GENERAL TERMS AND CONDITIONS THE SUNNY BURGER CO.
- The Sunny Burger Co.: Miami Burger BV, established in Amsterdam, Chamber of Commerce no. 83667644. 2. Customer: the party which The Sunny Burger Co. has entered into an agreement with.
- Parties: The Sunny Burger Co. and customer together.
- Consumer: a customer who is an individual acting for private purposes.
- These terms and conditions will apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of The Sunny Burger Co..
- Parties can only deviate from these conditions if they have explicitly agreed upon in writing. 3. The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the customer or of third parties.
- All prices used by The Sunny Burger Co. are in euros, are inclusive of VAT and exclusive of any other costs such as administration costs, levies and travel-, shipping- or transport expenses, unless expressly stated otherwise or agreed otherwise.
- The Sunny Burger Co. is entitled to adjust all prices for its products or services, shown in its shop, on its website or otherwise, at any time.
- The parties agree on a total price for a service provided by The Sunny Burger Co.. This is always a target price, unless the parties have explicitly agreed upon in writing on a fixed price, which cannot be deviated from. 4. The Sunny Burger Co. is entitled to deviate up to 10% of the target price.
- If the target price exceeds 10%, The Sunny Burger Co. must let the customer know in due time why a higher price is justified.
- If the target price exceeds 10%, the customer has the right to cancel the part of the order that exceeds the target price by 10%.
- The Sunny Burger Co. has the right to adjust prices annually.
- The Sunny Burger Co. will communicate price adjustments to the customer prior to the moment the price increase becomes effective.
- The consumer has the right to terminate the contract with The Sunny Burger Co. if he does not agree with the price increase.
Payments and payment term
- The Sunny Burger Co. may, at the conclusion of the agreement, require a down payment of up to 50% of the agreed amount.
- The customer must have paid the full amount within 14 days, after delivery.
- Payment terms are considered as fatal payment terms. This means that if the customer has not paid the agreed amount at the latest on the last day of the payment term, he is legally in default, without The Sunny Burger Co. having to send the customer a reminder or to put him in default.
- The Sunny Burger Co. reserves the right to make a delivery conditional upon immediate payment or to require adequate security for the total amount of the services or products.
Consequences of late payment
- If the customer does not pay within the agreed term, The Sunny Burger Co. is entitled to charge an interest of 2% per month for non-commercial transactions and an interest of 8% per month for commercial transactions from the day the customer is in default, whereby a part of a month is counted for a whole month.
- When the customer is in default, he is also due to extrajudicial collection costs and may be obliged to pay any compensation to The Sunny Burger Co..
- The collection costs are calculated on the basis of the Reimbursement for extrajudicial collection costs. 4. If the customer does not pay on time, The Sunny Burger Co. may suspend its obligations until the customer has met his payment obligation.
- In the event of liquidation, bankruptcy, attachment or suspension of payment on behalf of the customer, the claims of The Sunny Burger Co. on the customer are immediately due and payable.
- If the customer refuses to cooperate with the performance of the agreement by The Sunny Burger Co., he is still obliged to pay the agreed price to The Sunny Burger Co..
Right of recovery of goods
- As soon as the customer is in default, The Sunny Burger Co. is entitled to invoke the right of recovery with regard to the unpaid products delivered to the customer.
- The Sunny Burger Co. invokes the right of recovery by means of a written or electronic announcement. 3. As soon as the customer has been informed of the claimed right of recovery, the customer must immediately return the products concerned to The Sunny Burger Co., unless the parties agree to make other arrangements about this.
- The costs for the collection or return of the products are at the expense of the customer.
Right of withdrawal
- A consumer may cancel an online purchase during a cooling-off period of 14 days without giving any reason, provided that:
- the product has not been used
- it is not a product that can spoil quickly, like food or flowers
- the product is not specially tailored for the consumer or adapted to its special needs
- it is not a product that may not be returned for hygienic reasons (underwear, swimwear, etc.) • the seal is still intact, when the product is a data carrier with digital content (DVDs, CDs, etc.) • the service does not concern accommodation, travel, restaurant business, transport, catering assignment or form of leisure activity
- the product is not a separate magazine or a loose newspaper
- the purchase does not concern an (assignment to) urgent repair
- it does not concern a service that is fully performed with the consent of the customer within the 14 calendar days right of withdrawel period and the consumer has not renounced his right of withdrawal
- The cooling-off period of 14 days as referred to in paragraph 1 commences:
- on the day after the consumer has received the last product or part of 1 order
- as soon as the consumer has received the first the product of a subscription
- as soon as the consumer has purchased a service for the first time
- as soon as the consumer has confirmed the purchase of digital content via the internet
- The consumer can notify his right of withdrawal via firstname.lastname@example.org, if desired by using the withdrawal form that can be downloaded via the website of The Sunny Burger Co., www.thesunnyburger.co. 4. The consumer is obliged to return the product to The Sunny Burger Co. within 14 days after the notification of his right of withdrawal, after which period his right of withdrawal will lapse.
Reimbursement of delivery costs
- If the purchase costs and any other costs (such as delivery costs) are eligible for reimbursement according to the law, The Sunny Burger Co. will refund these costs to the consumer within 14 days of receipt of the timely appeal to the right of withdrawal, provided that the consumer has returned the product to The Sunny Burger Co. in time. 2. The costs for return are only reimbursed by The Sunny Burger Co. if the complete order is returned.
Reimbursement of return costs
If the consumer invokes his right of withdrawal and returns the entire order on time, the costs for returning the complete order will be borne by the consumer.
Suspension of obligations by the customer
The customer waives the right to suspend the fulfillment of any obligation arising from this agreement. Right of retention
- The Sunny Burger Co. can appeal to his right of retention of title and in that case retain the products sold by The Sunny Burger Co. to the customer until the customer has paid all outstanding invoices with regard to The Sunny Burger Co., unless the customer has provided sufficient security for these payments.
- The right of retention of title also applies on the basis of previous agreements from which the customer still owes payments to The Sunny Burger Co..
- The Sunny Burger Co. is never liable for any damage that the customer may suffer as a result of using his right of retention of title.
The customer waives his right to settle any debt to The Sunny Burger Co. with any claim on The Sunny Burger Co.. Retention of title
- The Sunny Burger Co. remains the owner of all delivered products until the customer has fully complied with all its payment obligations with regard to The Sunny Burger Co. under whatever agreement with The Sunny Burger Co. including of claims regarding the shortcomings in the performance.
- Until then, The Sunny Burger Co. can invoke its retention of title and take back the goods. 3. Before the property is transferred to the customer, the customer may not pledge, sell, dispose of or otherwise encumber the products.
- If The Sunny Burger Co. invokes its retention of title, the agreement will be dissolved and The Sunny Burger Co. has the right to claim compensation, lost profits and interest.
- Delivery takes place while stocks last.
- Delivery takes place at The Sunny Burger Co. unless the parties have agreed upon otherwise. 3. Delivery of products ordered online takes place at the address indicated by the customer.
- If the agreed price is not paid on time, The Sunny Burger Co. has the right to suspend its obligations until the agreed price is fully paid.
- In the event of late payment, the customer is automatically in default, and hereby he cannot object to late delivery by The Sunny Burger Co..
- Any delivery period specified by The Sunny Burger Co. is indicative and does not give the customer the right to dissolution or compensation if this period is not met with, unless the parties have expressly agreed otherwise in writing.
- The delivery starts once the customer has fully completed the (electronic) ordering process and received an (electronic) confirmation of his order from The Sunny Burger Co..
- Exceeding the specified delivery period does not entitle the customer to compensation or the right to terminate the contract, unless The Sunny Burger Co. cannot deliver within 14 days after the customer has urged him to do so in writing or if the parties have agreed upon otherwise.
The customer must ensure that the actual delivery of the products ordered by him can take place in time. Transport costs
Transport costs are paid by the customer, unless the parties have agreed upon otherwise.
Packaging and shipping
- If the package of a delivered product is opened or damaged, the customer must have a note drawn up by the forwarder or delivery person before receiving the product. In the absence of which The Sunny Burger Co. may not be held liable for any damage.
- If the customer himself takes care of the transport of a product, he must report any visible damage to products or the packaging prior to the transport to The Sunny Burger Co., failing which The Sunny Burger Co. cannot be held liable for any damage.
- The customer undertakes to insure and keep insured the following items adequately against fire, explosion and water damage as well as theft:
- goods delivered that are necessary for the execution of the underlying agreement
- goods being property of The Sunny Burger Co. that are present at the premises of the customer • goods that have been delivered under retention of title
- At the first request of The Sunny Burger Co., the customer provides the policy for these insurances for inspection. Storage
- If the customer orders products later than the agreed delivery date, the risk of any quality loss is entirely for the customer.
- Any extra costs as a result of premature or late purchase of products are entirely at the customer’s expense. Guarantee
- When parties have entered into an agreement with services included, these services only contain best-effort obligations for The Sunny Burger Co., not obligations of results.
- The warranty relating to products only applies to defects caused by faulty manufacture, construction or material.
- The warranty does not apply in the event of normal wear and tear and damage resulting from accidents, changes made to the product, negligence or improper use by the customer, or when the cause of the defect cannot clearly be established.
- The risk of loss, damage or theft of the products that are the subject of an agreement between the parties, will pass on to the customer when these products are legally and/or factually delivered, at least are in the power of the customer or of a third party who receives the product for the benefit of the customer.
Performance of the agreement
- The Sunny Burger Co. executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
- The Sunny Burger Co. has the right to have the agreed services (partially) performed by third parties. 3. The execution of the agreement takes place in mutual consultation and after written agreement and payment of the possibly agreed advance by the customer.
- It is the responsibility of the customer that The Sunny Burger Co. can start the implementation of the agreement on time.
- If the customer has not ensured that The Sunny Burger Co. can start the implementation of the agreement in time, the resulting additional costs and/or extra hours will be charged to the customer.
Duty to inform by the customer
- The customer shall make available to The Sunny Burger Co. all information, data and documents relevant to the correct execution of the agreement to in time and in the desired format and manner.
- The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, unless otherwise ensuing from the nature of the agreement.
- If and insofar as the customer requests this, The Sunny Burger Co. will return the relevant documents. 4. If the customer does not timely and properly provides the information, data or documents reasonably required by The Sunny Burger Co. and the execution of the agreement is delayed because of this, the resulting additional costs and extra hours will be charged to the customer.
The customer indemnifies The Sunny Burger Co. against all third-party claims that are related to the products and/or services supplied by The Sunny Burger Co..
- The customer must examine a product or service provided by The Sunny Burger Co. as soon as possible for possible shortcomings.
- If a delivered product or service does not comply with what the customer could reasonably expect from the agreement, the customer must inform The Sunny Burger Co. of this as soon as possible, but in any case within 1 month after the discovery of the shortcomings.
- Consumers must inform The Sunny Burger Co. of this within two months after detection of the shortcomings. 4. The customer gives a detailed description as possible of the shortcomings, so that The Sunny Burger Co. is able to respond adequately.
- The customer must demonstrate that the complaint relates to an agreement between the parties. 6. If a complaint relates to ongoing work, this can in any case not lead to The Sunny Burger Co. being forced to perform other work than has been agreed.
- The customer must provide any notice of default to The Sunny Burger Co. in writing.
- It is the responsibility of the customer that a notice of default actually reaches The Sunny Burger Co. (in time). Joint and several Client liabilities
If The Sunny Burger Co. enters into an agreement with several customers, each of them shall be jointly and severally liable for the full amounts due to The Sunny Burger Co. under that agreement.
Liability of The Sunny Burger Co.
- The Sunny Burger Co. is only liable for any damage the customer suffers if and insofar as this damage is caused by intent or gross negligence.
- If The Sunny Burger Co. is liable for any damage, it is only liable for direct damages that results from or is related to the execution of an agreement.
- The Sunny Burger Co. is never liable for indirect damages, such as consequential loss, lost profit, lost savings or damage to third parties.
- If The Sunny Burger Co. is liable, its liability is limited to the amount paid by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damages the amount of the liability is limited to the (part of the) invoice to which the liability relates.
- All images, photos, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot lead to any compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.
Every right of the customer to compensation from The Sunny Burger Co. shall, in any case, expire within 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions in article 6:89 Dutch Civil Code.
- The customer has the right to dissolve the agreement if The Sunny Burger Co. imputably fails in the fulfillment of his obligations, unless this shortcoming does not justify termination due to its special nature or because it is of minor significance.
- If the fulfillment of the obligations by The Sunny Burger Co. is not permanent or temporarily impossible, dissolution can only take place after The Sunny Burger Co. is in default.
- The Sunny Burger Co. has the right to dissolve the agreement with the customer, if the customer does not fully or timely fulfill his obligations under the agreement, or if circumstances give The Sunny Burger Co. good grounds to fear that the customer will not be able to fulfill his obligations properly.
- In addition to the provisions of article 6:75 Dutch Civil Code, a shortcoming of The Sunny Burger Co. in the fulfillment of any obligation to the customer cannot be attributed to The Sunny Burger Co. in any situation independent of the will of The Sunny Burger Co., when the fulfillment of its obligations towards the customer is prevented in whole or in part or when the fulfillment of its obligations cannot reasonably be required from The Sunny Burger Co. .
- The force majeure situation referred to in paragraph 1 is also applicable – but not limited to: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of power, electricity, internet, computer or telecoms; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages.
- If a situation of force majeure arises as a result of which The Sunny Burger Co. cannot fulfill one or more obligations towards the customer, these obligations will be suspended until The Sunny Burger Co. can comply with it.
- From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part.
- The Sunny Burger Co. does not owe any (damage) compensation in a situation of force majeure, even if it has obtained any advantages as a result of the force majeure situation.
Changes in the general terms and conditions
- The Sunny Burger Co. is entitled to amend or supplement these general terms and conditions. 2. Changes of minor importance can be made at any time.
- Major changes in content will be discussed by The Sunny Burger Co. with the customer in advance as much as possible.
- Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions.
Transfer of rights
- The customer cannot transfer its rights deferring from an agreement with The Sunny Burger Co. to third parties without the prior written consent of The Sunny Burger Co..
- This provision applies as a clause with a property law effect as referred to in Section 3:83 (2) Dutch Civil Code. Consequences of nullity or annullability
- If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions of these terms and conditions.
- A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what The Sunny Burger Co. had in mind when drafting the conditions on that issue.
Applicable law and competent court
- Dutch law is exclusively applicable to all agreements between the parties.
- The Dutch court in the district where The Sunny Burger Co. is established is exclusively competent in case of any disputes between parties, unless the law prescribes otherwise.
Drawn up on 01 november 2023.