These General Terms and Conditions of Sale and Delivery apply from November 1, 1995 and apply
to all subsequent agreements.
These general terms and conditions have been filed with the trade register of the Chamber of Commerce in Eindhoven.
(Chamber of Commerce 17093634 Branch No. 000019204183)
Art. 1. Applicability
1.1. These sales and delivery conditions apply to all quotations and agreements up to
sale and delivery of goods, labor and / or services from De Salamander B.V.
1.2. In the event of a conflict between the general terms and conditions and the provisions of the agreement,
the latter prevails. The latter also applies if by De Salamander in writing
deviations from what is stated on an offer and / or agreement. A reference by the buyer
according to its own terms and conditions, De Salamander does not accept.
Art. 2. Offers
2.1 Offers from De Salamander are without obligation. The Salamander can revoke an offer to 10 full
working days after receipt of the acceptance.
2.2 Offers are the property of De Salamander and may not be passed on to third parties without permission
passed on or provided for inspection.
2.3 If the information provided by or on behalf of the buyer on which an offer is based, is incorrect
turn out to be, all resulting damages and extra costs for the other party.
2.4 Data stated in printed matter does not bind De Salamander and is possible without prior notice
subject to change.
Art. 3. Delivery (term and place) and risk transfer
3.1 The delivery time starts on the last of the following times:
a. the day of conclusion of the agreement;
b. the day of receipt by the contractor for the execution of the contract
necessary documents, data, permits and the like;
c. the day on which the necessary for the commencement of the work is fulfilled
d. the day of receipt by the contractor of what according to the agreement for the
commencement of work in advance must be paid;
If a delivery date or week has been agreed, the delivery time is formed by the period
between the date of conclusion of the agreement and the delivery date or week.
3.2 The delivery time is based on the applicable at the time of concluding the agreement
working conditions and on time delivery of the work performed by De
Salamander ordered materials. If delays occur through no fault of De Salamander
as a result of a change in the aforementioned working conditions or because of the execution of the work
materials ordered on time are not delivered on time, the delivery time will be extended as necessary.
3.3 Without prejudice to the provisions elsewhere in these conditions regarding the extension of the delivery time,
the delivery time is extended by the duration of the delay on the part of the contractor
arises as a result of non-compliance by the client with any of the agreements
obligation arising from it, or to require its cooperation with regard to the implementation of
the agreement.
3.4 A single exceeding of the delivery time does not result in De Salamander legally entering
absence is. A further notice of default is always required for this.
3.5 Exceeding the delivery time does not give the client the right to do so without legal authorization
perform or cause to be performed work in implementation of the agreement.
3.6 Delivery takes place from the De Salamander warehouse. The transport of the goods is for the account and risk
from the buyer. The buyer is subject to a purchase obligation.
Art. 4. Prices
4.1 The prices stated by De Salamander are based on delivery ex works or De's warehouse
Salamander and are exclusive of packaging, sales tax and others on sales and delivery
falling government charges.
4.2 If after the date of conclusion of the agreement one or more of the cost price factors is one
increase - even if this is due to foreseeable circumstances - De
Salamander is entitled to increase the agreed price accordingly. This right exists
however not for 3 months after the date of conclusion of the agreement.
Art. 5. Payment
5.1 Unless stated otherwise on the invoice, payment will be made within 14 days after sending the
5.2 In the event of late payment, without notice of default from the time when the sum of money is due and payable,
an interest of 2% per month is payable on this, with a part of a month for a full
month counts.
5.3 All costs - judicial and extrajudicial - that are collected by De Salamander from the
the amounts owed to the buyer by the buyer are at the expense of the buyer. The
extrajudicial costs are fixed at 15% of the principal sum given for collection, unless this is the case
up to an amount that is unacceptable by reasonableness of reasonableness and fairness
was allowed to lead.
5.4 The Salamander is entitled at all times to provide sufficient security for payment
Art. 6. Risk and transfer of ownership
6.1 Immediately after the product is considered delivered within the meaning of art. 3. Paragraph 6 is the responsibility of the client
risk for all direct and indirect damage that may occur to or through this product, except for
so far due to gross negligence on the part of De Salamander. If the client after notice of default
failure to take delivery of the product, De Salamander will be entitled to storage costs
of the product to the client.
6.2 Without prejudice to the provisions of the previous paragraph and of Art. 3. Paragraph 6, the ownership of the product
first to the client when all that is provided by the client to De Salamander
of delivery for work, including interest and costs, in full to De
Salamander is satisfied.
6.3 The Salamander will, where appropriate, be entitled to unhindered access to the product. The
The client will fully cooperate with De Salamander to end De Salamander in the
to exercise the retention of title set out in paragraph 2 by taking back from
the product, including any disassembly required for this purpose.
Art. 7. Complaints and warranty
7.1 The buyer must immediately, or immediately after receipt, the delivered goods on any
investigate shortcomings.
7.2 Complaints regarding visible defects must be made immediately after discovery, but no later than 14 days after
the actual transfer of the product to the buyer in a written, specified notice
from the buyer to De Salamander. Complaints regarding non-visible defects must be made
immediately after discovery, but in any case within the period specified in art. 8. the guarantee period referred to in paragraph 1
written, specified notification from the buyer to De Salamander. At
if the aforementioned periods are exceeded, any claim against De Salamander in respect of the
concerning defects. Legal proceedings in this regard must be submitted within 1 year of the timely complaint, on pain of
to be brought before the expiry date.
7.3 Without prejudice to the restrictions set out below, De Salamander represents both the soundness of
the product delivered by them, as well as for the quality of the used and / or delivered for it
material in. This during a period of 12 months after delivery in accordance with art. 3. paragraph 6 and with
exclusion of visible defects.
7.4 If there are defects as referred to in the preceding paragraphs, the buyer can deliver the
missing, repair of the delivered product or replacement requirements. However, replacement cannot be
required if the deviation from the agreed is too small to justify replacement,
or if the product after the time that the buyer reasonably takes account of the cancellation
must have been nullified or declined because he was not a careful debtor for
ensured it. If the buyer recovers in the event of the purchase of a product that can be replaced
or replacement thereof as required by this paragraph, De Salamander is authorized between replacement or
choose a refund of the cost price. The Salamander will make this choice within a reasonable time.
7.5 The warranty does not include heat cracks that occur normally in the jacket and that occur after heating
the discolouration of iron, which is not regarded as a fault or defect, in any case defects,
that occur in or are wholly or partly the result of:
a. non-compliance by the buyer with operating and maintenance instructions or otherwise
than foreseen normal use;
b. normal wear and tear;
c. assembly / installation for repair by third parties, including the buyer;
d. used materials or goods used at the request of the buyer;
e. materials or goods provided by the buyer to De Salamander for processing;
f. materials, items, methods, and constructions, which are at the express instruction of the buyer
have been applied, as well as materials and items supplied by or on behalf of the buyer.
7.6 If the buyer does not, not properly or not timely meet any obligation that he meets with the
agreement entered into with De Salamander or from a related agreement
arises, De Salamander is not responsible for any of these agreements for any guarantee - how
also called - held.
7.7 If the buyer without prior written approval from De Salamander to repair or
any other work relating to the product is transferred or causes to be transferred, all claims will be canceled
under warranty.
7.8 If De Salamander replaces parts / products in compliance with its guarantee obligations,
the replaced parts / products are owned. The original warranty period will be
not renewed upon replacement.
Art. 8. Liability
8.1 The liability of De Salamander is limited to compliance with the provisions of art. 7. of these
conditions defined guarantee obligations.
8.2 Subject to gross negligence on the part of De Salamander, the applicability of the statutory provisions
provisions on product liability such as those in implementation of the relevant EC directive
and, subject to the provisions of paragraph 1, all liability of De
Salamander as for company damage, other indirect damage and damage as a result of
liability towards third parties, excluded. It will not be possible to invoke this exclusion
made if such an appeal, where appropriate, to reasonable standards and
fairness would suffer unacceptable results.
8.3 The Salamander is therefore not liable for infringement of patents, licenses or others
rights of third parties as a result of use of data provided by or on behalf of the buyer.
Art. 9. Liability for damage
9.1 If the buyer does not, not properly or not timely fulfill one or more of his obligations, De
Without prejudice to the other rights vested in her, Salamander is entitled to the agreement in full or
partially, without judicial intervention, to dissolve, without De Salamander becoming any
compensation is required.
Art. 10 Force majeure
10.1 In the event of force majeure, De Salamander is entitled to the agreement in writing, without legal action
suspend intervention in whole or in part and / or dissolve in whole or in part, without that
The Salamander is obliged to compensate the buyer for any damage. However, the Salamander does retain it
entitled to reimbursement of costs incurred by it.
10.2 In these general terms and conditions of sale and force majeure, force majeure means any of the wills
circumstance independent of De Salamander - even though it was at the time of its creation
of the agreement - that fulfillment of the agreement will be permanent or temporary
prevented, and, to the extent not already included, war, danger of war, civil war,
riot, work strike, worker exclusion, transport difficulties, fire, and other serious malfunctions
in the company of De Salamander or its suppliers.
Art. 11 Applicability of law and competent court
11.1 To all offers and / or agreements to which these conditions apply in whole or in part
being applicable in Dutch law, applicable to the kingdom in Europe.
11.2 The competent court in 's Hertogenbosch has exclusive jurisdiction to hear all
disputes that have arisen as a result of the quotation or agreement.
11.3 Insofar as proceedings according to rules of Dutch civil procedure are included in the absolute
competence of the sub-district court, only the competent sub-district court will be able to resolve the dispute