General Terms and Conditions

INFORMATION ABOUT KEUNE
Keune Haircosmetics Ireland Limited
The Marketing Suite Offices, The Courtyard, Ballymoss Road,
Sandyford Business Park,
Dublin 18, Dublin, Ireland
D18 V4PV

VAT Registration Number: 4253272LH

Article 1: Applicability

1.1 These General Terms and Conditions of Sale apply to all offers, orders, and agreements between Keune Haircosmetics Ireland and/or companies affiliated with Keune (“Keune”) and the contractual counterparty of Keune (“buyer”) concerning products sold and delivered to the buyer by Keune.
1.2 The applicability of the buyer’s general terms, by whatever name, is expressly excluded.

Article 2: Offer and Acceptance

2.1 All offers by Keune, including those regarding price lists, are without obligation.
2.2 Keune reserves the right at all times not to enter into an agreement, to refuse an order, or to impose specific conditions on the execution of an order. Keune is only bound after the order has been confirmed in writing (for the purposes of these general terms and conditions, “in writing” also includes communication by e-mail) by Keune.

Article 3: Delivery

3.1 Delivery of products is free to the agreed delivery address for orders amounting to €65 (excl. VAT) or more. For orders below this amount, the buyer shall bear the transport costs. Transport costs may be changed by Keune at any time, not affecting orders already placed and confirmed by Keune.
3.2 Delivery times are approximate. Keune is not liable for consequences of delays, and the buyer cannot derive any rights from this. As a guideline: delivery within 24/48 hours after confirmation of the order by Keune, barring special circumstances.
3.3 Keune reserves the right to deliver in parts. Each delivery will be considered a separate delivery.
3.4 The buyer is never permitted to repackage or relabel products delivered by Keune or to apply another brand or label.
3.5 If delivery of an ordered product is impossible, Keune will endeavor to make an alternative item available. Keune will inform the buyer of this by the time of delivery.

Article 4: Prices

4.1 Prices are listed in the most recent price lists of Keune. Deviations agreed upon with Keune employees are binding only after written confirmation.
4.2 The buyer is always deemed to be familiar with the most recent price list.

Article 5: Payment

5.1 Payment is due within 30 days of the invoice date, without deduction, offsetting, suspension, or counterclaim by the buyer. Keune reserves the right to suspend its obligations if the buyer fails to fulfil any of its obligations. In the event of late payment or any other default by the buyer, all outstanding claims of Keune against the buyer shall become immediately and fully due and payable.
5.2 Only with payment within the applicable term can the credit limitation on the invoice be deducted.
5.3 In case of overdue payment, the buyer shall owe statutory commercial interest, and collection costs incurred by Keune shall be borne by the buyer. These costs are at least 15% of the invoice amount, with a minimum of €65.

Article 6: Claims and Complaints

6.1 Transport damage or shortages must be noted upon receipt of the products by the buyer and recorded in writing on the document signed upon receipt. Shortages and defects in the contents of packages must be reported to Keune in writing within 14 days of product delivery.
6.2 Complaints under the warranty below must be reported to Keune within 14 days of discovery, provided that the right to claim expires 1 year after delivery.
6.3 Returns resulting from complaints may only occur with Keune's express prior approval.
6.4 Complaints considered valid by Keune only entitle the buyer to replacement of delivered products.
6.5 Any complaints do not relieve the buyer of the obligation to pay within the payment term.

Article 7: Retention of Title

7.1 Ownership of products delivered by Keune remains with Keune until the buyer has fulfilled all obligations under the purchase agreement or similar agreements and has settled any claims by Keune for failure to comply with such obligations.
7.2 As long as the buyer has not fulfilled obligations to Keune, they are not entitled to encumber or transfer products delivered under retention of title, unless Keune has given its express written consent.
7.3 If the buyer is in default regarding payment obligations, they must return the products to Keune at Keune’s first request. The costs of the return are borne by the buyer.

Article 8: Resale

8.1 Products intended solely for professional use in salons are only supplied to agents designated by Keune or recognized salons. Resale of these products to third parties is strictly prohibited.
8.2 Products supplied by Keune intended for resale to consumers may not be resold to non-consumers unless Keune expressly consents in writing.
8.3 The packaging and formulation of the products must remain identical to their original state when presented to customers.
8.4 Products must be purchased exclusively from Keune or designated distributors.

Article 9: Force Majeure

9.1 Keune is not obliged to fulfil any obligation in cases of force majeure, including but not limited to transportation stoppages, pandemics, technical malfunctions, government actions, machine breakdown at Keune, labour strikes, supplier failure, or any circumstance beyond Keune’s reasonable control.
9.2 In the event of force majeure, Keune is entitled to execute the agreement within a reasonable period or to dissolve the agreement wholly or partially. The buyer is only entitled to dissolve the agreement after granting Keune a reasonable term to perform.
9.3 In the event of force majeure, Keune shall never be liable for any damages or costs, regardless of their nature, except in cases of intent or wilful recklessness on the part of persons belonging to Keune's executive management.

Article 10: Warranty

10.1 Keune guarantees the quality of products for 1 year after delivery, provided that they are stored and/or used per instructions. If an expiry date is stated, the quality of an unopened product is guaranteed up to that date, provided instructions are followed.
10.2 Keune’s warranty obligations entitle the buyer only to replacement of products. The replacement shall be at Keune’s expense. Keune shall not be liable for any consequential or other indirect damages in connection with defective delivery. A defective delivery shall likewise not entitle the buyer to terminate the agreement, suspend any obligations, or apply any discount to the agreed price.
10.3 Warranty claims expire if not reported to Keune per Article 6.

Article 11: Liability

11.1 Keune’s liability, however arising, is limited to the invoiced price of the product that caused the damage. Keune shall never be liable for indirect damages, consequential damages, loss of profit, missed savings, loss of data, reputational damage, or damages resulting from third-party claims.
11.2 Keune is not liable for: a. Business damage; b. Damage caused by intent or gross negligence of auxiliary persons or third parties; c. Damage due to improper use of the delivered.
11.3 The buyer indemnifies Keune from all third-party claims related to the products delivered.
11.4 Buyer rights, including claims for damages, expire if no timely complaints are made per Article 6. Claims expire 12 months after they arise.
11.5 The liability limitations in 11.1 and 11.2 do not apply to damage resulting from intent or gross negligence by Keune’s management.

Article 12: Intellectual Property

12.1 All intellectual property rights in products developed or provided by Keune, or on other materials such as analyses, designs, and documentation, belong solely to Keune, its licensors, or suppliers.
12.2 The buyer guarantees that they will not do anything that infringes on Keune’s intellectual property rights or invalidate them. If aware of infringement, the buyer shall inform Keune immediately.

Article 13: Entire Agreement

13.1 The agreement concluded between Keune and the buyer, including these general terms and conditions and any written annexes or order confirmations, contains the entire agreement between the parties with respect to the subject matter of the agreement.
13.2 All prior oral or written statements, commitments, agreements or correspondence made before the conclusion of the agreement and not expressly included in the agreement or these terms and conditions shall be deemed void and have no legal effect.
13.3 Deviations from or additions to the agreement and these terms and conditions shall only be binding if expressly agreed in writing by both parties.

Article 14: Disputes/Applicable Law

14.1 These Terms and Conditions, and any contracts or disputes arising from them, shall be governed by and construed in accordance with the laws of the Republic of Ireland.
14.2 Any disputes arising between the parties shall be subject to the exclusive jurisdiction of the courts of the Republic of Ireland. However, we reserve the right to bring proceedings in the courts of the buyer’s location if necessary.