General Terms and Conditions of Corneliszoon (publisher of DISTRI TRUCKS)
General.
1.1. These terms and conditions apply to all agreements and offers regarding the supply of goods and/or services by Corneliszoon. Services also include advisory services.
1.2 Agreements deviating from these terms and conditions are binding on Corneliszoon only if confirmed in writing by Corneliszoon.
1.3 The client’s general (purchasing) terms and conditions do not apply unless confirmed in writing by Corneliszoon.
Offers.
2.1 All offers made by Corneliszoon are non-binding and based on the information provided by the client at the time of the request.
2.2 Unless otherwise indicated, all prices exclude VAT.
2.3 Deviations from offers made are binding on Corneliszoon only if confirmed in writing by Corneliszoon.
2.4 Offers for services at a pre-agreed total price (‘fixed price’) are based on an estimate of effort and costs. If, during the performance of the service, it becomes apparent that one or more of these components are exceeded due to incorrect or incomplete information provided to Corneliszoon when the offer was drawn up, or due to additional work beyond what was described in the offer, we reserve the right to charge additional costs.
Delivery
3.1 All deliveries are made to the address specified by the client. Travel and transport costs will be charged to the client at standard rates, unless the offer expressly states otherwise.
3.2 We are at all times entitled to deliver and invoice work in stages. 3.3 Corneliszoon reserves the right to refuse an offered assignment if Corneliszoon anticipates that the assignment cannot be completed, or cannot be completed on time, for any reason whatsoever.
3.4 The stated delivery time is an estimate only. If the delivery time is likely to be exceeded, Corneliszoon shall notify the client in a timely manner, and a new delivery deadline shall be agreed upon.
3.5 If the revised delivery deadline referred to in Article 3.4 is exceeded, the client is entitled to demand a reasonable final deadline for delivery. If that deadline is exceeded, the client has the right to dissolve the agreement. The client does not have this right if the delay in delivery is caused by the provision of incorrect or incomplete information to Corneliszoon during the preparation of the proposal, or by additional work beyond what was specified in the agreement.
3.6 Termination of the agreement by the client, as referred to in Article 3.5, never entitles the client to any form of compensation.
3.7 In the event of termination of the agreement by the client, as referred to in Article 3.5, the obligation to pay Corneliszoon for work performed up to that point remains in effect.
Force majeure
4.1 Force majeure is understood to mean: any circumstance beyond our control that prevents compliance with the agreement temporarily or permanently.
4.2 In particular, force majeure applies, insofar as this is not already included in paragraph 4.1: war, danger of war, civil war, riot, strike, natural disaster, fire or computer failure at Corneliszoon or his suppliers.
4.3 In the event of force majeure, Corneliszoon is entitled to extend the delivery period by the duration of the force majeure
or to dissolve the agreement, insofar as it has not yet been executed, without Corneliszoon in any form is therefore obliged to pay any compensation.
4.4 If Corneliszoon extends the delivery period or terminates the agreement, as referred to in Article 4.3, Corneliszoon will report this to the client as soon as possible, insofar as the circumstances require this allow.
Payment
5.1 Unless otherwise stated or agreed, payments must be made within one month
invoice date on a bank account to be designated by Corneliszoon, without any deduction or settlement.
5.2 Corneliszoon is entitled at any time to request advance payments for goods to be delivered or to be delivered services.
5.3 Billing for publication of advertisements or name and/or other data or participations or
subscriptions, can take place at the start of the publication or participation/subscription period.
5.4 If the client refuses or fails to pay an advance, Corneliszoon has the right
to extend the delivery period by the duration of the payment overrun, as well as the right to terminate the agreement, without the client being entitled to compensation
obtains.
5.5 Corneliszoon has the right to transfer claims against the client to a factor or
collection company.
5.6 If payment is not made within the specified period, the client will be deemed to be in default by operation of law is in default and Corneliszoon is entitled to, without any notice of default being required compensation of interest equal to 2% per month from the due date.
5.7 If payment is not made within the specified period, Corneliszoon has the right to withdraw to cancel discounts and to invoice the client for the discount amount.
5.8 All reasonable costs (both judicial and extrajudicial) incurred for collecting the
claim that the client has not paid within the agreed period will be borne by
client.
Retention of title
6.1 After delivery, the delivered goods and services remain the property of Corneliszoon until such time the client fully complies with his obligations arising from the relevant agreement satisfied.
6.2 If the client fails to fulfill its obligations arising from a statement on a by
Corneliszoon manages the electronic medium, Corneliszoon reserves the right to
to retain this notice or otherwise process incoming responses until
client has fully fulfilled his obligations.
6.3 Corneliszoon retains at all times the intellectual property of advice and products provided to it have been delivered to the client, unless otherwise stated in a written agreement agreed.
6.4 Requests, registrations, responses, subscription lists, subscription data and therein
recorded information provided by Corneliszoon to the client remains the property of
Corneliszoon, unless otherwise agreed by means of a written agreement.
The Client has the right to process information provided for its own purposes, insofar as this is not the case contrary to the law.
6.5 Corneliszoon reserves the right to publish the name and other data of third parties
paper or in electronic form, without giving reasons.
Acceptance and complaints
7.1 Upon receipt of the delivered items or services, the Client has a period of 14 days to submit a complaint.
7.2 If the complaint concerns the publication of information in electronic form, the 14-day period commences at the moment the Client is informed of the publication by Corneliszoon.
7.3 If the Client fails to respond within this period, they shall be deemed to have accepted the delivered items or services.
7.4 Corneliszoon shall inform the complainant of the manner in which the complaint is being or has been handled. If it is not possible to resolve the complaint promptly, Corneliszoon shall notify the complainant accordingly.
Warranty
8.1 Corneliszoon provides no warranty regarding the quality or continuity of services or products provided by third parties to whom Corneliszoon has referred the Client or whom Corneliszoon has recommended to the Client. Corneliszoon’s general terms and conditions do not apply to agreements between the Client and third parties.
8.2 Corneliszoon cannot provide a warranty regarding the quality or continuity of services or products provided by third parties whose names and other details have been published by Corneliszoon in paper or electronic form.
8.3 Corneliszoon undertakes to make every reasonable effort to deliver the goods and/or services as agreed with the Client.
8.4 Corneliszoon cannot guarantee the permanent availability or accessibility of electronic publications. 8.5 Corneliszoon shall, at its own expense, rectify as soon as possible any defects or imperfections in the delivered goods discovered within one month of delivery or within the period in which such a defect or imperfection could reasonably be discovered.
8.6 Corneliszoon’s fulfillment of this obligation constitutes the sole and complete remedy for damages. Any further liability, on any grounds whatsoever, is expressly excluded.
8.7 If the Client does not receive what they could reasonably have expected under the agreement, the Client has the right to set a reasonable final deadline within which Corneliszoon is given the opportunity to deliver the agreed goods or services. If Corneliszoon is unable or unwilling to comply with this, the Client has the right to dissolve the agreement.
8.8 Dissolution of the agreement as referred to in Article 8.7 does not entitle the Client to compensation for damages.
8.9 The warranty shall lapse if:
– the Client has failed to meet their payment obligations;
– post-processing, modifications, or repairs have been carried out on the delivered goods without our consent;
– the delivered goods have been used improperly or otherwise than for their intended purpose.
Liability
9.1 All liability on the part of Corneliszoon for damage or consequential loss resulting from defects in or associated with supplied services and goods —whether suffered by the Client or by third parties— is expressly excluded.
9.2 Nor is Corneliszoon liable for damage or consequential loss arising from the use of services and goods provided by third parties to whom Corneliszoon has referred the Client, or which Corneliszoon has recommended to the Client.
9.3 Corneliszoon is not liable for errors made by its personnel or by third parties engaged by it in the performance of the agreement.
9.4 Corneliszoon cannot be held liable for the consequences of information published by it, whether in paper or electronic form. This applies both to information published on its own initiative and to information published at the Client’s request.
9.5 Corneliszoon cannot be held liable for damage resulting directly or indirectly from the
unavailability or inaccessibility of electronic publications due to errors, malfunctions, or maintenance affecting electronic equipment, including computers and data connections.
Suspension
10.1 If the Client fails to fulfill, or fails to fulfill in a timely or proper manner, the obligations arising from the concluded agreement, or if there are reasonable grounds to fear such failure, as well as in the event of the Client’s bankruptcy or suspension of payments, or the shutdown, sale, or liquidation of the Client’s business, Corneliszoon is entitled to suspend performance of the agreement for a reasonable period or to dissolve the agreement. Governing law and disputes
11.1 All agreements concluded by us are governed exclusively by Dutch law.
11.2 All disputes arising from agreements concluded by Corneliszoon shall, to the extent permitted by applicable statutory provisions, fall within the exclusive jurisdiction of the competent court in the place where Corneliszoon is established or the place where the client is established.
Zoetermeer, 31 May 2004.
Signed,
