General terms and conditions
Article 1 - Validity of these conditions
- These conditions apply to all agreements entered into by BvR-Products, established in Ede.
- The assignment or order of the client constitutes acceptance of the general terms and conditions of BvR-Products.
- Special provisions that deviate from the conditions of BvR-Products are binding only if they have been agreed in writing.
Article 2 - General terms and conditions of contracting parties and/or third parties
- BvR-Products accepts the applicability of the general terms and conditions of contracting parties and/or third parties only if this has been expressly agreed in writing.
- Any applicability of the aforementioned general terms and conditions shall, however, not affect the applicability of the general terms and conditions of BvR-Products, unless they conflict with the General Terms and Conditions of contracting parties and/or third parties.
- General Terms and Conditions are accepted by BvR-Products only under the above conditions and apply only to the transaction for which they are intended. Later transactions will not automatically be handled again on the basis of those purchasing conditions.
Article 3 - Offers
- All offers and/or quotes are without obligation, unless expressly stated otherwise. The prices stated apply to delivery ex works or ex warehouse of BvR-Products, exclusive of turnover tax (VAT) and exclusive of packaging.
- Information in printed matter and/or promotions on social media provided by BvR-Products is subject to change without prior notice and does not bind BvR-Products.
Article 4 - Arrangements
Arrangements or agreements made with subordinate members of the staff of BvR-Products do not bind it, insofar as they have not been confirmed in writing by BvR-Products. For this purpose, subordinate staff means all employees and associates who do not hold a power of procuration.
Article 5 - Agreement
- Every agreement entered into with BvR-Products contains the dissolving condition that the client proves to be sufficiently creditworthy, such to be assessed solely by BvR-Products. The client shall permit BvR-Products to request information about the client where necessary.
- Information concerning what is offered, such as properties, sizes, colour, etc., as well as information in printed matter, drawings, images and the like provided by BvR-Products with its offers, is not binding on it and is given in good faith.
Article 6 - Prices
- All prices on the website are exclusive of VAT. The VAT is calculated in the cart.
- All agreements are always concluded on the basis of the prices applicable at the time of conclusion.
- Price lists and advertising materials are subject to change, and errors on the website do not bind BvR-Products.
- If, after the agreement has been concluded, the prices of wages, social security contributions, turnover tax and the like increase, even if this results from circumstances that could already have been foreseen at the time of the offer, these increases may be passed on.
- If the price fluctuations amount to more than 5% of the agreed transaction, both parties have the right to demand an overall settlement.
Article 7 - Partial delivery
Every partial delivery, which also includes the delivery of goods from a composite order, may be invoiced; in such a case payment must be made in accordance with the provisions of the article 'Payment'.
Article 8 - Packaging
Where necessary, packaging is charged at cost price and is not taken back. Whether the use of packaging is necessary is for BvR-Products to decide.
Article 9 - Down payment
BvR-Products is entitled to request a down payment of at least 50% upon entering into the agreement. If the agreement is dissolved due to an attributable failure in performance on the part of BvR-Products, the client has the right to a refund of the down payment made, in addition to compensation for damages, as further regulated in these conditions, which in any case includes the statutory interest on the amount paid in advance by the client.
Article 10 - Transport
- Shipping takes place in the manner indicated by BvR-Products. If the client wishes to receive a shipment in a different way, such as by fast or express delivery, the additional costs associated with this are for the client’s account.
- Costs of return shipments are always for the account and risk of the sender, unless otherwise agreed.
Article 11 - Delivery periods
- The agreed delivery periods are not strict deadlines, unless expressly agreed otherwise. In the event of late delivery, the client must give BvR-Products written notice of default.
- The delivery periods have been set in the expectation that there are no impediments for BvR-Products to deliver the goods.
- If goods that have been ordered or submitted for repair have not been collected by the client after the delivery period has expired, those goods will be stored at the client’s disposal for a maximum of one month, at the client’s expense and risk.
Article 12 - Additional and reduced work
- The work comprises only that which has been agreed in writing between the parties.
- Additional and reduced work commissioned, orally or in writing, before or during the execution of the work, is eligible for settlement.
- Costs to be incurred by BvR-Products that are caused by circumstances beyond its fault may be charged to the client.
- The applicability of the provisions of Article 7A:1646 of the Dutch Civil Code (B.W.) is expressly excluded.
Article 13 - Amendment of the assignment
- Amendments to the original order, of whatever nature, made in writing or orally by or on behalf of the client, that cause higher costs than could be anticipated when the price was quoted, will be charged to the client as an extra.
- Amendments to the execution of an assignment that the client still requires after the assignment has been given must be brought to the attention of BvR-Products by the client in good time and in writing. If the amendments are given orally or by telephone, the risk of implementing the amendments is for the client’s account.
- Amendments made may have the effect that the delivery time agreed for the changes is exceeded by BvR-Products through no responsibility of its own.
Article 14 - Cancellation
- If the client cancels the assignment and/or refuses to accept the goods, the client is obliged to take over the materials and raw materials already purchased by BvR-Products, whether or not processed or worked, at cost price, including wages and social security contributions. The client shall also owe BvR-Products, as compensation, an amount of 1/3 of the agreed price. The client is furthermore obliged to indemnify BvR-Products against claims by third parties arising from the cancellation of the assignment and/or the refusal of the goods.
- Without prejudice to what is stated in the previous paragraph of this article, BvR-Products reserves all rights to demand full performance of the agreement and/or full compensation for damages.
Article 15 - Complaints
- The client is obliged to inspect the goods thoroughly for defects immediately after delivery and, if there are any, to notify BvR-Products immediately in writing. If the client does not notify BvR-Products of defects that could have been noticed upon thorough inspection within 8 days after the day of delivery, the client is deemed to agree to the condition in which the purchased goods were delivered, and any right to complain lapses.
- BvR-Products must be given the opportunity to examine complaints submitted. If agreement is reached, a written statement will be drawn up, which must be signed by both parties.
- If the parties cannot reach agreement, an independent expert will be called in. The costs of these experts are for the account of the party that is found to be in the wrong, unless otherwise agreed.
- If, in the opinion of BvR-Products or the independent expert, as the case may be, a complaint is justified, BvR-Products will either pay reasonable compensation for damages up to a maximum of the invoice value of the goods delivered, or replace the goods delivered free of charge after they have been returned in their original condition.
Article 16 - Warranty
- For a period to be further agreed after delivery, BvR-Products grants the client a written warranty for material and manufacturing defects that arise during normal use. The warranty of BvR-Products does not apply if the defects are the result of improper use, of causes other than material and manufacturing defects, or if, after consultation with the client, BvR-Products supplies used material or used goods.
- For all goods and materials that BvR-Products does not manufacture itself, it never grants more warranty than is given to it by its supplier. Warranty is provided only on materials supplied, but not on labour or hours, which are charged.
- For goods pre-sold and delivered with a manufacturer’s, importer’s or wholesaler’s warranty, only the warranty provisions set by those suppliers apply.
Article 17 - Right of retention
When BvR-Products holds goods belonging to the client, it is entitled to retain these goods until all costs it has incurred in carrying out the assignment have been paid, unless the client has provided sufficient security for those costs. BvR-Products has this right of retention also in respect of earlier agreements for which the client still owes payment.
Article 18 - Liability
BvR-Products is not liable for the costs, damages and interest that may arise as a direct or indirect result of:
a) Force majeure, as further described in these conditions;
b) Acts or omissions of the client, the client’s subordinates, or other persons employed by or on behalf of the client;
c) Negligence on the part of the client in the maintenance of the goods supplied;
d) Normal wear and tear to the goods supplied as a result of use;
e) Discolouration of the goods supplied as a result of exposure to light;
f) Any other cause originating from outside.
- BvR-Products is liable only insofar as its insurance covers this, or up to a maximum of the invoice value, for damage to the work, auxiliary parts, materials and equipment, as well as to the work and/or property of the client and/or third parties, insofar as caused by the fault of BvR-Products or of those employed by BvR-Products.
- BvR-Products will in principle not be obliged to compensate a client for business losses and/or consequential damage suffered, depending on the nature of the fault.
Article 19 - Force majeure
- Extraordinary circumstances, such as storm damage and other natural disasters, obstruction by third parties, obstruction of transport in general, full or partial strikes, riots, war or the threat of war both in the Netherlands and in the country of origin of the materials, lock-outs, loss of or damage to goods during transport to BvR-Products or the client, non-delivery or late delivery of goods by suppliers of BvR-Products, export and import bans, full or partial mobilisation, obstructive measures by any government, fire, breakdowns and accidents in the business or in the means of transport of BvR-Products or in the means of transport of third parties, the imposition of levies or other government measures that bring about a change in the actual circumstances, constitute force majeure for BvR-Products, which releases it from its obligation to deliver without the client being able to assert any right to compensation for damages of any nature or by whatever name.
- In these or similar cases, BvR-Products is entitled, entirely at its own discretion, to cancel the purchase agreement or to suspend or amend it, until the extraordinary circumstances have ceased to exist.
Article 20 - Retention of title
- As long as BvR-Products has not received full payment in respect of an agreement between the parties relating to the purchase/sale, the goods delivered remain the property of BvR-Products.
- BvR-Products has the right to reclaim these goods and take them back into its possession if the client in default fails to fulfil its obligations, if the client goes into liquidation, applies for or has been granted suspension of payments, is declared bankrupt, or if the goods are seized.
- All acts of disposal in respect of the goods sold and delivered are prohibited to the client for as long as the client has not met its payment obligations.
Article 21 - Default and dissolution
- If the client defaults in any way, the client shall be in default by that fact alone, without any notice of default being required.
- Without prejudice to the provisions of the Dutch Civil Code, in the event of default BvR-Products shall have the right to suspend the agreement concluded, or to regard it as dissolved in whole or in part without judicial intervention, at its own option.
- BvR-Products also has the rights mentioned in paragraph 2 of this article if the client is declared bankrupt or a petition for the client’s bankruptcy is filed, if the client has applied for or has been granted suspension of payments, if the client’s immovable property has been seized, if the client’s business has gone into liquidation or has been or is being taken over by a third party or parties, or if the client intends to leave the Netherlands permanently. In all these cases, all claims that BvR-Products has against the client shall be immediately due and payable.
Article 22 - Payment
- Payment must be made in cash after the invoice has been submitted, unless otherwise agreed in writing.
- If payment of the amount due has not been received by BvR-Products within the stated period, BvR-Products is entitled to charge the client interest of 1,25% per month, calculated from the day the invoices were sent.
- BvR-Products is furthermore entitled to claim from the client, in addition to the principal sum and interest, all costs, both judicial and extrajudicial, caused by the non-payment, including the costs of lawyers, solicitors, agents, court bailiffs and debt collection agencies.
- The extrajudicial costs amount to 15% of the principal sum plus interest, with a minimum of 75,00 euros. The extrajudicial costs are also increased by all costs for legal advice and assistance. The mere fact that BvR-Products has secured the assistance of a third party demonstrates the amount of the extrajudicial costs and the obligation to pay them.
Article 23 - Applicable law
Dutch law exclusively applies to all agreements concluded and/or acts performed by BvR-Products: these agreements and/or acts are deemed to have been concluded or performed in the Netherlands.