General Terms and Conditions, including disclaimer Florapictures B.V.
- These General Terms and Conditions apply to all offers, quotations, and agreements, as well as to all sales and deliveries of products by Florapictures, hereafter referred to as Florapictures.
- Any offer or quotation provided by Florapictures to the buyer - hereafter referred to as the customer - is not binding, unless explicitly stated to the contrary.
- Agreements between Florapictures and the customer are valid if and when orders have been accepted in writing by Florapictures. Florapictures is free (within its accepted business operations) to accept or reject orders. Offers and quotations remain valid for up to 60 days, to be calculated from the date of issue, unless explicitly stated otherwise.
Price and delivery times
- Unless otherwise agreed in writing, the selling price is calculated on the basis of pre-delivery at the Florapictures office. All prices are exclusive of VAT if applicable, transport, and installation.
- The delivery times quoted by Florapictures and the relevant specifications, measurements, designs, drawings, diagrams, and suchlike, have been drawn up by Florapictures to the best of its ability and knowledge. Delays and/or deviations from specifications do not entitle the customer to postpone or to reject delivery and/or payment for the product, nor does the customer have any claim to compensation.
- By delivery time is meant the time within which Florapictures is obliged to fulfil the agreement. The delivery time is valid from the moment Florapictures has confirmed the order in writing, and is in possession of all the information provided by the customer and/or products and, if applicable, after Florapictures has received the required advance or payment and/or the required guarantee. The delivery time can in any case be extended as a result of any modification to the agreement desired by the customer.
Definitions of terms
- In these General Terms and Conditions, the following definitions will be used:
- *Equipment*: the computer system including peripherals and system software;
- *Software*: the computer software and/or photo material, provided for the benefit of the customer;
- *Installation*: the moment at which the software is loaded onto the equipment of the customer and the same time as that at which Florapictures demonstrates to the customer that the software is running successfully on the equipment.
Right of use of the software
- All software, including any additions and new versions made available to the customer, are made available to the customer on the basis of a right of use under the condition that the software be used solely on the equipment configuration on which the software is to be installed.
- With the exception of the rights explicitly stated in these General Terms and Conditions, this right of use does not give the customer any rights of intellectual property over the software or the documentation, or of the author rights, patent rights or trademark rights embodied in it, or used in relation to it.
- Customer is permitted to produce a reasonable number of copies of the software exclusively for the purpose of own back up or archiving. Except insofar as such is allowed by these General Terms and Conditions, the customer may not copy the software. All specifications and conditions of these General Terms and Conditions are applicable to all copies of the software.
Maintenance, support, and compensation
- Agreements for maintenance are signed and valid for a period of at least one year and are renewed automatically for the same period, unless explicitly cancelled. Both parties may cancel such agreement towards the end of the valid period, with a period of notice of at least three months.
- By maintenance is meant that during the working hours regarded by Florapictures as normal:
- By Florapictures when and if available updates and releases, and documentation are provided, as well as:
- E-mail assistance provided by Florapictures with respect to the software, under which is included; signalling, analysis, and correction of errors as far as possible per mail. The normal working hours of Florapictures are: Monday through Friday from 08:30 till 17:00, with the exception of all public holidays observed by Florapictures.
- Maintenance and support is carried out by Florapictures with the observance of a response time of between 1 and 40 office hours.
The customer is obliged:
- To operate the software and equipment in a normal and judicious manner, in accordance with its purpose, and the documentation provided to the customer; not to make any modifications to the software or equipment, unless written permission has been granted for this by Florapictures;
- In the case of a breakdown, to immediately cease using the software and equipment and to report this at once to Florapictures;
- To provide their personnel with thorough training in the use of and the application of the equipment and software, and to take responsibility for supervision and management of the use of the equipment and software;
- To grant Florapictures unrestricted access to the equipment and software;
- Florapictures is not obliged to carry out maintenance and support if and when the customer has not been in observance with the obligations stated in article 7 above. Any work that is required to be carried out shall be charged to the customer at the rates set by Florapictures that are applicable at that time. Any work carried out by Florapictures that constitutes more than that which has been agreed shall also be charged separately to the customer at the rates set by Florapictures that are applicable at that time.
- Causes of breakdowns that cannot be attributed to Florapictures include, but are not limited to: breakdowns that are a result of causes unrelated to the software or equipment, such as operational errors, errors in the communication lines and/or power supplies, utility goods, faults in equipment, incorrect installation, modifications carried out by the customer and/or a third party.
Limited guarantee and restriction of liability
- Claims for compensation must be reported in writing to Florapictures within six (6) months of the damage being caused, under penalty of being rendered invalid. Florapictures is in no way liable for indirect damage such as, but not limited to, damage which is related to the loss of data, profit sharing as a result of the malfunctioning or partly functioning of its products, or any other subsequent damage. Customer shall fully indemnify Florapictures against this damage. Customer also indemnifies Florapictures for all liabilities of third parties as a result of damage caused, or in relation to the products supplied by Florapictures.
- If one of the parties is reasonably prevented from partly or fully fulfilling its obligations, as laid down in an agreement, as a result of force majeure, the party afflicted by force majeure is justified in delaying any or all of the obligations yet to be fulfilled for the duration of the force majeure.
- The party afflicted by force majeure is obliged to inform the other party as soon as possible after the force majeure has occurred of this force majeure and to give an indication as to the likely duration of the force majeure.
Reservation of Title
- Florapictures retains the right of ownership to all products supplied by Florapictures to customer in the broadest sense of the word. The ownership of these products shall not be transferred to the customer until the customer has fulfilled all payment obligations - whichever these may be - with respect to Florapictures. No right of ownership to software/equipment or any part thereof shall be transferred to the customer unless and until an agreement in writing to this effect has been completed with Florapictures. If, and to the extent that, at some future date the working of the article should be restricted to the disadvantage of Florapictures as a result of a statutory regulation, the customer commits itself, at the first request of Florapictures, to establish a non-possessory pledge for use by Florapictures with respect to the products delivered to the customer as security for all existing and future amounts owing by the customer.
License terms using photo's of Florapictures.com
- Having bought a license the purchaser has the following rights of usage:
- The purchaser buys a single right of usage of a picture. For every subsequent usages by the purchaser, a new agreement is required. Pictures remain the property of florapictures.com.
- It is forbidden for the purchaser to sell, or handover, the pictures to a third party.
- For usage at the internet it is only possible through deeplinking. This is a separate product. Please choose the appropriate product at the website.
- Having bought a Labelonline license, the buyer has the limited right to print labels and other material for own usage and not for individual resale.
- It is not allowed to use the pictures for illegal or punishable purposes.
- It is not allowed to use the pictures for the production of products which are intended to be sold, where the price of the products is based on the quality of the pictures (like postal card, calendar, poster).
Return of goods:
- Goods, excluding photo's and additional information, can be returned within 8 days after receiving the goods, when in original packing and in the state the were shipped to you. Florapictures will refund the payment excluding transport- and administration cost, into your bank-account. In case of returning goods, it should be announced in advance by email to email@example.com, with the appropriate reason, bank details and address. No cash refunds are made at any time. Goods should be sent to FP, Schrevenweg 4, 8024 HA, Zwolle, NL
- All payments should be made at or before the invoice date unless otherwise explicitly agreed. Payments should be made without any discount or compensation into the bank account as specified by Florapictures. (see payment facilities on the website)
- Florapictures retains the right at all times to demand full payment in advance, in cash on delivery, or other assurances, prior to the delivery and/or installation.
- Should the customer not fulfil its payment obligations, whether partially or in full, or on time, Florapictures has the right, without the intervention of a court of law and without further notice of default, to delay the delivery and/or installation, while retaining its right to claim for compensation. From the 8th day following the due date, the customer is obliged to pay the interest on all late payments at a rate of 1% for each month or part of a month with which the due date is exceeded. At the same time, the customer must pay the extra-judicial collection costs, with a minimum of 10% of the amount in arrears, irrespective of any further future right to compensation that Florapictures may have.
Applicable law and choice of forum
- The relation between Florapictures and customer is subject only and exclusively to Dutch Law;
- In the case of disputes which may arise from agreements entered into and/or services provided, the high court, Zwolle is deemed to be sole authority.