Terms & Conditions
These are the terms and conditions (as amended from time to time) governing use of this website and the agreement that operates between us and you (the "Terms"). These Terms set out the rights and obligations of all users ("you"/"your") and those of Simla ("us"/"our"/"we"/"the Vendor") in relation to the goods offered by us through this website. Before you click the "Confirm"- button at the end of the ordering process, please carefully read these Terms. By using this website or placing an order through it you are consenting to be bound by these Terms. If you have any questions about the Terms, please contact us using our contact web form. SIMLA is a Belgian company with its registered address at Gentsestraat 32, B-1853 Strombeek-Bever, Belgium. Our VAT number is BE 0429.628.044.
2. Use of our website
These Terms are the only conditions that are applicable to the use of this website, and replace all other conditions, except with the express, prior written agreement of the Vendor. You agree that, by placing your order, you unreservedly accept these Terms, having read and understood them. These Terms are important for both you and us as they have been designed to protect your rights as a valued customer and to protect our rights as a business and to create a legally binding agreement between us. You agree that: 1. You may only use the website to make legitimate enquiries or orders. 2. You may only make orders with us as a professional buyer/reseller and you shall provide us legitimate proof of such, such as a valid VAT number (for professionals within the European Union) or any other tax legitimation (for professionals outside the European Union). 3. You will not make any speculative, false or fraudulent orders. If we are reasonably of the opinion that such an order has been made we shall be entitled to cancel the order and inform the relevant authorities. 4. You also undertake to provide correct and accurate e-mail, postal and/or other contact details to us and acknowledge that we may use these details to contact you in the event that this should prove necessary. If you do not give us all of the information that we need, we may not be able to complete your order. By placing an order through the website, you warrant that you are at least 18 years old and are legally capable of entering into binding contracts.
3. How the contract is formed
The information set out in the Terms and the detail contained on this website do not constitute an offer for sale but rather an invitation to treat. No contract in respect of any products shall exist between us and you until your order has been accepted by us (whether or not funds have been deducted from your account). If we do not accept your offer and funds have already been deducted, these will be fully refunded. To place an order, you will be required to follow the shopping process online and press the "Confirm"-button to submit the order. Once you have confirmed your order, your order will be processed by our customer service department and you will receive through them by email an Order Confirmation. The Order Confirmation will state the payment terms and delivery conditions applicable to your order.
4. Availability of products
All orders for products are subject to availability and in this regard, in the event of supply difficulties or because products are no longer in stock, we reserve the right to give you information about substitute products of an equal or higher quality and value which you can order. If you do not wish to order such substitute products we will reimburse any monies that you might have paid.
5. Refusal of order
We reserve the right to withdraw any products from this website at any time and/or remove or edit any materials or content on this website. Whilst we will use our reasonable endeavors to Authorize orders submitted to us, there may be exceptional circumstances which mean that we may need to refuse to process or accept an order after we have received it or sent you an Order Confirmation, which we reserve the right to do at any time, at our sole discretion. We will not be liable to you or any other third party by reason of our withdrawing any product from this website, removing or editing any materials or content on this website or for refusing to process or accept an order after we have received it or sent you an Order Confirmation.
6. Risk and title
The Products will be at your risk from the time of delivery. Ownership of the products will only pass to you when we receive full payment of all sums due in respect of the products, including delivery charges.
7. Price and payment
The price of any products will be as stipulated on our site from time to time, except in cases of obvious error. While we try to ensure that all prices on the website are accurate, errors may occur. If we discover an error in the price of products you have ordered, we will inform you as soon as possible and give you the option of reconfirming the order at the correct price or cancelling it. If we are unable to contact you, the order will be treated as cancelled and if you have already paid for the products you will receive a full refund. We are under no obligation to provide the product(s) to you at the incorrect (lower) price (even after we have sent you an Order Confirmation) if the pricing error is obvious and unmistakable and could have reasonably been recognized by you as incorrect price. The prices on the website are VAT and delivery costs excluded, which will be added to the total amount due. Prices are liable to change at any time, but (other than as set out above) changes will not affect orders in respect of which we have already sent you an Order Confirmation. The Order Confirmation will state the payment and delivery conditions.
8. Value added tax
Pursuant to the prevailing rules and regulations in force, all purchases done through the web site are subject to the Value Added Tax (VAT). In this regard and pursuant to Chapter I of Title V of Council Directive 2006/112/EC of 28 November 2006, on the common system of value added tax, the place of supply shall be deemed to be within the Member State of the address where items shall be delivered, and applicable VAT shall be at the prevailing rate in each Member State where items are to be supplied as per the orders placed. Pursuant to the applicable rules and regulations in each jurisdiction, the rule of the "reverse charge" (article 194 of Directive 2006/112) may apply to goods supplied in certain Member States of the European Union if the customer is or is required to be a taxable person for VAT purposes. If this is the case, no VAT would be charged by us, subject to the confirmation by the recipient that the VAT on the items supplied would be accounted for by the customer under the reverse charge procedure.
9. Returns and complaint policy
Products delivered conform the Contract cannot be returned Defective product returns: In circumstances where you consider that the product does not conform with the Contract at the time of delivery, you should promptly contact us and the latest within 14 calendar days with details of the product and its damage. We reserve the right to refuse any complaints received more than 14 calendar days after reception of the product. After having received your complaint in due course, our customer service department will treat your complaint and contact you promptly and the latest within 10 working days with a suitable proposal (return, replacement, discount or other).
10. Liability and disclaimers
Due to the open nature of this website and the potential for errors in the storage and transmission of digital information, we do not warrant the accuracy and security of information transmitted to or obtained from this website unless otherwise expressly set out on this website. All product descriptions, information and materials posted on this website are provided "as is" and without warranties express, implied or otherwise howsoever arising. We warrant to you that any product purchased from us through this website is of satisfactory quality and reasonably fit for all of the purposes for which products of the kind are commonly supplied. To the fullest extent permissible pursuant to law, but without excluding anything that may not lawfully be excluded we disclaim all other warranties of any kind, whether express or implied, in relation to the products available on this website. Products (including handicraft products) sold by us will often contain the natural characteristics of the materials used in the manufacture of the completed product. Natural characteristics such as grain, texture, knots and color variation should not be classed as faults or defects. Inconsistencies in these natural characteristics should be expected and appreciated. We select only products of the highest quality but natural characteristics are inevitable and should be accepted as part of the individual appearance of the product.
11. Intellectual property
You acknowledge and agree that all copyright, trademarks and all other intellectual property rights in all material or content supplied as part of the website shall remain at all times vested in us or our licensors. You are permitted to use this material only as expressly authorized by us or our licensors.
12. Transfer of rights and obligations
The Contract between you and us is binding on you and us and on our respective successors and assigns. You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent. We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
13. Events outside our control
We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (Force Majeure Event). A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following: - Strikes, lock-outs or other industrial action. - Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war. - Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster. - Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport. - Impossibility of the use of public or private telecommunications networks. - The acts, decrees, legislation, regulations or restrictions of any government. - Any shipping, postal or other relevant transport strike, failure or accidents. Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.
If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations. A waiver by us of any default shall not constitute a waiver of any subsequent default. No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.
If any of these Terms or any provisions of a Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
16. Entire agreement
These Terms and any document expressly referred to in them represent the entire agreement between you and us in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing. Both you and us acknowledge that, in entering into a Contract, neither you nor us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between you and us prior to such Contract except as expressly stated in these Terms. Neither you nor us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party´s only remedy shall be for breach of contract as provided in these Terms.
17. Our right to amend these terms
We have the right to revise and amend these Terms from time to time. You will be subject to the policies, Terms in force at the time that you order products from us, unless any change to those policies or Terms is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you).
18. Law and jurisdiction
Contracts for the purchase of products through our site will be governed by Belgian law. Any dispute arising from, or related to, such Contracts shall be subject to the non-exclusive jurisdiction of the Belgian courts.