Sales and Delivery Conditions Top Filtration Europe BV
Article 1. General
1 These general conditions apply to all offers, agreements and their implementation, while Top Filtration Europe BV ( hereinafter called as we) business and / or services of any kind to the other party (hereinafter called Customer) provides ,
unless the parties expressly agreed otherwise in writing.
2. By accepting our offer or give us a contract to the customer accepts these conditions simultaneous failures of others, including his own possible conditions. Where necessary, we reject the applicability of any conditions of the customer thereby explicitly.
Article 2. Offers
1. Images, drawings, dimensions and weights, and the like, we provide catalogs, circulars or otherwise, do not bind us. While we strive these pictures and other specifications are as accurate as possible, they should not be regarded as an accurate representation of what we offer.
2. Any deviations from our pictures and other details given the customer is not entitled to receive or to refuse the goods or payment of any compensation from us desire.
3. Transmission of catalogs, price lists or any other documentation required to supply us and remain our property.
Article 3. Prices
1. The prices and quotations, in our offer, circulars, advertisements, letters or even which are not binding and not binding on us.
2. If after the conclusion of the contract and the agreed delivery date and / or termination of the work or services one or more of the cost factors are increased, even if this is due to foreseeable circumstances, we are entitled to the agreed price increase .
3. Unless otherwise agreed, the price on the day of delivery, as we billed to the customer.
4. All prices exclude V.A.T.
5. Price increases resulting from additions and changes to the contract will be communicated to the customer
Article 4. Conclusion of agreements
1. Agreements are concluded only after written confirmation from us or caused by execution of the contract. A written confirmation is not this also includes sending the invoice. The requirement of written confirmation or execution of the order also applies to orders, terms and conditions accepted by our agents, customers or distribution intermediaries.
2. Any additional agreements are only binding for us if we have confirmed in writing.
Article 5. Delivery
1. Delivery is ex warehouse.
2. If the buyer requests a different delivery method, are associated with any increased costs paid by the buyer.
3. The risk of travel for the customer.
4. We reserve the right to goods ordered by us in determining cases cash on delivery or prior to payment in front.
5. We also reserve the right to make part deliveries.
Article 6. Delivery
One stated by us or agreed delivery periods are only approximate and should never be regarded as deadlines, unless otherwise expressly agreed.
2. We try wherever possible to deliver within the specified or agreed delivery deadlines. Any excess of the delivery for whatever reason, we are not liable for the consequences. Such movement also gives the customer never received the right to refuse the goods or payment of, any compensation for us to demand dissolution of the agreement to be recovered, or any obligation under this agreement could result for the customer not to honor or suspended.
3. The customer indemnifies us against any third party claim arising from an excess of delivery.
Article 7. Retention
1. The property sold by our first goes to the customer if and after it has met all of which he delivered in respect of any agreement or to be delivered to us is due, including interest and costs.
2. The customer is prohibited goods supplied by us to third parties (without property) to pledge, to pawn, loan or deposit or custody, or otherwise legally or in fact under any title to third parties to assist or transfer before all under any agreement resulting from claims on our customers are satisfied. The foregoing does not alter the right of the customer's business in the normal daily exercise of transferring the business.
3. If the customer the goods sold and supplied to third before title has passed to him, this third against us only holder of the goods. The customer is obliged to change this sentence to the sale and delivery to make. Moreover, the customer assigns to us now for then any claims that he resale / delivery will obtain third. This assignment is now for then we accept.
4. In case the customer we delivered changed, and our property rights by business formation or otherwise lost, the customer now for then the (processed) goods to us without possession property, in order to guarantee the fulfillment of all the customer's obligations to us whatsoever. Such pledge now for then we accept.
5. We always have the right to substitute the customer and / or to demand additional collateral. The customer in such securities will provide on our first request.
Article 8. The events of default, bankruptcy
1. If the client to us fails to fulfill any commitment, is placed under guardianship or any belonging to him of property under receivership, suspension of payments or in a state of bankruptcy, and in the event of termination of business or death and the customer if the customer is a legal, even in cases of dissolution of the entity, we reserve the right, without judicial intervention with the customer agreement (s) to declare dissolved and take back our property, without prejudice to our entitled to compensation.
2. In the cases mentioned in 8.1 above, all claims that we have Customer payable on demand.
Article 9. Warranty
1. We guarantee the soundness of the carried assembly, repair, and / or maintenance for a period of three months, starting from the time of completion of works, provided the customer immediately after the discovery of the defect complaint and we have the opportunity to remedy the defect. The warranty will lapse if the customer and / or third parties - without knowledge and consent of us - have carried out work, which might be checked in with our assembly, repair and / or maintenance for which the use of guarantee, unless the absolute necessity for immediate repair has occurred and can be attested by the concerned technician data.
2. Our warranty obligations to the customer in respect of products supplied extinguished if we do not, within fourteen days after occurrence of the defect, or after the date the defect reasonably discovered could have been, by the client in writing of the existence of the defect were informed and the customer were given an opportunity to investigate. After expiration of six months from the date of delivery of the items will invalidate the warranty obligation towards our customers.
3. The alleged non-fulfillment of our warranty obligations then the customer from its obligations. The client may fail to fulfill or do not fully comply with its obligations to us no claims of warranty rights. If the client with a legal recourse to our warranty we will, at our discretion, arrange for free replacement or repair Be it for a refund of the purchase price.
4. The customer is required and the number of the external condition of the goods delivered immediately upon delivery arrival. If the customer within 24 hours of receipt of the goods to us in written complaint, the numbers indicated on the attached invoices or bills and binding will also not be expected to discover more about the latest visible damage.
5. Correctly recognized by us as signs indicate the customer is not entitled to the (entire) supply to refuse or to suspend payments.
6. We have no liability other than those defined under 9.1 to 9.5. In particular, we are not liable for any indirect damages.
7. In all cases our liability is limited to the invoice value of the goods delivered.
8. Guarantee programs in respect of cleaning are not given
Article 10. Force Majeure
1. Circumstances beyond our control and / or our fault that they are such that compliance with the agreement can not reasonably or not in full could be demanded of us, give us the right to dissolve or partially dissolve and / or to suspend its execution without being liable for compensation.
Article 11. Billing and Payment
1. If you pay within thirty days after the invoice date, credit limit of 2% deducted from the invoice amount.
2. If not paid within thirty days after the invoice date, the customer from that time be in default without further notice of withdrawal will be required and will be held on the invoice amount to pay interest at 2 percentage points above the discount rate on bonds of De Nederlandsche Bank , but at least at the level of statutory interest.
3. Any complaints arising from invoices, the customer within eight days of the invoice date to make known to us. Thus formulated a complaint gives the client the right but never any obligation towards us to meet or suspend.
4. All judicial and extrajudicial collection costs borne by the customer. The extrajudicial costs in all cases 15% of the amount claimed with a minimum of € 500 .,--.
5. The customer is not entitled to any deduction or setoff to which he alleges claims against us.
6. Replace materials or goods are only made available to the customer, if so provided on the repair order is explicitly requested. Otherwise, these materials are the property of our customers without any compensation in respect entitled.
Article 12. Returns
1. Wrong goods delivered must be made within fourteen days from the date of the delivery note to be
the return delivery note quoting the number. The delivery of the packing slip number omitted, we will credit less 15% handling fee.
2. Returns of goods other than due to incorrect delivery is only possible if we so agree in writing in advance by them. End, the customer to send us a specification indicating the packing list and invoice number when the items are listed. Then we assess whether and what issues will be taken back. Any credit will be less 15% handling fee.
3. In general, wrongly delivered by representatives not be given back.
4. If, following a return following a credit note, this matter having been any price changes based on the price on the day of delivery less, where applicable, the percentages mentioned in 12.1 and 12.2.
Article 13. Special Orders
1. Things that we do not have in stock, can always special order. The customer is obliged for him unconditionally ordered goods to decline. Any additional costs are borne by the customer.
Article 14. Conversion
1. If any clause in these conditions are not legally allowed to be, will act in its place a legal clause that the intent of the original provision as closely as possible.
Article 15. Applicable law and competent court
1. All our agreements under these conditions by Dutch law. As an authentic version of these conditions is considered to be in the Dutch language version.
2. Any disputes related to agreements to which these conditions apply and which the laws are among the absolute competence of the District Court will be - subject to the jurisdiction of the parties, rule of law designated president for interim relief available - in the first instance be settled by the Court in 's-Hertogenbosch.
These conditions are registered at the Chamber of Commerce
Zuid-Oost Brabant under number 17283145