General terms and conditions B2B
General terms and conditions for companies and institutions
- These general terms and conditions apply to companies and institutions, including Security Regions, fire brigades and staff associations.
- These general terms and conditions form part of every quotation issued by Het Brandweer Magazijn and of every agreement in which Het Brandweer Magazijn supplies goods and/or performs work.
- These General Terms and Conditions also apply to all agreements with Het Brandweer Magazijn that are concluded electronically.
- Different terms and conditions only form part of the agreement if and insofar as Het Brandweer Magazijn and the other party have expressly agreed on this in writing.
- The general terms and conditions of the other party, under whatever name, are not applicable and are hereby expressly rejected.
- In the event of a conflict between the provisions of the agreement and the General Terms and Conditions, the provisions of the agreement shall prevail.
Het Brandweer Magazijn makes every effort to guarantee privacy and therefore handles personal data with care. Het Brandweer Magazijn adheres in all cases to the applicable laws and regulations, including the General Data Protection Regulation.
- All quotes from Het Brandweer Magazijn are without obligation.
- The quotation loses its validity if it is not accepted unconditionally in writing by the other party within 30 days of the date, unless otherwise agreed.
- Each quotation is based on the information provided by the other party. The other party guarantees the correctness and completeness of this information.
- If the other party does not accept the offer, Het Brandweer Magazijn has the right to charge all costs associated with the offer to the other party.
4. Establishment of agreement
- The agreement is only concluded by written confirmation from Het Brandweer Magazijn or, if the agreement is concluded electronically, by electronic or written confirmation from Het Brandweer Magazijn.
- The confirmations referred to under a. are deemed to fully represent the agreement with the other party.
- If the agreement is entered into between Het Brandweer Magazijn and a counterparty acting in the exercise of a profession or business, the provisions of Article 6:227b paragraph 1 of the Dutch Civil Code (information obligations) and the provisions of Article 6:227c of the Dutch Civil Code (establishment of an agreement) will not apply. apply.
5. Execution of agreement
- Het Brandweer Magazijn may have the agreement performed in whole or in part by third parties if it deems this desirable. Het Brandweer Magazijn guarantees the proper execution of the agreement by these third parties.
- The other party guarantees that all data and information that are useful and necessary for the proper execution of the agreement have been and will be provided to Het Brandweer Magazijn in time, and that this data and information are correct and complete.
- In all cases, the other party must ensure that permissions, exemptions and/or permits are required for the implementation of the agreement. The costs associated with these permissions, exemptions and/or permits shall be borne by the other party. The other party is liable for all damage resulting from the lack of the required permissions, exemptions and/or permits.
6. Intellectual Property Rights
- Het Brandweer Magazijn retains all intellectual property rights to the offers made by it, designs, images, drawings, samples, (trial) models, software and the like provided.
- The rights to the data and objects referred to in this article under a. remain the property of Het Brandweer Magazijn regardless of whether costs have been charged to the other party for their production.
- This information may not be copied, used or shown to third parties without the express written permission of Het Brandweer Magazijn. The other party owes Het Brandweer Magazijn a fine of € 10,000 for each violation of this provision. This penalty can be claimed in addition to compensation under the law.
- return the data and objects provided to it as referred to in this article sub a., free of charge, on first request within the reasonable term set by Het Brandweer Magazijn in undamaged condition . In the event of a violation of this provision, the other party will owe a fine of € 1,000 per day. This penalty can be claimed in addition to compensation under the law.
- Every communication between Het Brandweer Magazijn and the other party can take place electronically, unless the law stipulates otherwise.
- If the General Terms and Conditions or the agreement stipulate that a statement must be made in writing, this can also be done electronically, provided that the electronic message is printable .
- The other party is responsible for the storage and/or printing of electronic communication. The version of the electronic communication stored by Het Brandweer Magazijn serves as proof thereof, subject to evidence to the contrary by the other party.
- Unless proven otherwise, electronic communication is deemed to have been received on the day of sending. If electronic communication is not received due to IT problems of the other party, this will be at the expense and risk of the other party.
8. Advice, designs and materials
- The other party cannot derive any rights from advice and information from Het Brandweer Magazijn that are not expressly part of the agreement.
- The costs of or related to the data and objects referred to in Article 6 sub a. of these General Terms and Conditions can be passed on to the other party.
- The other party is responsible for drawings, calculations and designs made by or on behalf of it, as well as for the functional suitability of materials prescribed or supplied by it.
- The other party indemnifies Het Brandweer Magazijn against any claim from third parties with regard to drawings, calculations, designs, materials and the like provided by or on behalf of the other party.
- If, after the conclusion of the agreement, cost-determining factors increase in price, Het Brandweer Magazijn is authorized to pass on this price increase to the other party, provided that the implementation of the agreement has not yet been fully completed at the time of the price increase.
- The other party is obliged to pay the price increase simultaneously with payment of the principal sum or the next agreed payment term.
- In the event of amendment or addition to the agreement at the request of the other party, Het Brandweer Magazijn may increase the price according to its usual rates.
- Het Brandweer Magazijn is never obliged to comply with such a request and it may require that a separate written agreement be concluded for this purpose.
10. Terms of Payment
- Invoices must be paid by the other party to Het Brandweer Magazijn within 14 days of the invoice date into an account designated by Het Brandweer Magazijn. This payment term is a strict deadline.
- Het Brandweer Magazijn is entitled to invoice the other party in the interim or in advance by means of partial invoices.
- The amount stated on the invoice may be increased by a credit limitation surcharge to be determined by Het Brandweer Magazijn. This surcharge will only be due by the other party if payment is made after the due date of the invoice.
- At the first request of Het Brandweer Magazijn, the other party is obliged to provide security that it deems sufficient for payment of the amount due under the agreement.
- In the event of non-compliance or late compliance with this request, Het Brandweer Magazijn is authorized to suspend delivery or to dissolve the agreement and to recover its damage from the other party.
- Everything that Het Brandweer Magazijn has to claim from the other party under any agreement is immediately due and payable if:
- a payment term has been exceeded;
- goods or claims of the other party are seized;
- if the other party is a company, the other party is dissolved, liquidated,
- has gone bankrupt or applies for suspension of payments; if the other party is a natural person, the other party requests to be admitted to judicial debt rescheduling, is placed under guardianship or dies.
- If payment is not made within the agreed payment term, the other party will immediately owe interest to Het Brandweer Magazijn. The interest is 12% per annum, but is only equal to the statutory interest for commercial transactions (Article 6:119a of the Dutch Civil Code) if this is higher.
- The other party also owes Het Brandweer Magazijn all extrajudicial costs, the amount of which will amount to at least 15% of the total amount owed by the other party to Het Brandweer Magazijn.
- If Het Brandweer Magazijn is found in the right in legal proceedings, all costs incurred by it in connection with these proceedings will be borne by the other party.
- The right of the other party to set off its claims against Het Brandweer Magazijn is excluded.
- The other party can authorize Het Brandweer Magazijn to collect amounts owed by the other party by direct debit from the other party.
- If Het Brandweer Magazijn collects an amount from the other party using such a collection, Het Brandweer Magazijn will inform the other party at least one (1) working day prior to the execution of the collection by means of a pre-notification . The pre-notification can be communicated separately, as part of the invoice or in another manner to be determined by Het Brandweer Magazijn.
11. Delivery Time
- The delivery time and/or implementation period is determined approximately by Het Brandweer Magazijn.
- When determining the delivery time and/or implementation period, Het Brandweer Magazijn assumes the circumstances known to it at that time.
- The estimated and issued delivery time and/or implementation period is never a deadline.
- If there are circumstances other than those which were known to Het Brandweer Magazijn when the delivery time and/or the performance period was determined, Het Brandweer Magazijn may extend the delivery time and/or performance period by the time necessary to perform the agreement under these circumstances. to feed.
- If there is a suspension of obligations by Het Brandweer Magazijn, the delivery time and/or implementation period will be extended by the duration of the suspension.
- Any liability of Het Brandweer Magazijn for exceeding the delivery time and/or implementation period is excluded.
12. Delivery of Goods
- Unless the agreement has been concluded electronically, delivery will take place EX WORKS (ex works/ex shop/ex business premises) in accordance with the lncoterms 2020. The risk of the item is transferred at the moment Het Brandweer Magazijn makes it available to the other party. The risk of loading and unloading rests with the other party.
- If the agreement has been concluded electronically, delivery will take place EX WORKS (in accordance with the lncoterms 2020). The risk of loading and unloading rests with the other party.
- The other party accepts the delivered goods with due observance of a margin of plus or minus 10% of the agreed number, size or weight of those goods.
- If goods are delivered on the basis of a sample or model, the sample or model serves as a reference for the average quality of the goods.
- If the other party refuses to (fully) take delivery of the goods after the delivery period has expired or, if the agreement is concluded electronically, at the time of delivery, Het Brandweer Magazijn shall be entitled:
- to store the goods at the expense and risk of the other party, regardless of force majeure on the part of the other party and without prejudice to the obligation of the other party to pay the agreed price;
- to dissolve the agreement, without any obligation to pay compensation to the other party, whereby the other party will reimburse all costs and damage suffered by Het Brandweer Magazijn;
- to sell the goods if, in his opinion, further custody of the goods cannot be required of him.
- If delivery on call has been agreed in writing, the other party is obliged to take delivery of the goods in accordance with the agreed call-off and delivery schedule. If a call-off and delivery schedule is missing, the other party must take delivery of all goods within the stipulated period at Het Brandweer Magazijn's first request.
- If delivery carriage paid or on shore has been expressly agreed in writing , Het Brandweer Magazijn is not obliged to transport the goods further than to the point where the vehicle crosses a properly passable (made) terrain or the vessel along a properly navigable water, respectively. can come.
- In all cases, the other party must arrange for the necessary permissions, exemptions and/or permits for the transport. The costs associated with these permissions, exemptions and/or permits shall be borne by the other party.
- The other party is liable for all damage resulting from the lack of the required permissions, exemptions and/or permits.
13. Retention of Title
- The delivery of goods by Het Brandweer Magazijn takes place subject to an extended retention of title. After delivery, Het Brandweer Magazijn remains the owner of all goods delivered by it as long as all its current and future claims with regard to all deliveries of goods and related work, the amounts referred to in Article 10 sub b. and e. of these General Terms and Conditions, the costs of collection and its other costs and damages, have not been paid in full.
- As long as a retention of title rests on the delivered goods, the other party may not encumber or alienate them outside its normal business operations.
- After Het Brandweer Magazijn has invoked its retention of title, it may retrieve all goods it has delivered. The other party allows Het Brandweer Magazijn to enter the place where these items are located and will provide all necessary cooperation for the return of items at its own expense.
- If Het Brandweer Magazijn cannot invoke its retention of title because the delivered goods have been mixed, deformed or checked, the other party is obliged to pledge the newly formed goods to Het Brandweer Magazijn.
- Complaints from the other party regarding defects in the agreed performance must be submitted to Het Brandweer Magazijn in writing and with reasons, without delay and in any case within 14 days after delivery of the goods.
- Defects that cannot reasonably be observed within 14 days will be reported to Het Brandweer Magazijn in writing and with reasons immediately after the observation, but no later than six months after delivery of the goods.
- After the expiry of the time limit as referred to in this article under b., the other party can no longer invoke a defect in the agreed performance.
- A complaint regarding a delivery will in any case not be honored if Het Brandweer Magazijn is not given the opportunity to investigate such a complaint.
- At the request of Het Brandweer Magazijn, the other party will return the goods to which the complaint relates (or part thereof) in accordance with the provisions of Article 14 of these General Terms and Conditions.
- Until the permission of Het Brandweer Magazijn as referred to in Article 14 sub a. of these General Terms and Conditions is granted, the other party will retain the goods to which the complaint relates at its own expense and risk.
- A complaint regarding completed work will in any case not be honored if Het Brandweer Magazijn has not been given the opportunity to investigate the complaint in a suitable manner.
- If and insofar as Het Brandweer Magazijn accepts a complaint regarding delivered goods pursuant to this article, it will, at its own discretion:
- repair the defect;
- replace the defective item;
- take back the item and credit the other party for the price of the item in question.
- In addition, the other party cannot claim any compensation.
- In the event of repair of the defect or replacement of the defective item, the provisions of Article 12 of the General Terms and Conditions will apply again.
- Submitting a complaint does not release the other party from its payment obligations towards Het Brandweer Magazijn. In that case, the other party also has no right of suspension.
- Return shipments require the prior written permission of Het Brandweer Magazijn.
- A return shipment by the other party must always be made free of charge, stating the order number.
- By taking receipt of goods returned by the other party, the Het Brandweer Magazijn member does not acknowledge any shortcoming in compliance.
- Het Brandweer Magazijn guarantees the proper performance of the agreed performance for a period of twelve months after delivery.
- The other party cannot invoke a guarantee if:
- the defect, in whole or in part, is the result of unusual, improper, injudicious or careless use of a delivered item;
- the defect is, in whole or in part, the result of normal wear and tear or maintenance that has not been carried out or has been carried out incorrectly;
- the defect, in whole or in part, is the result of installation, assembly, modification and/or repair by the other party or by third parties;
- the delivered item has been modified, adapted, used or processed;
- the delivered item has been transferred to a third party;
- Het Brandweer Magazijn has obtained the delivered good in whole or in part from third parties and Het Brandweer Magazijn itself cannot claim compensation from this third party under a guarantee;
- Het Brandweer Magazijn has used raw materials and the like in the manufacture of the delivered good on the instructions of the other party;
- the defect is a fairly minor deviation in quality, finish, size, composition and the like, which is not unusual in the industry or if the defect could not have been technically prevented;
- the other party has not fulfilled all its obligations under the agreement in a timely and correct manner towards Het Brandweer Magazijnmember.
- Except insofar as the other party demonstrates that damage is a direct result of intent or willful recklessness on the part of the management of Het Brandweer Magazijn, Het Brandweer Magazijn is not liable towards the other party, its personnel or third parties for any direct or indirect damage in connection with the agreement or the performance thereof. The other party indemnifies Het Brandweer Magazijn against all liability towards third parties in this respect.
- In all cases, the liability of Het Brandweer Magazijn is limited to the amount of the payment under the applicable liability insurance. If the insurer of Het Brandweer Magazijn does not pay out for whatever reason or if the relevant liability insurance does not provide coverage, the liability of Het Brandweer Magazijn will in all cases be limited to:
- the amount of the net agreed price in the agreement to which the event causing the damage directly relates; or
- if partial deliveries have been agreed, the amount of the net agreed price of that part of the agreement to which the event causing the damage is most closely related.
- Under no circumstances will the liability of Het Brandweer Magazijn amount to more than € 2,500 per event or per series of events with the same cause.
- The following are never eligible for reimbursement:
- trading loss such as lost profit and stagnation damage;
- supervising damage such as damage caused to other items during the performance of the work.
- Any legal claim of the other party against Het Brandweer Magazijn lapses by the mere lapse of one year after the event giving rise to the claim.
- The other party indemnifies Het Brandweer Magazijn as well as its personnel and auxiliary persons against all claims from third parties, regardless of the reason, which are in any way related to the agreement and its implementation. Het Brandweer Magazijn will only be liable towards the other party if and insofar as the relevant liability under the applicable agreement and these General Terms and Conditions is for the account and risk of Het Brandweer Magazijn.
- If the goods have not been produced by Het Brandweer Magazijn, any liability of Het Brandweer Magazijn towards the other party is in all cases limited to the amount for which the supplier of Het Brandweer Magazijn will be liable towards Het Brandweer Magazijn.
- The other party indemnifies Het Brandweer Magazijn against all claims from third parties due to product liability as a result of a defect in a product that was delivered by the other party to a third party and that (partly) consisted of products and/or materials supplied by Het Brandweer Magazijn.
18. Force majeure
In the event of force majeure on the part of Het Brandweer Magazijn, it is authorized to extend the agreed delivery time and/or performance period by the duration of the force majeure or to dissolve the agreement if it has not yet been fully implemented. Such without any obligation to pay compensation for Het Brandweer Magazijn arising from this.
19. Choice of Law and Choice of Forum
- All agreements concluded with Het Brandweer Magazijn are governed by Dutch law.
- Applicability of the United Nations Convention on Contracts for the International Sale of Goods (CISG-Vienna, April 11, 1980) is excluded, as is any other international regulation from which exclusion is permitted.
- All disputes arising from or related to these agreements will be submitted to the competent (civil) court of the place of residence or place of business of Het Brandweer Magazijn.
If any provision of these General Terms and Conditions is null and void or is voided, the other provisions of these General Terms and Conditions will remain in full force and Het Brandweer Magazijn and the other party will enter into consultations in order to agree on a new provision to replace the void or voided provision. whereby the purpose and purport of the invalid or annulled provision are taken into account as much as possible.