- “General Conditions”: these general conditions.
- “Order Form”: electronic document including a further specification of the Product and/or with which an order for the Product is placed or with which the Product is ordered or reserved.
- “Consumer”: a natural person not acting in the exercise of a profession or business.
- “Hyperlink”: a specification in a web page that forms a link to another web page.
- “Intellectual Property Rights”: all intellectual property rights and related rights, such as copyright, the right to a trademark, patent law, model rights, trade name rights, databank rights and related rights.
- “Customer”: the natural person or entity with whom AST has entered into the Agreement or who is visiting the AST Webshop.
- “AST”: AST UK / Unit 4 Unicorn Business Park, Whitby Road, Bristol, BS4 4EX, United Kingdom. VAT: GB202061280.
- “AST Webshop”: the digital shop where AST sells its Products. Web address: ast-suspensionuk.co.uk and uk.ast-suspension.com.
- “Agreement”: the Agreement between AST and the Customer tosupply the Product ordered in the AST Webshop.
- “The Parties”: each Party to the Agreement.
- “Product(s)”: all goods to be ordered, supplied or delivered or which have been ordered, supplied or delivered by AST under the Agreement.
2.1. These General Conditions apply to each offer in the AST Webshop and to the Agreement resulting there from between AST and the Customer. When placing an order, Customer is deemed to accept these General Conditions.
2.2. In no way will these General Conditions affect the Consumers statutory rights. Each Consumer that places an order in the AST-Webshop must be over 18 years old.
2.3. A Customer, not being a Consumer is required to confirm that he or she is authorized to bind the organization of Customer.
2.4. If one or more provisions are declared void or are nullified by an authority empowered thereto, the other provisions of these General Conditions or the Agreements concluded between the Parties to which these conditions apply will remain unimpaired. Any void provisions are varied to the extent deemed necessary to give effect to them in accordance with the intentions of Parties.
3. Formation of the Agreement
3.1. Statements made by AST on the AST Webshop regarding the supplying of Products will apply as an invitation to make an offer. Each Agreement is entered into under the suspensive condition of sufficient availability of the Products concerned. The Agreement will arise as a result of the confirmation, by AST, of the Customer’s order. Confirmation will take place by the sending of an e-mail to the Customer. As long as the receipt of the acceptance has not been confirmed, the Customer can cancel the order.
3.2. AST will ensure that before the Agreement is concluded, the General Conditions will be made available to the Customer through a Hyperlink in the AST Webshop. The Customer himself/itself is responsible for the saving and printing, if required, of the General Conditions and the Agreement by means of the facilities available to that end in the AST Webshop and for access to the saved copies.
3.3. Without prejudicing any current legal obligations to store the Agreement and/or the General Conditions, AST is not obliged to keep an archived Agreement and/or archived General Conditions in a manner accessible to the Customer.
4.1. If the Customer has placed an order in the AST Webshop, AST will process the order the first working day after the date of the order at the latest.
4.2. All communication between AST and the Customer can take place electronically (and in accordance with clause 9), except if the General Conditions and/or the Agreement and/or the law states otherwise.
4.3. Electronic communication will be deemed to have been received on the day on which it is sent, unless the recipient thereof proves the contrary. If the communication has not been received as a result of delivery and/or access problems with regard to the e-mail box of the Customer, this will be for the risk of the Customer, even if the e-mail box has been placed with a third party.
5. Termination and revocation
5.1. If, despite warnings mentioning a reasonable term, the Customer fails to fulfil any (payment) obligation flowing from an Agreement concluded with AST or fails to fulfil them on time or properly, AST will be entitled, without judicial intervention and without being put into default, to terminate the Agreement or part thereof merely by a written declaration.
5.2. Following such termination, existing claims from both parties will be immediately due and payable. The Customer is liable for the loss and/or damage suffered by AST consisting among other things of interest, loss of profit and transport costs.
5.3. For 14 (fourteen) days after purchase of Products, the Customer – provided he/(it) is a Consumer – may terminate the Agreement without stating grounds. This term will begin to run on the day after receipt of the Product by or on behalf of the Customer. Within this term, the Customer must send AST a written termination statement by registered post and must return the Products within this term at the latest, failing which AST will invoke its general right of suspension with regard to reimbursement of the price. The 14 (fourteen) day return period as stated above under this article 5.3 will not apply as otherwise provided for by applicable law.
5.4. During the term mentioned in Article 5.3, the Customer will handle the Product and the packaging with due care. The Customer will only unpack or use the Product to the extent that this is required to be able to judge whether he wishes to keep it. If the Customer wishes to exercise his/its right of revocation, he/it will return the Product together with all accessories supplied and − if reasonably possible − in its original state and packaging to AST, in conformity with the reasonable and clear instructions issued by AST.
5.5. If the Customer makes use of his/its right of revocation, the costs of returning the Product will be for his/its expense at the most. If the Customer has made a payment, AST will refund this sum as soon as possible, but within 30 (thirty) days of the return of the Product or revocation at the latest.
5.6. The right of the Customer, who is a Consumer, to revocation will not apply to:
- Products realised by AST in accordance with specifications of the Customer (as specifically mentioned in the AST Webshop)
- Products realised by AST in accordance with the specifications of the Customer under the “Build Your Own Damper” section.
6. Price and payment
6.1. The Customer will pay the price mentioned on the Order Form for the Products ordered through the AST Webshop. Payment will take place in the manner mentioned in the AST Webshop.
6.2. Prices exclude Dutch VAT and other governmental levies for Customers not being Consumers. For Consumers all prices include VAT and other governmental taxes. The prices mentioned in the AST Webshop and in advertising may be adjusted without prior warning. The price mentioned on the Order Form is binding. If the price mentioned on the Order Form is more than the price mentioned elsewhere in the AST Webshop at the time of forming the Agreement, the Customer will have the right to terminate the Agreement within 2 (two) days as from its formation, without prejudicing, in the event of a Customer who is a Consumer, his/its other rights.
6.3. If the Customer fails to pay within the term mentioned in the AST Webshop, AST will be entitled, in conformity with the statutory regulations, to charge collection costs and interests up till the date of full payment. If the Customer is not a Consumer, collection costs will be subject to a minimum of EUR 150.00 and will be at least 15% of the amount to be claimed.
7.1. If the Customer orders a Product in the AST Webshop, AST will supply it to the Customer within the period as defined in the Order Form.
7.2. Delivery times and/or delivery dates stated will never apply as strict deadlines, unless agreed otherwise in writing.
7.3. After they have been paid for, Products will be sent to the Customer by post at the address that has been made known to AST. Title in the Products will transfer after full payment of the Products by Customer.
7.4. The risk of damage and/or loss being caused to products and/or products going missing will rest with Customer from the time the Products leave the AST warehouse (EXW Valkenswaard, Incoterms 2010) upon delivery to Customer.
8. Guarantee and complaints
8.1. The Products have been manufactured to a high standard and have passed various technical tests and safety tests. In order to preserve the high quality of the Products, they must be installed, used and maintained as per the guidelines of AST as described in the instructions provided together with the Product. The incorrect installation, incorrect use, poor maintenance and / or alterations or repairs carried out by third parties may have a negative effect on the quality of the Products. AST is not liable for any loss of quality in the Products caused as a result hereof.
8.2. All images in the AST Webshop are illustrative only and all colors, packaging etc. may vary.
8.3. AST guarantees the Customer that when used normally and correctly, the Products are free from defects with regard to their material or workmanship. In the event that the Product is nevertheless defect, the Customer who is a Consumer may invoke the guarantee scheme which he/it is entitled to under the Dutch Consumer Sales Act [wet inzake consumentenkoop]. For other Customers, a warranty period of two years will apply. In no event shall any warranty apply for Products used for abnormal uses such as motor sport and/or auto sport and all its various disciplines.
8.4. In the event of a defect Product, the Customer must notify AST hereof within 14 days of discovering such a defect. The defect Product may be returned to AST at no charge to the Customer, preferably in the original packaging and with the original of the receipt or a copy thereof. AST will then decide whether it will repair or replace the product or refund the sum paid for it.
8.5. Complaints regarding the Products can be filed in the manner described in the AST Webshop.
9. After-Sales Service Department of AST
10.1. AST will never be liable for any indirect loss and/or damage suffered by the Customer or third parties, including consequential loss, loss of turnover and profit, loss of data and non-material loss and/or damage, relating to or arising from the Agreement or the use of the Products.
10.2. Nothing in this Agreement shall exclude or limit liability other than as permitted by applicable laws.
10.3. Without prejudicing that stipulated elsewhere in the Agreement, AST’s liability visa-vis the Customer on any basis whatsoever, will be restricted, per event (whereby a related series of events will be regarded as a single event), to the payment actually made by the Customer to AST, excluding VAT, in the current calendar year, subject to a maximum of EUR 5,000.00.
11.1. The Customer will be deemed to have taken due note of the privacy statement of AST (among other places, accessible here www.ast-suspension.com) and to agree to the processing of his/its personal details described therein.
12. Amendments and additions
12.1. Amendments and additions made to any provision in the Agreement and/or the General Conditions will only apply if they are agreed in writing and/or electronically and may only be thereby proven.
13. Force Majeure
13.1. Notwithstanding anything contained in the General Conditions and/or Agreement, if total or partial performance will be delayed or rendered impossible for AST by virtue of any reason whatsoever beyond its reasonable control (including war, invasion, act of foreign enemy hostilities, civil war or strife, rebellion, strikes, lockouts or other industrial disputes or actions, fire, flood, epidemic, earthquake, explosion, decision of any court or other judicial body of competent jurisdiction, acts of God, acts of governments or other prevailing authorities or defaults of third parties) (“Force Majeure Event”) then such non-performance will be deemed not to constitute a breach of the General Conditions and/or Agreement. Should any Force Majeure Event continue for more than two months then Customer may terminate this Agreement with immediate effect.
14. Miscellanea, applicable law and competent court
14.1. The General Conditions and the Agreement are governed by Dutch law. The regulations regarding the General Conditions in the Dutch Civil Code will not apply to the relationship with the Customer − who is not a Consumer − who has his/its principal place of business or place of residence outside the Netherlands.
14.2. Insofar as the law does not state otherwise, all rights, including rights of claim of the Customer vis-à-vis AST, will cease to apply in any case 1 year after the time at which the client learned or could reasonably have learned of the existence of such rights, including rights of claim.
14.3. In its implementation of the Agreement, AST may call in third parties at its own discretion but will, as a matter of course; remain responsible for fulfilling its obligations under the Agreement.
14.4. AST may transfer rights and obligations arising from the Agreement to third parties and will notify the Customer with regard thereto. If the transfer of obligations to a third party is not reasonably acceptable for the Customer as a Consumer, he/it will have the right to terminate the Agreement within 5 (five) days of receiving the relevant announcement.
14.5. Insofar as national or international rules of law do not imperatively prescribe otherwise, all disputes between the Parties will be brought before the competent court of Oost-Brabant (‘s-Hertogenbosch).
14.6. Notwithstanding article 14.5, at the option of AST, Customer and AST each consents to the exclusive jurisdiction of the competent courts in the jurisdiction of Customer’s place of business or home address.
14.7. The applicability of the Vienna Sales Convention 1980 (CISG) is expressly ruled out.