Terms & Conditions of TigerStop B.V. located in Wierden (7641 AM) at Bedrijvenstraat No. 17 with Dutch Chamber of Commerce number 08098787.
Article 1. Definitions
1.1 TigerStop means: TigerStop B.V. with DUTCH CHAMBER OF COMMERCE NUMBER 08098787.
1.2 Customer means the legal entity or individual who has contracted TigerStop to supply goods or carry out work, or the party that has requested TigerStop B.V. to supply a quote.
1.3 Job means: the agreement in which TigerStop has committed itself to the customer to supply goods or carry out work.
1.4 Conditions mean: these TigerStop terms and conditions
Article 2. Applicability
2.1 These conditions apply to all proposals, sales, deliveries and agreements between TigerStop and customer.
2.2 These conditions apply both inside as well as outside of the Netherlands, regardless of the customer’s place of residence or location and regardless of where the agreement was reached.
2.3 The customer’s terms and conditions do not apply and are explicitly excluded, unless otherwise agreed to in writing. Upon acceptance of these terms and conditions by the customer, the customer waives his own general terms and conditions.
2.4 Modifications to these terms and conditions are only legally binding when parties have explicitly agreed to these modifications in writing. The other provisions of these terms and conditions, which have not been modified as such, remain fully applicable.
2.5 In the event that any provision of these terms and conditions is null and void, the remaining provisions will remain fully applicable. The parties will deliberate together for the purpose of establishing new provisions to replace the null and void provisions, taking the purpose and intent of these provisions into account as much as possible.
Article 3. Quote
3.1 The proposals and/or quotes provided by TigerStop are obligation-free, unless explicitly otherwise agreed in writing.
3.2 The proposals and/or quotes have been drafted based on the information provided by the customer to TigerStop.
3.3 Illustrations, websites, catalogues, leaflets, ads, drawings or any other information provided by TigerStop regarding size, capacity, performance or results must be regarded as approximations and provided without obligation. The customer cannot in any way claim any rights in respect of the aforementioned information or inaccuracies.
3.4 In the event of a combined proposal and/or quote, TigerStop is under no obligation to supply the services and/or products included in the proposal and/or quote for a proportionate part of the quoted price, nor does the proposal and/or quote automatically apply to repeat orders or follow-up orders.
3.5 Changes to the original contract of any kind must be accepted in writing by TigerStop. The initially agreed execution date expires as a result of the changes. If as a result the agreed price in the proposal or quote is higher, TigerStop is entitled to increase the price accordingly.
Article 4. Job
4.1 The job commences when TigerStop has sent an order confirmation to the customer or when the order prepared by TigerStop has been signed by the customer and received by TigerStop. Work or production outside the scope of the job will be charged separately to the customer.
4.2 The scope of the job is determined by TigerStop’s proposal or quote and/or by TigerStop’s order confirmation and these terms and conditions.
4.3 The customer cannot transfer any of the rights and obligations arising from the agreement between TigerStop and the customer to third parties, unless TigerStop has given explicit prior consent.
Article 5. Pricing
5.1 Unless stated otherwise, the prices stated in the job will be in Euros excluding VAT, shipping costs, insurance premiums, customs duties and additional costs.
5.2 The prices mentioned in the proposal or quote are based on the costs available at that time. In the event of an increase in any of the costs, TigerStop is entitled to change the quoted price accordingly.
Article 6. Invoicing and payment
6.1 Payment by the customer to TigerStop takes place within 15 days of the invoice date. Payment by the customer to TigerStop takes place before executing the job, into the by TigerStop designated bank account. Unless customer and TigerStop agree otherwise.
6.2 If the customer fails to make payment within the said payment term, the customer will be in default by the mere expiry of the agreed payment term, without a default notice being required, regardless of whether or not the failure to pay can be attributed to the customer.
6.3 TigerStop has the right to charge interest on the outstanding amount of 12 % per month or part of a month, for each part by which the agreed payment term is exceeded.
6.4 In the event that the customer is in default, TigerStop has the right to interrupt its obligations with effect of immediately.
6.5 All judicial and extrajudicial costs incurred by TigerStop arising from a dispute with the customer are at the customer’s expense. The extrajudicial debt collection costs, determined in accordance with the Besluit Vergoeding Buitengerechtelijke Incassokosten (Decree on Compensation of Extrajudicial Debt Collection Costs) and the judicial debt collection costs on the amount actually paid by TigerStop in respect of the proceedings, also where this exceeds the liquidated litigation costs.
6.6 Delays by TigerStop in the execution of the job will not affect the payment terms.
6.7 If, in TigerStop’s opinion, the customer’s financial position or payment habits give reason to do so, TigerStop is entitled, at or after accepting the job, before commencing the job, to request that the customer provides TigerStop with a payment guarantee. If the customer does not comply with TigerStop’s request to provide a payment guarantee, TigerStop is entitled to immediately hold the execution of the job or fully or partially cancel the job without a default notice or judicial intervention, without prejudice to its right to compensation for the damages TigerStop suffered. All that the customer owes in respect to the job is immediately due and payable.
6.8 Any objection to an invoice must be raised by the customer to TigerStop in writing, including reasons for the objection, no later than 10 days after the invoice date. If the customer has not made his objections known within said time period, objections will no longer be dealt with and the customer’s rights will cease to apply. Objections to the actual invoiced amount do not release the customer from his payment obligation.
Article 7. Delivery time and transportation
7.1 The delivery time stated in the proposal or quote is a rough estimate and does not constitute a firm deadline, it will be adhered to by TigerStop as much as possible. However, the mentioned delivery time is not binding for TigerStop.
7.2 Exceeding the delivery period by TigerStop never entitle the customer to compensation, cancelation of the agreement or non-fulfilment of any obligation arising from the job.
7.3 In the event of an unacceptable delay in delivery, to be determined by TigerStop, TigerStop will contact the customer.
7.4 TigerStop determines the means of transport by which the products will be delivered to the customer. The transportation costs are charged to the customer.
7.5 From the moment the products are dispatched, the risk is transferred to the customer, meaning that any damage or loss of products is at the customer’s expense and risk.
7.6 If, at the time of delivery, the customer is not present or is unable to receive the products, or otherwise fails to receive the products, TigerStop has the right to change the delivery to a collection obligation for the customer, after TigerStop notifies the customer. The costs that TigerStop has to make in this respect are for the customer.
7.7 When the products are delivered, the customer signs for receipt of the products. By signing the confirmation of receipt, provided by or on behalf of TigerStop, the customer acknowledges that he has received the products in good condition.
Article 8. Liability
8.1 In carrying out the work, TigerStop will exercise the expected due care.
8.2 TigerStop is not liable for damages suffered by the customer or third parties, with the exception of intent and wilful negligence. Nor is TigerStop liable for any damages, of any nature, as a result of TigerStop having relied on incorrect and/or incomplete information and/or data provided by the customer.
8.3 In cases where TigerStop is liable for damages, TigerStop’s obligation to pay compensation is at all times limited to a maximum of the amount that the insurer will pay out in that case. If the insurer does not pay out or the damages are not covered by insurance taken out by TigerStop, the obligation to pay compensation is limited to a maximum of the invoiced amount for the job.
8.4 TigerStop is only liable for direct damages. TigerStop is not liable for any subsequent damages, such as loss of profits, personal injury, material damage or any other damages.
8.5 Claims made with respect to this article do not release the customer from its payment obligation. The customer is not entitled to hold off or to offset payments.
8.6 Customer indemnifies TigerStop, as well as TigerStop’s employees, against third-party claims, including the customer’s employees, with regard to damages resulting from products which have been supplied by TigerStop.
Article 9. Complaints
9.1 Any complaints, both relating to the delivery of the products as well as relating to the provided services and the invoice amounts, must be submitted to TigerStop in writing by registered mail within 10 days of receipt of the products or services or of the relevant invoices, accurately stating the facts to which the complaints relate.
9.2 When complaints do not meet the requirements mentioned in article 9.1, the complaints cannot be submitted or will not be accepted. In which case the customer is deemed to have approved the delivered products and/or performance of the job.
9.3 TigerStop only acknowledges complaints that have been received when the customer has fulfilled all his obligations arising from the job.
Article 10. Returns
10.1 For returns, the customer must have received prior written consent from TigerStop. Returns, without the prior written consent of TigerStop, will not be accepted.
10.2 If the customer returns a faulty product, the customer must inform TigerStop of the defect prior to returning the product.
10.3 Products that have been custom-made for the customer cannot be returned, regardless of whether or not the product is faulty.
10.4 Returned products must be unused and returned in the original boxes and packaging materials. Returned products that do not comply with the above-mentioned requirements will not be accepted by TigerStop.
10.5 Unaccepted returns will be sent back to the customer. The costs of this non-accepted return to the customer are charged to the customer. The customer also carries the risks for the return shipment.
10.6 The customer is responsible for the costs of return, and the customer is also responsible and liable for the return shipment. TigerStop can in no way be held liable for lost, missing or damaged products.
Article 11. Warranty
11.1 All of TigerStop’s products have a warranty period of 12 months from the date the product is installed and provided that the product has not exceeded 2080 production hours. If the product has exceeded 2080 production hours within a period of 12 months, the warranty no longer applies.
11.2 In cases where the product has not been installed within 36 months of shipping, the warranty expires when the 36 months have expired.
11.3 If the product is installed after 30 months, but before 36 months from the shipping date, the warranty is limited to 36 months from the shipping date. In that case, the provisions of article 11.1 do not apply.
11.4 The customer has the obligation to comply with the stipulated accompanying maintenance and installation requirements. The customer must document the performed maintenance and installations in writing. If the customer does not comply with TigerStop’s stipulated maintenance and installation requirements, the warranty will be void.
11.5 The warranty does not cover normal signs of use, such as wear and tear on painted surfaces, lamps, seals, etc.
11.6 In addition to the aforementioned provisions, the warranty is also void in the following cases:
a. When the product is used incorrectly or when the product is not handled with care;
b. When the product has been installed incorrectly by the customer or a third party;
c. When the product is connected to poor or incorrect power supplies;
d. When an accident occurs with the product;
e. When the product has been repaired incorrectly or when maintenance has been carried out incorrectly and therefore in violation of article 11.4;
f. When an unauthorized service technician operates the product.
11.7 Contrary to the provisions of Article 11.1, spare parts of the product have a warranty period of 30 days from the invoice date. Spare parts covered by the warranty will be sent to the customer at TigerStop’s expense. Spare parts that are not covered by the warranty will be invoiced in full to the customer, as well as the shipping costs. Payments must be made to TigerStop prior to dispatch.
11.8 The warranty is not transferable from the customer to third parties, including in the event the product is sold.
Article 12. Installation
12.1 The product will not be installed by TigerStop (on site) unless parties explicitly agree otherwise in writing.
12.2 If parties explicitly agree that the product is installed by Tigerstop, this will only concern the installation of the product. Network and/or installations of other products fall outside this scope. The customer must provide electricity supplies, network facilities and all other necessities required for correct installation.
12.3 When the customer fails to provide what is stipulated in article 12.2 or when TigerStop has to perform extra installations or provisions for the installation of the product, the extra hours will be charged separately to the customer at the applicable hourly rate. Should TigerStop perform work outside normal business hours (Monday to Thursday from 08:00 to 17:00. Friday from 08:00 to 16:00), additional fees will be charged to the customer.
12.4 If the customer engages a third party to install any of TigerStop’s products, this person must be an expert and professional party who is familiar with the product in question. This person also adheres to all legal requirements and regulations when installing the product.
12.5 Customer ensures that appropriate protection and safety facilities are present with the product in order to prevent unauthorized access to the product and to protect the safety of the people working with the product. Only people who have received appropriate training, both in the operation as well as the handling of the product, are allowed to work with TigerStop’s product.
12.6 TigerStop offers support to the customer by telephone and e-mail during normal business hours (Monday to Friday from 08:00 to 17:00). Support outside normal business hours is available at additional cost. Support is provided only for TigerStop’s software and hardware.
Article 13. Cancelation
13.1 TigerStop is entitled, without prior default notice being required and without judicial intervention, to terminate, cancel or postpone execution of (part of) the agreement immediately without prejudice to any other rights to fulfilment and/or compensation, when:
a. Customer fails to fulfil the obligations arising from the agreement between the parties (including these terms and conditions);
b. Customer fails to comply with the obligations arising from previous agreements between the parties;
c. Customer acts contrary to any provision of the agreement between the parties or these terms and conditions;
d. Customer – if an individual – dies or is put under legal restraint, or if he files for stay of execution or files a petition for bankruptcy;
e. A petition is filed for the bankruptcy of the customer;
f. The customer’s company is shut down or liquidated or is (partially) taken over;
g. A private agreement is offered;
h. Any part of the customer’s assets is attached by execution or preservation order;
13.2 Any claim against the customer is immediately due and payable in the cases referred to in article 13.1 without TigerStop being obliged to pay compensation. The customer will fully compensate TigerStop in that case.
13.3 TigerStop can request the customer to provide appropriate written assurance. If the customer fails to provide adequate assurance within the specified timeframe, the provisions of Article 13.1 will apply accordingly.
13.4 If the customer is or remains failing to comply with the job or previous jobs, TigerStop is entitled to suspend its obligations towards the customer or to (partially) cancel the agreement. TigerStop cannot be held liable by the customer.
13.5 If the customer wishes to terminate or cancel the job, TigerStop is entitled to demand compliance with the contracted job or, at TigerStop’s discretion, the customer owes cancellation costs to TigerStop equal to 30% of the invoice amount.
Article 14. Retention
14.1 Ownership of TigerStop’s product is transferred to the customer only from the moment the customer has fulfilled all its obligations towards TigerStop , which the customer owes TigerStop in respect of the job, including the purchase price and any additional costs.
14.2 If TigerStop’s product is installed in another fixture, the installed products will not become part of that other fixture. The retention set out in Article 14.1 will still apply in full.
14.3 TigerStop is authorised to retrieve the delivered products that have remained in its ownership at the expense of the customer. Such retrieval is deemed a cancelation of the job.
14.4 For dealings with a customer based in a country where an extended retention right applies TigerStop is entitled to declare the extended retention right effective in that country applicable at any time it desires.
Article 15. Force Majeur
15.1 In the event of an act of force majeur, TigerStop is released from all its obligations towards the customer. Force majeur according to these terms and conditions means any circumstance beyond the control of TigerStop, foreseeable at the time of entering into the job or not, as a result of which TigerStop cannot reasonably be expected to fulfil its obligations, including but not limited to: war, threat of war, (threat of) terrorism, mobilisation, riots, strikes, stagnation and/or difficulties in the production and/or manufacturing by TigerStop or by a subcontractor from which they obtain raw materials or additional materials or by the transportation or obstruction of the transportation route, loss or damages during transportation, breakdowns of machines used by TigerStop or engaged third parties, any failure of suppliers or engaged third parties, late delivery of parts, government interventions such as any confiscation, failure to obtain permits, import and export bans, sick staff, epidemics, quarantine, extreme or unexpected traffic stagnation, fire, extreme and/or unsuitable weather conditions, storm damage, floods and other natural disasters, as well as any delays and shortages of capacity at TigerStop caused by delays in other works carried out by TigerStop as a result of the circumstances referred to above.
15.2 In the event of force majeure, TigerStop has the right to terminate (part of) the job, or to delay the performance of its obligations, without being liable to pay compensation. With regard to the part of the job that has already been carried out, the customer remains required to pay TigerStop.
15.3 In the event of force majeure, TigerStop will inform the customer as soon as possible and notify him whether performance is still possible and, if so, within what timeframe and under what conditions this will be done.
15.4 When performance is reasonably impossible, or is not permanently impossible, but can still not take place within two months, both parties are entitled to terminate the agreement. The termination of the agreement is communicated to the other party in writing, without either party being entitled to any compensation from the other party. With regard to the part of the agreement that has already been fulfilled by TigerStop, the customer remains required to pay.
Article 16 Intellectual and industrial property rights
16.1 The intellectual and industrial property rights of all manufactured products, services etc. supplied by TigerStop belong to TigerStop, without TigerStop being held to any payment on account of these rights.
16.2 Use or alternative use of TigerStop’s rights, designs or ideas referred to in Article 16.1 is strictly prohibited, unless TigerStop has given its explicit written consent.
16.3 In the event that the customer acts in breach of the provisions of this article, TigerStop is entitled, without any default notice and/or judicial intervention being required, to a fine of € 5,000.00 per day or part thereof that the breach continues.
Article 17. Violations and fines
17.1 When the customer fails attributably towards TigerStop to fulfil his obligations, referred to in these terms and conditions or otherwise, the customer is liable to pay to TigerStop, without prior default notice or warning, an immediately due and payable fine of € 5.000,- per breach, as well as an immediately due and payable fine of € 1.000,- for each day that the breach continues, without prejudice to TigerStop’s right to full compensation for damages.
Article 18. Applicable law
18.1 All proposals, acceptances, agreements, works, deliveries and other (legal) dealings are subject to Dutch law, excluding the provisions of Section 1 Title 7 Book 7 of the Dutch Civil Code (job), with the exception of Section 7:412 of the Dutch Civil Code, unless the law, the agreement or these terms and conditions explicitly stipulate otherwise.
18.2 The applicability of the Vienna Sales Convention 1980 (CISG) is strictly excluded.
Article 19 Disputes
19.1 TigerStop is entitled to file disputes, which arise from this agreement and for which the Court has absolute jurisdiction, exclusively with the District Court of Almelo, at TigerStop’s discretion, unless parties agree otherwise in writing.