TEAM LIQUID’S EUROPEAN WEBSITE
GENERAL TERMS AND CONDITIONS B2C
This Website is operated by Liquid Enterprises B.V. . Throughout the Site, the terms “we”, “us” and “our” refer to Team Liquid. Team Liquid offers this Website, including all information, tools and services available from this online store to you, the Consumer, conditioned upon your acceptance of all terms, conditions, policies and notices stated here. Please read these General Terms and Conditions carefully before accessing and using out Website.
SECTION 1 – DEFINITIONS
These definitions (where the singular also means the plural) are used in these General Terms and Conditions:
- Acceptance: the Consumer’s acceptance of the Offer, which can be regarded as the unilateral legal act of accepting, as a result of which a Contract is concluded.
- Client: the Consumer using the Website, including but without limitation to the Consumer who places the order for supplying Products and/or Services to the Contractor or browses the Website.
- Consumer: a natural person who is not acting in the course of a profession or business.
- Contract: a distance contract concluded between the Contractor and the Client as part of a system organised by the Contractor for the distance sale of Products and/or Services, without the physical presence of the Parties, which solely uses one or more remote communication technologies up to and including when the Contract is concluded.
- Contractor: Liquid Enterprises B.V., with its registered office and physical address at Moreelsehoek 354, 3511 EZ Utrecht, The Netherlands (Chamber of Commerce no. 24407492).
- Day: a calendar day.
- General Terms and Conditions: the most recent version of these General Terms and Conditions.
- In Writing or Written: by post or email.
- Offer: Services and/or Products offered by the Contractor, which can be regarded as the unilateral legal act of offering.
- Parties: the Contractor and the Client.
- Product: that which the Contractor offers on the Website.
- Reflection Period: the period of 14 Days within which the Client may exercise their Right of Withdrawal free of charge and without stating reasons, unless the Contract relates to the delivery of Products made according to the Client’s specifications.
- Right of Withdrawal: the option for the Client to decide not to proceed with the Contract within the Reflection Period.
- Service: everything the Contractor performs and/or makes and/or carries out under the Contract, all in the broadest sense, including designing (personalised Products), transporting and delivering the Product or having it designed, transported and delivered.
SECTION 2 – CONTRACTOR’S IDENTITY
Liquid Enterprises B.V.
Address: Moreelsehoek 354
Postal code: 3511 EZ Utrecht, The Netherlands
Chamber of Commerce: 24407492
VAT number: NL817982826B01
SECTION 3 – APPLICABILITY
- These General Terms and Conditions, including the policies and hyperlinks including herein, apply to all Clients, all Offers made by the Contractor, order confirmations, all negotiations between the Contractor and the Client, all Contracts concluded or to be concluded by the Contractor with the Client, and their performance. These General Terms and Conditions also apply to any third parties that the Contractor hires.
- Before the distance Contract is concluded electronically, the text of the General Terms and Conditions will be provided to the Client electronically in such a way that the Client can easily store it on a durable data carrier. If this is not reasonably possible, the Contractor will specify before the Contract is concluded how the General Terms and Conditions can be examined at the Contractor and that they will be sent free of charge to the Client as soon as possible upon request.
- By agreeing to these General Terms and Conditions, the Client ensures that the Client is at least the age of majority in its state of province or residence, or that the Client has parental consent to use the Website and/or accept an Offer from the Contractor.
- The Client may not use our Products and/or Services for any illegal or unauthorized purpose nor may the Client, in the use of the Products and/or Services, violate any laws in their jurisdiction (including but not limited to copyright laws). A breach or violation of any of the General Terms and Conditions will result in an immediate termination of the Service(s).
- If one of the provisions of the Contract or these General Terms and Conditions proves to be void or voidable, the rest of the Contract and General Terms and Conditions will remain in full force. The Parties will then consult to agree a new provision as a replacement, which should approximate the purpose and purport of the void or voided provision as closely as possible.
SECTION 4 – AMENDMENTS
- Any new features or tools which are added to the Website shall also be subject to the General Terms and Conditions.
- The Contractor reserves the right to review the text of these General Terms and Conditions at any time and will notify the Client of any amendments. The most current version of the General Terms and Conditions can also be reviewed at any time on the Website. The Parties must agree in advance to any amendments to the Contract.
SECTION 5 – OFFER
- The Website contains a complete and accurate description of the Products and/or Services offered and their characteristics. The description is sufficiently detailed to enable the Client to properly assess the Offer. We have made every effort to display as accurately as possible the colours and images of our products that appear at the store. We cannot guarantee that your computer monitor's display of any colour will be accurate. Obvious errors or mistakes in the Offer do not bind the Contractor. Only the Contractor can determine whether an obvious error or mistake exists.
- Each description of the Products and/or Services, or the description upon completion of the order, contains such information that it is clear to the Client what rights and obligations are attached to concluding the Contract. This concerns for example:
- the price of the Products and/or Services;
- any additional freight, delivery or postage charges;
- the way in which the Contract will be concluded, and which actions are required for that purpose;
- the period for Acceptance of the Offer, or the period for which the Contractor guarantees the price;
- the arrangements for payment, delivery, performance, and the time within which the Contractor undertakes to deliver the Products or to provide the Services;
- the manner in which the Client can check and, if required, recover the data provided to them for the purpose of the Contract, prior to its conclusion;
- the fact that personalised Products and/or Services are excluded from the Right of Withdrawal;
- the languages, apart from English, in which the Contract can be concluded.
- Certain content, Products and Services available via our Service may include materials from third parties. Third-party links on this Site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third parties. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
SECTION 6 – THE CONTRACT
- A Contract between the Contractor and the Client is concluded after the Offer of the Contractor and the Acceptance of that Offer by the Client.
- Once the Client has accepted the Offer electronically, the Contractor promptly confirms receipt of the Acceptance of the Offer electronically. As long as the Contractor has not confirmed receipt of this Acceptance, the Client may terminate the Contract.
- Any oral or other arrangements made between the Parties will become effective only after both Parties have confirmed them in Writing.
- The Contractor may hire intermediaries or third parties for the purpose of performing the Contract.
- The Client gives the Contractor its consent in advance to make partial deliveries and to invoice each partial delivery to the Client separately. Each partial delivery constitutes a separate delivery within the meaning of these General Terms and Conditions.
- The Contractor may – within legal frameworks – enquire whether the Client will be able to meet their payment obligations, and about any other facts and circumstances that are of interest for responsibly concluding the Contract. If that enquiry gives the Contractor proper grounds for declining to conclude the Contract, it may, stating its reasons, reject an order or request, or attach special conditions to its performance.
- When performing the Contract, the Contractor will send the following information to the Client, in Writing or in such a way that it can be stored by the Client accessibly on a durable data carrier:
- The information mentioned in Section 5.2 of these General Terms and Conditions, unless this information has already been provided to the Client before concluding the Contract or the information is not relevant in relation to the Product and/or Service;
- the manner in which the Client can report complaints to the Contractor, as described in Section 11;
- information on warranties and existing service after concluding the Contract.
SECTION 7 – RIGHT OF WITHDRAWAL
- The basic principle is that the Products and/or Services from the Contractor are conform the Contract and are sound. The Client is entitled to this conformity and soundness.
- When purchasing Products and/or Services remotely, the Client may cancel the Contract within a period of 14 Days, without stating reasons. For this purpose, the Contractor provides on the Website an electronic withdrawal form. If the Contract concluded relates to performing Services, the Right of Withdrawal applies for 14 Days from the day on which the Contract was concluded. The Reflection Period for Products starts on:
- the day on which the Client (or a representative designated by the Client and notified to the Contractor in advance) receives the Product; or
- the day on which the Client (or a third party designated by the Client, not being the carrier) received the last Product, if the Client has placed an order containing several Products that are delivered separately; or
- the day on which the Client (or a third party designated by the Client, not being the carrier) received the last consignment or the last part if the Products are delivered in different consignments or parts.
The Right of Withdrawal may also be exercised before the delivery is made.
- The Right of Withdrawal is excluded if the Contract relates to the order or delivery of Products and/or Services made according to the Client’s specifications, including but not limited to personalised shirts, hoodies or hats.
- The Right of Withdrawal does not apply to the Contract if the Contractor has already started its work with the explicit prior consent or at the request of the Client before the Reflection Period has expired, or if the Client has stated that they waive the Right of Withdrawal as soon as the Contractor has complied with the Contract.
- During the Reflection Period, the Client must carefully handle the Product, and everything delivered with it. The Client will unpack or use the Product only to the extent necessary to be able to assess whether they wish to keep the product. As the Client must be able to assess the nature, characteristics and functioning of the Product, packaging may be removed. The Client will be liable for any diminished value of the Product if its handling during the Reflection Period went beyond what is necessary to ascertain the nature, characteristics and functioning of the Product.
- If the Client wishes to use the Right of Withdrawal, they must notify the Contractor of this in due time by making a clear statement to that effect. For such a clear statement, the Client can use the electronic withdrawal form which can be completed on the Website.
- The Contractor will immediately confirm receipt of the statement, as referred to in the previous paragraph, to the Client.
- If the Client exercises their Right of Withdrawal, they will – within again 14 Days of stating that they wish to exercise their Right of Withdrawal – make the Product with all delivered accessories and (if reasonably possible and/or required by national laws) in its original condition and packaging, available for collection in accordance with the Contractor’s reasonable and clear instructions.
- If the Client exercises their Right of Withdrawal, only the return costs of the Product are at the Client’s expense.
- If the Client has already paid the purchase price of the Product, the Contractor will refund it (including the delivery costs and excluding the return costs) within 14 Days of the Client’s statement, using the same means of payment as previously used by the Client, unless the Client explicitly consents to the refund being made by other means.
- If the Client does not exercise their Right of Withdrawal within the Reflection Period, the Contract becomes final.
SECTION 8 – PRICE
- The prices mentioned on the Website are in euros (€), including VAT and excluding dispatch costs.
- The Contractor may always adjust the prices of the Products and/or Services on the Website.
- The Contractor may always determine that certain Products and/or Services will only be delivered from a minimum quantity.
- The Client cannot derive any rights from bonuses or discounts given by the Contractor in the past.
SECTION 9 – DELIVERY AND PERFORMANCE
- The address provided by the Client to the Contractor is regarded as the place of delivery.
- The Contractor will deliver orders placed with due speed, no later than 30 Days after the Contract has been concluded, unless a different delivery period has been agreed. If the delivery is delayed, or if an order cannot be delivered at all or delivered completely, the Client will receive notification of this no later than 30 Days after placing the order and payment. In that case, the Client may terminate the Contract with no costs and claim any compensation of their payments after first sending the Contractor a reminder and giving it a notice of default.
- Any delivery periods stated by the Contractor start only after it has confirmed the order in Writing. Although the stated periods are without any obligation, the Contractor will use its best efforts to deliver within the agreed period. The Contractor is however dependent on carriers and shipping companies.
- If termination under Section 9.2 occurs, the Contractor will refund the payment made by the Client as soon as possible but at least within 30 Days of termination.
- Unless explicitly agreed otherwise, the risk of damage to and/or loss of Products and/or Services remains with the Contractor until the moment of delivery to the Client or a previously designated representative made known to the Contractor. If the Client selects a carrier, the Contractor’s risk passes to the carrier, or to the Client, when it hands over the Product to the carrier.
- Delivery periods may be postponed at the Client’s request only with the Contractor’s express Written consent, on condition that the Client pays the amount due to the Contractor before the originally agreed date, and on condition that the Client pays all the costs and losses connected with this postponement, for which purpose the Contractor’s cost specification to be provided to the Client will be binding on the Client.
- If the Client fails to take delivery of the Products when they are first offered by the Contractor, the Contractor may store the Products at the Client’s expense and risk. The Contractor will not make the Products available to the Client until the Client has paid the additional costs for transport and storage in full. If the Client has not collected the Products within 30 Days of the original delivery, the Contractor may destroy the Products or find another destination for them after sending a demand. The Client has no right to institute a claim against the Contractor in this respect. Any proceeds from finding another destination will be credited to the Client after deducting the related costs, notwithstanding the Contractor’s right to claim the full agreed price.
SECTION 10 – PAYMENT
- Unless expressly agreed otherwise in Writing, the Products ordered through the Website are paid immediately when the order is completed using a payment method specified on the Website.
- Before making delivery or continuing to make delivery, the Contractor may always require what it considers a sufficient advance payment or security for fulfilment of the Client’s payment obligations. The Contractor may suspend further deliveries if the Client fails to meet this requirement, even if a fixed delivery period has been agreed, all notwithstanding the Contractor’s right to claim compensation for loss on account of late performance or a failure to perform the Contract. The Client will never be obliged to pay more than 50 % of the purchase price in advance. If an advance payment has been stipulated, the Client cannot assert any rights regarding the execution of the order concerned before the stipulated advance payment has been made.
- The Client must immediately report any inaccuracies in payment data provided or stated to the Contractor.
- If the Client fails to meet their payment obligation(s) on time, they will be in default after the Contractor informs them of the late payment and grants them a period of 14 Days to still fulfil their payment obligations. If payment is not made within this 14-Day period, the Client must pay statutory interest on the amount still owing, and the Contractor may charge the extrajudicial collection costs it incurs.
- Unless expressly agreed otherwise in Writing, all payments by the Client, regardless of the manner in which they are made, are first allocated to reduce the costs, then to reduce the interest due, and finally to reduce the principal amount of the unpaid invoices.
- Set-off or other forms of settlement by the Client are never permitted without an express agreement in Writing.
- All the Contractor’s outstanding receivables from the Client become immediately due and payable if the Client is in default, liquidated, declared bankrupt or petitions for bankruptcy, is admitted to statutory debt restructuring under the Dutch Debt Restructuring (Natural Persons) Act, is placed under guardianship, their assets are attached, or they are granted a provisional or definitive moratorium on the payment of debts.
SECTION 11 – COMPLAINTS PROCEDURE
- The Client must check the conformity of the Contractor’s Products and/or Services immediately upon delivery. Among other things, the Client should inspect whether the quality and quantity of the Products and/or Services delivered correspond to what has been agreed.
- Complaints about performing the Contract must be submitted to the Contractor fully and clearly described within a reasonable period, not exceeding three Days, after the Client has discovered the defects.
- Complaints about invoices sent by the Contractor must be communicated to the Contractor within five Days of the invoice date, which is regarded as an expiry period.
- Complaints submitted to the Contractor will be answered within a period of 14 Days from the date of receipt. If a complaint requires a foreseeably longer period to process, the Contractor will respond within the 14 Day period, acknowledging receipt and indicating when the Client can expect a more detailed answer.
- If a complaint is made within the meaning of this Section, the Client must give the Contractor the opportunity to further investigate the validity of the complaint within five Days of the Client’s notice of it, failing which any right to warranty will lapse.
- Complaints will not be handled, if:
- there are just minor deviations in quality, quantity, materials, dimensions, colour and other deviations deemed admissible in the sector;
- the Product differs from an image on the Website;
- the Client has incorrect and/or different expectations, even though the Service has been performed in accordance with the Client’s instructions as laid down in the Contract;
- the Client has ordered incorrect quantities, volumes and/or Products;
- the Client has repaired or modified the Product themselves or allowed a third party to repair or modify the Product;
- the Client does not use the Product in accordance with the manual and/or user instructions provided;
- the supplied Product has been exposed to abnormal conditions, in the broadest sense, or has otherwise been handled improperly or contrary to the Contractor’s instructions;
- the complaints, whether justified or not, are made outside the warranty period.
- The Client must always give the Contractor four weeks to resolve the complaint by agreement.
- If complaints are valid, the Contractor is free to choose between replacing or repairing the delivered Products free of charge or refunding the amount of the returned Product(s) to the Client with no additional costs and excluding any other further liability for compensation.
- Outside the Reflection Period, Products may be returned only with the Contractor’s Written consent, and at the Client’s expense and risk, without this consent implying any acknowledgement of liability.
- A return consignment approved by the Contractor must be made within 10 Days of receipt of the approval. The Client must make the return consignment available for collection within this period in accordance with the Contractor’s instructions.
- If there is a recall, the Client must cooperate with the instructions and/or imposed procedures of the Contractor and/or suppliers.
SECTION 12 – RETENTION OF TITLE
- As long as the Client has not met any obligation towards the Contractor in full, any supplied Products will remain the Contractor’s property but will be at the Client’s expense and risk. In that case, the Client will be deemed to hold the Products for the Contractor until they have met their obligations towards the Contractor in full.
- As long as ownership of the Products has not been transferred to the Client, they may not dispose of, rent out or encumber the Products with a security right in any way.
- The Client must store the Products delivered under retention of title with due care and identifiable as the Contractor’s property.
- If the Client is in default because of failing to fulfil their payment obligations towards the Contractor, the Client must make the Products owned by the Contractor available to the Contractor immediately on request. The Contractor may then enter, or have a third party enter, the Client’s premises to gain actual possession of the supplied Products.
- The Client undertakes to insure the Contractor’s interests in connection with the retention of title. The Client undertakes to compensate this interest if an incident occurs and to assign their claim against their insurers to the Contractor immediately on request.
SECTION 13 – LIABILITY
- If the Contractor attributably fails to perform, its liability will be limited to the amount of the net invoice value (excluding VAT) of the relevant Contract or, if partial deliveries have been agreed, the net invoice value (excluding VAT) of the partial delivery to which the incident giving rise to the damage relates. The Contractor’s liability will however always be limited to the cover provided by its insurance policy.
- The Contractor is not liable for indirect damage or loss, expressly including but not limited to trading loss, loss of profit, consequential damage, loss due to business interruption, immaterial damage, financial loss and personal injury, including all possible third-party claims, in the broadest sense.
- The Client cannot derive any rights from advice and information provided by the Contractor, for example regarding sizes or personalised Products. The Contractor accepts no liability, neither for direct nor indirect damage or loss, caused by or in connection with its advice and/or provision of information.
SECTION 14 – FORCE MAJEURE
- If the Contractor fails to perform the Contract because of force majeure, it may suspend performing the Contract and therefore will not be bound by any delivery period. The Client will then never be entitled to compensation for any damage or loss.
- A non-attributable failure of the Contractor to perform means any circumstance beyond the Contractor’s control – even if already foreseeable at the time the Contract was concluded – which makes it permanently or temporarily impossible to perform the Contract, which will in any case include, but not be limited to:
- damage caused by natural disasters and/or severe weather conditions (storm damage);
- war, risk of war and/or any other form of armed conflict including terrorism or the threat of terrorism in the Netherlands and/or other countries, which hinders the supply of goods or raw materials;
- strikes, forced business closures, riots and any other form of disruption and/or hindrance caused by third parties, which hinders the supply of goods or raw materials;
- loss of or damage to goods during transport;
- illness of one or more employees who are difficult to replace;
- legislative or administrative measures taken by the government that hinder supplies, including import and export bans;
- prohibition or restriction of supply to the Contractor imposed by organisations, institutions, groups or contractual forms of cooperation, with which the Contractor is affiliated or of which it is a member;
- defect in and/or breakdown of means of transport, production equipment or power supply;
- fire or accidents in the Contractor’s business;
- non-delivery or late delivery to the Contractor by suppliers;
- stagnation in the supply of goods, raw materials and/or energy;
- epidemic and/or pandemic.
- If force majeure occurs, the Contractor must notify the Client of such a situation as soon as possible.
- If the Contractor is unable to fulfil its obligations under the Contract due to a temporary force-majeure situation (of longer than three months) or a permanent force-majeure situation, the Parties may terminate the Contract in Writing. What has already been performed under the Contract will then be settled proportionally, without the Parties owing each other anything further.
SECTION 15 – INTELLECTUAL PROPERTY
- The content, appearance and layout of the Contractor’s Website, as well as all images, texts and other elements of it, are subject to the Contractor’s copyright. Also, the Products and/or Services, including but not limited to the merchandises with the used words and designs, are subject to the Contractor’s copyright. Reproduction or publication is not permitted without the Contractor’s explicit Written consent.
- The Client agrees not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the Website through which the Service is provided, without express written permission by the Contractor.
- Any loss caused by copyright infringement is eligible for compensation.
SECTION 16 – THIRD PARTIES AND ASSIGNMENT
- The Client may not assign the Contract or one or more of their rights and obligations under the Contract without the Contractor’s prior Written consent. Besides its effect under the law of obligations, a restriction on the assignability of rights of action as referred to in this Section also has an effect under property law.
- The Contractor may assign all or part of its rights and obligations under the Contract to a third party. If necessary, the Client will cooperate fully in this regard.
- The Client may not resell the Products to third parties under any circumstances and the Products may thus not be offered through online marketplaces without the Contractor’s Written consent.
- If the Client nevertheless resells the Products to a third party, the Client must fully indemnify the Contractor against any resultant damage or loss.
SECTION 17 – DATA PROTECTION
SECTION 18 – DISPUTES
- The Client may bring individually, without resort to any form of class action, any and all disputes arising from or in connection with these General Terms and Conditions and the Contract, either in the courts of the state in which the Client is domiciled or, regardless of their domicile, in the Midden-Nederland District Court, where Contractor is domiciled within the European Union.
- The laws of the state where the Client is domiciled apply to these General Terms and Conditions, all negotiations, Offers and Contracts with the Contractor.
Model withdrawal form
(complete and return this form only if you wish to withdraw from the contract)
To: Liquid Enterprises B.V.
Moreelsehoek 354, 3511 EZ Utrecht, The Netherlands
I/We (*) hereby give notice that I/We (*) withdraw from my/our (*) contract of sale for the following products (*)/for the provision of the following service (*):
Ordered on (*)/received on (*) [order date for services or receipt date for products]:
Name(s) of consumer(s):
Address of consumer(s):
Signature of consumer(s):
[only if this form is submitted on paper]
(*) Delete where not applicable or complete where applicable.