General Terms and Conditions of Sale and Delivery of STUDIO RAVELLO
Article 1 Definitions
The following definitions apply to these general terms and conditions:
STUDIO RAVELLO: STUDIO RAVELLO
The Client: the counterparty to STUDIO RAVELLO
The Agreement: the purchase and sale agreement
Article 2 General
2.1 These general terms and conditions apply to all offers and agreements between STUDIO RAVELLO and the Client, unless they are expressly stated in writing not to apply.
2.2 The application of any general terms and conditions used by the Client is expressly excluded.
2.3 If any provisions in these general terms and conditions are void or revoked by the courts, the remaining provisions remain in force. STUDIO RAVELLO and the Client shall negotiate substitute provisions that are in line with the original provisions in terms of purpose and scope.
Article 3 Offers
3.1 All offers are subject to contract, unless indicated otherwise in writing.
3.2 An agreement shall take effect EITHER once an offer is accepted by the Client and confirmed by STUDIO RAVELLO in writing as an order, OR if an order placed by the Client is confirmed in writing by STUDIO RAVELLO or a start has been made on carrying out the order.
3.3 If the agreed price, discounts or delivery times are based on an apparent error, STUDIO RAVELLO is entitled to correct the mistakes or cancel the order; Client has the same right.
Article 4 Price and payment
4.1 All quoted prices are exclusive of VAT and other government duties, as well as any costs incurred in the context of the agreement such as administrative, transport and COD charges.
4.2 If an additional discount is agreed for the purchase of a certainty quantity or range in an order, STUDIO RAVELLO is not obliged to apply the additional discount if fewer or different goods than those agreed are ordered.
4.3 Unless expressly agreed otherwise,ll orders are accepted on the basis of DOWNPAYMENT or PREPAYMENT.
4.4 Payment condition for DOWNPAYMENT INVOICE: the amount invoiced to be paid in advance must be paid NO LATER THAN 2 weeks BEFORE the scheduled delivery date into the bank account of STUDIO RAVELLO. Payment other than downpayment only when expressly agreed otherwise in writing.
The above does not prevent STUDIO RAVELLO, for reasons of its own, from requiring at any time security for compliance with these financial obligations.
4.5 If the invoiced amount is not paidintoo the bank account of STUDIO RAVELLO within the payment term, then the Client is in breach by process of law without the need for any notice of default and is liable for interest on the unpaid amount at 1% per month or part month, or at the statutory interest rate current in the Netherlands, until payment.
4.6 In the event that the collection becomes necessary then all collection costs are payable by the Client equal to 10% of the principal owed with a fixed minimum of 250 Euro.
4.7 If the debt collection involves court proceedings then all legal costs , including legal advice and representation in court and out of court, as well as all execution costs, shall be paid by the Client.
4.8 Even if the Client is of the view that the quality of the deliverd goods is not in according with what he purchased, this does not release him from the obligation to pay.
4.9 If fewer goods are deliverd, or received in good condition, than invoiced, and the Client objects in good time, the Client remains liable for the amount invoiced respect of the goods received in undamaged condition.
Article 5 Delivery / Transport Damage
5.1 Delivery shall be ex works from the warehouse of STUDIO RAVELLO; within certain European countries delivery is made carriage paid, on the basis that for each order contribution towards carriage charges can be imposed.
5.2 The Client shall purchase the goods as at the moment they are deliverd by STUDIO RAVELLO, or at the moment that they are available to the Client.
5.3 If the Client refuses to make the purchase of fails to provide the information or instructions to enable delivery, then STUDIO RAVELLO is entitled to store the goods at the expense and the risk of the Client.
5.4 Notification of a delivery date is always indicative and not a deadline. If the delivery date exceeded, the Client is still obliged to purchase the goods unless before delivery the Client serves STUDIO RAVELLO with a further reasonable period in which to deliver, and this period also expires.
5.5 STUDIO RAVELLO is entitled to supply the goods in instalments and to invoice separately for each instalment.
5.6 The delivery period for goods where it is agreed that the goods are all or in part ready to be sent and delivered (i.e. DOWNPAYMENT INVOICE) starts to run from the sixth day after the date of the confirmation of the order.
5.7 If a DOWNPAYMENT INVOICE is not paid, STUDIO RAVELLO has the option of terminating the agreement or seeking to enforce compliance. In the latter case, STUDIO RAVELLO is entitled to amend the price previously agreed in line with any subsequent price increases. The obligation of STUDIO RAVELLO to deliver will be suspended for the same duration as the non-payment.
5.8 When the goods are delivered, the Client shall check the condition of the packaging and, if this has any defects, show these an a diagram on the delivery note. If there is any serious defect on the packaging, the Client shall, in the presence of the driver, open the packaging, to check the goods for damage. The Client shall notify STUDIO RAVELLO immediately of this and email it a photo of the condition in wich the goods and packaging have been delivered.
5.9 If it is discovered that the goods are damaged as a result of the faulty packaging, the Client shall rejects the goods and hand them over to the driver. The Client shall immediately notify STUDIO RAVELLO of this by fax of email.
Article 6 Cancellation
6.1 Unless notified otherwise, an order can be cancelled or changed for up to 3 working days following the date the order was made.
6.2 In the other cases an order cannot be cancelled without the express consent of STUDIO RAVELLO.
6.3 if STUDIO RAVELLO should agree to the whole or partial cancellation of, or change to, an order, it may attach financial conditions to this. This applies particularly to products no longer in stock or products that need to be produced in a non-standard size or color (SPECIALS).
6.4 If costs are already incurred in the performance of an agreement before there is an agreement to cancel the whole of part of the agreement, the Client shall pay these costs on demand of STUDIO RAVELLO.
Article 7 Changes to specifications, complaints and returns
7.1 There could be small changes to the specifications of certain products in terms of shape or colour, according to the material form which the products are manufactured. Despite any such changes to specifications, STUDIO RAVELLO has nevertheless complied with its obligation to supply.
7.2 If the goods are not delivered in good condition or, in the opinion of the Client they are not in accordance with the order or not all goods have been delivered as per the order, the Client shall immediately notify STUDIO RAVELLO of this, and in any event not later than the fifth working day following the day on which the goods are received, by email or fax. STUDIO RAVELLO is not obliged to deal with complaints that are received too late. If the Client files a complaint, it must provide as clear a description as possible of the defect and attach a digital photo to the email.
7.3 A complaint is not justified if the goods are not used in accordance with the instructions for use, if they are used inexpertly or not used for the purpose for with they were intented or if any defects is caused by the lack of care of the Client.
7.4 If the goods are damaged though transport, the Client should send to STUDIO RAVELLO the copy of the delivery note showing way in which the goods were deliverd in a damaged state on a diagram. If there is no such diagram on the delivery note, then STUDIO RAVELLO shall not accept the complaint. See also the provisions in article 5.8 et seg.
7.5 If the complaint is found to be justified by STUDIO RAVELLO, then STUDIO RAVELLO has the choice either terminating the agreement wit hregard to the defective goods and crediting the Client, or replacing the defective goods with similar goods.
7.6 Goods that are the subject of a complaint may only be returned to STUDIO RAVELLO if STUDIO RAVELLO has given prior written consent for this of has indicated that it wishes for the goods to be returned. In the latter case, the goods shall be returned to STUDIO RAVELLO as soon as possible. If the goods are not returned winthin eight days of the request for their return, it is assumed that the Client wises to keep the goods and has withdrawn the complaint. In such a case, the full purchase price is payable for the goods.
7.7 If in response to a justified complaint STUDIO RAVELLO has replaced the defective goods, then STUDIO RAVELLO is deemed to have delivered such goods in good time, even if the deadline set by the Client has expired.
7.8 In the event of a complaint, the Client shall follow the instructions of STUDIO RAVELLO which STUDIO RAVELLO will fax to the Client on request.
Article 8 Suspension and termination
8.1 STUDIO RAVELLO is entitled to suspend in whole or part performance of its obligations under any agreement or to terminate the agreement if:
- the Client has failed to comply on time, in full or at all with its obligations under previous agreements;
- if having entered into the agreement, STUDIO RAVELLO has good grounds to fear that the Client will not (be able to) comply its payment obligations;
- the Client was requested at the time the agreement was entered into to provide security but has failed to supply any such security or any adequate security.
8.2 if, due to delay on the part of the Client, STUDIO RAVELLO can no longer be expected to comply with the agreement upon the terms originally agreed, then STUDIO RAVELLO is entitled to terminate the agreement.
8.3 STUDIO RAVELLO is also entitled to terminate the agreement if circumstances arise whose nature and extent means that STUDIO RAVELLO cannot be expected according to the principles of reasonableness and fairness to perform the original agreement.
8.4 If the cause of the termination is within the scope of the risk of the Client, or is caused by any act or on mission of the Client, then STUDIO RAVELLO is entitled to claim for the costs it has incurred and for any loss of profit.
Article 9 Liability
9.1 STUDIO RAVELLO accepts liability for the loss suffered by third parties insofar as this is the result of the application of the product liability Act and up to the maximum amounts referred to in that Act.
9.2 STUDIO RAVELLO does not accept loss other than or in exceeding the specified in the previous section, unless caused by a deliberate act or gross negligence on the part of STUDIO RAVELLO. If STUDIO RAVELLO is liable on the grounds referred to above, then any liability for loss of profit or consequential loss is expressly excluded.
9.3 The liability of STUDIO RAVELLO is at all times limited to the maximum of the amount of the goods that are damaged. Liability for any further damage is expressly excluded.
9.4 Any other damage, including loss of profit and consequential loss, resulting from failure to deliver on time or at all, is expressly excluded.
There is no liability for failure to comply on time or at all.
Article 10 Force majeure
10.1 In the event oof force majeure, all the obligations of either party are suspended until the situation of force majeure is over. If the force majeure lasts longer than eight full weeks, then either party in entitled to terminate the agreement without any liability to compensate the other party.
10.2 “ Force majeure” includes, in addition to the circumstances prescribed by legislation and case law, import and export bans by, any government, the failure of supliers of service providers of STUDIO RAVELLO to deliver on time or at all, suspension of the work by, or high amount of sick leave amongst, employees of STUDIO RAVELLO or its suppliers.
10.3 STUDIO RAVELLO is also entitled to rely on the force majeure if the situation of force majeure begins after STUDIO RAVELLO should have fulfilled its obligations.
10.4 Insofar as at the time the situation of force majeure commences STUDIO RAVELLO has partly fulfilled its obligations under the agreement or is still able to do so, then STUDIO RAVELLO is entitled to invoice for all the parts of the agreements it has complied with or will comply with. In such a case the Client is obliged to pay this invoice as if it were a separate agreement.
Article 11 Retention of title
11.1 All goods delivered remain the property of STUDIO RAVELLO until the Client has fulfilled its obligations to STUDIO RAVELLO in full. If any invoice remains unpaid, STUDIO RAVELLO’s retention of title shall also cover all goods previously delivered which have been paid for by the Client.
11.2 Goods delivered by STUDIO RAVELLO subject to retention of title may only be sold on in the context of normal business practice.
11.3 The Client is not authorized to process, pledge or otherwise encumber the goods subject to retention of title.
11.4 If any attachment is levied by a third party upon the goods subject to retention of title, then the Client shall inform the party levying the attachment of the retention of title and notify STUDIO RAVELLO of this immediately.
11.5 The Client undertakes to keep insured the goods subject to the retention of the title against fire, explosion, or water damage, as well as against theft. On demand by STUDIO RAVELLO, the Client shall provide a copy of the insurance policy, as well as ensure that rights under the insurance policy covering the goods subject to the retention of title shall be transferred too STUDIO RAVELLO of that STUDIO RAVELLO is subrogated in these rights.
Article 12 Intellectual property rights and copyrights
12.1 STUDIO RAVELLO 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 it supplies, insofar as these rights do not belong to any third party.
12.2 The Client may not have goods supplied by STUDIO RAVELLO copied elsewhere, or manufacturer imitations thereof that differ in only minor details from the goods supplied , or become directly or indirectly involved in this.
Article 13 Applicable law / Disputes
13.1 All agreements are subject to the law ot the Netherlands.
13.2 The court with exclusive jurisdiction is that covering the area where STUDIO RAVELLO 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 the Client has its registered office or domiciled abroad, unless mandatory law provides otherwise.
13.3 The parties shall always be endeavour to resolve a dispute amicably, before any application is made by either party to the courts.
13.4 The terms of the Vienna Sales Convention shall not apply.
Article 14 Translation, versions
14.1 In the event that these general terms and conditions are available in a language other than Dutch, and there is any dispute as to interpretation or explanation, then the Dutch text of these general terms and conditions shall prevail.
14.2 The version that is binding is the latest version at the time the agreement is entered into.
Hoorn, version dated March 2026