Terms and Conditions Gebr. de Boon BV. |
Article 1. Applicability |
A. These conditions apply to all offers, agreements and deliveries of Gebr. de Boon BV. References by other parties to their own conditions are not accepted by Gebr. de Boon BV. |
B. The other party once been entered into these terms and conditions shall be deemed tacitly to the applicability of these conditions later with Gebr. de Boon BV contracts are agreed to. |
Article 2. Offers |
A. All offers whether on
special offer, price lists, catalogs or stock statements or otherwise are
made, are not binding. |
B. All agreements, even if and
when they by whether or not employed by Gebr. de Boon BV agents being
entered, only become effective after it by Gebr. de Boon BV, or by an
expressly authorized to do so confirmed in writing or orally , or have been
carried out without prior order confirmation. |
C. The engagement letter is
correct and agreement were deemed unless within 5 days of the dispatch of
Gebr. de Boon BV received written objections. |
D. If the other party
expressly requests the submission of an offer, but the order to which the
tender has not made within two months, to the extent customary costs Gebr. de
Boon BV had to make in order to provide the tender will be charged. |
E. Drawings, calculations,
descriptions and attachments relating to an offer shall be deemed to form
part of this offer and remain the property of Gebr. de Boon BV. They may be
copied without express permission or in other ways never reproduced, shown or
given to third parties, published or used and should be returned immediately
to our request. |
Article 3. Amendments to the
Agreement |
A. If, after the assignment,
are still required changes to their implementation, they must timely notify
Gebr. de Boon BV to be. |
B. Changes made in an order
issued may result in the changes agreed before delivery is exceeded by Gebr.
de Boon BV. Such delays Gebr. de Boon BV has no responsibility. |
Article 4. Execution of the
agreement |
Gebr. de Boon BV is entitled,
without the consent of the other party to the contract or parts thereof
outsource to whether to carry through not in its employ third parties that,
if it promotes good efficient execution of the contract, unless this is contrary
to the nature of the contract. |
Article 5. Prices |
A. The Gebr. de Boon BV prices
are exclusive of VAT and other government charges the transaction. |
B. The prices of Gebr. de Boon
BV are calculated for delivery to business or house party where use can be
made of fixed routes and including packaging. |
C. Quotations are only made on
the basis of the time of conclusion of the contract current prices. |
D. If, after the conclusion of
the match-arrival prices of materials, ground materials or semi-finished
products, wages, premiums of any kind, freight, taxes, exchange rates and /
or other factors, the price of the goods or services co-determination, subject
to change, is Gebr. de Boon BV authorized these changes to the other party
accordingly calculated by. |
E. If this price increase
occurs within three months after signing the agreement, the other party of
his hand, shall be entitled, provided in writing within three days after
learning notified of the price increase on Gebr. de Boon BV to take back the
assignment and to suffice compensation for the services already rendered,
based on the prices prevailing before the increase. |
F. The provisions E. This
article does not apply to price increases which Gebr. de Boon BV under
statutory provisions mandatory or jurisdiction. |
G. Agreements relating to the
supply of books in accordance with the Law on Fixed Book, the following
applies. The other party is obliged to observe the provisions of the Law on
Fixed Book. The other party indemnifies Gebr. de Boon BV for all damages suffered
if the Gebr. de Boon BV by Gebr. de Boon BV failure of the other party in
this respect by third parties (including the Commissioner is to charge for
the Media) is addressed. |
Article 6. Delivery |
A. Delivery times are
non-binding and are only approximate indicated. Exceeding the delivery time
can never claim to damages, unless the other party has explicitly stated that
there is a deadline, or so it is clear from the agreement. |
B. The risk of loss and / or
damage to the goods passes to the re-match when the goods leave the warehouse
of Gebr. de Boon BV, unless verhaal¬baar the “all-risk” insurance
of transport Gebr. de Boon BV. |
C. If by Gebr. de Boon BV sold
goods or services offered are not accepted by the other party for reasons
which are not risk Gebr. de Boon BV, they are available for three weeks.
Cases are recorded during this period at the expense and risk of the counterparty.
After said period, Gebr. de Boon BV either the right either to demand
fulfillment of the contract or this without judicial intervention, without
prejudice to the right to compensation. |
Article 7. Guarantees |
A. Gebr. de Boon BV is
entitled Before the activities begin or therewith go by and before delivery
or supply to continue to require sufficient security fulfill payment
obligations of the other party too. |
B. If the required security is
not adequately established or the legal status of the party has changed,
Gebr. de Boon BV has the right to take back the agreement without judicial
intervention, wholly or partially dissolve and already delivered and processed
matters, without prejudice to the Boon owe future rights to payment of the
amount upon termination of the contract. |
Article 8. Payment |
Payment must, without any
deduction or set-off, within 30 days after the invoice date by bank transfer
on a Gebr. de Boon BV to be designated bank account. Full or partial payment
may be required. |
Article 9. Default |
A. If the other party does not
in time, do not properly or only partially has fulfilled its payment
obligations, or to any other provision of the overeen¬komst, is seized at its
goods, requesting suspension of payment or debt or if his bankruptcy is filed,
it is legally considered to be in default and the total amount of Gebr. de
Boon BV without warning or notice -no matter earlier term agreements
regarding payment- immediately due and payable. |
B. The lower A. That amount is
increased calculated with delay interest rate of 2% per month from the date
of maturity (a part of a month for a charging whole month) over the gross
invoice amount, up to the point of time of payment in full. |
C. In the classes referred
cases Gebr. de Boon BV optionally also the right implementation of the
current agreements to suspend or such on the part of Gebr. de Boon BV without
judicial intervention to dissolve, so no obligation to pay any compensation
to the party. |
D. When Gebr. de Boon BV is
forced an unpaid bill to provide for collection of hands Gebr. de Boon BV
entitled to the debtor to request compensation in respect of interest and
extrajudicial collection costs. The extrajudicial costs are equal to 15% of
the outstanding amount of principal. |
E. Partial payments are first
settled with collection costs, then with interest and, moreover, of the
principal outstanding. |
Article 10. Retention |
A. Gebr. de Boon BV delivered
property of the Gebr. de Boon BV continue until the other party of its
obligations, including interest and costs, all with Gebr. de Boon BV
agreements fulfilled. |
B. By Gebr. de Boon BV Goods delivered pursuant A. under the title falling may only be sold as part of normal business. Incidentally, the other party is not entitled to the business pledge or any other right to draw. |
C. If the counterparty obligations fails or there is reasonable fear that he will not do so is Gebr. de Boon BV entitled delivered goods to which it referred A. retention of title to the other party or third parties in the case for the other party to take back. The other party is obliged to provide all cooperation under penalty of a fine of 10% of the payable by him per day. |
E. If a third party entitled
to under retention delivered to establish or exercise, the other party is
obliged Gebr. de Boon BV as soon as reasonably may be expected to inform. |
F. The other party shall first
request: |
– insure the goods delivered
against sound to indicate usual risks and the insurance policy available for
inspection; |
– all claims of the other
party on insurers with regard to the under retention delivered to pledge to
Gebr. de Boon BV in the manner prescribed in Art. 3: 239 BW – the progress of
the party towards its customers by reselling under retention by the pledge
Boon delivered to Gebr. de Boon BV in the manner prescribed in Art. 3: 239 BW
– the brands under retention delivered goods as the property of Gebr. de Boon
BV – in other ways to provide assistance to all reasonable measures Gebr. de
Boon BV to protect its proprietary rights to the business will take |
Article 11. Force majeure |
A. Gebr. de Boon BV is not
liable for not incorrect or late execution of contracts, if that is the
result of force majeure. By force majeure in the sense of non-attributable
failure is in this context to mean any of the control of Gebr. de Boon BV
independent circumstance that the performance of the agreement permanently
fixed by its or temporarily, as well as – if not already available, such a
circumstance yielding – serious breakdowns in the production, war, riots,
epidemics, natural disasters, fire and other disasters, transport problems,
strikes, lockouts, governmental measures, insofar as these conditions
directly affect the proper performance of the contract. |
B. If fulfillment by Gebr. de
Boon BV or is temporarily impossible, it is entitled to terminate the
implementation of the agreement to suspend until the circumstance which
constitutes force majeure no longer exists or the agreement (out of court). |
C. If compliance by Gebr. de
Boon BV permanently impossible, the other party shall be entitled to
terminate the agreement provided in writing within 8 days after learning of
Gebr. de Boon BV notified in writing and under the obligation of Gebr. de
Boon BV to take off and to compensate him for the executed portion of the
order. The same applies where the performance will take longer than four
weeks. |
Article 12. Liability |
A. Gebr. de Boon BV is not
liable for any damages of any kind whatsoever to the other party. If Gebr. de
Boon BV under any legislation would still be required to do so, then, this
obligation, the amount of the relevant invoice sent by the Agreement do not
exceed. |
B. The liability of Gebr. de
Boon BV extends in any case not further than to the amount for which it is
ensured, or, if it has not taken out insurance in respect to the amount for
which an operator of a company as that of Gebr. de Boon BV tends to make to
ensure. |
C. Gebr. de Boon BV always has
the right to make the other party damage undone. |
D. The other party is obliged
to indemnify indemnify respectively Gebr. de Boon BV in respect of all third
party claims for damages, for which liability Gebr. de Boon BV in these
conditions is excluded in the relationship with the customer. |
Article 13. Complaints |
A. A party that is not
satisfied by Gebr. de Boon BV delivered to 7 days after receipt of the
written objects or completion of that work to make a complaint, under penalty
of loss of rights. |
B. Returning the delivered
goods can only take place after prior written consent of Gebr. de Boon BV,
underneath Gebr. de Boon BV conditions to be determined. |
C. If the complaint proves to
be justified, Gebr. de Boon BV will arrange for replacement of the goods or
work performed or for refund of monies paid minus the costs incurred. |
D. complaint with respect to
the bill can be submitted in writing for 7 days after the invoice date. |
E. The point A certain does
not apply if there is only a slight deviation from what has been agreed upon.
In assessing whether a delivery differs beyond the permissible limits, an
average of the supply must be taken: there can be no rejection occur on single
pieces or units. |
Article 14. Limitation period |
All claims of the other party
shall lapse if it is not, after one year (counting from the day the goods
were delivered or should have been delivered or from the day the work was
completed or should have been completed ) is set. |
Clause 15. Dispute |
A. All agreements to which
these conditions have wholly or in part, is the Dutch law. |
B. Disputes will be settled by
the competent court in the district where Gebr. de Boon BV is located. |
These terms and conditions are
filed with the Chamber of Commerce in Tiel. |