Overview of Articles

Article 1. General Provisions

Article 2. Offers, Conclusion, and Amendment of Agreement

Article 3. Prices and Payment

Article 4. Complaints (Reclamation)

Article 5. Dissolution and Termination

Article 6. Termination or Suspension of the Agreement

Article 7. Retention of Title

Article 8. Liability

Article 9. Right of Withdrawal

Article 10. Indemnification

Article 11. Confidentiality

Article 12. Intellectual Property

Article 13. Photos and Promotional Use of Delivered Products

Article 14. Miscellaneous

Article 15. Disputes and Applicable Law

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Article 1: General Provisions

1.1 These general terms and conditions apply to everything we do at Lacrumo, including but not limited to offers and agreements between us and our clients, hereinafter referred to as the “Client.”

1.2 The relevant terms and conditions also apply to agreements between Lacrumo and any third parties engaged by Lacrumo for delivery.

1.3 Any deviation from these general terms and conditions must be expressly agreed upon in writing between us and the Client.

1.4 Lacrumo expressly rejects any purchasing or other terms and conditions of the Client.

1.5 If one or more provisions in these general terms and conditions are declared invalid, void, or annulled, the other provisions remain in force. Lacrumo will replace the invalid or void provisions with new provisions that correspond as closely as possible to the original intent.

1.6 In case of ambiguity regarding the interpretation of any provisions, interpretation must occur in the spirit of these general terms and conditions.

1.7 Situations not covered by these terms and conditions must be assessed in the spirit of these general terms and conditions.

1.8 The fact that we do not demand strict compliance with any provision at any given time does not waive our right to demand compliance at a later date.

1.9 These general terms and conditions do not apply if otherwise expressly agreed in writing between Lacrumo and the Client.

Article 2: Offers, Conclusion, and Amendment of Agreement

2.1 At Lacrumo, we do our best to provide the best offers, but all our offers are non-binding unless explicitly stated otherwise in the offer.

2.2 An agreement is only concluded when Lacrumo and the Client reach a written agreement.

2.3 Once an agreement exists, it can only be amended if Lacrumo reaches a written agreement with the Client, such as changes in quantity or price.

Article 3: Prices and Payment

3.1 Prices and VAT. All prices quoted by Lacrumo are exclusive of VAT and other government levies unless expressly stated otherwise. Payments must include VAT.

3.2 Additional Goods and Services. Prices apply only to the goods and services specifically named in the agreement. Additional items will be charged separately at the rates applicable on the day of delivery.

3.3 Price Changes. Quoted prices are based on purchase prices, taxes, and other factors valid at the time of the quote. Lacrumo is entitled to adjust the price if these factors change after the agreement is closed.

3.4 Payment Term. Invoices must be paid according to the conditions stated on the invoice. In the absence of such conditions, payment is due within 14 days of the invoice date.

3.5 Default. If the Client fails to pay within the term, they are in default by operation of law. Statutory interest will be charged on the outstanding amount.

3.6 Collection Costs. Collection costs, both judicial and extrajudicial, are borne by the Client, with a minimum of €250.

3.7 Order of Payment. Payments made by the Client first settle interest and costs, and secondly, the oldest outstanding invoices.

Article 4: Complaints (Reclamation)

4.1 Invoice Objections. Objections to an invoice must be submitted in writing (electronically) within 8 days of the invoice date. Failure to do so waives the right to correction.

4.2 Consequences. A complaint does not suspend the Client’s payment obligation.

4.3 Inspection Duty. The Client must inspect goods/services for visible defects immediately upon receipt. Visible defects must be reported in writing within 48 hours. After this period, the delivery is deemed accepted.

4.4 Burden of Proof. The Client bears the burden of proof that the delivery does not meet the agreement. If valid, Lacrumo will repair or replace the item.

Article 5: Dissolution and Termination

5.1 Dissolution by Lacrumo. Lacrumo may dissolve the agreement immediately without liability if:

a. The Client applies for suspension of payment, bankruptcy, or seizure of assets;

b. The Client is placed under guardianship;

c. Statutory debt restructuring is declared;

d. The Client ceases activities, liquidates, or merges;

e. The Client fails to meet contractual obligations.

5.2 Consequences. Upon dissolution, all existing claims become immediately due and payable.

5.3 Termination. Agreements for an indefinite period may be terminated by either party after consultation and with written notice. A reasonable notice period must be observed.

Article 6: Termination or Suspension

6.1 Force Majeure. If performance is impossible due to force majeure, Lacrumo may terminate or suspend the agreement without being liable for damages.

6.2 Definition. Force majeure includes strikes, illness of staff, business interruptions, government measures, or transport disruptions, whether at Lacrumo or its suppliers.

6.3 Partial Performance. If Lacrumo has already partially fulfilled obligations, it is entitled to invoice that part separately.

Article 7: Retention of Title

7.1 All items delivered remain the property of Lacrumo until the Client has fully met all payment obligations, as intended in Article 3:92 paragraph 2 of the Dutch Civil Code.

7.2 The Client must treat the products with care until ownership has passed.

Article 8: Liability

8.1 Limits. Lacrumo is only liable as described in this article.

8.2 Indirect Damage. Lacrumo is not liable for indirect damage, including consequential loss, lost profits, or business stagnation.

8.3 Lacrumo limits its liability to the replacement of goods or a refund of the purchase price.

8.4 The Client is responsible for their choice of products and their handling. Lacrumo is not liable for damage caused by intent or improper use by the Client.

8.5 Lacrumo is not liable for damage caused by incorrect/incomplete information provided by the Client.

8.6 Lacrumo is not liable for printing, writing, or calculation errors or incorrect interpretations of product information.

8.7 Direct Damage. Liability for direct damage is limited to the amount invoiced for the specific agreement (excl. VAT), with a maximum of €5,000.

8.8 Conditions. Liability only arises if the Client provides a proper written notice of default with a reasonable period to remedy the breach.

8.11 Limitation Period. Any claim expires after one year from the moment the damage arose.

Article 9: Right of Withdrawal

9.1 Exceptions. Due to the nature of the products, there is no right of withdrawal for custom-made or personalized goods (as per Article 6:230p sub f under 1 of the Dutch Civil Code). This includes T-shirts or clothing printed based on Client specifications.

9.2 General Right. For non-personalized products, the Client has a 14-day period to withdraw without giving reasons.

9.5 Consequences. Lacrumo will refund all payments, including standard delivery costs, within 14 days of notification.

9.6 The Client bears the direct costs of returning the goods (estimated at a maximum of €10).

Article 10: Indemnification

10.1 The Client indemnifies Lacrumo against third-party claims arising from the Client’s failure to meet obligations.

10.2 The Client indemnifies Lacrumo against third-party claims related to the execution of the assignment.

Article 11: Confidentiality

11.1 Parties must keep all confidential information secret and use it only for the purpose for which it was provided. This obligation remains in effect after the agreement ends.

Article 12: Intellectual Property

12.1 Lacrumo retains all rights under the Dutch Copyright Act and other IP laws.

12.2 Concept, layout, and design are the exclusive property of Lacrumo.

12.4 If the Client provides their own design, they retain the rights but grant Lacrumo a limited right to use it for the assignment. The Client may not have the same design produced directly by another party for similar products for 12 months after delivery, subject to a €500 fine per violation.

Article 13: Photos and Promotional Use

13.1 Lacrumo is entitled to take photos of manufactured products (including personalized items) for promotional and commercial purposes.

13.2 The Client grants unconditional permission unless otherwise agreed in writing beforehand.

Article 14: Miscellaneous

14.1 The Client may not transfer rights/obligations to third parties without Lacrumo’s written consent.

14.2 Lacrumo may change these terms. New terms apply if the Client does not object within 2 months.

Article 15: Disputes and Applicable Law

15.1 Dispute Resolution. Disputes will be submitted to the competent judge at the District Court of Oost-Brabant.

15.2 Applicable Law. All legal relationships are governed exclusively by Dutch law. The UN Convention on Contracts for the International Sale of Goods is excluded.

15.3 Parties will first attempt to resolve disputes through mutual agreement before seeking legal recourse.