Korrels Plukjes
General conditions

Article 1 General
1.1 These general terms and conditions apply to all offers, deliveries, services and/or agreements of Polyvel B.V., established in Velp, the Netherlands, hereinafter called Polyvel B.V.
1.2 Polyvel B.V. is not in any circumstances bound by deviations from, additions to and stipulations contrary to these terms and conditions except and insofar as these have been expressly accepted by Polyvel B.V. in writing.
1.3 All the stipulations in these general terms and conditions are also stipulated on behalf of the parties employed by Polyvel B.V. and third parties for whose acts and omissions Polyvel B.V. may be liable.
1.4 In these general terms and conditions, "buyer" also means the customer and purchaser that enters into negotiations with Polyvel B.V. or has concluded a contract with Polyvel B.V.
1.5 Insofar as Polyvel B.V. acts as an agent, the legal relationship between the principal/supplier and the buyer is governed solely by the commercial terms of the principal/supplier.

Article 2 Offer and acceptance
2.1 All quotations and offers made by or on behalf of Polyvel B.V. are without obligation and free of engagement.
2.2 Indicated dimensions and weights and article descriptions may vary.
2.3 Agreements are formed by a written confirmation from Polyvel B.V.. Where Polyvel B.V. has not confirmed the agreement in writing, an agreement is formed by Polyvel B.V.'s commencement of activities in execution.
2.4 Oral representations and/or commitments by representatives or intermediaries of Polyvel B.V. are not binding on Polyvel B.V. unless confirmed in writing by Polyvel B.V.

Article 3 Price
3.1 Prices are exclusive of value-added tax (VAT), postage, carriage, insurance and other costs payable in connection with the agreement, unless stated otherwise in the offers or order confirmations.
3.2 Polyvel B.V. has the right to charge on to the buyer price increases arising after the formation of the agreement, including rises in prices of raw materials and the introduction or raising of taxes and/or other levies.

Article 4 Payment
4.1 All invoices must be paid within a period of 30 days of date of invoice without deduction or set-off unless expressly stated otherwise on the invoice.
4.2 Polyvel B.V. is entitled at all times to demand cash payment, advance payment or security for the payment.
4.3 On the expiry of the period stated in paragraph 1 the buyer will be in default without formal notice of payment due, and will be liable to pay interest at the statutory commercial rate pursuant to art 6:119a of the Dutch Civil Code plus 1% per month.
4.4 All costs of collection of what is owed by the buyer are for the buyer's account. These include all costs of any out-of-court debt collection considered necessary in Polyvel B.V.'s reasonable opinion, including the costs of legal assistance, set at 15% of the amount due and unpaid with a minimum of € 250.00.

Article 5 Delivery
5.1 Unless agreed otherwise, goods are delivered by Polyvel B.V. ex warehouse. The risk for goods to be supplied passes to the buyer immediately on their dispatch (loading) from a warehouse or storage facility.
5.2 If Polyvel B.V. arranges the transport, the costs of the transport and the risk are for the buyer's account immediately on their dispatch (loading). Polyvel B.V. reserves the right to deliver goods on a cash on delivery basis.
5.3 If the buyer refuses to accept the goods or neglects to provide information or instructions necessary for the delivery the goods will be stored at the buyer's risk and the buyer will be liable to pay all additional costs, including the costs of storage in all cases.
5.4 Returns are accepted by Polyvel B.V. only if Polyvel B.V. has previously approved them in writing. Return consignments of goods are for the buyer's account and risk. The buyer is obliged to insure sufficiently against the risks of transport.
5.5 Agreed delivery dates shall not under any circumstances be regarded as conditions going to the heart of the contract. Time is not of the essence. In the event of failure to meet the delivery date the customer has no right to compensation, to terminate or partially terminate the contract, or to suspend performance.

Article 6 Complaints
6.1 The buyer must inspect the goods purchased by it immediately on their delivery and check them or have them checked for quantity, type, soundness and other qualities, and must report any shortcomings found immediately to Polyvel B.V., sending a written confirmation at the same time.
6.2 If the buyer does not report the nature and extent of evident shortcomings in writing within eight days after delivery the delivery is deemed to have been accepted unconditionally.

 

Article 7 Reservation of title
7.1 Polyvel B.V.'s title to the goods sold and supplied to the buyer does not pass to the buyer until the buyer has met in full all its obligations towards Polyvel B.V. Art. 3:92a sub 2 of the Dutch Civil Code applies.
7.2 The buyer undertakes to store the goods supplied under reservation of title separately and to insure them and keep them insured against fire, heat, explosion, water damage and theft. The customer hereby assigns all rights in respect of benefits under an insurance contract to Polyvel B.V. in advance.
7.3 The buyer may resell the goods delivered by Polyvel B.V. that are under reservation of title only in the normal course of its business, and in that case the buyer is obliged in turn to deliver the goods under (extended) reservation of title.
7.4 The buyer is forbidden to pledge or otherwise encumber the goods delivered by Polyvel B.V. that are covered by the reservation of title.

Article 8 Non-conformity
8.1 In the event that the goods sold and provided to the buyer are shown not to conform to the agreement Polyvel B.V. will on the basis of its assessment and at its choice either make good the shortcomings within a reasonable time or take back and replace all or part of the supplied goods. However in place of replacement Polyvel B.V. has the right to opt to refund the purchase price pro rata to the defects found, in exchange for the return of the relevant goods supplied by Polyvel B.V. if it so wishes. The above represents the sole and exclusive rights due to the buyer in the event of non-conformity.

Article 9 Liability
9.1 Polyvel B.V. is not liable for loss resulting from the non-performance, late performance or improper performance of an order or delivery except insofar as the buyer can demonstrate wilful misconduct or gross negligence by Polyvel B.V..
9.2 Insofar as Polyvel B.V. is insured for liability, it is obliged to compensate the buyer for loss attributable to Polyvel B.V. only to the amount paid out by its insurer. If the insurance company does not pay out or the loss is not covered by the policy, liability is limited to the net value of the invoice or part-invoice for the goods or services supplied.
9.3 Polyvel B.V. is not in any circumstances liable for loss of profits and/or indirect or consequential loss, or for environmental damage.
9.4 Polyvel B.V.'s liability for loss resulting from the acts, errors or omissions of persons who are not employed by Polyvel B.V. but whose services are used by it shall be limited in accordance with the stipulations in this article. Those persons have the right to invoke independently the limitations and exclusions of liability stipulated by Polyvel B.V.

Article 10 Force majeure
10.1 In the event of force majeure Polyvel B.V. has the right to suspend its supply obligations in whole or in part, or to terminate the agreement without recourse to the courts, without any obligation to indemnify the customer for loss, costs and interest.
10.2 Force majeure affecting Polyvel B.V. as referred to in 10.1 includes but is not limited to: natural disasters, war, threat of war, riots and serious disorders; stoppage in the supply of raw materials and finished products due to unforeseen circumstances; lockout, strike, interruption of work, disruption to work and similar campaigns in or against the undertaking of Polyvel B.V., its suppliers, or third parties whose services it uses; damage to plant and stocks from fire, heat, storm or unforeseen external causes; any measure taken by a national or international authority; loss of or damage to goods in transport or storage.

Article 11 Dissolution
11.1 Polyvel B.V. may dissolve the agreement with the buyer in whole or in part with immediate effect, with no requirement for further notice of default or recourse to the courts, and without Polyvel B.V. being obliged to pay any compensation in that respect, in the event of: the buyer's bankruptcy, suspension of payment, placing in guardianship or placing under administration, or any application to that effect; the discontinuation, liquidation or insolvency of the buyer's business.

Article 12 Applicable law and competent court
12.1 All agreements entered into by Polyvel B.V., the formation, performance and interpretation of such agreements, and the actions performed by Polyvel B.V. shall be governed exclusively by Dutch law.
12.2 All disputes between the parties shall be adjudicated in the first instance by the competent court in Arnhem in the Netherlands, unless Polyvel B.V. chooses not to make use of this choice of jurisdiction.
 

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