Terms and conditions LockerSpecialist.nl

Terms and conditions of LockerSpecialist

LockerSpecialist is a trading name of Loxaro BV
Elsterstraatweg 31A
3922 GD Elst, the Netherlands
info@lockerspecialist.nl
+31 318 20 20 62
KVK: 99151146

Article 1 Definitions and applicability

1.1 These terms and conditions apply to all offers, quotations, agreements, deliveries and work undertaken by LockerSpecialist, trading under Loxaro BV.

1.2 Any terms and conditions of the client are expressly rejected unless otherwise agreed in writing.

1.3 Deviations from these terms and conditions are only valid if confirmed in writing by LockerSpecialist.

Article 2 Quotations and formation of the agreement

2.1 All quotations are without obligation unless otherwise stated in writing.

2.2 Quotations are valid for thirty days.

2.3 An agreement is formed upon written confirmation by LockerSpecialist or as soon as performance of the agreement has commenced.

Article 3 B2B nature

3.1 LockerSpecialist agreements are primarily intended for business clients (B2B).

3.2 If and insofar as a client acts as a consumer within the meaning of the Dutch Civil Code, consumer rights apply only to the extent that they are mandatory by law. In all other respects, these terms and conditions remain in full force.

Article 4 Prices

4.1 All prices exclude VAT and any other government levies.

4.2 Transport, assembly and installation are invoiced separately unless otherwise agreed in writing.

4.3 LockerSpecialist reserves the right to adjust prices if cost-determining factors change.

Article 5 Cancellation, amendment and suspension

5.1 Orders placed with LockerSpecialist generally concern custom-made products and project deliveries manufactured specifically to the client’s requirements and specifications.

5.2 Once the agreement has been formed, the client may not cancel it unless otherwise agreed in writing.

5.3 If LockerSpecialist agrees to cancellation in exceptional circumstances, the client must reimburse all costs already incurred. These include, but are not limited to:
– engineering and design costs
– materials and components purchased
– production costs
– storage and transport costs
– reserved assembly and planning capacity

5.4 Changes to the order after the agreement has been formed are only possible with LockerSpecialist’s written consent. Changes may affect the price, delivery time and schedule and will be charged separately.

5.5 If the client postpones or suspends performance of the agreement, LockerSpecialist is entitled to charge the resulting costs, including storage and rescheduling costs, to the client.

Article 6 Delivery periods

6.1 Stated delivery periods are indicative and are never strict deadlines.

6.2 Exceeding a delivery period does not entitle the client to compensation, termination or suspension of its obligations.

6.3 Delivery periods may be extended due to circumstances beyond LockerSpecialist’s control, including supplier delays, transport problems, force majeure or changes to the order.

Article 7 Delivery and method of delivery

7.1 Delivery takes place at the agreed delivery address, at street level, unless otherwise agreed in writing.

7.2 If assembly or installation has been agreed, delivery is deemed complete after actual handover on site.

7.3 The client must ensure that the site is readily accessible and meets the technical requirements communicated in advance.

Article 8 Transfer of risk

8.1 The risk of loss, damage or depreciation of the delivered goods passes to the client at the time of delivery.

8.2 If the client postpones or refuses delivery, the risk passes at the time when delivery would have been possible.

Article 9 Inspection, complaints and documentation

9.1 The client must inspect the delivered goods immediately upon delivery and before use for visible defects, damage and quantities.

9.2 Visible defects must be reported to LockerSpecialist in writing no later than two (2) working days after delivery, with a clear description of the defect.

9.3 Complaints must be supported by relevant documentation, including clear photographs of the alleged defect and, where applicable, the packaging and transport situation.

9.4 If no complaint is made within the period stated in clause 9.2, the delivery is deemed to have been accepted as correct and undamaged.

9.5 Complaints do not suspend the client’s payment obligation.

Article 10 Installation and assembly

10.1 Installation and assembly are carried out in accordance with the specifications agreed in advance.

10.2 The client must provide suitable facilities and conditions, including electricity, network access, adequate floor load, wall construction, accessibility and appropriate climatic conditions.

10.3 LockerSpecialist is not liable for damage or delay caused by unsuitable conditions on site.

10.4 If installation or assembly takes longer due to conditions on site, the resulting costs may be charged to the client.

Article 11 Storage and deferred delivery

11.1 If delivery is postponed at the client’s request or through the client’s actions, LockerSpecialist is entitled to store the goods at the client’s expense and risk.

11.2 Storage costs and any additional transport costs may be charged separately.

Article 12 Retention of title

12.1 All delivered goods remain the property of LockerSpecialist until the client has fulfilled all payment obligations in full.

12.2 Until ownership has passed, the goods may not be transferred or encumbered.

12.3 If the agreement is dissolved or terminated, the client must make goods delivered under retention of title available to LockerSpecialist upon first request. All associated costs are payable by the client.

Article 13 Transferability

13.1 The client may not transfer all or part of its rights or obligations under the agreement to third parties without LockerSpecialist’s prior written consent.

Article 14 Termination and suspension

14.1 LockerSpecialist is entitled to dissolve all or part of the agreement with immediate effect, without judicial intervention and without liability for damages, if:
– the client is declared bankrupt;
– the client is granted a suspension of payments;
– the client’s business is discontinued or liquidated;
– a substantial part of the client’s assets is seized;
– the client is in attributable breach of its obligations and fails to remedy that breach within a reasonable period following written notice of default.

14.2 In the event of dissolution, the client’s payment obligations for work already performed, goods delivered and costs incurred remain in full force.

Article 15 Payment

15.1 Payment must be made within fourteen days of the invoice date.

15.2 Set-off or suspension by the client is not permitted.

15.3 If payment is late, statutory commercial interest is payable and LockerSpecialist is entitled to suspend performance of its obligations.

Article 16 Warranty

16.1 LockerSpecialist provides a twenty-four-month warranty against manufacturing and material defects.

16.2 The warranty is void in the event of improper use, external damage, moisture, vandalism or installation by third parties.

Article 17 Liability

17.1 LockerSpecialist’s liability is in all cases limited to the lower of:
– the invoice amount for the delivery concerned; or
– €25,000.

17.2 LockerSpecialist is never liable for indirect, consequential or business losses, including but not limited to:
– loss of turnover
– loss of profit
– losses caused by interruption or delay
– loss of production
– missed savings
– losses caused by business interruption.

17.3 Liability for delays in delivery or performance is expressly excluded.

Article 18 Force majeure

18.1 In the event of force majeure, LockerSpecialist is entitled to suspend performance of the agreement or dissolve it in whole or in part without liability for damages.

18.2 Force majeure includes pandemics, strikes, transport problems, raw-material shortages, fire, government measures and international supply-chain disruptions.

Article 19 Intellectual property

19.1 All designs, drawings, documentation and other intellectual property remain the property of LockerSpecialist.

Article 20 Applicable law and disputes

20.1 All agreements and deliveries are governed exclusively by Dutch law.

20.2 Disputes will be submitted to the competent court in the district in which Loxaro BV has its registered office.