Filed at the registry of the District Court in Zutphen and at the Trade Register of the Chamber of Commerce in Deventer.
Article 1 1.1 The general
terms and conditions of sale of Slimline Buildings apply to all quotes from Slimline Buildings and to all transactions concluded with Slimline Buildings. If there is (also) delivery of services
these general terms and conditions of sale, where goods are discussed, apply to the service accordingly, insofar as relevant. 1.2
Changes and / or additions to these terms and conditions are never legally valid, unless they have been laid down in writing and have been signed for approval on behalf of Slimline Buildings.
explicitly agreed otherwise in writing, the purchasing conditions of the buyer only apply insofar as they do not conflict with the general conditions of sale of
Slimline Buildings. In case of doubt as to whether there is such a conflict, the general terms and conditions of sale of Slimline Buildings will prevail.
order goods will be considered as a buyer, even if at the request of the buyer the invoice of the relevant delivery is made in the name of another person and / or
sent and / or the invoice is paid by this other person. In addition, everyone vis-à-vis Slimline Buildings is regarded as a buyer to whom delivery has taken place.
Article 2 2.1 The
quotes from Slimline Buildings are without obligation and can be revoked by Slimline Buildings, even if the quotations contain a term for acceptance.
2.2 The quotes issued by Slimline Buildings
offers are, unless explicitly stated otherwise, exclusive of VAT.
Article 3 3.1 To orders by representatives of Slimline Buildings or by telephone or other
means of communication is included, Slimline Buildings, subject to the provisions of Article 3.4, is bound, unless Slimline Buildings informs it not to do so within 8 days after the order has been placed.
3.2 Slimline Buildings does not guarantee the correct receipt of order data.
3.3 All specifications of Slimline Buildings regarding its stock are subject to the
accuracy of the Slimline Buildings administrative data.
3.4 Each agreement is entered into by Slimline Buildings under the condition precedent that the creditworthiness of the
in the opinion of Slimline Buildings, the buyer appears to be sufficient.
Article 4 4. Unless otherwise agreed, the specification or call of call-off orders must
take place within 8 days after purchase confirmation by Slimline Buildings.
Article 5 5.1 Delivered items may be subordinated to the images provided
deviate; Slimline Buildings is not liable for printing and writing errors.
5.2 Statements regarding achievable results are only binding if expressly sold on proof of
5.3 Dimensions and weights are given approximately and without obligation from Slimline Buildings.
5.4 If certain packaging units are specified by Slimline Buildings
prescribed, Slimline Buildings will adjust deviating orders to full packaging units. Return shipments in accordance with Article 9 in quantities other than these
packaging units are not accepted.
5.5 Packaging is calculated at the relevant cost price. Deposit will be charged for the packaging supplied
Article 6 6.1 Slimline Buildings, whether or not stated in quotations or confirmations and / or agreed delivery times, shall never be fatal. Delivery times
apply only by approximation and cannot be guaranteed by Slimline Buildings. In principle, the invoice date is the date of delivery
the delivery times referred to in the previous paragraph or if delivery has not been made, at least not entirely, on the agreed delivery date, the buyer must declare Slimline Buildings to be in default in writing.
within a reasonable period and to give Slimline Buildings a reasonable period for compliance, with due observance of the provisions of articles 11 up to and including 14. If Slimline Buildings is not
is given a notice of default on time, is deemed to have been delivered on the agreed delivery date, subject to proof to the contrary.
Article 7 7.1 On delivery directly from
the factory to buyer counts as the place of delivery to the factory; any inspection must take place at the factory at the buyer's expense; once the goods have been sent, then
they (in deviation from the provisions under 9) are deemed to have been definitively accepted. 7.2 Orders concerning goods ordered separately by Slimline Buildings for a buyer can be
cannot be canceled and no return shipments of these goods can be accepted.
7.3 In the case of complaints about too few goods sent, the only criterion is the
weighing note or the control count at the factory. This data is also the basis for the settlement of the contracted quantity, with differences being evenly distributed
about the different items that make up shipments.
Article 8 8.1 Goods travel at the expense and risk of the buyer. Also with
free sale or when the goods travel in the name of Slimline Buildings, the buyer bears the risk. If Slimline Buildings has had to give up certain rights to the carrier,
this does not change the above. 8.2 Shipments above € 300 net value are delivered free of charge within the Netherlands insofar as the place of destination over the
paved road is accessible and unloading in addition to and at the time of the presence in the normal route of the means of transport chosen by Slimline Buildings is possible.
8.3 The choice of
means of transport is up to Slimline Buildings.
8.4 Slimline Buildings is entitled to ready materials that cannot be transported to the place of destination due to causes beyond the control of Slimline Buildings.
save for the account and risk of the buyer and demand payment. If a measure, weight or number is sold, the risk of the buyer starts with the measurement,
weighting or counting by Slimline Buildings.
Article 9 9.1 Without prejudice to the provisions of Article 7, the buyer is deemed to have all packages delivered by Slimline Buildings in good order.
have received if the bill of lading in question has been signed for approval by or on behalf of the buyer or if his complaint in this regard has not been received by Slimline Buildings within 48 hours of the delivery date
9.2. Without prejudice to the provisions of Article 7, the buyer is deemed to have approved the delivered goods if his claim is not received by the seller within 8 days after the invoice date.
Slimline Buildings has been received.
9.3 Return may only take place after approval by Slimline Buildings and for the account and risk of the buyer and if the period mentioned in this article
has not been exceeded.
9.4 Slimline Buildings also reserves the right to charge a return fee of at least 10% of the item price, as well as the
freight costs. Return shipments can only be accepted if the special provisions regarding return goods that are then set by Slimline Buildings are complied with and if of
the sales department of Slimline Buildings has obtained prior written permission for the return shipment.
Article 10 10. Calculates for sending experts
Slimline Buildings travel and subsistence costs and wages, including the time spent on outward and return journeys.
Article 11 11.1 Slimline Buildings is in case of untimely and / or incomplete
delivery due to an event coming at its own risk, which is only required to take care of delivery against the buyer. 11.2 In the event of loss or
If goods delivered by Slimline Buildings become unusable due to an event that is at their risk, Slimline Buildings is only obliged to refund the purchase price to the buyer.
without prejudice to any applicable warranty provisions. 11.3 Slimline Buildings is not liable for consequential damage, business damage or indirect damage, which is the result of
or not performing on time or not performing properly. Warranty applies only to the extent that it is contained in warranty certificates or in separate warranty agreements
and to the extent that the conditions specified therein are met.
Article 12 12.1 In the event that Slimline Buildings has agreed with a buyer at the door
Slimline Buildings supplied goods for the benefit of the buyer labels are supplied with name, codes and / or prices, Slimline Buildings is never liable for any Slimline Buildings
errors made in this activity, whatever their name is.
12.2 If any errors have been demonstrated by the buyer within 14 days of delivery to the satisfaction of Slimline Buildings,
Slimline Buildings ensure the re-delivery of labels with the correct data without additional costs, insofar as the buyer himself was not (co) responsible for the made
Article 13 13.1 Complaints and complaints about the beam-blasted, nasty or otherwise treated or processed materials supplied by Slimline Buildings
must be received in writing by Slimline Buildings within the same period as referred to in Article 9. 13.2 Complaints submitted after the expiry of this period shall be received by
Slimline Buildings not taken into consideration. Slimline Buildings is in no way liable for damage that may arise for this reason.
Article 14 14.1 As force majeure for
Slimline Buildings will in any case be considered: war, terrorist attack, full or partial mobilization of the Dutch army, blockade and its consequences, strike
both in the Slimline Buildings business and in others, exclusion or disorder in the Slimline Buildings business or in that of the supplier charged by Slimline Buildings with the order, regardless of
what extent this disorder is or of what cause it is a consequence, insufficient availability of rolling stock or other transport obstacles, exchange rate changes
in foreign currency if the price changes resulting from those changes, in the opinion of Slimline Buildings, prevent execution of the order and in general all
government measures, which have as a consequence that delivery cannot reasonably be expected from Slimline Buildings, such as, among other things, quota measures, export bans and
devaluation of the euro. 14.2 In the event of force majeure, Slimline Buildings has the right to cancel the agreement or suspend its execution until the
circumstance, which results in force majeure, has ceased to exist. In these cases, the buyer is not entitled to any compensation.
Article 15 15.1 The
ownership of the goods delivered to the buyer by Slimline Buildings will not be transferred to the buyer until the buyer has paid everything, which Slimline Buildings under all sales agreements with
the buyer and to receive any deliveries, services and / or work performed within that framework. 15.2 Slimline Buildings does not lose its (reserved) property,
if and / or because the buyer processes or processes goods received from Slimline Buildings. The buyer will in that case keep the goods referred to automatically for Slimline Buildings. 15.3 When
Slimline Buildings notwithstanding the provisions of the previous paragraph nevertheless loses ownership, the buyer will, at the first request of Slimline Buildings, provide all required cooperation that is necessary
for establishing a lien or non-possessory lien on the goods in question for the purpose of Slimline Buildings. 15.4 The buyer is, notwithstanding the provisions of the first paragraph,
authorized to sell goods that he has received from Slimline Buildings in the context of his normal business operations. Slimline Buildings is always entitled and therefore not obliged to
to require the buyer to sell and deliver them only after a lien on the goods in question has been established on behalf of Slimline Buildings. As soon as Slimline Buildings so desires
to the buyer, the authority as referred to in the first sentence of this paragraph automatically expires. 15.5 If the buyer neglects Slimline Buildings with the correct
and / or timely fulfillment of one or more of its obligations under the agreements as referred to in the first paragraph, the authority referred to in the previous paragraph comes from
buyer without notice of default being required automatically expires. This authority revives - with retroactive effect - if the buyer meets his overdue obligation
15.6 The buyer is never authorized to encumber the goods delivered under retention of title in any way and / or to loan them out on loan
15.7. The buyer will also inform the property seekers and third parties who claim rights to these goods of the ownership of Slimline Buildings.
Article 16 16.1 All prices used by Slimline Buildings are based on the price-determining price known at the time of the offer or the negotiations.
factors such as applicable collective agreements, import duties and similar taxes, export duties, freight rates, insurance premiums, taxes,
taxes and other government charges. 16.2 All sales are made at the price that applies to the relevant goods on the day of delivery. If in one or
more of the factors mentioned in the previous paragraph a change occurs before delivery has taken place, Slimline Buildings is entitled to adjust the prices without separately
16.3 The prices of goods purchased abroad by Slimline Buildings are calculated on the basis of the rates in force at the time of purchase
ratio between the rate of the euro and the relevant foreign currency. If this ratio is changed, Slimline Buildings is entitled to adjust the prices accordingly
16.4 Only orders with a net value above € 50 will be invoiced in accordance with the
buyer agreed (extra) discounts and / or net prices. 16.5 Only order lines with a net value above € 5 are executed with due observance of the with the buyer
agreed (extra) discounts and / or net prices.
Article 17 17.1 The invoice amount is increased by a credit limitation surcharge of 2% of the invoice amount
with a minimum of € 1.50. This surcharge is not payable if the buyer has paid within the period specified in paragraph 2 and the buyer has not received any other invoices that have already expired
17.2 Payment must be received by Slimline Buildings within 30 days of the invoice date. If no payment has been made within this period, the
the buyer is immediately in default and as a result, any warranty claim expires. From that moment on, the buyer, apart from the credit limitation surcharge referred to in paragraph 1, is an interest
due for each month or part thereof that the buyer defaults on payment. This interest is the legal interest for the first month and for each following
month 1/2% higher than the previous month, on the understanding that the interest will be at least 12% per year. 17.3 Deviating payment terms only apply if they
have been explicitly agreed in writing by Slimline Buildings. If the then agreed period is exceeded, the provisions in paragraph 2 of this article apply.
17.4 The buyer
is never entitled to deduct a payment discount from the invoice amount upon payment if the buyer does not owe all amounts due by him on the basis of
other invoices sent by Slimline Buildings and now expired, have been paid on time. Complaints do not entitle to deferment or discount on payments. 17.5 If on credit
has been sold, Slimline Buildings reserves the right to proceed with any delivery, payment or personal or commercial security, all to
the satisfaction of Slimline Buildings. If the buyer does not comply with this, Slimline Buildings is not obliged to deliver. 17.6 Unless Slimline Buildings has explicitly agreed otherwise in writing
has been agreed, Slimline Buildings is authorized to deliver an order in whole or after items that become available successively. If Slimline Buildings is the buyer for the
invoices partial deliveries separately, the buyer is obliged to pay the individual invoices in accordance with the applicable payment conditions.
17.7 Failure to comply
by the buyer of any provision from these conditions or from special agreements concluded with the buyer, or due to late payment of an invoice or a period,
therefore by mere lapse of time, the entire amount that the buyer owes on any basis whatsoever becomes claimable or not, due and payable at once,
notice of default is required. 17.8 In the event of any shortcoming on the part of the buyer, Slimline Buildings is entitled and without notice of default all existing obligations towards the buyer with
immediately suspend, until the buyer has fulfilled all his due and payable obligations, unless Slimline Buildings indicates to make use of the right to
dissolution of the agreement.
Article 18 18.1 Slimline Buildings reserves the right to the agreement with the buyer immediately without notice of default and without
dissolve legal intervention in the event of non-payment of a repayable amount, of the buyer's actions in violation of any provision of these general terms and conditions
and / or with any other contractual obligation, suspension of payment, request for suspension of payment, bankruptcy or liquidation of the goods of the buyer, or if the
the buyer has insufficient creditworthiness at the time of delivery in the opinion of Slimline Buildings. 18.2 The dissolution of the agreement as referred to above is without prejudice to
the right of Slimline Buildings to claim damages and to reclaim goods that are the property of Slimline Buildings. 18.3 The buyer is obliged to pay all
extrajudicial costs (with a minimum of 15% of the outstanding principal sum) as all legal costs to be paid if the buyer has failed to fulfill his obligations
timely and / or properly complied with.
Article 19 19. Are goods delivered by Slimline Buildings (by whomever) delivered that are accepted in accordance with the purchase agreement
clause should not be implemented, then the buyer is obliged to compensate Slimline Buildings for any damage resulting from this, which can be equated or equal to the fine, which
Slimline Buildings should pay its supplier or claimant.
Article 20 20. Slimline Buildings is competent with regard to goods for which there is a dispute
to take what it deems necessary to prevent costs, deterioration or depreciation, without thereby reducing its rights.
Article 21 21.1 All
disputes, including summary proceedings, related to and / or arising from these general conditions of sale and / or agreements to which these conditions apply
apply, Dutch law applies. The United Nations Convention on Contracts for the International Sale of Goods (Vienna Sales Convention)
entered into force on January 1, 1988, does not apply to the sales agreements. 21.2 The disputes referred to in the previous paragraph will be settled by the court.
Zutphen, except for disputes that fall within the competence of the district canton of the court.