Business Terms and Conditions Dutchchems
Article 1: Definitions
1.1 In these general terms and conditions, the following terms are used with the associated meanings, unless expressly stated otherwise:
- Dutchchems : the company, established in Maarssen, the Netherlands, registered in the Trade Register of the Chamber of Commerce under number 69590591.
- Customer : the legal entity or natural person acting in the exercise of a profession or business who enters into an agreement with Dutchchems.
- Agreement : the agreement between Dutchchems and the customer regarding the sale and delivery of products.
- Products : all goods that are the subject of the agreement.
- Website : https://www.dutchchems.nl/.
Article 2: Applicability
2.1 These general terms and conditions apply to all offers, agreements and deliveries from Dutchchems to business customers, unless expressly agreed otherwise in writing.
2.2 Any deviations from these general terms and conditions are only valid if they have been expressly agreed in writing.
2.3 The applicability of the customer’s general terms and conditions is expressly rejected.
Article 3: Safety regulations, Environment and Health and Safety
3.1 The customer guarantees that he complies with all applicable environmental laws and regulations in the execution of the agreement. Dutchchems is not liable for any fines or damages resulting from the customer’s failure to comply with these regulations.
3.2 The customer is responsible for the working conditions and safety within its own company and ensures that all relevant legal regulations and guidelines are complied with. This includes, among other things, making the appropriate personal protective equipment available to the personnel and giving the necessary instructions.
Article 4: Pricing and Payments
4.1 All prices stated by Dutchchems are exclusive of VAT and any other government levies and exclusive of shipping costs, unless otherwise stated.
4.2 Dutchchems reserves the right to increase the agreed prices if costs increase, such as changes in transport costs, customs tariffs, taxes or prices of raw materials. If the price increase is more than 8%, the customer has the right to cancel the agreement in writing for future deliveries.
4.3 Payment must be made within 14 days of the invoice date, without the right to offset or withholding, unless otherwise agreed in writing.
4.4 If the customer does not pay on time, the customer is legally in default and owes statutory commercial interest on the outstanding amount. Furthermore, all reasonable costs to obtain satisfaction out of court are for the account of the customer.
Article 5: Retention of title
5.1 All delivered products remain the property of Dutchchems until all payments have been made in full. This retention of title also applies to previous or later deliveries, if there are still outstanding amounts.
5.2 The customer is not entitled to resell, pledge or otherwise encumber the products delivered under retention of title, except in the context of his normal business operations.
5.3 In the event of non-compliance with the payment obligations by the customer, Dutchchems is entitled to take back the delivered products without prior notice of default or judicial intervention. The customer hereby grants Dutchchems irrevocable permission to enter the location where the products are located and to take them back.
5.4 All reasonable costs associated with taking back the products, such as transport and storage costs, are for the account of the customer. Dutchchems also has the right to claim compensation for any reduction in value of the taken back products.
Article 6: Delivery and Risk
6.1 The risk for the products shall pass from Dutchchems to the customer in accordance with the agreed delivery condition, whether FCA (Free Carrier), FOB (Free on Board), FAS (Free Alongside Ship), CIF (Cost Insurance and Freight), DAF (Deliver at Frontier), or otherwise. These delivery conditions correspond to the latest edition of the “Incoterms” published by the International Chamber of Commerce. Unless otherwise agreed, delivery shall be Ex Works (EXW).
6.2 Dutchchems has fulfilled its delivery obligation at the time the products are offered at the agreed delivery address or, if it has been agreed that the products will be collected, at the time the products are ready for collection.
6.3 Dutchchems reserves the right to deliver in parts. Such deliveries are deemed to have been made pursuant to separate agreements. The customer is obliged to accept the products at the time of delivery. All costs and damages incurred by Dutchchems due to the customer’s refusal to accept (part of) the products ordered by it, shall be borne by the customer, including storage costs.
Article 7: Quality of Products and Complaints
7.1 Dutchchems guarantees that the delivered products meet the specifications as agreed and that they are suitable for the use as described.
7.2 The customer is obliged to inspect the delivered products immediately upon receipt. Any complaints about visible defects or deviations from the specifications must be reported to Dutchchems in writing within 5 days after delivery.
7.3 Complaints about hidden defects must be reported to Dutchchems in writing within 5 days of discovery, but no later than 30 days after delivery.
7.4 If a complaint is justified, Dutchchems will at its discretion replace the defective products, repair them or apply a proportional price reduction. The customer cannot derive any other rights from a justified complaint.
Article 8: Liability and Indemnity
8.1 Dutchchems’ liability is limited to the invoice value of the relevant delivery, unless the damage is caused by intent or gross negligence on the part of Dutchchems.
8.2 Dutchchems is not liable for indirect damage, including consequential damage, lost profits, missed savings or damage due to business stagnation.
8.3 The customer shall indemnify Dutchchems against all claims from third parties arising from the use of the products supplied by Dutchchems, unless this damage is the result of intent or gross negligence on the part of Dutchchems. This indemnity also includes claims from third parties arising from the actions or omissions of the customer, including failure to comply with statutory provisions or incorrect use of the products.
Article 9: Force Majeure
9.1 In the event of force majeure, such as natural disasters, war, mobilization, disruptions in transport, strikes, restrictions due to government regulations, shortcomings of suppliers, or other unforeseen circumstances that prevent Dutchchems from fulfilling the agreement, Dutchchems has the right to suspend delivery or to terminate the agreement in whole or in part, without the customer being able to claim compensation.
9.2 Dutchchems will inform the customer as soon as possible of a situation of force majeure and will, if possible, indicate when delivery can be resumed or the agreement can still be performed.
9.3 If the situation of force majeure lasts longer than three months, both parties are entitled to terminate the agreement in writing, without any obligation to pay damages.
Article 10: Termination of the Agreement
10.1 Dutchchems is entitled to terminate the agreement without judicial intervention if the customer fails to fulfil an obligation under the agreement, fails to fulfil it on time or fails to fulfil it properly, is declared bankrupt, applies for a suspension of payments or is otherwise experiencing financial difficulties.
10.2 In the event of termination, the customer is not entitled to compensation and the customer must immediately pay for all products already delivered.
Article 11: Means of transport
11.1 If Dutchchems provides means of transport for delivery, the customer is obliged to make these available immediately after unloading and to follow Dutchchems’ instructions regarding the return of the material.
11.2 If the customer fails to comply with these obligations, he will be liable for all damage and costs incurred as a result.
Article 12: Intellectual Property
12.1 All intellectual property rights relating to the products and services supplied by Dutchchems, as well as information on the website, are vested in Dutchchems or its licensors.
12.2 The customer is not entitled to reproduce, copy or otherwise use Dutchchems’ products or services outside the framework of the agreement without the written permission of Dutchchems.
12.3 The Customer is not permitted to use any form of intellectual property of Dutchchems, including but not limited to trademarks, logos, technical documentation, and product designs, for promotional or commercial purposes without the prior written consent of Dutchchems.
12.4 If the customer infringes the intellectual property rights of Dutchchems, Dutchchems has the right to immediately suspend all deliveries to the customer and/or terminate the agreement, without prejudice to the right of Dutchchems to claim compensation for the damage suffered.
12.5 Dutchchems reserves the right to use knowledge and experience gained during the execution of the agreement for other purposes, provided that no confidential information of the customer is revealed.
Article 13: Applicable Law and Competent Court
13.1 All agreements between Dutchchems and the customer are exclusively governed by Dutch law, with the express exception of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
13.2 All disputes relating to or arising from offers from, deliveries by, orders to and agreements with Dutchchems, will be submitted exclusively to the competent court in the district where Dutchchems is established, unless Dutchchems chooses to submit the dispute to another competent court in accordance with the general rules of jurisdiction.
Article 14: Final provision
14.1 These general terms and conditions have been drawn up in the Dutch language. In the event of a dispute about the content or scope of these general terms and conditions, the Dutch text will be binding.
14.2 For questions, comments, complaints or other communications regarding the products, services, website or these general terms and conditions, the customer can contact Dutchchems via the contact information as stated in Article 1.
Business Terms and Conditions Dutchchems
Article 1: Definitions
1.1 In these general terms and conditions, the following terms are used with the associated meanings, unless expressly stated otherwise:
- Dutchchems : the company, established in Maarssen, the Netherlands, registered in the Trade Register of the Chamber of Commerce under number 69590591.
- Customer : the legal entity or natural person acting in the exercise of a profession or business who enters into an agreement with Dutchchems.
- Agreement : the agreement between Dutchchems and the customer regarding the sale and delivery of products.
- Products : all goods that are the subject of the agreement.
- Website : https://www.dutchchems.nl/ .
Article 2: Applicability
2.1 These general terms and conditions apply to all offers, agreements and deliveries from Dutchchems to business customers, unless expressly agreed otherwise in writing.
2.2 Any deviations from these general terms and conditions are only valid if they have been expressly agreed in writing.
2.3 The applicability of the customer’s general terms and conditions is expressly rejected.
Article 3: Safety regulations, Environment and Health and Safety
3.1 The customer guarantees that he complies with all applicable environmental laws and regulations in the execution of the agreement. Dutchchems is not liable for any fines or damages resulting from the customer’s failure to comply with these regulations.
3.2 The customer is responsible for the working conditions and safety within its own company and ensures that all relevant legal regulations and guidelines are complied with. This includes, among other things, making the appropriate personal protective equipment available to the personnel and giving the necessary instructions.
Article 4: Pricing and Payments
4.1 All prices stated by Dutchchems are exclusive of VAT and any other government levies and exclusive of shipping costs, unless otherwise stated.
4.2 Dutchchems reserves the right to increase the agreed prices if costs increase, such as changes in transport costs, customs tariffs, taxes or prices of raw materials. If the price increase is more than 8%, the customer has the right to cancel the agreement in writing for future deliveries.
4.3 Payment must be made within 14 days of the invoice date, without the right to offset or withholding, unless otherwise agreed in writing.
4.4 If the customer does not pay on time, the customer is legally in default and owes statutory commercial interest on the outstanding amount. Furthermore, all reasonable costs to obtain satisfaction out of court are for the account of the customer.
Article 5: Retention of title
5.1 All delivered products remain the property of Dutchchems until all payments have been made in full. This retention of title also applies to previous or later deliveries, if there are still outstanding amounts.
5.2 The customer is not entitled to resell, pledge or otherwise encumber the products delivered under retention of title, except in the context of his normal business operations.
5.3 In the event of non-compliance with the payment obligations by the customer, Dutchchems is entitled to take back the delivered products without prior notice of default or judicial intervention. The customer hereby grants Dutchchems irrevocable permission to enter the location where the products are located and to take them back.
5.4 All reasonable costs associated with taking back the products, such as transport and storage costs, are for the account of the customer. Dutchchems also has the right to claim compensation for any reduction in value of the taken back products.
Article 6: Delivery and Risk
6.1 The risk for the products shall pass from Dutchchems to the customer in accordance with the agreed delivery condition, whether FCA (Free Carrier), FOB (Free on Board), FAS (Free Alongside Ship), CIF (Cost Insurance and Freight), DAF (Deliver at Frontier), or otherwise. These delivery conditions correspond to the latest edition of the “Incoterms” published by the International Chamber of Commerce. Unless otherwise agreed, delivery shall be Ex Works (EXW).
6.2 Dutchchems has fulfilled its delivery obligation at the time the products are offered at the agreed delivery address or, if it has been agreed that the products will be collected, at the time the products are ready for collection.
6.3 Dutchchems reserves the right to deliver in parts. Such deliveries are deemed to have been made pursuant to separate agreements. The customer is obliged to accept the products at the time of delivery. All costs and damages incurred by Dutchchems due to the customer’s refusal to accept (part of) the products ordered by it, shall be borne by the customer, including storage costs.
Article 7: Quality of Products and Complaints
7.1 Dutchchems guarantees that the delivered products meet the specifications as agreed and that they are suitable for the use as described.
7.2 The customer is obliged to inspect the delivered products immediately upon receipt. Any complaints about visible defects or deviations from the specifications must be reported to Dutchchems in writing within 5 days after delivery.
7.3 Complaints about hidden defects must be reported to Dutchchems in writing within 5 days of discovery, but no later than 30 days after delivery.
7.4 If a complaint is justified, Dutchchems will at its discretion replace the defective products, repair them or apply a proportional price reduction. The customer cannot derive any other rights from a justified complaint.
Article 8: Liability and Indemnity
8.1 Dutchchems’ liability is limited to the invoice value of the relevant delivery, unless the damage is caused by intent or gross negligence on the part of Dutchchems.
8.2 Dutchchems is not liable for indirect damage, including consequential damage, lost profits, missed savings or damage due to business stagnation.
8.3 The customer shall indemnify Dutchchems against all claims from third parties arising from the use of the products supplied by Dutchchems, unless this damage is the result of intent or gross negligence on the part of Dutchchems. This indemnity also includes claims from third parties arising from the actions or omissions of the customer, including failure to comply with statutory provisions or incorrect use of the products.
Article 9: Force Majeure
9.1 In the event of force majeure, such as natural disasters, war, mobilization, disruptions in transport, strikes, restrictions due to government regulations, shortcomings of suppliers, or other unforeseen circumstances that prevent Dutchchems from fulfilling the agreement, Dutchchems has the right to suspend delivery or to terminate the agreement in whole or in part, without the customer being able to claim compensation.
9.2 Dutchchems will inform the customer as soon as possible of a situation of force majeure and will, if possible, indicate when delivery can be resumed or the agreement can still be performed.
9.3 If the situation of force majeure lasts longer than three months, both parties are entitled to terminate the agreement in writing, without any obligation to pay damages.
Article 10: Termination of the Agreement
10.1 Dutchchems is entitled to terminate the agreement without judicial intervention if the customer fails to fulfil an obligation under the agreement, fails to fulfil it on time or fails to fulfil it properly, is declared bankrupt, applies for a suspension of payments or is otherwise experiencing financial difficulties.
10.2 In the event of termination, the customer is not entitled to compensation and the customer must immediately pay for all products already delivered.
Article 11: Means of transport
11.1 If Dutchchems provides means of transport for delivery, the customer is obliged to make these available immediately after unloading and to follow Dutchchems’ instructions regarding the return of the material.
11.2 If the customer fails to comply with these obligations, he will be liable for all damage and costs incurred as a result.
Article 12: Intellectual Property
12.1 All intellectual property rights relating to the products and services supplied by Dutchchems, as well as information on the website, are vested in Dutchchems or its licensors.
12.2 The customer is not entitled to reproduce, copy or otherwise use Dutchchems’ products or services outside the framework of the agreement without the written permission of Dutchchems.
12.3 The Customer is not permitted to use any form of intellectual property of Dutchchems, including but not limited to trademarks, logos, technical documentation, and product designs, for promotional or commercial purposes without the prior written consent of Dutchchems.
12.4 If the customer infringes the intellectual property rights of Dutchchems, Dutchchems has the right to immediately suspend all deliveries to the customer and/or terminate the agreement, without prejudice to the right of Dutchchems to claim compensation for the damage suffered.
12.5 Dutchchems reserves the right to use knowledge and experience gained during the execution of the agreement for other purposes, provided that no confidential information of the customer is revealed.
Article 13: Applicable Law and Competent Court
13.1 All agreements between Dutchchems and the customer are exclusively governed by Dutch law, with the express exception of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
13.2 All disputes relating to or arising from offers from, deliveries by, orders to and agreements with Dutchchems, will be submitted exclusively to the competent court in the district where Dutchchems is established, unless Dutchchems chooses to submit the dispute to another competent court in accordance with the general rules of jurisdiction.
Article 14: Final provision
14.1 These general terms and conditions have been drawn up in the Dutch language. In the event of a dispute about the content or scope of these general terms and conditions, the Dutch text will be binding.
14.2 For questions, comments, complaints or other communications regarding the products, services, website or these general terms and conditions, the customer can contact Dutchchems via the contact information as stated in Article 1.
