph 1 above, the Client will treat the product and its packaging with the utmost care. The Client may not open the packaging or use the product unless this is necessary in order to determine the nature of the products, their features and their operation.

8.3        The Client can dissolve the Agreement in accordance with paragraph 1 of this article by returning the product to Visual Workplace B.V. within the term stated in paragraph 1, or by informing Visual Workplace B.V. within this same term about the fact that it has decided not to purchase the product and returning the product as soon as possible.Products can be returned to the following address:

Attn. To return shipment
Visual Workplace B.V.
Bijsterhuizen 2436
6604LL, Wijchen
THE NETHERLANDS

8.4        Any amounts already paid by the Client (in advance) will be refunded to the Client as soon as possible, and in any case within 30 days after dissolution of the Agreement.

8.5        Information about the applicability or non-applicability of a right of withdrawal and any required procedure will be posted clearly on the Website, well before the Agreement is concluded.

8.6        The right of withdrawal does not apply to:

• Goods that have been manufactured according to specifications of the Client, for example custom-made goods, or clearly have a personal character;
• Products that cannot be returned due to their nature;
• Goods or services of which the price is affected by fluctuations on the financial market beyond the control of the supplier.
• Agreements concluded at an auction.
• Services.

9. Payment

9.1        The Client shall pay the amounts due to Visual Workplace B.V. in accordance with the ordering procedure and any payment methods indicated on the Website. Visual Workplace B.V. is free to offer any payment method of its choice and may change these methods at any time.

10. Warranties and conformity

10.1        This article only applies if the Client is not acting in a professional or commercial capacity. If, notwithstanding the latter provision, Visual Workplace B.V. provides a separate guarantee on the products, this applies to all types of Clients.

10.2        Visual Workplace B.V. warrants that the products satisfy the Agreement, the specifications laid down in the offer, the reasonable requirements of soundness and/or usability and the statutory provisions and/or government regulations that are in force on the date the Agreement is signed. If specifically agreed, Visual Workplace B.V. will also warrant that the product is suitable for purposes other than its normal use. However, Visual Workplace B.V. is never responsible for the eventual suitability of the goods for each individual application by the buyer, nor for any advice regarding the use or the application of the goods.

10.3        Any warranties offered by Visual Workplace B.V., the manufacturer or the importer will not affect the statutory rights and claims which the Client already has and may invoke by virtue of the Agreement.

10.4        This warranty does not apply if: 

• The buyer is in default with respect to Visual Workplace B.V.; 
• The buyer itself has repaired and/or processed the goods delivered or has had them repaired and/or processed by a third party; 
• The goods delivered have been exposed to abnormal circumstances or have otherwise been treated negligently or contrary to the instructions of Visual Workplace B.V. and/or the directions for use on the packaging.
• The faultiness is entirely or partly due to regulations issued or to be issued by the government with regard to the nature or the quality of the materials used.
• Visual Workplace B.V. is not liable for damage caused by intent or deliberate recklessness of non-executive staff that may be equated with intent.

10.5        If the delivered product fails to satisfy the Agreement, the Client can notify Visual Workplace B.V. accordingly within a reasonable period of time after discovering the defect.

10.6        If Visual Workplace B.V. deems the complaint to be well-founded, the products concerned will be repaired, replaced or refunded in consultation with the Client. In accordance to the Article concerning liability, the refund cannot exceed the price paid for the product by the Client.

11. Offers

11.1        Offers are without obligation, unless stated otherwise in the offer. 

11.2        If a buyer accepts an offer without obligation, Visual Workplace B.V. reserves the right to revoke the offer or depart from it within 3 working days after receiving the acceptance. 

11.3        Oral promises bind Visual Workplace B.V. only after these have been confirmed expressly and in writing. 

11.4        Offers of Visual Workplace B.V. do not apply automatically to repeat orders.

11.5        Visual Workplace B.V. cannot be held to its offer, if the buyer should have understood that the offer or a part of it contained an obvious mistake or clerical error.

11.6        Additions, amendments and/or further arrangements are effective only if agreed in writing. 

11.7        No maximum purchase applies to promotions.

12. Complaints handling procedure

12.1        If the Client has any grievances in connection with a product (in accordance with the article on warranties and conformity) and/or about other aspects of Visual Workplace B.V.'s service, it can submit a complaint by telephone, by email or by post. See the contact details at the bottom of the General Terms and Conditions.

12.2        Visual Workplace B.V. will respond to the complaint as soon as possible, and in any case within 7 days after having received it. If it is not yet possible for Visual Workplace B.V. to formulate a substantive reaction to the complaint by that time, Visual Workplace B.V. will confirm receipt of the complaint within 7 days after having received it and give an indication of the term within which it expects to be able to give a substantive or definitive reaction to the Client’s complaint.

13. Liability

13.1        This Article only applies if the Client is a natural person or a legal entity who is acting in a professional or commercial capacity.

13.2        The total liability of Visual Workplace B.V. in respect of the Client due to an attributable failure to perform the Agreement is limited to compensation not exceeding the price stipulated for that particular Agreement (including VAT).

13.3        The liability of Visual Workplace B.V. in respect of the Client for indirect damage or loss, which in any case includes – but is explicitly not limited to – consequential damage, lost profit, lost savings, loss of data and damage due to business interruption, is excluded.

13.4        Aside from the cases referred to in the two previous paragraphs of this Article, Visual Workplace B.V. is not subject to any liability at all in respect of the Client for damages, irrespective of the ground on which the action for damages is based. The restrictions set out in this Article, will, however, cease to apply if and insofar as the damage or loss is the result of an intentional act or gross negligence on the part of Visual Workplace B.V..

13.5        Visual Workplace B.V. will only be liable to the Client on account of an attributable failure in the performance of an agreement if the Client issues a proper notice of default to Visual Workplace B.V. without delay stipulating a reasonable period of time in which to remedy the failure, and Visual Workplace B.V. also continues to fail to perform its obligations after that period. The notice of default must contain a description of the failure in as much detail as possible to enable Visual Workplace B.V. to provide an adequate response.

13.6        Any event giving right to compensation is always subject to the condition that the Client reports the damage or loss in writing to Visual Workplace B.V. as soon as possible, but no later than within 30 days after the damage or loss has arisen.

13.7        In the event of force majeure Visual Workplace B.V. is not liable to pay compensation for any damage or loss the Client has incurred as a result.

14. Retention of title

14.1        As long as the Client has not made any full payment on the total amount agreed Visual Workplace B.V. will retain ownership of all the goods delivered.

14.2        Visual Workplace B.V. retains title to all goods sold and delivered by Visual Workplace B.V. to the buyer, as long as the buyer has not paid Visual Workplace B.V. claims under the agreement or earlier or later similar agreements, as long as the buyer has not paid the work performed or to be performed under this agreement or similar agreements, and as long as the buyer has not paid Visual Workplace B.V.'s claims for failing to meet such obligations, including claimed penalties, interests and costs, all this as referred to in Article 3:92 of the Dutch Civil Code.

14.3        The goods delivered by Visual Workplace B.V. that fall under the retention of title may be resold only within the framework of normal business operations and may never be used as a means of payment.

14.4        The buyer is not authorised to pledge the goods falling under the retention of title or encumber them in any other way.

14.5        The buyer hereby gives its unconditional and irrevocable consent to Visual Workplace B.V. or a third party appointed by Visual Workplace B.V., in all cases in which Visual Workplace B.V. wishes to exercise its ownership rights, to enter all places where its property is located at that time and take possession of its property.

14.6        If a third party levies attachment of goods delivered subject to retention of title, or wishes to establish or exercise rights in respect thereof, the buyer will be obliged to notify Visual Workplace B.V. as soon as can reasonably be expected.

14.7        The buyer undertakes to insure and keep insured goods delivered subject to retention of title against fire, explosion and water damage and against theft and shall on request submit the policy of this insurance to Visual Workplace B.V. for inspection.

15. Personal details

15.1        Visual Workplace B.V. will process the Client’s personal details in accordance with the privacy statement published on the Website.

15.2        Visual Workplace B.V. respects the privacy of the users of the Website and ensures confidentiality of your personal details. 

16. Final provisions

This agreement is governed by the laws of the country of establisment of the webshop.

Insofar as not dictated otherwise by mandatory law, any disputes ensuing from the Agreement will be submitted to the competent Dutch court in the district where Visual Workplace B.V. has its registered office.

If any provision set out in these General Terms and Conditions should prove to be void, this will not affect the validity of the General Terms and Conditions as a whole. In that case, the Parties will lay down one or more new provisions in replacement which will reflect the original provision as much as is possible under the law.

The term ‘written’ in these General Terms and Conditions also refers to communication by email and fax, provided that the sender’s identity and the integrity of the email message have been sufficiently established.

17. Contact details

Should you have any questions, complaints or comments after reading these General Terms and Conditions, please contact us by email or letter.

Visual Workplace B.V.
Bijsterhuizen 2436
6604 LL Wijchen
THE NETHERLANDS

+31 24 82 00 265
info@tnpvisualworkplace.nl

Chamber of Commerce 68 82 34 44
VAT NL 857608022B01