Terms and Conditions
Applicability
These terms and Conditions of the private company with limited liability Catena Distributon BV, hereinafter referred to as: “Catena”, having its registered office at (1216CH) Hilversum, Vreelandseweg 40A, The Netherlands. These terms and conditions were filed with the Chamber of Commerce in the Netherlands under number: 69925216. These terms and Conditions apply to all offers and to all agreements of purchase and sale that are concluded via Catena. The buyer or the client will be referred to below as "the other party". Any conditions to the contrary will only form part of the agreement entered into between the parties if and insofar expressly agreed by both the parties in writing. In these terms and conditions, "in writing" is also understood to mean: by email, by fax or any other method of communication that in view of the latest technology and generally accepted practices can be considered an equivalent thereto. The other party's acceptance and retention of a quotation or order confirmation, which refers to these terms and conditions, without comment will be regarded as the application thereof. Any non-applicability of a stipulation or part thereof of these general terms and conditions will not affect the applicability of the other stipulations.
Agreements
Agreements will only be binding after this has been confirmed by Catena in writing. Amendments or additions to the general terms and conditions or otherwise amendments or additions to the agreement will only be binding after this has been confirmed by Catena in writing.
Orders
Minimum opening order: € 250,- Minimum re-order: € 100,- All orders must be submitted by email or through www.catenadistribution.com. We do not accept orders over the phone. All orders must include the barcode or SKUs as they are noted on the pricelist. Back orders will be cancelled unless customer give notice that they will keep backorders. All changes to open orders must be submitted in writing.
OffersAll Catena's offers, quotations, pricelists, delivery times and so on are without obligation unless they contain a period for acceptance. If a quotation or offer contains an offer without obligation and this is accepted by the other party, Catena will be entitled to withdraw the offer within 2 days of receiving the acceptance.
The prices stated in Catena's offers, quotations, pricelists and on the website and suchlike are listed in Euros excluding VAT, shipping cost and possible import duties.This applies unless expressly stated otherwise on Catena's website or elsewhere in writing or if the parties have expressly agreed otherwise in writing.
Samples, brochures, drawings, models, representations of colors, images, measurements, weights and other descriptions displayed and/or supplied will be as accurate as possible but serve only as an indication. No rights may be derived from these, unless the parties have expressly agreed otherwise in writing.
If the government and/or trade organisations implement changes to wages, employment conditions, social insurances, taxes, import and other duties, exchange rates and suchlike between the date the agreement is entered and the agreement performance date, Catena will be entitled to charge on the increases to the other party. If between the above dates a new pricelist is published by Catena and/or its suppliers and this takes effect, Catena will be entitled to charge the other party the prices stated therein.
These terms and Conditions of the private company with limited liability Catena Distributon BV, hereinafter referred to as: “Catena”, having its registered office at (1216CH) Hilversum, Vreelandseweg 40A, The Netherlands. These terms and conditions were filed with the Chamber of Commerce in the Netherlands under number: 69925216. These terms and Conditions apply to all offers and to all agreements of purchase and sale that are concluded via Catena. The buyer or the client will be referred to below as "the other party". Any conditions to the contrary will only form part of the agreement entered into between the parties if and insofar expressly agreed by both the parties in writing. In these terms and conditions, "in writing" is also understood to mean: by email, by fax or any other method of communication that in view of the latest technology and generally accepted practices can be considered an equivalent thereto. The other party's acceptance and retention of a quotation or order confirmation, which refers to these terms and conditions, without comment will be regarded as the application thereof. Any non-applicability of a stipulation or part thereof of these general terms and conditions will not affect the applicability of the other stipulations.
Agreements
Agreements will only be binding after this has been confirmed by Catena in writing. Amendments or additions to the general terms and conditions or otherwise amendments or additions to the agreement will only be binding after this has been confirmed by Catena in writing.
Orders
Minimum opening order: € 250,- Minimum re-order: € 100,- All orders must be submitted by email or through www.catenadistribution.com. We do not accept orders over the phone. All orders must include the barcode or SKUs as they are noted on the pricelist. Back orders will be cancelled unless customer give notice that they will keep backorders. All changes to open orders must be submitted in writing.
Offers
E-commerce pricing policy
Customers may not use the Catena brand name or the brandnames of the third party brands that she is selling, logo’s, or marketing- or product images to sell, advertise or otherwise promote Catena products on the Internet at a price that is lower than our set MAP (Minimum advised retail price). Please refer to our price sheet for the MAP. In the event the customer chooses to place the product(s) for a promotion sale at a discount, the customer shall not discount the products more than 15% below MAP and the promotion has to be limited to a maximum of 7 calendar days. The promotion has to be on a company owned IP-address, promotions on third party online shops are prohibited. Between every promotion there has to be at least 21 calendar days. Shipping may not be included in computing the Minimum Advised Retail Price. If a customer operates outside this e-commerce pricing policy, Catena will request that the customer cease advertising or promoting products on the Internet in violation of the policy. In addition, Catena will cease to accept and/or ship orders from said customer. This article is not applicable with products marked with the status “Discontinued”, as noted in the price list. Customers who shoot their own marketing and images and aren’t using the name, logo and marketing or product images of Catena are free to determine their own Retail Price.
Images
All of Catena's images including images of third party brands that Catena is selling, logos and photography are the exclusive property or set in license to Catena and can only be used in connection with the advertisement or sale of authentic products, obtained from authorized distributors in Europe. Images from Catena are available upon request by contacting (info@catenadistribution.com). All images, logos and photography may not be used:
• in any online auctions;
• mailings, catalogs, displays, commercials, and websites or promotions that are in violation with the minimum advised retail price*;
• in any unlawful manner, including use which defames another person or is obscene, or in any way that denigrates or tarnishes Catena, its trademarks, or its products;
• in any way that suggests an association between Catena and any other company;
• in consumer magazines, outdoor advertising, or television commercials without prior approval of Catena.
E-commerce inventory position
We require that customers only feature products on their websites that they have in stock, or that is stocked by Catena. Once the product is out of stock with the customer and Catena it should be marked as sold out and/or removed from the site.
Shipments and delivery
All shipments shall be delivered by Catena ex works or carriage paid, depending on the order value and the country of destination. From the moment of shipment the goods shall be at risk of the customer. Catena shall never be liable for an attributable shortcoming on the part of the carrier.
While we are happy to work with you to get your shipment out by a certain date, our lead times are not guaranteed. Once an order is confirmed, in-stock items usually ship within 48 hours. If timing is critical, please submit your order as early as possible.
Specified periods within which the items must be delivered may not be regarded as deadlines, unless the parties have expressly agreed otherwise in writing. The maximum delivery period is 30 days, unless agreed otherwise. We will inform you if we are unable to deliver within 30 days, in which case you may dissolve the agreement or agree a new delivery period. In the event of dissolution, the amount already paid will be credited as soon as possible but within a maximum of 30 days. In the case of delivery in consignments, each delivery or phase shall be regarded as a separate transaction and may be invoiced per transaction by Catena. The postage or transportation of items ordered will take place in a manner to be determined by Catena, but at the expense of the other party. This will apply unless the parties have expressly agreed otherwise in writing. Catena is entitled - in respect of the other party's compliance with financial obligations - to request payment in advance or security from the other party before effecting delivery.
Cancellation
We reserve the right to cancel an order for any reason, including but not limited to a poor fit with Catena brand image, failure to pay after repeated attempts to contact customer, and/or proximity to another wholesale account.
Payments
All orders must be accompanied by pre-payment unless Catena confirmed other payment terms in writing. If the, pro forma, invoice is not paid within 7 days from date of order, the order will be cancelled.
Payments must be made on or before the due date. Later payments are subject to a 2% monthly finance charge. Catena reserves the right to submit all unpaid invoices to a collection agency. The other party is responsible for any collection costs or legal fees.
Retention of title
Catena will retain the title to all items delivered and to be delivered until the time at which the other party has met its associated payment obligations in respect of Catena. The other party is not authorized to pledge or to otherwise encumber the goods delivered under the reservation of title. The other party must always do all that can within reason be expected of the same in order to secure the ownership rights of Catena. If third parties impose an attachment on goods delivered under the reservation of title or intend to establish or exercise rights in respect of the same, then the other party is held to forthwith inform Catena accordingly. If Catena intends to exercise its ownership rights specified in this article, then the other party hereby already grants Catena and third parties to be appointed by Catena unconditional and irrevocable permission in advance to enter all the locations where the property of Catena is located and to take back these goods.
Bankruptcy, no power of disposition and suchlike
Without prejudice to the stipulations of the other Articles of these terms and conditions, the agreement entered into between the other party and Catena will be dissolved without the need for legal intervention or any notice of default at the time when the other party is declared bankrupt, applies for temporary or permanent suspension of payments, is subject to a prejudgement attachment, is placed under guardianship or administration, or otherwise loses its power of disposition or legal capacity with respect to its assets or part thereof, unless the receiver or administrator acknowledges the obligations arising from the agreement as debts of the estate.
Claims
Catena stands behind the quality of every item it sells. It will accept returns for items that were delivered damaged or that were not included in a customer’s order at no charge, subject to the following conditions. Unless otherwise specified, all claims for discrepancies, shortages, or damages must be made within fourteen (14) days after the item shipped. Closeout and discontinued items are not subject to return because they are purchased “as is” at a significant discount. Catena does not guarantee sales and will not accept returns that are not a result of either discrepancies or damage incurred during manufacturing or shipping. No claims will be accepted on used goods or on goods damaged after their receipt by the other party.
Complaints and returns
The other party is obliged to check the items immediately upon receipt thereof. If the other party discovers visible faults, errors, deficiencies and/or defects, these must be recorded on the delivery note and/or prompting note and reported immediately to Catena and/or the other party must report these to Catena within 3 days of receipt of the items, followed immediately by confirmation thereof to Catena. Other complaints must be reported to Catena in writing within 8 days of receipt of the items. If the above complaints are not reported to Catena within the specified period, the items will be deemed to have been received in good condition. All returns must be authorized in advance. To obtain authorization, contact customer service at info@catenadistribution.com. Goods returned without authorization will be shipped back at the customer’s expense and will not be credited. Upon receipt and verification of the return, Catena will credit the value of the return towards future orders. All items returned to Catena must arrive in original condition, in their original packaging, with no pricing stickers, holes, or other alterations, or the return will be rejected. Merchandise approved for returns must be delivered to Catena within 30 days of approval or the return authorization will be voided.
Liability
Catena accepts statutory obligations concerning compensation to the extent that the other party demonstrates and evidences through legally available means that the damages are the result of gross negligence or carelessness on the part of Catena. The liability for damages is expressly limited to an amount equal to the invoiced amount in the principal sum, related to the delivered products and/or the supplied services. Any further liability of Catena for damages, including but not limited to liability for employees and auxiliary persons, on account of any reason whatsoever, is excluded, including all direct and indirect damages like consequential damages or trading losses. Moreover, the other party indemnifies Catena against any and all claims of third parties in connection with incurred or yet to be incurred damages, such in consideration of the provisions set forth in this article.
Miscellaneous
These Terms and Conditions can be changed by Catena however these changes do not take effect before the other party has been informed of these changes. These terms and conditions are divisible. Should a part of these terms and conditions appear to be invalid or unenforceable pursuant to Dutch law then only the relevant article (or part thereof) expires without affecting the other articles laid down in the Terms and conditions.
Applicable law and disputes
Dutch law is exclusively applicable to the agreements between Catena and the other party. All disputes between Catena and the other party are brought to the cognizance of the competent court in the district where Catena holds its place of business.