About Us - Holland Hardware B.V. - Your independent hardware supplier

“Buyer” indicates the party or person, accepted by the Seller, who purchases goods from the Seller;

“Seller” means Holland Hardware B.V. registered in Haarlem, The Netherlands; under the registration number 28107358.

“Contract” means any agreement made between the Seller and the Buyer, for the supply of the goods. Contract shall be accepted by all parties that are stated in the contract.

“Conditions” mean these terms and conditions; including any other special terms and/or conditions agreed in written forms between the Buyer and Seller.

“Goods” mean the products, including any installment, upgrades, software, maintenances, and/or any part of the products, which shall be supplied to the Buyer from the Seller; upon the purchase order.

“Purchase Order” means a written form of an agreement upon specific product(s) ordered by the Buyer; the purchase order shall include received forms such as fax, E-Mail, or orders placed through the Holland Hardware website.

“Website” is the company website operated by Seller; the current URL of the Seller is http://www.hollandhardware.com. “Writing” includes the forms of communication, including fax, mail, and E-mail.

2. Status of the Buyer

The Buyer shall confirm that is the purchase is not for personally use, the purchase is made for its business or business of a third party.

2.1 All contracts shall be subject to the conditions stated within this contract, and no exceptions shall be made. Any other conditions in which the Buyer intends to make applicable, shall be binding when the Seller has accepted the additional condition and is signed by the both parties.

2.2 The Seller’s employees and sales representatives are not authorized to make any representation concerning the goods either during telephone conversation, e-mail, mail or any other method of communication, unless it is confirmed by the management of the Seller in form of writing. By accepting the contract, the Buyer acknowledges representation of the goods maybe unconfirmed.

2.3 All agreements regarding goods and prices, including quoted or listed prices on behalf of the Seller, price lists, catalogues, and posting on the website; shall not be constructed as an offer by any circumstances. Any requests or enquiries of goods received by the Seller shall be deemed to a purchase offer by the Buyer for purchasing goods, subject to these terms and conditions. No order shall become binding until the Seller gives notice of acceptance of the order in writing, or fulfilling the Purchase Order, either in whole or in part accepts the offer. The Seller reserves the right to verify any purchase order or to cancel any purchase order placed by the Buyer, at anytime without notice.

3. Quotation and Orders

3.1. Goods supplied under these terms and conditions may be sourced from a number of equipment manufacturers, reSellers or brokers. Any part or reference number used to describe the goods are only a method used to locate such products. These descriptions shall not represent any warranty, representation or undertaking that certain goods are supplied by a particular equipment manufacturer.

3.2 All quotations given by the Seller will remain in effect for fourteen days from the date Seller quotes to the Buyer. Purchase Order received by Seller from Buyer based on such quotation shall remain unchanged for a period (14 days). If Seller identifies an error in a quotation or a price; it will inform the Buyer of the change and the corrected quote will be delivered in addition to the original quote.

3.3 The Buyer shall be responsible to the Seller for ensuring the accuracy of the information of each order (including any applicable specification); Buyer shall also provide the Seller with any additional information related to the goods, within a sufficient time to enable the Seller to perform the agreement in accordance with its terms. Failure of providing correct and sufficient information by the Buyer may result in a late performance of the agreement or delay in delivery. Seller thus will not be held responsible under such circumstances.

3.4 The quantity, quality and any specification of the desired goods and services shall be those that have been set out in the Buyer’s Purchase Order (when accepted by the Seller). The description of the goods will be written in the quotation as coming within one of the following categories:

“New-Retail” – This describes goods that are purchased new from a distributor or manufacturer; they are intended for re-sale and carry a manufacturer’s warranty.

“Unused- Sealed in the original packaging”- this describes goods that have never been used and whose package have not been opened. It may be the excess inventory that has been stored for some time. In some cases, the manufacturer’s warranty may have expired.

“New open box – may be missing some accessories” indicates the goods may have been opened and some of the accessories are missing. It is highly possible that these goods may be part of the cancelled configured orders or demo stock that has not been used but has been kept in the original packaging, maybe subject to warranty.

“Used Product – refurbished- plain box”- indicates the goods that definitely have been used and may properly have some form of Smartnet or maintenance contract. However, the goods may be re-sprayed and refurbished by Seller’s supplier through a highly standard procedure and restored in a plain box.

“Used products”- indicate that the products have been used and do not come with a warranty; Seller is obligated to describe the condition of used goods to the Buyer. It is the Buyer’s decision whether or not they want to purchase the product.

3.5 Any oral agreement will not be viewed as an authorized purchased order to the Seller. Offers to the Seller shall be deemed as a Purchase Order by confirmation of the Seller in a written form. Buyer shall agree on the terms and conditions stated in the order, including the price, delivery term, payment term and any other terms. The Buyer shall not modify the purchase order under any circumstances without notifying the Seller in written form.

3.6. Seller delivers hardware with standard software and is not responsible in any way for the software that comes with the goods (unless agreed or stated in a contract of written form approved by both parties otherwise).

For refurbished and used equipment the Seller shall not be obliged to provide software, the Seller will notify the Buyer if the goods come without software. For refurbished equipment, the seller will not be responsible for software upgrades to future releases, software revision level, software licensing, or updates of the software.

4. Cancellations

Cancellation shall be expressed to the Seller seven days prior to the expected delivery date. Purchase Orders that sent to Seller may not be canceled without a good cause. Any cancellation is subject to a 10% Re-stocking Fee charged by Holland Hardware B.V.

5.1 Price shall be the one set out in written form that has been published by Holland Hardware. The price is listed in the Seller’s published price list and post on the website. Prices that quoted to the Seller will normally be held for a period of 14 days after the date of quotation. Seller shall inform the Buyer of any error identified within the quotation or the Purchase Order that submitted by the Buyer within 3 business days after the error has been identified.

5.2 The Seller reserves the right, at any time before delivering the goods, to modify the price, in reflection of any changes of the specification or application of the goods that not clear requested by the Buyer. Price modification may be caused by the convert rate between the currency used by the country of the Seller and the country of Buyer; it may also be caused by the delay instructions of the desired goods, or failure of providing adequate information by the Buyer.

5.3 All prices provided by the Seller are Value Added Tax (VAT) exclusive. The Seller shall not be held accountable for any other additional sales taxes or custom fees which (if applicable) may be required by the Buyer’s country of origin.

6. Terms of Payment

6.1 An invoice will be sent to the Buyer once the delivery of the goods has been sent/shipped. Payment must be made within the terms stated in the invoice from the date which it has been issued. Payment terms vary from prepayment up to 30 days depending on the credit status of the Buyer with the Seller.

6.2. Seller only accepts the payment through the methods listed below:

- Wire Transfer: Include domestic and international wire transfers. Wire transfers to Holland hardware BV, Account Number 611735407, ABN AMRO Bank, The Netherlands, Haarlem; Swift Code ABNANL2A; IBAN NL98ABNA0611735407

New Buyer is kindly required to provide reference information.

- Pre-Payment: New Buyer is kindly asked for prepayment. New Buyer shall first set up a customer account with the Seller. Seller will give favorable terms (up to 30 days) after a business relationship has been set up.

- Cash on Delivery (COD): The term is only allowed if the Buyer holds a COD account with the Seller.

6.3. The Seller reserves the right to not dispatching the goods if the Buyer’s account is overdrawn, or if the Buyer is in breach of any payment obligation to the Seller. Goods will be delivered once the account is placed in sufficient credit or such breach has been remedied. Seller will hold the goods for Buyer at Buyer’s expense. Goods shall be held for the period of thirty days enabling the Buyer to remedy the situation.

6.4. If the Buyer fails to pay the invoice value of goods by the due date; shall be engaged to paying interest to the Seller on the unpaid account, from the date the payment was due till it is settled. At the rate of 8% per annual over the base rate of ABN AMRO Bank. Seller shall also be compensated with any collection or legal cost incurred during such period, from the debtor on the overdue amount.

7.1 The Goods shall be delivered to the Buyer’s notified place or any specify places that both parties have agreed in writing prior to the goods passing to the carrier.

7.2 Any dates specified for delivery are intended to be estimates only, and time of the delivery may vary. Delivery will be made within a reasonable time, in case no date of delivery is specified in the contract. Seller shall not be held reliable for late delivery that is subjected to the performance of the carrier. Any delay shall not entitle the Buyer to terminate or rescind the agreement unless such delay exceeds 25 days.

7.3 Seller reserves the right of electing the carrier for delivery. Unless agreed in writing by both parties. Seller also reserves the right to make arrangement of the insurance, either independently or through the carrier; from the time that the goods have been shipped till the time that it reaches the destination where both parties agreed. The risk will pass on to the Buyer once a delivery note has been issued and the goods are picked up by the carrier.

7.4 Goods shall be delivered to the destination agreed by the Seller and the Buyer. Goods shall be delivered, by the supplier, to the destination within the time period that is stated on the contract.

8.1. All goods are sold subject to the express warranty terms specified by the original manufacturer or supplier. The Seller will provide such guarantee or warranty relating to the goods as they are received from the supplier of the goods.

8.2 Supplier shall inform the Seller, before the purchase order is made, the warranty status of the goods. New equipment shall come with a standard one year manufacturer warranty, or otherwise agreed by both parties in the written form of the agreement.

8.5 Refurbished equipment comes with a three month warranty provided by the Seller, any other terms of warranty shall be discussed by the Buyer with the authorized sales representatives of the Seller, all confirmation of warranty issues shall be written in paper and proved by the Seller.

8.6. A 30-day Dead On Arrival (DOA) warranty shall be required by Seller for any trade-in item or overstock sold by the customers. Any other untested equipment sold to the Seller shall also covered by a DOA warranty when delivered to the Seller.

9. Defective Goods

9.1. Seller reserves the right at its sole discretion to decide whether any goods are defective. Defective goods will either be replaced by the same type of goods, goods with similar specification, or will be repaired. If replacement or repairing is not possible, Seller will credit the value of the defective good (as listed in the invoice) to the Buyer’s account. Seller shall have no other liability in respect of defective goods.

9.2. All defective goods must be reported to the Seller in the writing of RMA (Return Materials Authorization) from seven days prior to the delivery date. All goods have been reported defective shall be issued an RMA number and follow the RMA procedure, detail of which shall be provided by the Seller to the Buyer. No goods shall be returned without an RMA number displayed in the packaging. Any defects discovered shall not entitle the Buyer to rescind the agreement.

9.3. Buyer is entitled for the goods being transported to the Seller, but it will be reimbursed from the costs if defect is reported to the Seller within warranty period and returned to the Seller with RMA procedure. Transportation expenses shall be charged to the Buyer if the defect is reported after warranty period, or it is not returned with RMA procedure, and/or the goods is returned in compliance with this clause but proved to be a non-defected item.

10. Privacy policy

10.1. In connection with the processing of any personal data the Seller will comply with the Data Protection Act 1998 including, without limitation, each data protection principle contained in the 1998 ACT and with all other applicable data protection legislation which is enforced.

10.2. Information collected by Seller may be used for the purpose of: internal review of the Seller’s operation; improve content of the website; to notify the users about updates to the services and products available on the website, and to assessing the credit status of the Buyer. (As maybe disclosed to the credit reference agencies)

11.1 The “Terms and Conditions” constitutes the entire agreement of the Seller, Buyer and supplier, with respect to the purchase and sale of the equipment. No amendment, modification, waiver, representation or statement, which is not contained herein, shall be binding upon Seller, Buyer and supplier as a warranty or otherwise, unless in writing and executed by the party to be bound thereby.

11.2 Neither party shall be deemed to be in breach of these Conditions or otherwise liable to the other party for any delay in performance or any non-performance of any obligations under these Conditions (and the time for performance shall be extended accordingly) if and to the extent that the delay or non-performance is due to circumstances beyond its reasonable control including without limitation flood, fire, earthquake, riots, industrial disputes (other than disputes with a party's employees) not arising through the fault of either party ("Force Majeure").

11.3 This agreement shall be governed by and construed in accordance with the Dutch Law including all matters of construction, validity, performance and enforcement. All parties submit to the non-exclusive jurisdiction of the Dutch Court in relating to all matters arising from and/or out of the contract.

“Buyer” means Holland Hardware B.V. registered in Haarlem under the registration number 28107358.

“Seller” means the company or person who sells goods to Holland Hardware B.V.

“Contract” means any agreement made between the Seller and the Buyer, for the supply of the goods. Contract shall be accepted by all parties that are stated in the contract.

“Conditions” mean these terms and conditions; including any other special terms and/or conditions agreed in written form between the Buyer and Seller.

“Goods” means the products, including any installment, upgrades, maintenance, and/or any part of the products, which shall be supplied to the Seller from the supplier or to the Buyer from the Seller; upon the purchase order.

“Purchase Order” means a written form of agreement upon specific product(s) ordered by the Buyer; the purchase order shall include received forms such as fax, E-Mail, mail or orders placed through the Holland Hardware website.

“Website” is the company website operated by Seller; the current URL of the Seller is http://www.hollandhardware.com. “Writing” includes forms of communication, including fax, mail, and E-mail.

“Quotation” is the quoting of the current prices and bids for the goods, sent to the buyer by Seller in a written form.

3. Status of Seller

The Seller shall confirm that it is not dealing with copied, counterfeit goods. Buyer reserves the right to follow any legal procedure if the goods purchased from Seller are copied versions of the original product or counterfeit items.

3.1 All contracts shall be subjected to these conditions and no variation can be made. Any other conditions which Seller intends to make applicable, will be refused. Unless such conditions have been negotiated, and amended in written form, signed by both parties.

4. Quotation and Orders

4.1 All quotations given to the Buyer shall remain firm for 15 days from the date Seller quotes to the Buyer. Purchase Order received by Seller from Buyer based on such quotation shall remain unchanged in such period (15 days). If Seller identifies an error in a quotation or a price given to the Buyer, Seller should inform the Buyer of such error within 24 hours after the receipt of the Purchase Order, after such period Holland Hardware is entitled to claim a money refund.

4.2 The quantity, quality and any specification of the desired goods and services shall be those that have been set out in the Buyer’s Purchase Order. Once the Purchase Order has been sent out, there shall not be any confusion relating these issues. The description of the goods will be written in the quotation as coming from one of the following categories:

“New-Retail” – This describes goods that are purchased new from a distributor or manufacturer; they are intended for re-sale and carry a manufacturer’s warranty.

“Refurbished- plain box”- indicates the goods that definitely have been used and may have some form of Smartnet or maintenance contract on them. The goods may have been re-sprayed or renovated by Seller through a highly standard procedure and restored in a plain box.

4.3 Any oral agreement can not be viewed as an authorized purchased order to the Seller. Offers to the Buyer shall be deemed as a Purchase Order by confirmation of the Buyer in a written form. Seller shall agree on the terms and conditions sated in the order, including the price, delivery term, payment term and any other terms. Seller shall not modify the purchase order under any circumstances without consulting the Buyer.

4.4 Seller shall provide any software that comes with the new standard equipment, to the Buyer. Refurbished and used equipment should come with the standard software; otherwise Seller shall notify Buyer if the goods come without any software.

4.5 Seller is reliable for any products that are not from a legalized manufacturer or suppliers. Buyer can refuse any product that is not manufactured by a legal and/or authorized producer. Buyer reserves the right to take any legal action against counterfeiting and/or copy products, either from the seller or the trade in product from Holland Hardware’s customers.

4.6 Buyer reserves the right to refuse any product that is not manufactured by a legalized producer. Seller reserves the right to follow any legal procedures if we receive any copy and counterfeit products either from supplier of the products or trade-in stocks from the Customers.

5. Cancellations

Once the purchase order has been made, no cancellation shall be made. If cancellation can not be avoid, Seller shall express the issue to the Buyer 72 hours after the purchase order has been sent out from the buyer. If the Seller has to make cancellation but fails to make it within such period, Buyer reserves the right to follow any legal actions against the Seller.

6.1. Price received by the Buyer from the Seller shall remain firm for at least 15 days after the quotation. Seller shall inform the Buyer of any modification of the prices in prior to the delivery of the goods. The price has to be confirmed by the Buyer in a written form. The price can only be changed under the conditions of:
-The change of the convert rate between the currency of country of the supplier and the Seller, from the time the purchase order has made to eh time the delivery has made.
-Seller is failed to provide sufficient information of the desired product.
-Seller is failed to provide sufficient instruction regarding the goods, payment issue or the delivery issue.

6.2 Price shall be the one set out in any valid forms. The price listed in the Seller’s published price list or post in the website. Prices that quoted to the Buyer shall be held for a period of 30 days after the date of quotation. Seller shall inform the Buyer of any error identified within the quotation or the Purchase Order that submitted by the Buyer.

8.1 The Goods shall be delivered, carriage paid, to the Buyer’s notified place or other places that both parties agree in writing prior to the goods passing to the carrier.

8.2 Delivery shall be made within the time period which is agreed by both parties. Seller is fully responsible for any late delivery. Seller shall be responsible for any possible damage to the business relationship between the Buyer and its customers, caused by the delay delivery.

8.3 Buyer reserves the right of electing the carrier for delivery. Unless agreed in writing by both parties. Buyer also reserves the right to make arrangement of the insurance, either independently or through the carrier; from the time that the goods have been shipped till the time that it reaches the destination where both parties agreed.

8.4 Goods shall be delivered to the destination agreed by the Buyer and Seller. Goods shall be delivered, by the Seller, to the destination within the time period that is stated on the contract.

9.1. All goods are sold subject to the express warranty terms specified by the original manufacturer or Seller. Seller will provide the benefit of such guarantee or warrantee relating to the goods.

9.2 Seller shall inform the Buyer, before the purchase order is made, the warranty status of the goods. New equipment shall come with a standard one year manufacturer warranty, or otherwise agreed by both parties in the written form. Seller shall also inform Buyer the warranty status regarding the used and refurbished equipment. Warranty of used and refurbished equipment shall be confirmed and agreed by both parties.

9.3 Seller shall deliver the warranty to the Buyer, which agreed by both parties, in the warranty period. By accepting the purchase order the Seller acknowledges that all the warranty issues of the goods are covered by the Seller and all cost relating warranty issues are charged under the Seller’s account.

9.4. New equipment from the Seller will be issued the standard warrantee (one year) or otherwise shall be stated by the Seller to the Buyer with written agreement.

9.5 Refurbished equipment comes with three months warranty provided by the Seller, any other terms of warranty shall be discussed by the Buyer with Seller, all confirmation of warranty issues shall be written in paper and proved by the Seller.

10. Defective Goods

10.1. Buyer reserves the right at its sole discretion to decide whether any goods are defective. Defective goods will either be replaced by the same type of goods, goods with similar specification, or will be repaired. If replacement or repairing is not practicable, Seller shall credit the value of the defective good (as listed in the invoice) to the Buyer’s account.

10.3. Buyer is entitled for the goods being transported to the Seller; delivery cost shall be reimbursed by the Seller. Seller shall inform Buyer the cause of the defective goods and provide solution or replacement of such event.

10.4 Seller is responsible for any defected good that it sells to Buyer. Buyer shall return the goods to the Seller, under Seller’s account, for any replacement (with the same types of goods, or goods with similar specification), and/or repairing. Buyer shall take no response with the defected goods, and any costs related to replacement and repairing of the defective goods shall be taken under the Seller’s account.

11. Privacy policy

11.1. In connection with the processing of any personal data the Seller will comply with the Data Protection Act 1998 including, without limitation, each data protection principle contained in the 1998 ACT and with all other applicable data protection legislation which is force time to time.

11.2. Information collected by Seller may be used for the purpose of: internal review of the Seller’s operation; improve content of the website; to notify the users about updates to the services and products available on the website, and to assessing the credit status of the Buyer. (As maybe disclosed to the credit reference agencies)

12.1 The “Terms and Conditions” constitutes the entire agreement of the Seller, Buyer and supplier, with respect to the purchase and sale of the equipment. No amendment, modification, waiver, representation or statement, which is not contained herein, shall be binding upon Seller, Buyer and supplier as a warranty or otherwise, unless in writing and executed by the party to be bound thereby.

12.2 Neither party shall be deemed to be in breach of these Conditions or otherwise liable to the other party for any delay in performance or any non-performance of any obligations under these Conditions (and the time for performance shall be extended accordingly) if and to the extent that the delay or non-performance is due to circumstances beyond its reasonable control including without limitation flood, fire, earthquake, riots, industrial disputes (other than disputes with a party's employees) not arising through the fault of either party ("Force Majeure").

12.3 This agreement shall be governed by and construed in accordance with the Dutch Law including all matters of construction, validity, performance and enforcement. All parties submit to the non-exclusive jurisdiction of the Dutch Court in relating to all maters arising from and/or out of the contract.