Term And Conditions
General delivery, sale
Article 1 – General
These conditions are applicable to all offers and agreements in which C-Device goods
C-Device reserves the right to modify these Terms and Conditions with immediate effect by written notice to the Client.
The applicability of any other general conditions, which should be referenced in any way by the client are only binding for us if and when we thus have explicitly agreed in writing.
If we have agreed in writing to the applicability of one or more abnormal conditions remain, although this is not expressly stated, these terms and conditions remain in force. In case of conflict between the two terms shall prevail in our terms and conditions.
These conditions will also previously entered into and to negotiate agreements apply. Deviations from these conditions must be agreed in writing. Such deviations No rights can be derived with respect to subsequent legal relationships.
Article 2 – Price, cost and payment
Unless otherwise agreed, the prices stated:
based on the order confirmation for the execution of the assignment of relevant facts;
excluding VAT, other taxes, duties and any not specified on the command applicable charges eg. for transport and insurance.
All costs arising from additions
All invoices will be paid in accordance with the payment terms or otherwise agreed in writing the payment conditions stated on the invoice by the Client. In the absence of specific conditions, the Client will pay within fourteen days after the invoice date.
Unless otherwise agreed, the customer may never use any right to compensation, discount, setoff or suspension. If we send the Client a detailed list of what he owes us and what we owe to him the task also serves as a declaration of settlement.
If the Client the amounts not paid within the agreed period, the Client shall, without any notice being required, owe the statutory interest on the outstanding amount under Article 6: 119 and 6: 120 Civil Code (statutory interest commercial transactions).
The Principal owes us all extrajudicial and judicial costs, if
The performance of the Client or
Article 3 – Offers / quotes
We have drawn up proposals, the underlying analysis
Agreements with and commitment of our staff are our only binding if expressly stipulated in the purchase order or otherwise confirmed in writing by us.
Data supplied by us in the form of price lists, drawings, prints, brochures
Article 4 – Agreements, changes
An agreement with a client comes into being – with or without a tender – when the contract is confirmed in writing by us or actual effect is given to the agreement.
The Client is bound by and from the provision of the contract. We are by and from the scope of Article 4 paragraph 1 above accepting the assignment related.
For activities for which no quotation or order confirmation is sent to their nature and scope, the bill also serves as order confirmation, which is also deemed to represent the agreement correctly and completely.
We are entitled to deliver goods which deviate from what was a
Changes to the original agreement of any kind, in writing or orally by or on behalf of the client, causing higher costs
By the Client, after the provision of the contract still desired changes to their implementation must be notified to us promptly and in writing by the Client. In oral or by telephone orders
Modifications may result in the agreed time of availability of delivery is exceeded by us. Then can be done against us no appeal.
Article 5 – Failure
If the client fails in any way to us in the fulfillment of any obligation and suspension of payments obtained in case of an application (provisional
The implementation of an agreement to suspend until payment has been sufficiently secured
Our own to suspend any payment
Any agreement to dissolve all or part of the Client.
In all of Article 5 paragraph 1 above
Article 6 – Security
If there is
If the Customer does not comply with the will, without prejudice to our other rights, all of which the Client to us for any reason whatsoever owed by us request made under Article 2 paragraph 1 of these conditions, immediately payable and shall we be entitled the continued implementation of any agreement to suspend immediately.
Article 7 – Retention risk
All the Client delivered goods remain the property of C-Device or her (to) suppliers until all relevant amounts Principal is due for under the agreement delivered or to be delivered or performed or to be performed and the amounts referred to in Article 2, paragraph 5 and 6, including interest and costs of collection, complete with C-Device are met.
The place of delivery applies our domicile unless otherwise agreed. If the Client’s business does not accept or can not take, or fails to provide information or instructions necessary for delivery, we will save the expense and risk of the Client upon notice to Customer, without prejudice to our right to
The Client is obliged
Our cases that fall under the retention of title pursuant to paragraph 1 of this Article may only be sold as part of normal business. The Client is not entitled to pledge the goods or to establish any other right.
All claims by the Client on insurers with regard to the goods delivered under retention of title, the Client’s first request to us to pledge in the manner prescribed in art. 3: 239 BW. The same applies to any claims that the Client is towards its customers by reselling under retention delivered by us. All this on penalty of an immediately payable penalty of 15% of the outstanding debt to increase by 5% of the outstanding amount for each day that the client remains in default, without prejudice to our right to demand compliance.
If the client fails to fulfill his financial obligations or its obligations as set out in paragraphs 6, 7 and 8 of this article or we have good reason to fear that the Client will fail, we are entitled to recover goods delivered without any authorization from the client or the court under retention of where they are located, without prejudice to our other rights to the client. The Client is obliged to cooperate under penalty of a fine of 10% of the sum invoiced for each day that
Article 8 – Delivery, time, delay and overrun
We are entitled to deliver sold goods in
If we have agreed with the Client delivery at destination, such dispatch or transport expense and risk of the Client to the destination specified by the
The delivery at the agreed price takes exclusive
If, through the agency of the Client may not have time to take place, the
Once we have knowledge of facts
Article 9 – Participation Client
The Client will timely provide all cooperation, data
If it is agreed that the Client will provide us with equipment, materials, information carriers
Article 10 – Complaints, warranty and liability
The Client is obliged to inspect the goods, the services of established work immediately after delivery. Complaints concerning visible defects must be made in writing within two days after delivery of the goods or acceptance of the services, in excess of which period any claim lapses in respect of such defects.
Complaints concerning the defects or shortcomings, which are not visible on delivery and on the quality of delivered goods or services, must within eight days after the Client discovers the defect or could have discovered, but not later than six months after the invoice date in writing submitted to us, when crossing any time any claim in respect maturing defects.
The claimant must give us the opportunity to verify the complaint, failing which the complaint will be deemed not filed.
Slight commercially deemed acceptable or technically unavoidable deviations in quality, performance, print speed, hard drive capacity, user etc. may not constitute grounds for complaint.
Unless otherwise agreed, we are subject to the following provisions of the soundness of the goods delivered by us and the work and used construction carried out by us. Regarding what we delivered a third have our guarantee, extends no further than the question by the third party guarantee provided to us. We will do all that or the Principal render all assistance that may be required of us in order to obtain the highest possible compensation from the third party involved in a particular case.
The aforementioned warranty means that we all goods or parts, found unusable material or workmanship within a period of six months after delivery / installation, free of charge repair or redelivery, or credit the Client for the loss up to a maximum of invoice of the defective item.
Carried on repairs and maintenance we provide a three-month warranty. The guarantee covers the full charge of carrying a renewed repair in normal working hours. In compliance with the provisions of the members 17 and 18. liability for damages for the Client occurs during the performance of these operations, in whatever form, is excluded.
If the Client has placed it delivered in other than the original destination, they should give us the additional costs thereby incurred by us in repairing the defects compensate.
Should appear after a set by our research that the cause of the previous paragraph is in the imperfections computer or otherwise by the Client, the Client shall reimburse us for any expenses we have made concerning the investigation.
Unless agreed in writing, we do not guarantee the suitability of the goods delivered, services performed and brought work to stand for a particular purpose and / or under any circumstances. Nor do we guarantee the usability of the delivered software and hardware if the Customer software or hardware combines not supplied by us software / hardware. Information and statements regarding results and / or expected performance of the delivered goods or services and / or use recommendations are non-binding and do not bind us.
We bear no responsibility for the implementation of mandatory rules of insurance. Nor are we responsible for (in) competence of the Client to connect the supplied in the client premises equipment.
Return of the delivered goods can only take place after prior written consent. Disassembly and assembly of the business carried out by us, but on behalf of the Client.
In all cases where an appeal is made to guarantee the Client shall upon request from us to discuss the delivery note to us, at least to the satisfaction of our show when delivery has occurred.
The claim expires if the Client itself change (s) is used in or repair (s) to the product supplied (late) (s) without prior written permission from us, it provided for other than normal (business) purposes, provided injudiciously treated, used or maintained, we have expressed in time, we can not unite with her by the Client prescribed choice of material and / or process, the defects are the result of faulty materials by Client are made available, the faults are caused by external violence, weathering, abrasion, chemical, electronic influences, some beyond the control of our causes, unless otherwise agreed in writing.
In warranty claims the Customer will only be entitled to suspend its payment provided collateral to the outstanding amount.
Legal actions concerning advertising or warranty must be filed in court within one year after timely reclamation or penalty of forfeiture.
Except claims for payment of compensation based on mandatory provisions, except in cases of willful misconduct or gross negligence by us, except insofar offers the assurance of our coverage and pays, subject to the fulfillment of the above warranty as sole and full compensation in case liability of us.
If the provisions of the preceding paragraph shall be deemed related to the facts of the case considered unreasonably onerous by the court or is relying on that provision contrary to reasonableness and fairness, then our liability for damage caused in any case limited to direct damages and be up to an amount equal to the net invoice price of the defective part caused the damage with a maximum of € 10.000, -.
The liability for activities on behalf of the client, which we have entrusted to a third party is limited insofar as the third party effectively indemnifies us. We will do all that or the Principal render all assistance that may be required of us in order to obtain the highest possible compensation from the third party involved in a particular case.
Further liability for damages of any nature whatsoever, direct or indirect, including damage, demurrage, damages are excluded to movable or immovable property to persons or animals and so both the client and third parties.
The Client will indemnify us against claims from third parties who are involved in the execution of the order by the Client to us. The Client will indemnify us and our employees also by third parties concerning damage caused by the use of our services and products. This provision except if the damage was caused by intent or gross negligence by us or the claim has its basis in mandatory law and we can not rule on the matter by law our liability at all.
Article 11 – Confidentiality / data confidentiality
The parties are to behave towards each required disclosure in respect of all of the information they receive from each other, unless a legal duty to disclose information which commands and / or data. The parties therefore not permitted without making or to make a third available prior express consent in any way, directly or indirectly, information and / or data relating to the other party (do) public. Information and data will in any case be considered as confidential if it is designated as such by one of the parties.
Article 12 – Forfeiture / right away
Failure by us at any time any provision of this Agreement to enforce in any way affect its right to still full compliance by demanding Client. The lie down by us in breach of an obligation of the Client does not imply a waiver of that obligation to our rights arising.
Article 13 – Force Majeure
Without prejudice to our further rights we are entitled if we are prevented by force majeure to perform the contract, to suspend delivery until the force majeure has ceased to exist, or the agreement, if not yet implemented without any judicial intervention to dissolve whole or in part, without being liable to pay any compensation or guarantee.
Force majeure is in these terms mean any circumstance beyond our control, even though it was at the time of conclusion of the contract already provided that compliance with the agreement permanently or temporarily prevents, including war, ( natural) disasters, blockades, riots, strikes, government obstruction, transport difficulties, fire and other business disruptions, delayed delivery by sub-suppliers or other causes beyond our control.
Article 14 – Miscellaneous
The Client may transfer its rights and / or obligations under any agreement with us to third parties without our prior written consent.
If we close one or more agreements, each of these (legal) persons to us jointly and severally liable for the complete fulfillment of the obligations imposed on them by the agreement (s) with two or more natural and / or legal.
We are entitled to – if necessary, it is considered desirable – for proper execution of the contract for execution of the contract to enable others, the cost to the client will be charged according to the frontloaded quotations. If possible and / or necessary in this regard we will consult with the Client.
Article 15 – Governing law and jurisdiction
In all our agreements Dutch law applies to the exclusion, as appropriate, the United Nations Convention on the International Sale of Goods.
All disputes relating to or in connection with or arising from the agreements concluded with us shall be brought exclusively before the competent court in Amsterdam, unless we should prefer the dispute to another court with territorial jurisdiction. If a case belongs to the absolute competence of the subdistrict court, the dispute shall be exclusively submitted to the competent court.
Article 16 – Supplementary General Conditions
If a clause is void in these terms and conditions or destroyed, we reserve the right to propose a new clause instead of the (far) void (ed) clause and the terms accordingly to supplement and amend.
VAT no .: NL122465751B01