GENERAL TERMS AND CONDITIONS OF HARMAN CONSUMER NEDERLAND B.V. FOR ONLINE SALES AND DELIVERIES OF PRODUCTS
Harman Consumer Nederland B.V. has its registered office in Rotterdam, the Netherlands, and is listed with the Amsterdam Chamber of Commerce under file number 23081051. Harman’s business address is Herikerbergweg 35, 1101 CN Amsterdam Zuidoost.
1.1 The following definitions apply in these General Terms and
• Terms and Conditions: these General Terms and Conditions of Harman for Online Sales and Deliveries of Products;
• Harman: Harman Consumer Nederland B.V., operating under the name Harman, telephone number + 31 20 563 08 00, (Harman Customer Service), opening times Monday to Friday from 10:00 to 16:00 (except for legally recognized public holidays) at the applicable, announced calling rates, email address Webshopemail@example.com
• Customer: any natural or legal person or partnership that is a party to or is involved in any legal act or act referred to in Article 1.2., or toward whom any legal act or act referred to in that article is directed, or from whom a request as referred to in that article originates;
• Products: all items that Harman offers for sale to its customers through its Website;
• http://uk.akg.com also accessible via www.akg.com/shop
• http://uk.harmankardon.com also accessible via www.harmankardon.com/shop
• http://uk.infinitysystems.com also accessible via www.infinitysystems.com/shop
• http://uk.jbl.com also accessible via www.jbl.com/shop
1.2 The Terms and Conditions apply to all offers, order confirmations, deliveries of Products and invoices from Harman to the Customer, to every order from the Customer to Harman, and to all agreements between Harman and the Customer as well as to every request by the Customer for the delivery of Products and, regardless of whether an agreement is or has been established, between Harman and the Customer.
1.3 The Terms and Conditions also apply to any and all use by the Customer of Harman’s Website.
1.4 Before or when an agreement is concluded, Harman will ensure that these Terms and Conditions are provided to the Customer, in electronic format or otherwise. Customers are themselves responsible, if they so wish, for saving and printing the Terms and Conditions and the agreement on a durable data carrier, using the facilities available on the Website, and for keeping the saved copy permanently available.
1.5 Notwithstanding any statutory obligations on the part of Harman itself to store the agreement and/or the Terms and Conditions, Harman is not obliged to keep any archived agreement and/or the Terms and Conditions available for the Customer at all times.
1.6 General terms and conditions observed by the Customer or other terms and conditions are not applicable. The Customer may only rely on alternative and/or additional terms and conditions if and to the extent that Harman accepts them in writing. Such alternative or additional terms and conditions do not affect the applicability of the other provisions of the Terms and Conditions, and will apply exclusively to the agreement for which they are specifically and explicitly agreed to in writing.
1.7 Harman reserves the right to change and/or make additions to these Terms and Conditions.
2.1 Any communication between Harman and the Customer may be made electronically, unless explicitly provided otherwise by the Terms and Conditions and/or the agreement and/or the law.
2.2 Harman’s saved version of the communication in question will constitute evidence of this, except where the Customer has counterevidence.
2.3 Electronic communications will be deemed to be received on the date of transmission, unless the recipient has proof to the contrary. If the communication is not received because of delivery and/or accessibility problems regarding the Customer’s email box, this risk will be borne by the Customer, even if the email box is located with a third party.
3. FORMATION OF AND WITHDRAWAL FROM AGREEMENTS
3.1 Any statement by Harman on the Website regarding the availability of Products constitutes an invitation to make an offer. Every agreement is entered into under the suspensive condition that the Products in question are sufficiently available. An agreement is concluded by Harman’s confirmation of the Customer’s order. Confirmation may be made electronically (e.g. through the Website, by email or text message, or by similar technologies) or, if agreed, in writing.
3.2 Harman reserves the right to be able to refuse orders by
Customers at any time. If Harman avails itself of the right to refuse an order,
Harman will notify the Customer of this as soon as possible following receipt
of the Customer’s order.
3.3 Information, images, communications, advertisements, quotations etc. placed on the Website or sent by email or any other means of communication about all offers and the major characteristics of the Products will be provided as accurately as possible. However, Harman does not guarantee that all offers and Products correspond fully with the information provided. In principle, minor differences may not constitute cause for compensation and/or termination (including partial termination) of the agreement.
3.4 When purchasing the Products through the Website, Customers who do not purchase the Products in the exercise of their profession or business are allowed a period of 7 (seven) days to withdraw from the agreement without stating reasons. This period commences on the date following receipt of the Product by or on behalf of the Customer.
3.5 For as long as the Customer is entitled to withdraw from the agreement as referred to in Article 3.4, the Customer will treat the Product and its packaging with due care. The Customer may only unpack or use the Product as reasonably necessary in order to decide whether he wishes to keep the Product. If the Customer exercises his right to withdraw from the agreement, he will return to Harman the Product(s) as well as all its/their accessories and parts in new condition in the original and undamaged and unmarked packaging through the carrier designated by Harman, and in accordance with Harman’s instructions as stated on the Website.
3.6 The right to withdraw from an agreement as referred to in Article 3 paragraphs 4 and 5 does not apply to software if the Customer has broken the seal.
3.7 If the Customer avails himself in a timely manner of the right to withdraw from an agreement as referred to Article 3.4 and in addition has satisfied the requirements of Article 3.5 and the Product in question is not one referred to in Article 3.6, Harman will ensure that the Customer is reimbursed for the amount that the Customer paid Harman within 30 (thirty) days.
3.8 In exercising the right to withdraw from an agreement as referred to in Article 3.4, Customers must return the Product(s) in accordance with Harman’s instructions. Harman will not accept Products that are not returned in accordance with its instructions. The costs of returning the Product(s) will be borne by the Customer. Therefore, Harman will deduct the transport costs from the reimbursement referred to in Article 3.7.
4.1 The price that is applicable to the Product at the time of order is in euro and is inclusive of Dutch VAT, and exclusive of any statutory disposal contribution and transport or delivery costs. The percentage and amount of VAT as well as any statutory disposal contribution and transport or delivery costs will be specified on each invoice.
4.2 Harman may at all times correct manifest mistakes in the price or description of a Product on the Website. However, any Customer who has decided to enter into an agreement based on such mistakes may cancel this agreement within 7 (seven) days after Harman has informed the Customer of the mistake(s) in question.
5.1 Unless explicitly provided otherwise in writing, payment must be made by the means specified on the Website, without prejudice to the provisions of Article 5.4.
5.2 Certain means of payment may only be used if the requirements of such means, such as an investigation of the Customer’s creditworthiness, authentification of the Customer and authorization have been met. If such conditions apply, they will be indicated on the Website.
5.3 If the Customer decides to make payment by means of a credit card issued by a third party or an electronic payment method, the terms and conditions of the card issuer or bank will apply. Harman is not a party to the relationship between the Customer and the card issuer or bank.
5.4 Customers who meet their payment obligations only in part, or fail to meet them or do not meet them in a timely manner, will be deemed to be in default by operation of law and any amount still owed to Harman will be immediately due and payable without further demand or notice of default, increased by the statutory (commercial) interest rate calculated from the day following the expiration of the agreed period for making payment, part of a month counting as a full month.
5.5 All judicial and extrajudicial costs incurred by Harman for collecting amounts owed by a Customer will be borne by the Customer. Extrajudicial costs will be at least 10% (ten per cent) of the amount owed (including the interest referred to in Article 5.4) but no less than EUR 150, without prejudice to Harman’s right to claim actual costs incurred if these are higher.
5.6 Any payment made by a Customer will first be applied toward any costs owed, or any interest owed, and, following full payment of these amounts, toward the Customer’s earliest outstanding invoice, regardless of whether the Customer states something otherwise upon making payment.
6. DELIVERY, DELIVERY DATE, TRANSPORT AND RISK
6.1 Harman will deliver the Products ordered to the delivery address stated by the Customer. For every order, the Customer must state whether the delivery address is the same as the billing address; it is possible to give a different delivery address.
6.2 Deliveries will be made solely in the Netherlands, and no deliveries will be made to a post office box address. Delivery of the Products ordered will be carried out by a carrier enlisted by Harman.
6.3 Orders will be delivered as quickly as possible after the order has been confirmed and the method of payment as stated by the Customer has been processed. In principle Harman endeavors to have its carrier deliver an ordered Product to the Customer within 10 working days, unless indicated otherwise by Harman. In principle, deliveries will be made on working days between 9:00 a.m. and 5:00 p.m.
6.4 If a Customer orders a Product that is temporarily out of stock, Harman will let the Customer know when that product will become available again.
6.5 If a Customer is not present on the first working day that the ordered Product is delivered, the carrier will deliver the Product again on the next working day. An ordered Product will be delivered to the Customer a total of 3 (three) times. If the Customer is unable to take receipt of the Product, the Customer will receive a card in the letterbox. The card will state a telephone number that the Customer can phone to make a new appointment for delivery.
6.6 The transport and delivery costs that the Customer must pay on ordering a certain Product are stated explicitly on the website.
6.7 Agreed delivery times or dates are approximate only and are never deemed to constitute a deadline. If a Customer has yet to meet an obligation toward Harman on any basis whatsoever, including making advance payment, whether by installment or otherwise, Harman is entitled to suspend delivery or supply of Products. If a delivery time or date is exceeded because the Customer did not give clear instructions in respect of delivery, supply or other matters, or did not furnish other information and/or carry out other acts required for delivery, or if a circumstance should occur that cannot be attributed to Harman and that formed an obstacle to delivery by or on the time/date for delivery, the time/date for delivery will be extended by the amount of time by which the performance of the agreement was delayed or interfered with.
6.8 If delivery of a Product is delayed, or if an agreement cannot be carried out in full or in part, the Customer will be informed of this within 5 working days after Harman has sent the order confirmation.
6.9 If a delivery time or date is exceeded, the Customer is never entitled to reimbursement by Harman of any direct or consequential damage.
6.10 Early part-deliveries are permitted at all times. A Customer is obliged to accept such a delivery by Harman. The Terms and Conditions also apply to part-deliveries.
6.11 From the time at which it is delivered, the Product is the Customer’s financial responsibility and risk.
7. RETENTION OF TITLE
7.1 All Products delivered by Harman will remain the property of Harman until the amount due under the agreement is paid in full, including any interest and costs of collection due.
7.2 If third parties allege that they have rights in respect of the Products delivered by Harman that are subject to retention of title, or wish to create a right in respect of these Products or wish to attach them, the Customer must inform Harman of this without delay. In that case Harman is authorized to remove the Products in question or to cause them to be taken away from the Customer’s premises temporarily or permanently, to take them back and/or to store them or have them stored elsewhere.
7.3 All costs related to the exercise of retention of title, including the costs of transport and storage will be borne by the Customer.
7.4 If Harman exercises its right to retain title, Harman is at all times entitled, but not obliged, to sell the Products to one or more third parties and the Customer will be credited by Harman for the market value of the Products or their sale value (said value to be determined by Harman), whichever amount is lower, less all costs incurred for taking them back and without prejudice to Harman’s right to reimbursement in full of the damage it suffers arising from the Customer’s failure to perform.
8. CONFORMITY AND WARRANTY
8.1 Harman warrants that the Products comply with the agreement, the specifications stated in the offer, the reasonable requirements of soundness and/or practicability and the statutory provisions and/or government regulations in existence on the date on which the agreement was concluded.
8.2 An arrangement offered as a guarantee by Harman, the manufacturer or importer does not prejudice the rights and claims the Customer can assert vis-à-vis Harman in respect of a failure by Harman to perform its obligations under the law and/or the agreement.
8.3 A manufacturer’s warranty may be connected with Products bought from Harman by a Customer who is not acting in the exercise of his profession or business. The Customer will find information about this in or on the packaging of the Product in question or on the Website of Harman: uk.akg.com // uk.jbl.com // uk.harmankardon.com // uk.infinitysystems.com
8.4 Harman does not furnish any (additional) warranty on the Products it supplies, but – even if a manufacturer’s warranty applies as meant in article 8.3 – it will comply in full with the statutory obligations to which it is subject as a seller in relation to conformity of Products sold as meant in sections 7:17 and 7:18(2) of the Dutch Civil Code (“DCC”) toward a Customer who is not acting in the exercise of a profession or business. In the event of non-conformity, Harman guarantees that it will provide for repair or replacement of the Product in question within a reasonable term, in accordance with the provisions in this respect in sections 7:21 and 7:22 DCC and provided the Customer meets his obligation to submit a complaint as stated in section 7:23 DCC. In the event of non-conformity, or if repair or replacement is not possible or cannot reasonably be required of Harman, of if Harman cannot provide for repair or replacement within a reasonable term and/or without serious inconvenience to the Customer, the Customer is authorized to terminate the agreement, either in full or in part, with due observance of the provisions in this respect in section 7:22(1)(a) DCC.
8.5 A Customer may only claim a statutory warranty from Harman if the Product is bought through Harman’s Website.
8.6 The statutory period of guarantee commences when the Product is delivered, and the invoice serves as guarantee certificate.
8.7 In the event of a defect in or to a Product that results from inexpert or improper use, external contingencies in the broadest sense of the word, disassembly or de-installation, deliberate intent or gross negligence on the part of the Customer, the Customer can in no case make a claim against Harman under the warranty.
8.8 If, during the investigation conducted by Harman or by the manufacturer, it should prove that a third party has attempted to repair the Product, the Customer cannot make a claim against Harman under the (statutory) warranty, except in a case as meant in section 6:21(6) DCC, unless Harman has given written advance permission to do so.
8.9 If the type or serial number of the Product has been removed or altered or is illegible, the Customer forfeits any and all claims under Harman’s (statutory) warranty.
8.10 If a Customer makes a claim under the (statutory) warranty, he must cooperate with Harman to the extent necessary, inter alia by enabling Harman to conduct an investigation of the circumstances under which or in which the Product was used and the manner in which the Products were installed.
9. INTELLECTUAL PROPERTY RIGHTS
9.1 All intellectual property rights in relation to the Products sold and supplied by Harman remain the property of Harman or – if applicable – its supplier(s) or subcontractor(s), including entities affiliated with Harman or linked with it in a group, accrue exclusively to Harman or – if applicable – its supplier(s) or subcontractor(s). This includes copyrights, patent rights, trademark rights, design rights, know-how, the right to a trade name, database rights and exclusive licensing rights. The delivery of a Product originating from Harman cannot be deemed to be an explicit or implicit license to use, publish, reproduce, decompile, exploit or release to third parties any intellectual property rights, unless written permission for this has been obtained from Harman.
9.2 All drawings, documents, technical details, specifications, instructions, advertising material and/or other information furnished to the Customer by Harman or – if applicable – its supplier(s) or subcontractor(s), including entities affiliated with Harman or linked with it in a group, that are or might be the subject of any right of intellectual property or of a comparable right, will remain the property of Harman or – if applicable – its supplier(s) or subcontractor(s), licensor(s) and will be returned to Harman at Harman’s first request.
9.3 A Customer will inform Harman without delay if he should ascertain that a third party is infringing any intellectual property right of Harman or – if applicable – its supplier(s) or subcontractor(s), or if a third party should make any claim vis-à-vis the Customer in connection with the intellectual property rights of Harman or – if applicable – its supplier(s) or subcontractor(s), including entities affiliated with Harman or linked with it in a group. If Harman should so request, the Customer will cooperate to any reasonable extent required so that the infringing acts or the dispute can be terminated as soon as possible.
9.4 If a third party, on the basis of any alleged right, should object to having in stock or delivering any products referred to above, Harman is authorized to cease delivery, without being obliged to pay the Customer any compensation on that basis.
9.5 In the event that the Customer infringes any intellectual property right as described in this article 9, Harman can claim from the Customer an immediately and directly due and payable penalty of EUR 1 000, which will not qualify for set-off, per violation and for every day that this violation occurs, without prejudice to Harman’s entitlement to compensation of damage in full.
10.1 Information on the Website is purely intended for information purposes and is not meant as advice. If Harman includes on its Website links to other websites that may be of interest to Customers, Harman is not liable for any damage Customers may suffer as a result of visiting such website. Such damage includes but is not limited to that caused by a virus or through inaccuracy or incompleteness of the information posted on that website.
10.2 Harman’s liability toward the Customer is in all cases assessed on the basis of section 7:24 DCC or, in the event that this provision does not apply, the applicable mandatory rules of law.
11.1 If any of the provisions of the Terms and Conditions is invalid or is declared to be void or non-binding, this does not alter the validity of the other provisions. In the event that one or more provisions have been or are declared to be invalid, void or non-binding, Harman and the Customer will agree alternative provisions that are valid and that most closely approximate the content and tenor of the provision(s) that proved to be invalid, void or non-binding.
11.2 Any rights and obligations arising from these Terms and Conditions for the Customer are non-transferable, unless this is stipulated in so many words in these Terms and Conditions or it has been explicitly agreed with Harman in writing.
11.3 Changes or additions to any provision in the Terms and Conditions are only valid if they have been agreed by the parties in writing.
11.4 The chapters and headings in these Terms and Conditions serve solely for the convenience of the reader and cannot influence the content or the meaning of the provisions in these Terms and Conditions. 11.5 In the event of circumstances beyond Harman’s control, the Customer is only entitled to compensation from Harman if Harman enjoys a benefit in connection with its failure that Harman would not have had in the event of proper performance. In that case the Customer is entitled to compensation of his damage up to a maximum of the amount of the benefit enjoyed by Harman.
12.1 If a Customer is a natural person, he is deemed to have read Harman’s privacy statement (which can be accessed here [
]) and to agree to the forms of processing of his personal details as described therein.
13. REPORTING COMPLAINTS
13.1 If a Customer is not satisfied with the way in which Harman is implementing or has implemented the agreement, the Customer can report his fully and clearly described complaint to Harman within due time.
13.2 A Customer can apply to Harman’s customer service department with any questions and/or complaints in relation to the products supplied by Harman. The customer service department can be reached at [ + 31 20 56 630 800 or via firstname.lastname@example.org (Monday till Friday from 10:00 till 16:00].
13.3 Complaints submitted to Harman will be answered by Harman within a term of 10 working days after the day of receipt. If an answer to a complaint requires a foreseeably longer period, Harman will send the Customer confirmation of receipt of the complaint within the aforementioned term. This notification will also contain an indication of the period within which the Customer can expect a more extensive notification.
14. CHOICE OF LAW AND FORUM
14.1 Dutch law applies to all obligations between Harman and the Customer, to the Website, to these Terms and Conditions and to all contractual and non-contractual obligations arising therefrom or related thereto, with the exception of the rules of conflict of laws under Dutch international private law. The applicability of the United Nations Convention for the International Sale of Goods (CISG) (Vienna, April 11, 1980) is explicitly ruled out.
14.2 Any disputes in the matter of or arising from or related to an agreement concluded with Harman, an offer or quotation or order which is subject in full or in part to the Terms and Conditions, these Terms and Conditions as well as any contractual or non-contractual obligations arising therefrom or related thereto, will be submitted solely to the competent court. These Terms and Conditions have been filed with the Chamber of Commerce and Industry for Amsterdam under number 23081051. The version most recently filed there is the applicable version.