These are the general terms and conditions of Dutch Roof Design B.V., a private company established in Warder and registered in the trade register of the Chamber of Commerce under number 80209580.

1. DEFINITIONS

The capitalized terms in these general terms and conditions have the following meaning:

(a) ‘Customer‘: any natural person or legal entity with whom DRD enters into an Agreement or with whom DRD is negotiating the conclusion of an Agreement;

(b) ‘Agreement‘: any agreement concluded between DRD and the Customer, any amendment or addition thereto, all (legal) acts to implement that agreement and, in retrospect, all (legal) acts required to enter into that agreement;

(c) ‘Conditions‘: these general terms and conditions.

(d) ‘General assembly drawings’: the drawings prepared by DRD and provided to the Customer before manufacturing commences.

(e) ‘Goods‘: the goods that are the subject of an Agreement.

(f) ‘Operation and maintenance manuals‘: operating and maintenance manuals provided by DRD to the Customer together with the Goods.

(g) ‘Order‘: the order for the Goods or Services as accepted by DRD.

(h) ‘Quotation‘: the quotation for the Goods or Services provided by DRD to the Customer.

(i) ‘DRD‘: Dutch Roof Design.

(j) ‘Services‘: the services that are the subject of an Agreement.

2. THESE GENERAL CONDITIONS

2.1. These General Terms and Conditions apply to all Agreements, Quotations and Orders and to any obligation that may arise between the Customer and DRD.

2.2. Deviations from these General Terms and Conditions only apply if they have been recorded in writing by DRD. The applicability of any purchasing or other conditions of the Client is expressly excluded. If, in practice, DRD allows a deviation from these General Terms and Conditions or does not always require strict compliance with them, this does not mean that the relevant provisions of these General Terms and Conditions do not apply, or that DRD waives its right to demand compliance with these General Terms and Conditions. to desire.

2.3 DRD is entitled to amend these Terms and Conditions at any time, after which they will apply to all Agreements subsequently concluded between DRD and the Customer.

3. FORMATION OF AGREEMENTS

3.1. A Quotation, offer or quotation does not bind DRD and only serves as an invitation to place an Order by the Customer.

3.2. An Agreement is only concluded if and insofar as DRD confirms in writing or by e-mail to the Customer that it accepts an Order or if DRD executes an Order.

4. GOODS, SPECIFICATION AND USE

4.1. If the Agreement stipulates that DRD manufactures and delivers Goods or provides Services in accordance with the Customer’s specifications, the Customer is solely responsible for providing DRD with sufficient, complete and accurate information and drawings that DRD requires to perform the Agreement. to feed. DRD is not liable for defects in the Goods or errors in the provision of the Services that arise from the fact that the Customer does not provide the relevant information and/or drawings or does not provide them sufficiently. DRD is always entitled, without notice, to make changes in dimensions, materials and design that DRD considers reasonable or desirable without adversely affecting the nature of the Goods and Services in a material way. The Customer has no claims against DRD with regard to such changes.

4.2. The Customer is solely responsible for ensuring that its building can bear all loads imposed by the Goods and the results of the Services.

4.3. DRD is in no way responsible or liable in connection with (inaccuracies in) descriptions, specifications, weights or dimensions or other matters relating to the Goods contained in any material, such as, among other things, shipping specifications, drawings, price lists, catalogues, trade publications and advertising materials other than in the Agreement itself.

5. DELIVERY, INSTALLATION AND RISK

5.1. All prices are exclusive of VAT or similar taxes, levies or duties, which are calculated at the rate applicable on the invoice date.

5.2. All prices are stated on the condition that all Goods and/or Services stated in the Quotation are actually purchased by the Customer. DRD is entitled to adjust prices previously quoted to the Customer if there is an apparent mistake or typo.

5.3. DRD may charge the Customer additional costs (and in that case this will be communicated to the Customer) if those costs have to be incurred to realize the delivery of Goods and/or the Services on time. Upon receipt of such notice, the Customer has the right to cancel the Order provided that notice of such cancellation is received by DRD within five days after the Customer receives the notice. However, if the Order is thus cancelled by the Customer, the Customer must pay DRD for any work already carried out by DRD.

5.4. This agreement does not fall within the scope of Article 6:230o of the Civil Code, because the purchase of Goods that are manufactured according to specific descriptions, weights and dimensions fall within the exception of that article described in Article 6:230p under f of the Dutch Civil Code. . The Customer therefore does not have the right to cancel this Agreement within 14 days after signing it.

5.5. The risk in the Goods passes to the Customer upon arrival of the goods at the Customer’s address or at the address of a third party specified in advance by the Customer.

5.6. Unless it has been agreed in writing between the Customer and DRD that DRD is responsible for applying for and obtaining permissions and permits from the relevant authorities for the supply and installation of the Goods, this responsibility lies solely with the Customer.

5.7. DRD reserves the right to charge the Customer for storage costs for all or part of the Goods if the Customer requires delivery of the Goods to be delayed at the time of shipment.

5.8. If, after the time of dispatch, for any reason, the Customer is unable to accept delivery of the Goods or if, when the Customer collects the Goods, the Customer fails to collect the Goods, DRD may store the Goods until time of actual delivery and the Customer pays DRD the costs of that storage, as well as additional processing and transport costs, without prejudice to the other rights accruing to DRD in this regard. It is the sole responsibility of the Customer to ensure that the Goods can be delivered and unloaded at the agreed location and the Customer alone is liable for any (additional) costs involved. If the Customer is not present at the agreed time to receive the Goods, DRD is entitled not to deliver the Goods, DRD is not liable for the delayed delivery and is entitled to charge any additional costs of a new delivery to the Customer. to charge. The Customer is also liable for any storage costs that DRD must incur if the Goods cannot be delivered at the agreed time.

5.9. DRD is entitled to charge additional costs to the Customer if a new visit or re-rental of equipment is required to complete the installation of Goods at a later date.

5.10. DRD reserves the right to charge the Customer a rate of €560 per person per visit plus reasonable travel costs per person per visit for each unexecuted, aborted or cancelled visit in circumstances where the Customer or a third party is responsible. requires the DRD representative(s) to leave the job site without completing the installation.

5.11. If the Customer and DRD have agreed that the Customer will collect the Goods or have them collected at the DRD branch, the risk in the Goods will pass to the Customer upon receipt of the Goods by the Customer.

6. TIME AND DATE OF DELIVERY

Delivery times stated by DRD are only estimates and DRD is in particular not liable for delays in delivery or non-delivery if this is caused by a lack of instructions from the Customer.

7. DAMAGE AND/OR LOSS DURING TRANSPORT

7.1. Upon delivery, the Customer is responsible for checking the Goods before signing for them. The Customer does not have the right to refuse or return the Goods or to object to the Goods if the Customer has previously signed for acceptance.

7.2. DRD shall not be liable for any loss or damage to the Goods during carriage unless the Goods have been identified as damaged and all claims for damage to (or loss of) the Goods, or any part thereof, in carriage must be submitted no later than the working day after the delivery date in writing to the carrier and DRD. All complaints about non-delivery of (parts of) an Order must be submitted in writing to the carrier and DRD within 24 hours of the delivery date. If the complaints mentioned are not communicated within the relevant period, the rights and claims of the Customer in this regard will lapse.

8. DEFECTIVE GOODS

8.1. The Customer is obliged to inspect the Goods immediately after delivery and to ensure that they are protected against damage until they are used.

8.2. The quality of glass supplied by DRD is inspected and deemed acceptable in accordance with the quality criteria of DRD’s suppliers and DRD’s own quality standard. Copies of these documents are available from DRD upon request.

9. RESERVATION OF TITLE

Ownership of the Goods will only be transferred to the Customer when all amounts that the Customer is obliged to pay to DRD, for whatever reason, have been paid in full and without suspension or settlement.

10. PAYMENT

10.1. All payments that the Customer owes to DRD must be made within the term stated on the invoice or, if this is missing, within 14 days after the invoice date.

10.2. If the Customer does not pay any amount owed to DRD within the period referred to in Article 10.1, it will be in default by operation of law. The Customer will then owe statutory interest (if the Customer is a consumer) or statutory commercial interest increased by 2% (if the Customer is not a consumer), as well as extrajudicial collection costs.

10.3. The Customer waives its right to suspend or offset payment obligations to DRD.

10.4. Complaints regarding an invoice or part of an invoice must be communicated in writing by the Customer to DRD within seven working days after the invoice date, under penalty of forfeiture of the right to do so.

11. LIABILITY

11.1 DRD’s liability towards the Customer is always limited to the amount paid out in the relevant case under DRD’s liability insurance, plus the deductible that is borne by DRD in the relevant case in accordance with the policy conditions of this insurance. The above-mentioned insurance has limitations in coverage, including with regard to the amount of damages and the number of claims per year. Upon request, the Customer can inspect the policy conditions.

11.2 If no payment is made under the insurance referred to in Article 11.1, for whatever reason, DRD’s liability is limited to a maximum of twice the invoice amount charged to the Customer in connection with the relevant Goods and/or Services and has been paid on time in the three months prior to the moment when the event giving rise to liability took place, with a maximum liability of € 20,000 (twenty thousand euros).

11.3 The Customer indemnifies DRD against all claims from third parties, by whatever name, in connection with an Agreement concluded between DRD and the Customer or arising from the use of Goods delivered or Services provided by DRD to the Customer.

12. SUSPENSION AND DISSOLUTION

DRD reserves the right to suspend or terminate an Agreement if the Customer fails to fulfill any obligation towards DRD, if there is an executory seizure of the Customer’s property or if the Customer goes bankrupt, it is granted a suspension of payments. payment is granted, the Debt Restructuring Natural Persons Act is applied to him, he proceeds to liquidation (regardless of whether this is mandatory or voluntary) or dissolution or if a curator or administrator is appointed for all or part of the assets of the Customer or if the DRD bank or a reputable creditworthiness institution provides an adverse credit report on the Customer. If one of the above-mentioned events occurs, all payments owed by the Customer to DRD are due in full and DRD has the right to claim damages from the Customer and the right to reclaim Goods already delivered and to keep or sell them.

13. GENERAL

13.1. DRD’s failure to exercise any right, power or remedy under these Terms will not constitute a waiver of such right, power or remedy.

13.2. Changes to these Terms and Conditions or an Agreement are only valid after they have been put in writing and signed by authorized representatives of both parties.

13.3. The Customer may not transfer any rights and/or obligations arising from these Terms and Conditions or an Agreement without the prior written consent of DRD.

14. APPLICABLE LAW, JURISDICTION

14.1. The entire legal relationship between DRD and the Customer, including these Terms and Conditions, every Quotation, every Order and every Agreement, is governed by Dutch law.

14.2 All disputes between DRD and the Customer arising from – or related to – an Order, a Quotation, these Terms and Conditions or any Agreement will be submitted exclusively to the Amsterdam court.