Terms & Conditions

1. Applicability of these terms and conditions
1.1 These terms and conditions apply to all offers made by and all agreements to be concluded between Wesh International, with its registered office in The Hague (‘Seller’) and a counterparty (“Customer”) for the delivery of products (" Products‘) and services (’Services") by the Seller, as well as to the legal acts underlying that agreement.
1.2 Additional and deviating terms and conditions shall only apply if and insofar as this has been expressly agreed in writing.

2. Conclusion of the agreement
2.1 Verbal offers and commitments are only binding on the Seller after and insofar as the Seller has confirmed them in writing. All offers made by the Seller are without obligation, in whatever form, unless expressly stated otherwise in writing. If the Customer has sent the Seller a statement containing an offer or acceptance by electronic means, the agreement shall be deemed to have been concluded if the Seller has either confirmed that statement from the Customer by electronic means or has commenced delivery of the Products and/or Services.
2.2 Orders placed verbally must be confirmed in writing by the Customer if required by the Seller.
2.3 The sending of offers and/or documentation by the Seller does not oblige us to accept an order.
2.4 The Seller and the Customer expressly agree that the use of electronic forms of communication constitutes a valid agreement as soon as the conditions have been met. In particular, the absence of a regular signature does not affect the binding force of the offer and its acceptance. The Seller's electronic files shall, to the extent permitted by law, serve as a proof of evidence.

3.1 Prices are based on the type and scope of the Products and/or Services to be delivered as stated on the internet and in quotations. Prices are Ex Works (Incoterms 2000), excluding VAT.
3.2 The Seller has the right to change the agreed prices prior to delivery in the event of increases in the prices of cost factors such as fluctuations in exchange rates, raw materials, labour costs or in the event of government measures, if these increases or measures occurred after the conclusion of the agreement but before the time of delivery.
3.3 All prices are net unless expressly stated otherwise in writing.

4. Delivery
4.1 Unless expressly agreed otherwise in writing, delivery shall take place Ex Works (Incoterms 2000) Seller. Notwithstanding the provisions of Article 3, a surcharge shall be added to the prices for deliveries of small quantities of Products; such deliveries of small quantities and surcharges are described in more detail in the quotations.
4.2 The Buyer is obliged to take delivery of the Products at the time they are delivered to it and, if it has been agreed that the Seller will also perform Services, to offer the Seller every opportunity and cooperation to do so.
4.3 If the Buyer refuses to take delivery or is negligent in providing information or instructions, or in otherwise cooperating as necessary for the acceptance of Products and/or Services, the Seller is entitled, at the Buyer's expense and risk, to take all measures (such as storage with third parties) that the Seller deems desirable, without prejudice to the Seller's right to claim the purchase price or stipulated compensation, or to deliver to a third party. The additional costs and any damage incurred by the Seller in this case
4.4 Delivery times or other deadlines specified by the Seller shall never be regarded as a strict deadline, unless expressly agreed otherwise in writing. In the event of late delivery of Products and/or late performance of Services, whether or not notified in advance by the Seller to the Buyer, the Seller shall therefore be declared to be in default, whereby the Seller shall be given a period of time that it considers reasonable to still fulfil its obligations. If this extended period is exceeded, the Customer shall only be entitled to terminate the agreement insofar as no Products have yet been delivered or Services performed. However, the Seller shall never be liable for consequential damage, including but not limited to loss of profit and trading loss, as a result of delays.

4.5 The Seller is permitted to execute orders in parts. If orders are executed in parts, the Seller is entitled to invoice each part separately.
4.6 The Seller is entitled to charge the costs of any packaging separately. The packaging will not be taken back. However, if the Seller is required to do so by law or regulation, the costs associated with taking back or processing this packaging will be borne by the Buyer. When ordering electronic devices, recycling contributions will be charged where applicable.

5. Printed Products
5.1 If the Seller receives orders for products to be printed for the Customer (‘Printed Products’), the Customer is obliged to supply directly reproducible material of good quality, in the reasonable opinion of the Seller.
5.2 You may order a sample copy at any time to assess the quality or exact colours.
5.3 The Seller shall only be obliged to provide a proof of Printed Products (‘Proof’) prior to the manufacture of such products if and insofar as this has been expressly agreed in writing before or at the time of concluding the agreement. In such cases, the Seller shall be obliged to send the Customer a Proof for approval.
5.4 All costs related to the work to be performed by the Seller for the Print Products are included in the price, unless expressly agreed otherwise in writing.
5.6 The Seller is entitled to deliver and invoice the Customer for 5% more or less than the number of Print Products specified by the Customer in the order.

6. Textile Products
6.1 If the Seller receives orders for textile products, the colour, type and size of which are determined by the Buyer (‘Textile Products’), the Buyer may order a sample (‘Sample’) of such products. The order for a Sample must be expressly agreed in writing by the Buyer and the Seller before or at the time of concluding the agreement.
6.2 Notwithstanding the provisions of Article 11, in the event that a Sample has been ordered by the Buyer and approved in accordance with Articles 6.2 and 6.3, all possible claims to the effect that the products delivered to the Buyer do not comply with the agreement shall lapse.
6.3 All costs related to the work to be performed by the Seller for the Textile Products are included in the price, unless expressly agreed otherwise in writing.
6.4 The Seller is entitled to deliver and invoice the Customer for 5% more or less than the number of Textile Products specified by the Customer in the order.

7. Payment
7.1 Payment must always be made on a pro forma invoice basis, unless the Seller and the Customer have expressly agreed otherwise in writing. After delivery of the Products, the final invoice will be sent. This invoice may differ from the pro forma invoice as a result of over- or under-delivery or changes to the order after it has been placed.
7.2 If the Customer has not made a valid objection to the invoice amount in writing within 7 days of the invoice date, he will be deemed to have approved this amount.
7.3 In the event of late payment by the Customer, all reasonable costs incurred in obtaining payment out of court shall be borne by the Customer, including in any case the costs of collection agencies, bailiffs and solicitors, which costs shall amount to at least 15% of the total amount due, with a minimum of €500 (excluding VAT). The provisions of this paragraph do not affect the other rights to which the Seller is entitled under the law or these general terms and conditions.
7.4 The Buyer is obliged to reimburse all costs incurred by the Seller in connection with legal proceedings in which the Buyer has been found to be wholly or predominantly in the wrong. These costs shall in any case include the costs of external experts, bailiffs, solicitors and the like, even if these exceed the amount awarded by the court in the matter.

8 Conformity
8.1 Samples and models are provided for illustrative purposes only. No rights may be derived by the Customer from images of Products in catalogues/on the internet/in quotations and/or other advertising or promotional material of the Seller or from general recommendations made by the Seller.

9. Permits, etc.
9.1 The Customer is responsible for ensuring that all permits, concessions, licences, authorisations, etc. that may be necessary for the Seller to be able to deliver the products and for the Seller to be able to otherwise fulfil its obligations are obtained in a timely manner and in the correct form.
9.2 The costs associated with obtaining such permits, concessions, licences, authorisations, etc. shall be borne by the Customer

10. Retention of title
10.1 The Seller retains title to the Products delivered and to be delivered to the Customer until full payment has been received in respect of all purchase prices, as well as any amounts owed by the Customer in respect of the Services provided and claims due to the Customer's attributable failure to fulfil its obligations.
10.2 As long as ownership of the delivered Products has not been transferred to the Buyer, the Buyer may not pledge the Products or grant any rights to them to a third party.
10.3 The Customer is obliged to store the Products delivered under retention of title carefully and as recognisable property of the Seller. It is also obliged to insure these Products against fire and water damage and theft. Any claims by the Customer under these insurance policies shall be pledged by the Customer to the Seller at the Seller's first request, as additional security for the Seller's claims against the Customer.