Terms of sale
General terms of sale December 2018-1
Products and services under the brand name "Svendingtray", hereafter called Svendingtray, are produced and sold by Sven Heesterman trading as Mister Vee / Svennovations, Oude Huissenseweg 4B 6834GS Arnhem, The Netherlands, Chamber of Commerce 09086952
These terms of sale are part of every agreement to manufacture and / or supply any product or service between the client described below and Svendingtray.
By placing an order or accepting an offer, the client declares to agree with these terms of sale.
Dutch law applies to this agreement.
Conditions other than those stated in these terms and conditions and the offer made by Svendingtray (hereinafter referred to as the "offer") are only applicable insofar as Svendingtray has declared these to be accepted in the offer.
If additional conditions have to be included in the agreement after the offer has been submitted, a new quotation will be issued in which an adjustment to the offered price can also be included.
Article 1. definitions
Client: a person who entrusts Svendingtray with the production and delivery of a product or multiple products, in the context of the exercise of his / her profession or business.
If the client issues the order to Svendingtray for the delivery to and payment by a party other than the client itself, the client declares that he is entitled to provide this assignment to Svendingtray on behalf of this other party.
The client declares that he is entitled to provide the order and to arrange for the payment thereof to be paid after delivery.
Article 2. offers
An offer is understood to mean an offer for the realization and delivery of any product or service in any form whatsoever, such as, but not limited to, orally, via a website, by email, by fax or letter.
1. The offers made by Svendingtray are without obligation; they are valid for 30 days, unless stated otherwise.
2. The quotation is based on data provided by the client and the requirements set by the client.
If the client or a third party makes additional requirements known after the offer has been submitted, or if deviations from the drawings or data are made during or prior to the execution observed, the financial and practical consequences will be borne by the client. Additional requirements or deviations from the drawings and / or data provided by the client may be reasoned by Svendingtray to issue a new or additional offer.
Article 3. execution of the agreement
1. Svendingtray will execute the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
2. If and to the extent that this is required for the proper execution of the agreement, Svendingtray is entitled to have certain work carried out by a third party.
3. Svendingtray and the third parties it engages will perform the work within the normal working hours of the company, unless otherwise agreed in writing.
4. If it has been agreed that the agreement will be executed in phases, Svendingtray may suspend the execution of those parts that belong to a following phase until the client has approved the results of the preceding stage in writing.
5. The application of a strictly defined color is only possible to a limited extent and is only performed at an additional price included in the quotation. If the client really wants to apply a strictly defined color, then besides the mention of the color coding, it is also necessary to make a color sample available.
Article 4. obligations of the client
1. The client shall give Svendingtray the opportunity to perform the work in a proper and safe manner.
2. The client shall ensure that all data, approvals, documents and items of which Svendingtray indicates that these are necessary or of which the client should reasonably understand that these are necessary for the execution of the agreement, are provided to Svendingtray in time and that the client is entitled to transfer this information, approvals, documents and items to Svendingtray for processing by Svendingtray.
All costs resulting from the fact that the client is not entitled or appears to be to transfer data, approvals, documents and items to Svendingtray are at the expense of the client.
If the data and items required for the execution of the agreement have not been provided to Svendingtray in time, or prove incorrect, Svendingtray has the right to suspend the performance of the agreement and / or charge the client for the extra costs resulting from the delay. to bring.
3. The client is obliged to insure all items to which the assignment relates all risk.
4. The client bears the risk of damage caused by defects in materials and data or tools that have been made available to Svendingtray, or that have been requested by the client in the performance of the work, unless Svendingtray knew the defects and Svendingtray the client did not has pointed out.
Article 5. delivery, contract duration, execution time
1. An agreed time Timeline for execution is not a definitive deadline. In the event that the execution period is exceeded, the client must therefore declare Svendingtray in default in writing.
2. If a delay in the work is reasonably foreseeable due to the negligence of the client, the delivery time shall be extended by (in any case) the delay. The costs related to this are for the account of the client.
3. The work is deemed to have been completed if the work has been approved or is deemed to have been approved. This is the case if
a. The client communicates this to Svendingtray; or
b. Svendingtray the client has the message to have completed the work and if the client does not submit the objections in writing to the completion of the delivery within 10 days after the date of the products delivered by Svendingtray.
made work known; or
c. The client uses the object on which the work has been carried out, on the understanding that by taking part of the work in part that part is deemed to have been delivered. Or
d. Svendingtray has completed the work and has the last invoice concerning the work to the client
4. After delivery, the risk for the delivered goods is for the client.
5. If the client remains in default after delivery with delivery of the delivered goods or other goods, this will be stored at the expense and risk of the client.
Article 6. additional work and changes to the agreement
1. If during the execution of the agreement it appears that for a proper execution of the agreement it is necessary to change or supplement the work to be performed, the parties will timely and in mutual consultation adjust the agreement accordingly.
2. If the parties agree that the agreement will be amended or supplemented, the time of completion of the execution may be influenced as a result.
3. Svendingtray is entitled to charge additional work as a result of altered or additional work to the client
4. Notwithstanding paragraph 3, Svendingtray will not be able to charge additional costs if the change or supplement is the result of circumstances that can be attributed to Svendingtray. The additional costs arising from circumstances attributable to the client are at the expense of the client.
Article 7. intellectual property
1. Svendingtray reserves the rights and powers that accrue to it under the copyright law.
2. All documents provided by Svendingtray, such as reports, designs, drawings, images,
descriptions, models, budgets, calculations, software, etc., remain the property of Svendingtray and are exclusively intended to be used by the client and may not be reproduced, made public, or brought to the notice of third parties by Svendingtray without prior permission from Svendingtray .
3. Svendingtray also reserves the right to use the knowledge gained due to the execution of the work for other purposes, insofar as no confidential information is disclosed to third parties.
4. Svendingtray captures the delivered material in visual material to use that visual material for promotional purposes.
5. Svendingtray aims to always request permission from the client for the actual use of this visual material for the promotion of Svendingtray, if in this visual material logos such as logos are shown that have been transferred to Svendingtray by the client.
6. If, in the opinion of the client, Svendingtray incorrectly makes use of this visual material because of the visible trademarks as mentioned in paragraph 5, then Svendingtray will change the publication so that the logo can no longer be identified or the complete visual material can be excluded from publication.
Article 8. Termination of the agreement
In the following cases Svendingtray is authorized to suspend the further execution of the agreement or to dissolve the agreement, without prejudice to the right of Svendingtray to claim compensation:
if after the conclusion of the agreement Svendingtray becomes aware of circumstances giving Svendingtray good grounds to fear that the client will not fulfill his obligations:
if Svendingtray asked the client at the conclusion of the agreement to provide security for the fulfillment and this security is not provided or is insufficient. The claims of Svendingtray on the client are immediately due and payable.
If Svendingtray has already started to realize the agreed delivery prior to the dissolution of the agreement, Svendingtray will charge the client for the ensuing costs.
Any results of that work will be made available to the client insofar as possible and insofar as this is desirable.
Article 9. Warranty, defects and complaint terms.
1. The client must investigate the work and / or goods delivered by Svendingtray upon completion. The client must check whether the delivered item meets the agreement.
2. If visible defects are detected, Svendingtray will remedy these according to a schedule to be drawn up in mutual consultation.
3. Visible defects that result from natural variation in the material or that result from processes outside the scope of Svendingtray are not part of this guarantee.
4. Svendingtray guarantees the soundness of the work for 1 year after the date of delivery.
5. The warranty relates only to the use of the delivered goods in normal traffic.
Normal wear is not part of the warranty.
6. Defects discovered during the warranty period must be reported in writing and properly described and explained within 30 days of discovery.
7. If a complaint is well-founded, Svendingtray will repair the defects as agreed. If this is impossible or reasonably not (any longer) meaningful or can not reasonably be expected from Svendingtray, Svendingtray will
are only liable within the limits of article 14 of these conditions.
Repair work will take place at a location to be designated by Svendingtray and exclusively within the Netherlands.
Article 10. Prices
1. All prices stated in the communication apply on payment within 30 days of the invoice date, in case of non-fatal delivery.
2. If a fatal delivery time becomes part of the order when accepting the order, Svendingtray will charge a surcharge. The amount of this surcharge depends on the complexity of the production and the necessary shortening of the delivery time.
3. Unless stated otherwise, the amounts and prices stated in the communication are exclusive of VAT.
In the case of delivery within the Netherlands, the invoice amount will be increased by the statutory VAT.
In the event of delivery outside the Netherlands but within the EU, the invoice amount will be increased by the Dutch statutory VAT, unless the client provides a verifiable VAT number.
In the case of a delivery to a foreign client with a verifiable VAT number and to a client outside the European Union, no VAT will be charged on the invoice.
4. Unless otherwise stated, the price or contract sum does not include the relevant turnover tax, import duties and other levies that apply at the time of the conclusion of the agreement. Changes to these levies are passed on in the purchase price or contract price. If the chargeability of a levy is possible
are prevented by complying with certain regulations, the parties are obliged to respect each other.
Article 11. Payment
1. Unless otherwise agreed, payment, without discount, deduction, setoff or suspension, must be made within 30 days of the invoice date.
As long as the client has not fully paid the payment, the ownership of the goods that have been agreed upon at Svendingtray will remain the property.
After the expiry of the payment term the client is in default; the
From the moment of default, the client owes interest of 1% per month on the due and payable amount. If the client is in default, Svendingtray is entitled to suspend its other rights under the law agreement to suspend its obligation under the agreement, in respect of which the client
the payment is in default, as well as any other agreements with the client. In addition, Svendingtray is entitled to compensation for all damage resulting from the late payment.
2. in the event of liquidation, bankruptcy or suspension of payment of the client, the obligations of the client will be immediately due and payable.
3. Unless Svendingtray has expressly agreed to postponement of payment, the client is not entitled to suspend the payment of the price for the reason that the goods delivered or presented by Svendingtray are inadequate.
4. the extrajudicial (collection) costs are for the account of the client and are fixed at a minimum of 15% of the amount to be paid.
Article 12. Security
The Client is obliged to provide security of payment if Svendingtray so requests, if and as long as the Client refuses or is unable to provide security, Svendingtray is entitled to interrupt the performance of the work.
Article 13. Liability
1. the client of Svendingtray is limited to the amount of the payment made by the insurer.
2. if the insurer in any case fails to pay or the damage is not covered by the insurance, Svendingtray's liability is limited to the invoice amount. For contracts with a longer duration, liability is further limited to the invoice amount due over the last six months.
3. Svendingtray is not further liable than the guarantee provided.
4. Svendingtray is not liable for consequential damages, as well as for damage resulting from acts or omissions contrary to instructions given by or on behalf of the client.
5. Svendingtray is not liable for damage of any nature whatsoever because Svendingtray has assumed incorrect and / or incomplete information supplied by the client, unless this incorrectness or incompleteness
she should have known.
6. The limitations of liability included in these conditions do not apply if the damage is due to intent or gross negligence of Svendingtray or its subordinates.
Article 14. force majeure
1. Force majeure is understood in these general terms and conditions in addition to what is understood in the law and jurisprudence, all external causes, foreseen or unforeseen, on which Svendingtray can not exert influence, but which Svendingtray is unable to fulfill its obligations. to come,
foreclosures, restrictions or impediments with regard to production and / or supply and / or import of raw materials and auxiliary materials and / or with regard to the manufacture of these products and / or their transport to the place of
Delivery (including the non-performance of subcontractors, as well as industrial strikes at Svendingtray's company and suppliers) and general transport problems.
2. Svendingtray also has the right to invoke force majeure if the circumstances that prevent (further) fulfillment occur after Svendingtray should have fulfilled its obligation.
3. During force majeure the obligations of Svendingtray are suspended, if the period in which fulfillment of the obligation by Svendingtray due to force majeure is not longer than 2 months, both parties are entitled to dissolve the agreement without there being an obligation to pay compensation. .
4. If Svendingtray has already partly fulfilled its obligations on the occurrence of the force majeure, or can partially meet its obligations, it is entitled to invoice the already executed or executable part separately and the client is obliged to pay this invoice as if it concerned a separate one
Article 15. dispute resolution
1. Contrary to the statutory rules for the jurisdiction of the civil court, any dispute between the client and Svendingtray, in case the court is competent, can be settled by the District Court in Arnhem.
2. The client has the right to opt for settlement of the dispute by the civil court competent according to the law for one month after Svendingtray has invoked this provision in writing.
Article 16. applicable law
Dutch law applies to every agreement between Svendingtray and the client. The possible applicability of the Vienna Sales Convention is explicitly excluded.
Article 17. translations
The Dutch text of these conditions prevails over translation thereof.