'STERK Inboedels', established and having its office at 'Nijverheidsweg 46c in Hendrik-Ido-Ambacht hereinafter referred to as the contractor, registered with the Chamber of Commerce under registration number.
Article 1. Definitions
In these general conditions, "contractor" means "STERK Inboedel," located at Nijverheidsweg 46c in Hendrik-Ido-Ambacht.
Article 2. Applicability of these terms and conditions
These conditions apply to every offer and every agreement between the contractor and a client, to which the contractor has declared these conditions applicable. These conditions shall not apply if the contractor has expressly waived them in writing.
Article 3. Quotations
3.1. All our quotations are issued free of charge and are completely non-binding. Quotations are valid for thirty days. If the quotation states a date for acceptance, the quotation issued is valid until this date.
3.2. The contractor shall be bound by an offer made if confirmed in writing by the other party within 30 days.
3.3. The prices quoted in the said quotations are exclusive of sales tax and exclusive of the dumping costs to be paid by the contractor for the disposal of the goods to be disposed of.
Article 4. Execution of the Agreement
4.1. The contractor shall perform the work in accordance with the agreements made.
4.2. If this is required for the proper execution of the agreement then the contractor has the right to have work, which requires specific expertise, performed by third parties.
4.3. The client shall ensure that all data and objects, which 'STERK Inboedel' indicates are necessary or which the client should reasonably understand are necessary for the execution of the agreement, shall be provided to and assessed by the contractor in a timely manner. If the client fails to provide the data and objects necessary for the execution of the agreement to the contractor in a timely manner, the contractor shall have the right to suspend the execution of the agreement and/or to charge the client for the additional costs resulting from the delay in accordance with the usual rates.
4.4. If it has been agreed that the agreement will be performed in phases, the contractor may suspend the performance of the parts belonging to a subsequent phase until the client has approved in writing the results of the preceding phase.
Article 5. Contract duration; execution period
5.1. The agreement is entered into for the agreed upon project, unless the parties have expressly agreed otherwise in writing.
5.2. If a deadline is agreed in the agreement for the completion of certain work, this is never a fatal deadline. This means that if the contractor's client is unable to comply with the agreement on time due to force majeure, no compensation will be due.
Article 6. Modification of the agreement
6.1. If during the execution of the agreement it appears that for proper execution it is necessary to modify or supplement the work to be performed, then the parties have the right to modify the agreement by mutual consent.
6.2. If the parties agree that the agreement is amended or supplemented, the time of completion of the execution may be affected as a result. the contractor shall inform the client as soon as possible.
6.3. If the amendment or supplement to the agreement has financial and/or qualitative consequences, the contractor will inform the client in advance.
Article 7. Secrecy
Both parties are obliged to keep confidential all confidential information obtained from each other or from other sources in the context of their agreement. Information is considered confidential if it has been communicated by the other party or if it arises from the nature of the information.
Article 8. Intellectual Property
The contractor also retains the right to use the knowledge gained by performing the work for other purposes if no confidential information is disclosed to third parties in the process.
Article 9. Termination
Either party may terminate the agreement in writing at any time. In that case, the parties must observe a notice period of at least one full calendar month.
Article 10. Dissolution of the agreement
10.1. The Contractor's claims against the Client are immediately due and payable in cases where:
Sub a. After the conclusion of the agreement, the contractor learns of circumstances on the basis of which the contractor fears that the client will not fulfill his obligations.
Sub b. The contractor has asked the client at the conclusion of the agreement to provide security for the fulfillment of the obligations and this security has not been provided or is insufficient.
10.2. In the cases mentioned in paragraph 1, subparagraphs a and b of this article, the contractor is authorized to suspend the performance of the agreement or proceed to dissolve the agreement, all without prejudice to the right of the contractor to claim damages and compensation for loss of profits.
10.3. If the agreement is dissolved before the work has been performed, the client shall owe thirty percent of the amount agreed upon for the work to be performed, including sales tax.
Article 11. Defects; complaint periods
11.1. Complaints about the work performed must be reported in writing to the contractor by the client within eight days of discovery, but no later than fourteen days after completion of the agreed work.
11.2. If a complaint is well-founded, the contractor will still perform the work as previously agreed upon, unless in the meantime this has become demonstrably pointless for the client.
Article 12. Fee
12.1. For offers against a fixed fee and for contracts in which a fixed fee is agreed upon, paragraph 2, paragraph 5 and paragraph 6 of this article apply. If no fixed fee is agreed upon then paragraphs 3, 4, 5 and 6 of this article are applicable.
12.2. The contractor and the client may agree on a fixed fee when the agreement is concluded. The fixed fee is exclusive of sales tax.
12.3. If no fixed fee is agreed upon, the fee shall be determined on the basis of the hours actually worked and the mileage allowance of the company vehicle(s) used. The fee shall be calculated according to the Contractor's usual hourly rates and mileage allowances applicable to the period in which the Work is performed, unless a different hourly rate or mileage allowance has been agreed upon.
12.4. Any cost estimates are always exclusive of sales tax.
12.5. For assignments with a duration of more than two months, fees due will be charged periodically.
12.6. If the contractor agrees with the client on a fixed fee or hourly rate, then the contractor shall nevertheless be entitled to increase this fee or rate if it can demonstrate that significant price changes have occurred between the time of the offer and the delivery with respect to wages or auto costs.
Article 13. Payment
13.1. Payment must be made within fourteen days of the date of invoice, in a manner to be specified by the contractor and in the currency in which it was invoiced.
13.2. After the expiry of fourteen days from the invoice date, the client shall be in default. The client shall owe interest of 1% per month from the time of default on the amount due, unless the statutory interest rate is higher. In that case the statutory interest rate applies.
13.3. Payments made by the client serve firstly to settle all interest and costs due, secondly to settle payable invoices that have been outstanding the longest, even if the client indicates that the payment relates to a later invoice.
Article 14. Collection Costs
14.1. If the client is in default or breach of one or more of its obligations, all reasonable costs incurred to obtain satisfaction out of court shall be borne by the client. In any case, the client shall owe twenty percent over the first €2,500 and ten percent over the excess up to €6,000.
14.2. If the contractor proves that he has incurred reasonably necessary higher costs then these costs are also eligible for reimbursement. These costs shall increase the amount calculated on the basis of paragraph 1 above.
Article 15. Liability
If the contractor is held liable for damages caused, such liability is limited as follows:
15.1. Contractor's liability, to the extent covered by its liability insurance, shall be limited to the amount of the benefit paid by its insurer.
15.2. If the insurer does not pay out in a case or the damage is not covered by the insurance, the contractor's liability will be limited to one and a half times the invoice value of the order, excluding sales tax, at least that part of the order to which the liability relates.
15.3. Notwithstanding the provisions of paragraph 2 of this article above, in the case of an assignment with a duration of more than six months, the liability shall be further limited to the part of the fee due for the last month.
15.4. The limitations of liability contained in these terms and conditions shall not apply if the damage is due to intentional or gross negligence on the part of the contractor or its subordinates.
15.5. The contractor shall never be liable for consequential damages.
Article 16. Sale and delivery of goods
16.1. Goods sold shall be delivered in the condition in which they are shown on site or in pictures.
16.2. No warranty is given on goods sold.
16.3. Delivered goods will not be taken back.
16.4. Exchange of delivered goods is possible only if "STERK Inboedels" agrees.
16.5. The delivery costs of the goods from Havelte will be borne by the buyer, unless another agreement has been made.
Article 17. Force Majeure
17.1. In these general terms and conditions, force majeure shall be understood, in addition to its definition in the law and case law, to include all external causes, foreseen or unforeseen, over which the user cannot exercise any control, but which prevent the user from fulfilling its obligations. Strikes in the company of the contractor are included.
17.2. The contractor shall be entitled to invoke force majeure if the circumstance preventing (further) performance occurs after the contractor should have fulfilled its obligation.
17.3. During force majeure the obligations of the contractor shall be suspended. If the period in which fulfilment of the obligations by the contractor is not possible due to force majeure lasts longer than 2 months, both parties are authorized to dissolve the agreement without any obligation to pay damages by the contractor in that case.
17.4. If the contractor has already partially fulfilled its obligations when the force majeure occurs, or can only partially fulfill its obligations, it shall be entitled to invoice separately the part already performed or executable. The assigning party shall in this case be obliged to pay this invoice as if it were a separate contract. However, this does not apply if the part already performed or executable has no independent value.
Article 18. Dispute resolution
The court for the place of residence of the contractor shall, unless the cantonal court is competent, have exclusive jurisdiction to take cognizance of disputes. The contractor shall nevertheless be entitled to sue its counterparty before the court that is competent according to the law.
Article 19. Applicable law
Any agreement between the contractor and the client shall be governed by Dutch law.
Article 20. Modification and location of conditions
The last filed version or the version, which was valid at the time of the conclusion of the present assignment, shall always apply.
Last changes at Hendrik-Ido-Ambacht on September 1, 2019.