Terms and conditions
General Sales Conditions
Article 1. Definitions and Applicability of the conditions
1.1 In these terms and conditions, the following definitions apply:
a) Supplier: Forkliftcenter Services B.V., Forkliftcenter B.V. and /or Global Port Equipment B.V
b) Customer: the party that purchases Equipment and/or services from the Supplier;
c) Equipment: Forklift trucks, Empty Handlers, Reachstackers, Mobile Harbor Cranes and all other machines and / or materials (including secondhand) supplied by the Supplier at any time;
d) Sales agreement: the agreement in which the parties make agreements about the sale of products and/or the delivery of services
1.2 These terms and conditions apply to all offers, acceptances, Sales agreements and other actions relating to the sale of Equipment and/or the provision of services to the Customer.
1.3 Deviations and / or additions to the Sales Agreement only apply if they have been agreed in writing between the Supplier and the Customer, and moreover only apply to the Sales Agreement under which the deviating clauses are made. The applicability of any other general terms and conditions or stipulations is excluded, except insofar as those general terms and conditions or stipulations have been explicitly accepted by the Supplier in writing.
1.4 The Conditions also apply to other Sales Agreements, including follow-up or additional agreements, to which the Customer and the Supplier, or their legal successor (s), are parties.
Article 2. Offers
2.1 Unless explicitly stated otherwise, all offers made by the Supplier, in whatever form, are without obligation. A non-binding offer from the Supplier can be revoked by the Supplier, also within 10 (ten) working days after the Supplier has received the acceptance of the Customer.
2.2 Statements and specifications from the Supplier regarding the Equipment and the time at which the Equipment is delivered are only approximate.
2.3 Insofar as the Customer performs any performance and / or prepares to do so, in the apparent expectation or assumption that a Sales Agreement will be or has been concluded, the Customer does so at its own expense and risk.
2.4 Any or alleged inaccuracies in the confirmation of delivery of the Equipment must be communicated to the Supplier in writing within two working days after the date of the confirmation by the Customer, under penalty of forfeiture.
2.5 The prices stated in the offer are based on delivery as stated in article 5.1 of these terms and conditions.
Article 3. Price and payment
3.1 All prices are exclusive of turnover tax (VAT) and other government levies. Payments must be made within the term agreed in the Sales Agreement, or within the payment term included in the invoice, and failing that, within 30 days of the invoice date.
3.2 If and insofar as (any part of the) price has not been received at the latest on the agreed date, the Supplier is entitled, without prejudice to its other rights under the law or agreement and without any notice of default being required:
a) to charge an interest of 1.5 (one and a half) % per month on (the unpaid part of) the price to the Supplier with effect from that date, in the calculation of which part of a month is regarded as a whole month and
b) to suspend the execution of the Sales Agreement in respect of which the Supplier is in default of payment, as well as any other agreements with the Supplier.
3.3 If the Customer, even after a written reminder, fails to pay in full what he owes to the Supplier within the further term set, the Supplier is further entitled to dissolve the Sales Agreement with immediate effect.
3.4 The Supplier may further charge the Customer for all costs that it must incur in or out of rights to preserve its rights against the Customer. The extrajudicial collection costs amount to a minimum of € 2,500.00 (two thousand and five hundred euros) per action by the Supplier against the Customer.
3.5 A payment from the Customer is first settled with any interest owed, secondly against the costs that the Supplier has had to incur in connection with the Customer's failure under the Sales Agreement, and afterwards against any payment instalments due, whereby the first expires. term precedes the last expired term. All this applies insofar as the Supplier does not determine otherwise.
3.6 Unless explicitly agreed otherwise in writing, the Customer is not permitted to apply any discount, deduction or set-off to a payment. Furthermore, the Customer is not entitled to suspend its payment obligation in the event of any shortcoming on the part of the Supplier.
3.7 The Supplier is entitled to demand sufficient security for payment from the Customer in its opinion. The Supplier is also entitled to demand an advance payment. If the Customer does not comply with the aforementioned requests within the set term, the Customer will automatically be in default. In that case, the Supplier has the right to terminate the agreement and to claim compensation.
3.8 An increase in cost-determining factors arises after the conclusion of the agreement may be passed on by the Supplier to the Customer if the performance of the agreement has not yet been completed at the time of the increase. The Customer is obliged to pay the price increase at the same time as payment of the principal or the next agreed payment term.
Article 4. Delivery time
4.1 All (delivery) times and (delivery) dates mentioned or agreed by the Supplier have been determined to the best of its knowledge upon the available information on the moment the Sales Agreement was concluded and is always only indicative in nature, always apply as target dates and do not bind the Supplier. The Supplier makes reasonable efforts to observe final (delivery) periods and final (delivery) dates as much as possible. The Supplier is not bound by a final or non-final (delivery) term or (completion) date that can no longer be met due to circumstances beyond its control that occurred after the conclusion of the Sales Agreement. Nor is the Supplier bound by a final or final date or delivery date or term if the parties have agreed on a change in the content or scope of the Sales Agreement or a change in the approach to the performance of the agreement. If any term is likely to be exceeded, the Supplier and the Customer will enter into consultation to discuss the consequences of the exceeding of the deadline for further planning.
4.2 The mere exceeding of a (delivery) term or (delivery) date stated by the Supplier or agreed between the parties or otherwise will not result in the Supplier being in default. In all cases - therefore also if the parties have expressly agreed in writing on a final (delivery) term or (delivery) date, the Supplier will only be in default due to a time being exceeded after the Customer has given it written notice of default. The notice of default must contain a description of the shortcoming that is as complete and detailed as possible, so that the Supplier is given the opportunity to respond adequately.
Article 5. Delivery and transfer of risk
5.1 Delivery takes place at the moment that the Supplier makes the Equipment available at its business location and the Supplier has indicated to the Customer that the Equipment is available to him. From that moment on, the Customer bears the risk of the goods for storage, loading, transport and unloading, among other things.
5.2 Notwithstanding the provisions of the previous article, the Supplier and the Customer may agree that the Supplier will arrange the transport. In that case, the risk of storage, loading, transport and unloading also rests with the Customer. The Customer can insure himself against these risks.
5.3 If there is a trade-in and the Customer retains the good to be exchanged pending the delivery of the new Equipment, the risk of the Equipment to be traded in, remains with the Customer until he has delivered it to the Supplier. If the Customer cannot deliver the good to be traded in, in the condition as it was at the time the Sales Agreement was concluded, the Supplier may dissolve the Sales Agreement.
5.4 If the Supplier fails to take the Equipment in its possession before the delivery time has expired, the Equipment will remain at the disposal of the Customer, provided full payment has been made. Uncollected items will be stored at the expense and risk of the Customer. Equipment that is not timely taken into possession and for which full payment has not been made is at the free disposal of the Supplier after observing a period of 30 days after the delivery time has expired. Any partial or down payments made will not be refunded by the Supplier and the Customer is not entitled to such refund.
Article 6. Force majeure
6.1 If during the execution of the Sales Agreement it appears that it cannot be enforced as a result of circumstances unknown to the Supplier or due to force majeure, the Supplier has the right to demand that the Sales Agreement will be amended in such a way that execution is possible, except when such execution is not reasonably possible due to force majeure. If the Supplier is not able to fullfil the Sales Agreement due to force majeure, the Supplier is entitled to suspend the execution of the Sales Agreement and therefore cannot be bound by any delivery time. Under such circumstances, the Customer cannot claim any right of compensation for damage, costs or interest.
6.2 Events of force majeure are circumstances of a factual, legal or other nature, that, whether or not foreseeable, through no fault of its own, prevent the timely performance of the Sales Agreement or render it extremely onerous. Such circumstances include strikes, puncture and / or punctuality actions and lockouts, COVID-19 or other pandemics, disruption of the internet, computer network (s) or telecommunication facilities, business shutdowns, production interruptions due to machine breakdown, disruptions in the supply of energy. and water or fire, etc., import, export and production bans and other government measures, transport barriers, failure of Lessors and auxiliary persons, all this insofar as the lessor cannot be blamed with regard to those circumstances. Also counted as force majeure will be war, danger of war, mobilization, riots, state of siege, fire, accident, extreme weather situations or illness of personnel and business disruption.
6.3 If a force majeure situation lasts longer than 6 months, each of the parties has the right to dissolve the agreement in writing. In that case, what has already been performed on the basis of the agreement will be settled proportionately, without the parties otherwise owing each other anything.
Article 7. Liability and indemnification
7.1 Without prejudice to the provisions elsewhere in these terms and conditions, the following applies:
a) Supplier is not liable for indirect damage such as, but not limited to, loss of income and costs in connection with interruption, stoppage and /
or restart of a business or a work or part of the business or work , oversight damage;
b) The Supplier can only be held liable for damage other than those referred to under a. in total up to a maximum of the amount for which the
Supplier is insured and never more than a maximum of € 25,000 (twenty-five thousand euros).
c) The Supplier is always entitled to limit or undo the damage of the Customer as much as possible, to which the Customer will render its full
cooperation.
The under 7.1 a. and b. mentioned limits do not apply if the Customer demonstrates that the damage for which the Customer holds the Supplier liable is the result of intent or gross negligence on the part of (statutory) directors or equivalent executives of the Supplier.
7.2 If an event occurs, from which damage arises for the Customer or if damage is reasonably expected to arise, for which the Supplier may be held liable, the Customer must inform the Supplier with due speed, but in any event within 10 (ten) days after that event. to notify that event in writing. If the Supplier fails to give written notice in good time, his right to compensation from the relevant event will lapse.
7.3 All claims for compensation of damage by the Customer against the Supplier will lapse twelve months after the event that caused the damage, except insofar as it concerns damage that was reported to the Supplier in time in accordance with the provisions of the previous paragraph.
7.4 Conditions that limit, exclude or establish liability that can be invoked by the Customer against the Supplier in connection with the delivery of the Equipment and/or Services, by third parties, for whatever reason, can also be invoked by the Supplier against the Customer.
7.5 The Customer indemnifies the Supplier against all claims from third parties in connection with the Equipment delivered by the Supplier to the Customer, except insofar as the Customer demonstrates that such claims refers to damage for which the Supplier would be liable, with due observance of the provisions of 7.1 and 7.2, towards the Customer.
7.6 The Supplier is insured for the damage referred to in this article. A policy of this liability insurance can be requested in writing from the Supplier.
7.7 The Customer indemnifies the Supplier against all third-party claims due to product liability as a result of a defect in the Equipment supplied by the Customer to a third party and which also consisted of Equipment, software or other materials supplied by the Supplier, unless and insofar as Supplier proves that the damage was caused by that Equipment, software or other materials.
Article 8. Joint and several liability
8.1 If the Supplier consists of more than one (legal) person at any time during the term of the Sales Agreement, each of these (legal) persons are jointly and severally bound to the Supplier for the obligations arising from the Sales Agreement.
Article 9. Retention of title
9.1 After delivery, the Supplier remains the owner of the delivered item as long as the Customer:
a) fails or will fail to perform its obligations under this agreement or other agreements concluded with Supplier or affiliated legal entities;
b) does not pay or will not pay for work performed or to be performed under such agreements;
c) claims arising from non-compliance with the aforementioned agreements, such as damage, fines, interest and costs, have not been paid.
9.2 As long as the goods delivered are subject to retention of title, the Supplier may not encumber them outside his normal business operations.
9.3 After the Supplier has invoked his retention of title, he may take back the delivered goods. The Customer allows the Supplier to enter the place where these items are located.
9.4 If the Supplier cannot invoke its retention of title because the goods delivered have been mixed, distorted or checked, the Supplier is obliged to pledge the newly formed goods to the Supplier.
Article 10. Applicable law and competent court
10.1 The Sales Agreement is exclusively governed by Dutch law. All disputes that arise about or as a result of the Sales Agreement, including disputes about the existence and validity of the Sales Agreement, will be settled by the competent court in the Amsterdam district.
10.2 The Dutch court in the Amsterdam district has jurisdiction to hear a dispute between the parties.
General Rental Conditions
Article 1. Definitions; applicability
1.1 In these General Conditions the terms listed below have the following meaning:
a. Lessor: Forkliftcenter B.V., Forkliftcenter Services B.V., Global Port Equipment B.V.
b. Lessee: the Lessor’s other party.
c. Leased Object: the object that the Lessee leases from the Lessor.
d. Lease: the agreement regarding the leasing/letting of the Leased Object.
1.2 These General Conditions apply to all offers, acceptances, agreements and other acts that relate to the making available of a Leased Object and the provision of services by the Lessor in that context.
1.3 Deviations and/or additions to these General Conditions/the Lease will be valid only if agreed on in writing between the Lessor and the Lessee and will furthermore apply only to the General Conditions/Lease for which the deviated and/or additional terms are made. The applicability of any other general conditions or clauses is excluded, except insofar as such general conditions or clauses have been expressly accepted in writing by the Lessor.
1.4 These General Conditions also apply to other Leases, including new or supplemental agreements to which the Lessee and the Lessor or their legal successor(s) are parties.
Article 2. Offers
2.1 Unless otherwise expressly stated, all offers made by the Lessor, in any form whatsoever, are without any obligation. The Lessor may revoke such offer within ten (10) working days after the Lessor received the acceptance from the Lessee.
2.2 Statements and specifications of the Lessor regarding size, capacity, performance, or results are provided approximately only.
2.3 Insofar as the Lessee provides any performance and/or makes any preparations for that purpose, in the apparent expectation or assumption that a Lease will be or has been concluded, the Lessee acts at its own risk and account.
2.4 Any or alleged inaccuracies in the order confirmation must be notified to the Lessor in writing under penalty of forfeiture, within two working days after the date of the confirmation by the Lessee.
Article 3. Price and security
3.1 The rental price only refers to the fee for the rent and insurance costs (General Liability Insurance) of the Lease Object. Unless if specifically, and expressly otherwise stated in the Lease, the rental price includes a fee for costs of additional services. All prices specified by the Lessor are exclusive of VAT and any government levies and will be charged separately. Insofar as any costs are incurred by the Lessor in making the Leased Object available, such as transport costs, the Lessor may also charge those costs to the Lessee separately.
3.2 The Lessor may require the Lessee to pay a deposit for the fulfillment of the obligations under the Lease. The Lessor may suspend the making available of the Leased Object until the deposit has been paid in full. The deposit will be repaid to the Lessee at the end of the Lease, without payment of any interest and while setting off any claim that the Lessor has against the Lessee on any ground whatsoever.
3.3 If in the Lessor’s reasonable opinion, the Lessee’s financial position so necessitates, the Lessee will be required at the Lessor’s first request immediately to provide (whether or not additional) security to the Lessor’s satisfaction for the fulfilment of the Lessee’s obligations under the Lease. If the Lessee fails to provide adequate security in a timely manner, the Lessor will have the right to terminate the Lease with immediate effect, without being required to pay any damages.
3.4 Unless the Lease includes a different additional costs scheme, amendment to and/or the exceeding of the maximum number of operation hours of the Lease Object included in the Lease could give rise to an interim review of the rent or overall rent. The additional hours, determined on the basis of registration on the hour counter on the Lease Object, are calculated on the basis of the additional costs per operating hour as stated in the Lease.
3.5 If the term of the Lease is one year or more, the Lease will be automatically extended for one more year under the same conditions unless the Lessee has terminated the Lease with respect of a notice period of 2 (two) months before the duration of the initial term.
3.6 If the term of the Lease is one year or more, the Lessor is entitled to adjust the rental price each year the Lease continues.
3.7 If after entering the Lease, it turns out that the costs of the Lessor regarding its performance of the Lease increase as a result of amendments to laws and/or regulations, or other causes that are beyond Lessor’s control, the rental price may be increased by the Lessor.
3.8 The provisions of this article apply also to the additional costs to adjustments, interim review, additions to and/or extensions of the Lease, irrespective of whether or not the said costs for adjustments review, additions and/or extensions have been laid down in writing.
Article 4. Payment
4.1 The amounts that the Lessee owes to the Lessor, need to be paid within the term as agreed in the Lease or within the term according to the invoice or, in the absence whereof within 30 (thirty) days after the date of the invoice.
4.2 If and insofar as the rent (or any part of the rent) has not been received on the agreed date at the latest, the Lessor will have the right, without prejudice to its other legal or contractual rights and without any notice of default being required: to charge the Lessee interest at 1.5% (one and a half percent) per month on the rent or the unpaid part of the rent as from that date, whereby part of a month will be regarded as a full month; and to suspend the performance of the agreement in respect of which the Lessee is in default of payment, and any other agreements with the Lessee.
4.3 If the Lessee fails also after a written reminder to pay the entire amount that it owes the Lessor within the further term set for that purpose, the Lessor will furthermore have the right to dissolve the agreement with immediate effect.
4.4 The Lessor may furthermore charge the Lessee all the costs that it has incurred in relation to the Lessee both in and out of court in order to protect its rights. The out-of-court costs of collection will amount for each action taken by the Lessor against the Lessee to a minimum of € 2.500,= (two thousand five hundred euros).
4.5 A payment by the Lessee will first be deducted from any interest due, then from costs incurred by the Lessor in connection with the Lessee’s failure under the Lease, and only then from rent instalments due, whereby the instalment that first fell due will take precedence over the instalment that most recently fell due. All of this will apply except insofar as the Lessor
provides otherwise.
4.6 Unless expressly otherwise agreed in writing, the Lessee will not have the right to apply any discount, deduction, or setoff to a payment. The Lessee will furthermore not have the right to suspend its payment obligation in the event of any failure on the part of the Lessor.
Article 5. Making available and acceptance of the Leased Object
5.1 Unless otherwise expressly agreed in writing, the Lessor will make the Leased Object available to the Lessee on the date and time agreed at the construction site specified by the Lessor. The Lessor will not be in default towards the Lessee in making the Leased Object available until the Lessee has set it a further reasonable term in writing at the end of the original term within which to make the Leased Object available and the Lessor has also allowed that term to pass. All the circumstances must be considered in determining that reasonable term.
5.2 If the Lessee fails to take delivery of the Leased Object at the agreed date and time, for which the Lessor is not to blame, the Lessee will be in default upon the mere occurrence of that event. Without prejudice to its right to reimbursement of all the costs and loss related to the first failure to take delivery, the Lessor will have the right to dissolve the Lease with immediate effect, without any judicial intervention, if the Lessee fails to take delivery of the Leased Object before or on the second date and time of which the Lessor has given the Lessee notice.
5.3 If the delivery and removal are provided by the Lessor, the Lessee guarantees good accessibility and/or accessibility of the location. The exact place (at the location) where the Lease Object will be placed is determined by the Lessor, unless otherwise agreed. If the Lease Object cannot be delivered to the location as a result of insufficient accessibility, the Lessor has the right to charge the Lessee for the transport costs incurred and the (lost) rental price.
5.4 During the term of the Lease, the Lessor is entitled to make available a Lease Object other than that rented by the Lessee at the start of the Lease, provided that this Lease Object is deemed by the Lessor to be usable for the Lessee. The Lessor is not liable for any damage and/or costs incurred by the Lessee arising from the properties (or lack thereof) of the Lease Object. The Lessor is entitled to rent a Lease Object from to a third party, in which case any guarantee provided from the Lessor to the Lessee never includes more obligations than the guarantee provided by the third party to the Lessor and the remedy that this third party offers.
5.5 Upon taking delivery of the Leased Object, or in any event immediately thereafter, the Lessee must carefully inspect the soundness, integrity and completeness of the Leased Object. If the Lessee establishes any defects or deficiencies in that inspection, it must report them to the Lessor in writing no later than 24 (twenty-four) hours after discovery. Any defects that the Lessee has not discovered in time because it failed to carefully inspect the soundness, integrity and completeness of the Leased Object upon or in any event immediately after delivery, or any defects that the Lessee failed to report to the Lessor in writing in a timely manner, cannot be invoked as a ground for reduction of the rent, dissolution of the Lease or payment of damages.
5.6 After discovery of any defect or deficiency, the Lessee may not continue the use of the Lease Object. Damage as a result of such continued use will be at Lessee’s risk.
Article 6. Use
6.1 The Lessee must use the Leased Object with all due care, which means, among other things: that:
a. the Lease object and its use, from the moment of delivery on the agreed location, is at the account and risk of the Lessee;
b. the Lessee is not allowed to drive the Lease Object on the public road or in any other way to participate in the traffic;
c. the Lessee may use the Leased Object only for the purpose for which it is suitable according to its nature and/or leased without overloading the Lease Object;
d. the Lessee may only allow the Lease Object to be used by those persons who demonstrably have the required expertise and qualifications to use the Lease Object. These persons must meet all requirements set by the law with regard to the use. If the use of the Lease Object requires permits, certificates and the like, they must have these at their disposal. Any costs related thereto are for the account of the Lessee.
e. the Lessee must use the Leased Object in accordance with the operating and handling instructions given to it by the Lessor by means of instruction booklets or otherwise;
f. that the Lessee inspects the Leased Object continuously and at least on a daily basis for proper functioning and performs or has carried out the required daily maintenance as well as regular and / or periodic maintenance to maintain proper functioning in a timely manner in accordance with the manufacturer's specifications;
g. the Lessee must take all reasonable measures to avoid damage to and/or loss of the Leased Object including the control of levels of liquids, oil and/or other lubricants, the tire pressure and its condition, the operation of warning and signaling systems, pipes, hoses, cooling systems, air and fluid systems and the like:
h. the Lessee may relocate or move the Leased Object from the location where it is intended to be used under the Lease only with the Lessor’s prior consent;
i. the Lessee will store and keep the Leased Object when it is not being used in a dry place closed to third parties.
6.2 The Lessee is obliged on any moment the Leased Object is not used, to take all preventative measures to avoid any damage, use or abuse by third parties like joyriding, vandalism and theft. Any keys of the Leased Object must in such case be removed from the ignition. Any violation of this article will lead to an immediately due and payable penalty of € 2.500,= per day for each day that the violation continues. All this without prejudice to Lessor’s right to full compensation arising from the violation or this article.
6.3 Without the Lessor’s prior written consent, the Lessee is prohibited from letting, subletting, or granting the use of the Leased Object to third parties, and from otherwise making it available to them.
6.4 If the Lessor wishes to have the Leased Object at its disposal for inspection, maintenance or repairs, the Lessee must fully cooperate after a request to that effect, which cooperation also means that the Lessee, on request, must make a suitable and safe workplace available in accordance with the applicable working conditions and environmental regulations, if necessary, also outside the working hours that customarily apply at the Lessee.
6.5 Any repairs and/or the affixing of replacement parts by or on behalf of the Lessee are only allowed with the express, advance permission of the Lessor. If the Lessor has not given any permission, the costs of such will be for the account of the Lessee, such without prejudice to Lessor’s right to full compensation of damage caused by the Lessee.
6.6 In the event of theft of, or imminent damage of the Leased Object, or a defect of the Leased Object, the Lessee will immediately- and no later within two working days- inform the Lessor thereof in writing and by telephone and will limit the damage as much as possible. In the event of theft, the Lessee must immediately report this to the police and must provide the Lessor with the original copy of the official report. If the use of the Leased Object constitutes a safety risk, the Lessee must cease the use of the Leased Object until this has been checked and, if necessary, repaired.
Article 7. Attachment; third-party claims
7.1 If an attachment is levied (or is about to be levied) on the Leased Object, or if third parties exercise any claims in respect of the Leased Object, the Lessee will be required immediately to inform the Lessor accordingly. The Lessee must then act in accordance with the instructions given by the Lessor. The Lessor will have the right to make an alternative equivalent Leased Object available to the Lessee.
7.2 If an attachment is levied on a Leased Object belonging to the Lessor also against the Lessee and such attachment gives rise to costs for the Lessor, the Lessee will be required to reimburse all the costs arising from the attachment to the Lessor.
Article 8. Loss or destruction of the Leased Object
8.1 The Lessee must notify the Lessor of any entire or partial loss (meaning loss of control over) or any partial destruction in a physical sense of the Leased Object immediately after its discovery and must furthermore provide the Lessor with all the cooperation that it requires in connection with the loss or destruction. Destruction will also be deemed to have occurred if in the Lessor’s opinion the costs of repair of or damage to the Leased Object exceed the fair rental value of the Leased Object at that time.
8.2 Unless the Lessor makes an alternative equivalent Leased Object available after the report of the loss or destruction of the Leased Object, the Lease will end in the event of loss or destruction of the Leased Object. If, however, in the event of partial loss or partial destruction of the Leased Object, the Lessee wishes to continue to use the remaining part of the Leased Object, the Lease will be continued at a reduced rent. Unless the parties agree otherwise, the rent will be reduced in the same ratio as that by which the fair rental value of the entire Leased Object has decreased as a result of the partial loss or destruction.
8.3 If the loss or destruction is due to a circumstance for which the Lessee is to blame by law – such as use of the Leased Object without due care – the loss consequently incurred by the Lessor will be payable by the Lessee. In the event of destruction that loss will be calculated on the basis of the replacement value.
Article 9. Return after the end of the lease
9.1 At the end of the Lease the Lessee must notify the Lessor that the Leased Object is again available to the Lessor on the agreed location. After that notification, the Lessor must ensure that the Leased Object is collected at the Lessee within a reasonable term. During the period between the notification and the collection of the Leased Object, the Lessee will remain responsible for the care of the Leased Object.
9.2 Unless otherwise expressly agreed in writing, the Lessee must return the Leased Object to the Lessor cleaned and – apart from normal wear and tear of the Leased Object caused by use of the Leased Object in a manner that befits a diligent Lessee – in its original condition, by making the Leased Object available to the Lessor in the place where the Lessor made the Leased Object available to the Lessee in the performance of the Lease. The Lessee may not make the Leased Object available any later than on the day on which the Lease ends upon the expiry of the agreed lease period or otherwise.
9.3 If the Leased Object, as a consequence of or during the use by the Lessee, is exposed to, or would have been exposed to substances or circumstances that constitute risks to living creatures and the environment, the Lessee must submit a clean or cleaning certificate (or a similar certificate showing that the Leased Object is entirely free of harmful substances and the like) from an independent authority authorized to issue such certificate. The Lessee bears the costs related to such inspection, issuance of the clean or cleaning certificate and, if applicable, the cleaning of the Leased Object. Substances or circumstances that could constitute a risk to living creatures and the environment include but are not limited to asbestos and nuclear radiation. Lessor determines which independent authority is to be engaged, which requirements are set for the inspection to be carried out and whether the inspection carried out and the clean or cleaning certificate issued meet the requirements. Until such time as the Lessor has provided with a cleaning certificate, the Lease period will continue and the Lessor is not obliged to accept the return of the Leased Object
9.4 The Lessee must furthermore return to the Lessor, in the manner and at the times described in Article 9.1, any parts of the Leased Object that may have been released during the lease period, for instance as a result of maintenance performed by the Lessee.
9.5 Anything attached to the Leased Object by or at the instructions of the Lessee will become the Lessor’s property and the Lessor will not owe the Lessee any compensation in that context, without prejudice to the Lessor’s right to remove at the Lessee’s expense anything that the Lessee has installed or caused to be installed.
9.6 If the Lessee fails to make the Leased Object available at the time and place that apply to it, the Lessee will be in default without any notice of default or demand from the Lessor being required. The Lessee will then forfeit a penalty of € 2.500,= for each day on which the Lessee fails to fulfil the obligation to make the Leased Object available at the time and place that apply to it. In addition to the penalty the Lessor will be entitled to full reimbursement of all the loss incurred by the Lessor as a result of the Lessee’s failure to fulfil its obligation to make the Leased Object available at the time and place that apply to it. The Lessor will in that case furthermore be entitled and will be expressly authorized by the Lessee, to gain access to the place where the Leased Object is located in order to take possession of the Leased Object. The costs involved will also be payable by the Lessee.
9.7 If it becomes apparent after the Leased Object has been returned that it is damaged or has not been cleaned, the Lessee will be liable for the loss and costs consequently incurred by the Lessor. This last sentence will apply unless the Lessee proves that the damage or the unclean condition of the Leased Object is due to circumstances for which it is not to blame.
9.8 The Lessee will give the Lessor all the cooperation required to enable the latter to gain possession of the Leased Object.
Article 10. Dissolution of the lease
10.1 The Lessor will have the right to dissolve the Lease with immediate effect, without any judicial intervention or notice of default being required, if:
a. the Lessee fails to fulfil one or more of its obligations under the Lease or these General Conditions;
b. a petition for a suspension of payment or a petition in bankruptcy has been filed in respect of the Lessee;
c. an attachment has been levied on all or any part of the Lessee’s assets;
d. all or most of the Lessee’s business is ceased, discontinued, or liquidated;
e. the Lessee vacates or apparently permanently departs from all or most of its premises or place of business without prior written notification; or
f. any other circumstance occurs that may give rise to reasonable doubt on the part of the Lessor regarding the fulfilment by the Lessee of its obligations under the Lease.
10.2 The Lessor will not be liable for any damage as a result of dis- solution of the Lease as referred to in Article 10.1.
10.3 All the costs arising from dissolution as referred to in Article 10.1 will be payable by the Lessee. Upon dissolution all the Lessor’s existing claims will fall due immediately.
Article 11. Lessor’s liability for damage
11.1 Without prejudice to the other provisions of these General Conditions, it applies to the Lessor’s liability for damage towards the Lessee on the grounds of or in connection with a Lease or Leases between the Lessor and Lessee that:
a. the Lessor cannot be held liable for loss of income and costs related to interruption, standstill and/or re-initiation of a business or work, or part of a business or work;
b. the Lessor can be held liable for loss other than that referred to in (a) only for a total maximum amount of EUR 25.000,= (twenty-five thousand euros). However, any damages payable to the Lessee by the Lessor will in no event exceed the amount for which the Lessor’s liability is covered by insurance in the case in question.
11.2 The limits referred to in (a) and (b) will not apply if the Lessee proves that the loss for which the Lessee holds the Lessor liable is due to intent or gross negligence of directors or equivalent executive officers of the Lessor.
11.3 If an event occurs that gives rise to damage for the Lessee or can reasonably be expected to give rise to damage, for which the Lessor may be held liable, the Lessee must notify the Lessor of that event in writing as soon as possible but in any event within ten (10) days after that event. If the Lessee fails to give timely written notification, its entitlement to damages on the grounds of the event in question will lapse.
11.4 All claims for compensation of damage from the Lessee against the Lessor expire twelve months after the event that caused the damage except insofar as it concerns damage that was reported to the Lessor in time in accordance with the provisions of the previous paragraph.
11.5 The Lessee is liable for all damage (including costs) caused to the Leased Object or caused due to its use during the term of the Lease including but not limited to damage such as a result of damage, fire, or alienation, theft, embezzlement and destruction of the Leased Object.
11.6 The Lessee indemnifies the Lessor against any and all third-party claims related to Leased Object let to the Lessee by the Lessor, except insofar as the Lessee proves that such claims relate to loss for which the Lessor would be liable towards the Lessee, with due observance of the provisions of paragraphs 11.1 and 11.2, if the Lessee had held the Lessor liable for that loss. This indemnification also applies to the costs incurred by the Lessor in connection with a third-party claim.
Article 12. Insurance
Insurance (General Liability Insurance)
12.1 The Lessor will make the Leased Object available together with insurance (General Liability Insurance). The Lessor has the right to annually adjust these costs and/or the excess if it is faced with changes (legislative or otherwise) and/or situations in which the damage caused by the Lessee gives reason for this. Furthermore, in the event of damage, the excess applicable at that time will be for the account of the Lessee. For use of the Leased Object in the Netherlands, the excess is minimal € 2.500,= (two thousand and five hundred euros) per event and for use outside the Netherlands the excess is minimal € 3.750,= (three thousand seven hundred and fifty euros) per event.
12.2 Under the General Liability Insurance of the Lessor , damage as a result of intent, (serious) fault or (gross) negligence is excluded.
12.3 The General Liability Insurance arranged by the Lessor, as referred to in the previous paragraph, does not apply if the Lessee uses the Leased Object outside of the rental period or after the Lessee has temporarily terminated the rental period for the Leased Object (or the use thereof). The insurance furthermore does not apply if the Lessee subleases or lends out the Leased Object, or puts it at the disposal of a third party in any other manner, except if Lessor has given prior written permission in this respect.
Motor Insurance Liability Act
12.4 If and insofar as applicable, the Lessor, as standard, (subject to the customary conditions of the sector), has taken out a motor liability insurance for the Leased Object. Except for an excess owed under this insurance in the event of damage, the Lessor will not charge any costs, or additional costs to the Lessee for this. On request, the Lessor will provide an overview showing the amount of the applicable excess.
Liability insurance
12.5 The Lessee must take out and maintain a liability insurance for the term of the Agreement, with a cover of at least €2.500.000,= (two million five hundred thousand Euros) for each event concerning property damage and at least €5.600.000,= (five million six hundred thousand Euros) concerning personal injury caused by any acts or omissions on the part of the Lessee.
Load to be hoisted and/or lifted
12.6 The Lessee is aware that the load to be hoisted and/or lifted will never be insured by Lessor and that Lessor is never liable for any damage to the load to be hoisted and/or lifted on any grounds whatsoever. The Lessee is always responsible for taking out insurance for the load to be hoisted and/or lifted.
12.7 The Lessee is aware that Lessor does not take-out insurance for any property damage and personal injury, nor for the resulting consequential damage and/or loss suffered by the driver of the rented Leased Object, regardless of the cause
thereof. The Lessee is responsible for taking out such insurance. 12.8 If the aforementioned insurances do not provide cover, or if an insurer does not pay out and/or compensate (part of) the damage, because there allegedly is a question of improper and/or incompetent use of the Leased Object, intent, (serious) fault, negligence, or willful recklessness on the part of the Lessee, the Lessee is liable for the entire damage and/or loss and is obliged to compensate this damage and/or loss.
12.9 The Lessee is responsible for assessing whether the Leased Object can be used safely and free from damage at the site where the Lessee performs its activities. The Lessee is furthermore responsible for correctly parking the (motorized) Leased Object, as well as bringing the (motorized) Leased Object to standstill in a correct manner before, during and after the work, considering the local and other traffic rules. Inevitable damage, such as damage to paving, pavements, lawns, roofs, external walls etc. is excluded from insurance cover and must therefore be compensated by the Lessee.
Article 13. Joint and several liability
13.1 If the Lessee consists of more than one legal entity or natural person at any time during the Lease, each of those legal entities and/or natural persons will be jointly and severally liable towards the Lessor for the obligations arising from the Lease.
Article 14. Transfer of ownership and rights and obligations
14.1 The Lessee has the right to transfer rights and obligations under the Lease only with prior written consent of the Lessor to or have them taken over by a third party. The Lessor can grant the permission subject to conditions.
14.2 The Lessor has the right to transfer ownership of the Leased Object as well as the rights and obligations under the Lease concluded with the Lessee to a third party and to pledge the Lease Object and any claim of the Lessor on the Lessee to a third party, as security for payment of alle the third party has or may have to claim from the Lessor. The Lessee explicitly agrees in advance that the rights and obligations under the Lease and these General Conditions as well as the ownership of the Leased Object will be transferred to a third party and/or pledged.
14.3 The Lessee will hand over the Leased Object at the third party its first request, if the third party demands delivery on the grounds of non-compliance with the Lessor's obligations towards the third party. The Lessee cannot invoke any right of suspension or retention. As a result of this claim, the present Lease will be dissolved automatically with immediate effect. The Lessee is not permitted to use the Leased Object any longer.
14.4 If the third party wishes to continue the use of the Leased Object by the Lessee, the Lessee is obliged to conclude an agreement with the third party at the first request of the third party for the remainder of or a longer term of the Lease and under at least the same conditions.
14.5 The applicability of articles 7: 226 and 7: 227 Dutch Civil Code is excluded by the parties to the Lease.
14.6 The Lessor has the right at all times to have the lease (partly) performed by third parties, or to obtain the Leased Object from third parties. If these third parties were to be held liable with regard to the rights and obligations of the Lease, this stipulates that these third parties can invoke all provisions included in these terms and conditions, including specifically the provisions relating to the exclusion or limitation of liability.
14.7 The third-party clauses included in this article cannot be revoked by the parties.
Article 15. Force majeure
15.1 If it is established during the performance of the Lease that it cannot be performed as a result of circumstances unknown to the Lessor or as a result of an event of force majeure, the Lessor will have the right to demand that the Lease is amended in such a way that performance is possible, unless performance will in no event be possible due to the event of force majeure. If the Lessor is prevented by an event of force majeure from performing the lease, the Lessor will have the right to suspend the performance of the Lease and consequently cannot be held to any delivery term. The Lessee cannot exercise any right to reimbursement of loss, costs, or interest on that ground.
15.2 Events of force majeure on the part of the Lessor are circumstances of a factual, legal, or other nature that, whether or not foreseeable, through no fault of its own, prevent the timely performance of the Lease or render it extremely onerous. Such circumstances include strikes, puncture and / or punctuality actions and lockouts, COVID-19 or other pandemics, disruption of the internet, computer network (s) or telecommunication facilities, business shutdowns, production interruptions due to machine breakdown, disruptions in the supply of energy. and water or fire, etc., import, export and production bans and other government measures, transport barriers, failure of Lessors and auxiliary persons, all this insofar as the lessor cannot be blamed with regard to those circumstances. Also counted as force majeure will be war, danger of war, mobilization, riots, state of siege, fire, accident, extreme weather situations or illness of personnel and business disruption.
Article 16. Governing law and competent court
16.1 This Lease is governed exclusively by Dutch law. Any and all disputes that may arise regarding or in connection with the Lease, including disputes regarding the existence and validity of the Lease, will be settled by the competent court in the district of Amsterdam, the Netherlands.
General Conditions of Service
Article 1. Definitions; applicability
1.1 In these General Conditions the terms listed below have the following meaning:
a) Supplier: Forkliftcenter Services B.V., Forkliftcenter B.V. and/or Global Port Equipment B.V.
b) Customer: the customer of the Supplier
c) Service: preventive and corrective maintenance-, repair- and (dis)assembly work
d) Service Agreement: the agreement in which parties agreed upon the terms of the delivery of the Service
1.2 These General Conditions apply to all offers, acceptances, agreements and other acts that relate to the delivery of a Service by the Supplier to the Customer.
1.3 Deviations and/or additions to Service Agreement will be valid only if agreed on in writing between the Supplier and the Customer and will furthermore apply only to the General Conditions/Service Agreement for which the deviated and/or additional terms are made.
1.4 These General Conditions also apply to other Service(s), including new or supplemental agreements to which the Customer and the Supplier or their legal successor(s) are parties.
Article 2. Offers
2.1 Unless otherwise expressly stated, all offers made by the Supplier, in any form whatsoever, are without any obligation. The Supplier may revoke such offer within ten (10) working days after the Supplier received the acceptance from the Customer.
2.2 Statements and specifications of the Supplier regarding size, capacity, performance or results are provided approximately only.
Insofar as the Customer provides any performance and/or makes any preparations for that purpose, in the apparent expectation or assumption that a Service will be or has been concluded, the Customer acts at its own risk and account.
2.3 Any or alleged inaccuracies in the order confirmation must be notified to the Supplier in writing under penalty of forfeiture, within two working days after the date of the confirmation by the Customer.
Article 3. Service and price
3.1 The Service can be provided against a fixed contract price, a subscription price or an hourly rate (based upon actual performance hours and costs), or against settlement in another measurable and agreed unit. Unless explicitly stated otherwise, the stated or agreed price is exclusive of VAT or other government levies due.
3.2 The Service Agreement is based on performance under normal circumstances during normal working hours. The Supplier is entitled to charge the Customer additional surcharges for overtime, work outside normal working hours and other extraordinary circumstances. Even if the execution of the Service cannot take place without interruption for reasons beyond the control of the Supplier, or is delayed in some other way, the Supplier is entitled to charge the resulting additional costs (at the then applicable rates). Additional costs arising from changes to safety regulations are at the expense of the Customer.
3.3 The Supplier has the right, if the scope of the Services deviates from the data provided by the Customer and the original price is based on this, to charge the resulting additional costs - plus a reasonable profit margin - to the Customer.
3.4 If the Service Agreement lasts longer than one year, the Supplier can adjust the price per year that the Service Agreement continues.
3.5 If, after entering into the Service Agreement, it appears that the costs of the Supplier associated with the performance of the Service Agreement increase as a result of changes in laws and / or regulations or other causes beyond the Supplier's control, the price may be increased.
3.6 The provisions in this article also apply to the (additional) costs for adjustments, interim revision, additions and / or extensions of the Service Agreement, regardless of whether the aforementioned costs for adjustments, revision, additions and / or extensions have been recorded in writing.
Article 4. Payment
4.1 The amount that the Customer owes to the Supplier, need to be paid within the term as agreed in the Service Agreement or within the term according to the invoice or, in the absence whereof within 30 (thirty) days after the date of the invoice.
4.2 If and insofar as the payment (or any part of the payment has not been received on the agreed date at the latest, the Supplier will have the right, without prejudice to its other legal or contractual rights and without any notice of default being required:
a. to charge the Customer interest at 1.5% (one and a half percent) per month on the amount due or the unpaid part of the amount due as from that date, whereby part of a month will be regarded as a full month; and
b. to suspend the performance of the Service Agreement in respect of which the Customer is in default of payment, and any other agreements with the Customer.
4.3 If the Customer fails also after a written reminder to pay the entire amount that it owes the Supplier within the further term set for that purpose, the Supplier will furthermore have the right to dissolve the Service Agreement with immediate effect.
4.4 The Supplier may furthermore charge the Customer all the costs that it has incurred in relation to the Customer both in and out of court in order to protect its rights. The out-of-court costs of collection will amount for each action taken by the Supplier against the Customer to a minimum of € 2.500,= (two thousand five hundred euros).
4.5 A payment by the Customer will first be deducted from any interest due, then from costs incurred by the Supplier in connection with the Customer’s failure under the Service Agreement, and only then from rent instalments due, whereby the instalment that first fell due will take precedence over the instalment that most recently fell due. All of this will apply except insofar as the Supplier provides otherwise.
4.6 Unless expressly otherwise agreed in writing, the Customer will not have the right to apply any discount, deduction or setoff to a payment. The Customer will furthermore not have the right to suspend its payment obligation in the event of any failure on the part of the Supplier.
Article 5. Obligations Supplier
5.1 The Supplier will perform the Service Agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship, based on the knowledge and experience that the Customer can reasonably expect from the Supplier. However, the Supplier cannot guarantee the achievement of any intended result.
5.2 Unless expressly agreed otherwise in the Service Agreement, all times, periods or timescales relating to the performance of the Service are an estimate and never binding on the Supplier.
5.3 The Supplier will observe the drawings and / or specifications and / or instructions provided by the Customer to the Supplier and may
General Conditions of Service rely on the accuracy, correctness and completeness of the documentation and information made available by the Customer. If it turns out that this information is incorrect, the Customer is liable for the ensuing consequences, including (extra) costs to be incurred, costs of delay and (other) direct and indirect damage.
Article 6. Obligations Customer
6.1 The Customer is responsible for or ensures at its own expense and risk that:
a) any drawings and / or specifications and / or instructions on which the Service to be provided by the Supplier is based, have been verified, checked and approved;
b) the activities related to, but not belonging to the Service or the Service Agreement have been performed correctly and on time;
c) the Customer's own regulations and instructions are in the possession of the Supplier in good time and before the start of the work, failing which the Supplier will not be bound by such regulations or instructions:
d) the place where the Service, more specifically (dis) assembly work, is to be performed, is accessible for the means of transport of the Supplier;
e) the Customer is in possession of all permits required for the Service to be performed;
f) all applicable government regulations, in particular safety regulations, are observed and made known to the Supplier;
g) light and power current are available and that reasonable working conditions are available in the area in which the work is carried out;
h) the work can be carried out without interruptions and nuisance and that no other work is carried out to prevent this;
i) equipment supplied but not (yet) assembled, as well as tools of the Supplier, can be stored in suitable places that are freely accessible to the Supplier;
j) suitable facilities are available on site free of charge for (personnel of) the Supplier;
k) any levies and taxes due, including sufferance tax, have been paid on time and that any mandatory facilities, such as road barriers and lighting, have been installed.
6.2 If the Customer does not or not fully fulfill one or more of its obligations, this is deemed to result in such a shortcoming that the Supplier is entitled to terminate the Agreement or, at the discretion of the Supplier, has the right to terminate the performance of the Service Agreement. suspend and / or charge the additional costs resulting from the delay to the Customer according to the usual rates. All damage resulting from this for the Supplier is entirely at the expense of the Customer.
Article 7. Termination and dissolution of the Service Agreement
7.1 A Service Agreement that has been entered into for a period of less than one year will end by operation of law after the expiry of the agreed term. If the Service Agreement lasts equal to or longer than one year, the Service Agreement is automatically extended for the duration of 1 (one) year under the same conditions, unless the Customer is given a notice period of 2 (two) months before the end of the initial service period. terminates the Service Agreement.
7.2 The Supplier is authorized to terminate the Service Agreement with immediate effect without legal intervention and without any notice of default being required, if:
a) The Customer fails to fulfill one or more of its obligations under the Service Agreement or these terms and conditions;
b) moratorium or bankruptcy has been applied for;
c) (any part of) the assets of the Customer have been seized;
d) the Customer's business is (largely) shut down, discontinued or liquidated;
e) The Customer (largely) vacates its site or establishment without prior written notice or apparently leaves it permanently;
f) or any other circumstance arises that may raise reasonable doubts on the part of the Supplier about the Customer's compliance with its obligations under the Service Agreement;
7.3 The Supplier is not liable for damage as a result of the dissolution of the Service Agreement as referred to in 7.1.
7.4 All costs arising from dissolution as referred to under 7.1 will be borne by the Customer. Due to the dissolution, all existing claims of the Supplier become due and payable.
Article 8. Liability of the Supplier for damage
8.1 Without prejudice to the provisions elsewhere in these terms and conditions, the following applies:
a) The Supplier is not liable for indirect damage such as, but not limited to, loss of income and costs in connection with the interruption, stoppage and/or restart of a business or a work or part of the business or the work;
b) The Supplier can only be held liable for damage other than those referred to under a. In total up to a maximum of the amount for which the Supplier is insured and never more than a maximum of € 25,000 (twenty-five thousand euros);
c) The Supplier is at all times entitled to limit or undo the damage of the Customer as much as possible, to which the Customer will cooperate fully.
8.2 The under 8.1 a. and b. mentioned limits do not apply if the Customer demonstrates that the damage for which the Customer holds the Supplier liable is the result of intent or gross negligence on the part of (statutory) directors or equivalent managerial persons of the Supplier.
8.3 If an event occurs, from which damage arises for the Customer or is reasonably expected to result in damage for which the Supplier may be held liable, the Customer must promptly, but in any case, within 10 (ten) days after that event, to notify that event in writing. If the Customer fails to give written notice in good time, his right to compensation from the relevant event will lapse.
8.4 All claims for compensation of damage by the Customer against the Supplier expire twelve months after the event that caused the damage, except insofar as it concerns damage that was reported to the Supplier in time in accordance with the provisions of the previous paragraph.
8.5 Conditions that limit, exclude or establish liability that can be invoked by the Customer to the Supplier in connection with the provision of the Service by third parties to the Supplier, for whatever reason, can also be invoked by the Supplier against the Customer.
8.6 The Customer indemnifies the Supplier against all claims from third parties in connection with the Service (s) provided by the Supplier to the Customer, except insofar as the Customer demonstrates that those claims concern damage for which the Supplier is liable towards the Customer, also with due observance of the provisions in 8.1 and 8.2. would be.
8.7 The Supplier is insured for the damage referred to in this article. A policy of this liability insurance can be requested in writing from the Supplier.
Article 9. Intellectual Property and Confidentiality
9.1 Without prejudice to the other provisions of these general terms and conditions, the Supplier reserves all intellectual property rights and powers that accrue to the Supplier on the basis of the applicable laws and regulations.
9.2 All documents provided by the Supplier, such as reports, advice, agreements, designs, sketches, drawings, software, etc., are exclusively intended to be used by the Customer and may not be used by him without prior permission.
of the Supplier are reproduced, made public or brought to the attention of third parties, unless the nature of the documents provided dictates otherwise.
9.3 The Supplier reserves the right to use the knowledge gained through the performance of the work for other purposes, insofar as no confidential information is disclosed to third parties.
9.4 If, on the basis of a statutory provision or a court decision, the Supplier is obliged to also provide confidential information to third parties designated by law or the competent court, and the Supplier cannot rely on a statutory
or by the competent court recognized or permitted right of exemption, then the Supplier is not obliged to pay compensation or indemnification and the other party is not entitled to dissolve the agreement on the basis of any damage caused by this.
Article 10. Joint and several liability
10.1 If the Customer consists of more than one (legal) person at any time during the term of the Service Agreement, each of these (legal) persons are jointly and severally bound to the Supplier for the obligations arising from the Service Agreement.
Article 11. Transfer of rights and obligations
11.1 The Customer can only transfer rights or obligations under the Service Agreement to or have them taken over by a third party with the prior written consent of the Supplier. The Supplier can grant permission subject to certain conditions.
11.2 The Supplier has the right to transfer the rights and obligations under the Service Agreement concluded with the Customer to a third party. The Customer expressly agrees in advance that the rights and obligations under the Service Agreement and these general terms and conditions will be transferred to a third party.
Article 12. Force majeure
12.1 If it is established during the performance of the Service that it cannot be performed as a result of circumstances unknown to the Supplier or as a result of an event of force majeure, the Supplier will have the right to demand that the Service is amended in such a way that performance is possible, unless performance will in no event be possible due to the event of force majeure. If the Supplier is prevented by an event of force majeure from performing the Service, the Supplier will have the right to suspend the performance of the Service and consequently cannot be held to any delivery term. The Customer cannot exercise any right to reimbursement of loss, costs or interest on that ground.
12.2 Events of force majeure on the part of the Supplier are circumstances of a factual, legal or other nature that, whether or not foreseeable, through no fault of its own, prevent the timely performance of the Service or render it extremely onerous. Such circumstances include strikes, puncture and / or punctuality actions and lockouts, COVID-19 or other pandemics, disruption of the internet, computer network (s) or telecommunication facilities, business shutdowns, production interruptions due to machine breakdown, disruptions in the supply of energy. and water or fire, etc., import, export and production bans and other government measures, transport barriers, failure of Supplier s and auxiliary persons, all this insofar as the lessor cannot be blamed with regard to those circumstances. Also counted as force majeure will be war, danger of war, mobilization, riots, state of siege, fire, accident, extreme weather situations or illness of personnel and business disruption.
Article 13 Governing law and competent court
13.1 These General Conditions are governed exclusively by Dutch law.
13.2 Any and all disputes that may arise regarding or in connection with these General Conditions, including disputes regarding the existence and validity of the General Conditions, will be settled by the competent court in the district of Amsterdam, the Netherlands.