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General conditions
Clause 1: Definitions
1.1 User means "Dutch Plantin".
1.2 Contracting part means the party purchases goods from the user at its own expense and risk.
1.3 Goods means the goods covered by the main contract.
Clause 2: Applicability of General Conditions
2.1 These General Conditions apply to all offers, deliveries and contracts of, through or with the user, howsoever made.
2.2 If and insofar as there is deviation from these General Conditions, the deviations must be agreed in writing by a director of the user and the contracting party. Provisions of these General Conditions from which there is no deviation shall apply in full.
2.3 No General Conditions (outside of General Conditions of the user), agreements or arrangements shall be deemed agreed if the contracting party has not confirmed them in writing and the user has not accepted them in writing.
Clause 3: Making of the contract
3.1 A contract is made as soon as the user has accepted the order letter from the contracting party in writing.
3.2 If the user makes an offer or presents a quote, such shall be deemed without commitment, and the user can revoke such within one week after acceptance by the contracting party.
3.3 Statements in folders and advertising material and verbal statements are deemed general indications regarding the goods offered. They cannot be deemed binding guarantees.
3.4 The contracting party guarantees the accuracy of the description of the goods specified by it, both with regard to the specified quantity and with regard to the specification of the goods.
Clause 4: Prices
4.1 The price of the goods as set out in the order letter is exclusive of VAT and other levies imposed by a public authority. Unless otherwise agreed in the (main) contract, the prices include delivery costs.
4.2 If after acceptance of an order circumstances arise which have the effect of increasing the cost price, such as changes in prices of raw materials, salaries, currency rates, import duties, etc., the user can pass on the cost price increase to the contracting party.
4.3 Only in the event that the above-mentioned price increase arises within three months after the making of the contract, the contracting party is entitled to dissolve the contract on the basis thereof.
Clause 5: Payment
5.1 Payment is to be made within 30 days after the invoice date. In the event of late payment the contracting party shall be in default without the need for notice of default. As of the date of default the contracting party (without notice of default) shall owe the statutory interest.
5.2. Non-performance of the payment obligation by claiming set-off (compensation) or attaching goods or otherwise is not permitted, unless the parties explicitly agree such, or such is permitted by court order.
5.3. In the event of (petition for) bankruptcy or (petition for) moratorium on payment of the other party, and if the goods sold are attached, the amount owing shall be immediately payable in full.
5.4. In the event of exceeding of the agreed payment term due to any reason whatsoever, the contracting party shall owe 10% of the invoice amount by way of extrajudicial collection costs as well as the statutory interest.
5.5. If one or more goods are missing upon delivery, such shall not suspend the payment obligation of the contracting party, unless the user cannot deliver the goods within a subsequently agreed time period.
Clause 6: Delivery
6.1 The user is not liable for the consequences of any nature whatsoever of exceeding of the agreed delivery date, unless such late delivery is exclusively due to intent or wilful misconduct of managers of the user.
6.2. In such case liability is limited to a maximum sum equal to the invoice value of the goods sold. The agreed delivery date(s) shall be extended by a period during which the user is not able to deliver due to force majeure.
6.3. Force majeure will exist if the user cannot deliver due to circumstances beyond its control. Force majeure includes strikes and lock-outs at the user's business, if the suppliers cannot deliver due to circumstances beyond the user's control, in the event of impeding measures of domestic or foreign public authorities, fire, disruption of energy supply, lack of transport vehicles, etc.
Clause 7: Complaints
7.1. The contracting party undertakes to check the goods delivered upon arrival as to quantity and transport damage. The user must be immediately informed in writing as to any deviation in the specified quantity and/or damage to the goods or packing. In the event of failure to give the user such notice, the contracting party shall lose all its rights vis-à-vis the user on the basis of such (alleged) damage or shortcomings.
7.2. The contracting party must give the user written notice of any defects other than set out in Clause 7.1. within 8 days after receipt of the goods or - if the goods are delivered in part shipments, eight days after delivery of the part shipment.
7.3. The user shall only take return shipments into receipt if they are shipped delivery paid and after the user's consent.
