GENERAL TERMS AND CONDITIONS OF SALE AND DELIVERY
To ensure a simple, transparent order, payment and delivery service we’ve provided all the information you need. We advise all our customers to carefully read our General Terms and Conditions prior to ordering to avoid any inconvenience for either side.
1. DEFINITIONS AND APPLICABILITY
Loomiosa: Loomiosa Ltd. Business registration number: 13-09-178528, EU VAT number: HU25435148
Customer: any natural person or legal entity who/which places an Order with Loomiosa, or to whom/which Loomiosa issues an Offer.
General Terms and Conditions: these present General Terms and Conditions of Sale and Delivery.
Offer: any offer communicated orally or in writing by Loomiosa to a Customer regarding the purchase of products and/or services from Loomiosa.
Order: any request from a Customer to Loomiosa to supply products and/or services to the relevant Customer.
1.2. These General Terms and Conditions apply to all Offers issued by Loomiosa, as well as to all current and future Orders and (future) Contracts.
1.3. Accepting an Offer, placing an Order (or causing an Order to be placed), or concluding a Contract with Loomiosa will constitute the Customer’s acceptance of the applicability of these present General Terms and Conditions as well as the exclusion of any general terms and conditions imposed by that Customer.
1.4. Deviations from these General Terms and Conditions shall only be valid if Loomiosa consents to such deviations expressly and in writing.
2. OFFERS, ORDERS AND FORMATION OF CONTRACTS
2.1. All Offers, Orders and prices stated by Loomiosa are free of obligation. Loomiosa will be entitled at all times to refuse and/or refuse to process Orders, without giving any reason for said refusal because of – amongst other reasons – the fact that Loomiosa does not and cannot always deliver from its own stock, so its delivery can be dependent on third parties. Therefore, unless agreed otherwise in writing, Loomiosa shall not own any delivery obligation to a Customer whatsoever. Such a delivery obligation shall and will not arise by virtue of the mere fact that Loomiosa did regularly process previous Orders from a Customer during a particular period of time.
2.2. A Contract shall take effect once an offer accepted by Customer has been confirmed by Loomiosa in writing.
2.3. Unless agreed otherwise all other orders may be cancelled or changed within 5 (five) working days following the order confirmation by Loomiosa. Any other change or cancellation of an order is subject to Loomiosa’s written approval and is subject to conditions by Loomiosa. Orders for goods made on demand (“specials”) cannot be cancelled.
3. PRICES, INVOICING AND PAYMENT CONDITIONS
3.1. Quoted prices by Loomiosa are in euro or US dollars, depending on region.
3.2. All prices are exclusive VAT and other government duties or taxes, as well as any costs incurred in the context of the agreement, such as administrative, transport and COD charges. These taxes and costs will be added to the sales price and form a part of the agreed invoiced amount due by Customer.
3.3. All quotations for customers outside the EU and quotations for companies with a valid EU VAT number are not include VAT. Quotations for natural person as customer within the EU are include Hungarian VAT (27%).
3.4. If discount is agreed for the purchase of a certain quantity or range in an order, Loomiosa is not obliged to apply the discount if fewer or different goods than those agreed are actually ordered.
3.5. Unless expressly agreed otherwise, all orders are accepted on the basis of pre-payment.
3.6. Any invoice must have been paid on Loomiosa’s bank account not later than 30 (thirty) calendar days upon invoice date. In case delivery of any order agreed on a pre-payment condition takes place within the aforementioned term, the invoiced amount must be settled at least 5 (five) calendar days prior to the scheduled delivery date. No discount is allowed for early payments.
4. DELIVERY / TRANSPORT COST OR DAMAGE
4.1. Loomiosa shall always use commercially reasonable efforts to deliver the services or goods within the delivery term. However, unless explicitly agreed otherwise in writing, delivery dates communicated in or acknowledged by Loomiosa are approximate dates. Loomiosa shall not be liable or be in breach of its obligations, when delivery is made sooner or later than the communicated delay.
4.2. If the communicated delivery date is exceeded, Customer is still obliged to take delivery of the goods or services, unless before delivery Customer has put Loomiosa in default, allowing Loomiosa with a reasonable period to execute the agreement, and such term has also expired.
4.3. Loomiosa may postpone any delivery in the case of production problems affecting the quantity of goods or the quality of goods produced. If such delay last longer than 4 (four) calendar weeks either party may cancel the order. Loomiosa is not liable for any losses, including lost profits or savings by Customer.
4.4. When Customer fails to take delivery of the goods or services, or fails to provide the information or instructions to enable delivery it is fully liable to Loomiosa for all damages and losses suffered by Loomiosa, such as (but not limited to) transportation costs, extra storage, handling and insurance. Regarding (re-)delivery, Loomiosa may demand prior payment of all aforementioned costs.
4.5. Loomiosa is entitled to partial delivery of the goods or services.
4.6. Upon delivery, Customer shall check the condition of the packaging and, if this has any defects, Customer shall, in the presence of the carrier, open the packaging and check the goods for damage.
4.7. If the goods are damaged Customer shall refuse delivery of the goods and have the carrier take it back. It shall notify Loomiosa within 48 hours by e-mail (email@example.com) with high quality pictures of the condition in which the goods and packaging have been delivered.
5. PRODUCT INFORMATION, CHANGES TO SPECIFICATIONS, COMPLAINTS AND RETURNS
5.1. Minor changes can occur in shape or color depending on the material the good is made of or design of the good.
5.2. Depending on the materials used for its manufacture, the original goods may change in the course of time, due to environmental influences (UV – light and other for lacquered goods, colors, and other).
5.3. Loomiosa is constantly searching to improve its goods. Goods delivered may therefore technically differ from goods ordered.
5.4. For self-assembly products Loomiosa provides detailed assembly instructions which are sent with the product also via e-mail in pdf form if required.
5.5 Loomiosa reserves the right, to change or discontinue colours, types, sizes, ceiling covers or other elements.
5.6. If the goods delivered are not, in the opinion of the Customer, in accordance with the goods ordered or not all goods have been delivered, Customer shall immediately notify Loomiosa by e-mail (firstname.lastname@example.org) and in any event not later than the fifth working day following the delivery date. Loomiosa is not obliged to deal with complaints that have been received beyond this term. Any complaint filed by Customer must be specified as detailed as possible with digital photos annexed to the e-mail.
5.7. If the complaint, according to Loomiosa, is justified, then Loomiosa has the choice: (i) to replace the defect or missing goods, or (ii) to credit Customer the purchase price.
5.8. Defect goods may only be returned to Loomiosa at Loomiosa’s expense after Loomiosa has given its prior written approval or Loomiosa requested to return the defect goods. If the goods have not been received within 15 (fifteen) working days, Customer is supposed to keep the goods and to have withdrawn its complaint.
5.9. In case of replacement of defective goods or goods taken back, the extra costs for mounting, dismounting or re-installation, change of technical installations and other costs are fully at Customer’s charges.
6. SUSPENSION AND TERMINATION
6.1. Loomiosa is entitled to suspend in whole or in part performance of its obligations under any agreement or to terminate the agreement if:
(i) Customer has failed to comply on time, in full or at all with its obligations under previous agreements;
(ii) if having entered into the agreement, Loomiosa has good reasons to fear that Customer will not (be able to) comply with its financial obligations;
(iii) Customer failed to supply the requested security or any adequate security.
6.2. If, due to delay on the part of Customer Loomiosa cannot reasonably be expected to comply with the agreement upon the terms originally agreed, then Loomiosa is entitled to cancel the agreement with immediate effect. Customer shall be liable towards Loomiosa for any and all costs or damages, or loss in profits suffered by Loomiosa.
6.3. Loomiosa is entitled to terminate the agreement if circumstances arise whose nature and extent means that Loomiosa cannot be expected according to the principles of reasonableness and fairness to perform the original agreement.
7.1 Loomiosa warrants for a period of two years from the date of delivery of the materials and the construction except if any defect or damage is the consequence of incorrect use, improper installation, accident, improper storage, or repairs or modifications made without the prior written express consent of Loomiosa, lack of maintenance or due care, or negligence by the Customer.
7.2 A Customer who wishes to claim against the warranty must notify Loomiosa in writing within 48 hours of the discovery of a defect, upon which Loomiosa customer service will explain the procedures and where to return the product. The Customer shall return the product at its expenses with a copy of the original invoice.
8. LIMITATION OF LIABILITY
8.1. Without prejudice to any mandatory legal rules, the following
(i) Regarding goods delivered by Loomiosa:
Loomiosa shall not be liable for any lost profits or savings, loss of reputation or goodwill, indirect or incidental or consequential damages arising out or in connection with the sale of the good(s) or the use of these whether or not any claim is based on tort, warranty, contract or any other legal possibility, even in the circumstances that Loomiosa has been advised of any risks.
Loomiosa’s aggregate and cumulative liability shall not exceed an amount equal to 50% of the purchase value aggregate and cumulative.
(ii) Regarding services rendered by Loomiosa:
Loomiosa declines any liability for damages as a result of the use of services rendered by Loomiosa.
Loomiosa’s liability shall at all times be limited to the maximum amount covered by Loomiosa’s insurance for the type of damages.
9. INTELLECTUAL PROPERTY RIGHTS AND COPYRIGHTS
9.1. Loomiosa retains the rights and powers it accrues on the basis of the Copyright Act and other intellectual and industrial legislation and regulations relating to all the goods or services it supplies, insofar as these rights do not belong to any third party.
9.2. Customer may not have goods supplied by Loomiosa copied elsewhere, or manufacture imitations thereof that differ in only minor details from the goods supplied, or become directly or indirectly involved in this.
9.3. Copyright or any other intellectual property right on sketches, designs or models in whatever phase of elaboration these are and have been delivered to or shown to Customer, remain the full property of Loomiosa and may not be used otherwise than agreed in writing and solely for that specific purpose. Any permitted use does not mean that intellectual property rights have been transferred.
9.4. Without a prior written permission by Loomiosa, Customer is not allowed to copy pictures, designs, brochures and other material or to use the information on its internet site. Permission by Loomiosa does not affect the rights of the author of the information provided.
10. APPLICABLE LAW / DISPUTES
10.1. All contracts are subject to the law of Hungary.
The court with exclusive jurisdiction is that covering the area where Loomiosa has its registered office at the time a dispute arises. This also applies if the goods have been delivered in part or entirely abroad or if Customer has its registered office or is domiciled abroad, unless mandatory law provides otherwise.
10.2. The parties shall always endeavor to resolve a dispute amicably, before any application is made by either party to the court.
10.3. The terms of the United Nations convention on Contracts for the International Sale of Goods (the Vienna Sales Convention) shall not apply.
11. FINAL TERMS
11.1. In the event that these general terms and conditions are available in a language other than Hungarian, and there is any dispute as to interpretation or explanation, the Hungarian text of these general terms and conditions shall prevail.
11.2. The version that is binding is the latest version published on www.loomiosa.com/terms-and-conditions/ at the time the agreement is entered into.
11.3. If any provisions in these general terms and conditions are void or revoked by the courts, the remaining provisions remain in force. Loomiosa and Customer shall negotiate substitute provisions that are in line with the original provisions in terms of purpose and scope.
Budapest, Version December 2019