GENERAL TERMS AND CONDITIONS GEO Professionals Nederland WITH REGISTERED OFFICE IN VALKENSWAARD

Article 1 – APPLICABILITY

1.1 In these General Terms and Conditions the following definitions apply:

– GPN: The sole proprietorship GEO Professionals Nederland registered with the Chamber of Commerce and Industry in Eindhoven (file number 17273023)

www.geoket.com: website

– Consumer: the natural person who does not act for purposes related to his/her commercial, trade, craft or professional activities;

1.2 These General Terms and Conditions apply to all offers, assignments and agreements with regard to deliveries of goods and / or services by GPN.

1.3 Any applicable (purchase) conditions of Consumer will only apply to the extent that GPN has explicitly accepted the applicability thereof and these are not in conflict with these General Terms and Conditions.

1.4 These General Terms and Conditions also apply to all agreements with GPN, for the execution of which third parties must be involved. Other or additional conditions may apply to the products and / or services supplied by third parties.

1.5 These General Terms and Conditions also apply to all offers, assignments or agreements in which GPN acts as purchaser of products or services.

1.6 If GPN uses a non-Dutch version of these General Terms and Conditions and there are differences between the Dutch version and non-Dutch version, only the Dutch version is binding.

Article 2 – OFFER AND AGREEMENT

2.1 All quotations or offers by GPN are without obligation and based on delivery / execution under normal circumstances during normal daily working hours.

2.2 An offer from GPN is valid for 30 calendar days after the sending date, unless GPN has indicated a different validity period for the offer or has extended the validity period before it expires.

2.3 No rights can be derived from the information stated in software and / or other software, on the website, catalogs and brochures, images, drawings, measurements, weights and other (technical) information of GPN whether or not originating from third parties.

2.4 If an offer has been made by GPN, an agreement between GPN and the Client will only come about through the unconditional written acceptance by the Client of the GPN offer or by the execution of an assignment by the Client by GPN. Only the GPN offer or the GPN invoice for the execution of GPN’s order correctly reflects the contents of the agreement.

2.5 If no offer has been made by GPN, an agreement will only come about through the written acceptance or the execution of an assignment by the Client by GPN. The written acceptance of the assignment or the invoice for the execution of the assignment will correctly reflect the contents of the agreement.

2.6 Changes and / or additions to the agreement are only valid after these changes and / or additions have been accepted in writing by GPN and the Client.

2.7 The Client is only entitled to cancel or dissolve the agreement if this has been expressly agreed in the agreement and / or the customer derives that right from mandatory legislation. If the customer cancels or terminates the agreement (legally), the customer is obliged to deliver the goods delivered under the agreement to GPN simultaneously and to reimburse GPN the costs incurred by GPN in connection with the making of the offer and to the conclusion and execution of the agreement incurred costs. These cancellation costs are at least 15% of the value of the offer.

Article 3 – PRICES

3.1 The prices quoted by GPN are without obligation and exclude turnover tax and all other taxes, levies, import duties and the like that are payable at home and / or abroad, which are for the account of the Client, unless expressly agreed otherwise.

3.2 The prices quoted by GPN apply to delivery ex works / warehouse and are exclusive of assembly and commissioning costs. If during the implementation of the agreement at the time of the conclusion of the agreement unforeseen difficulties occur, the resulting additional costs are at the expense of the Client.

3.3 Changes in prices and / or rates, for example as a result of changes in exchange rates, factory prices, etc., which occur after the date of the offer made by GPN, will be borne by the Client.

 

Article 4 – INVOICE AND PAYMENT

4.1 The Client agrees receiving an electronic invoice only and fully pay the invoices sent to it by GPN before using the subscription.

4.2 Payment is deemed to have taken place at the time when the full amount owed is credited to the bank or giro account to be designated by GPN and is effected without any deduction or setoff.

4.3 If the agreed payment term is exceeded, the Client is deemed to be in default by operation of law. If the Client is in default, it shall owe interest without any notice of default on the outstanding amount from the due date of the claim until the date of the full payment. The interest rate referred to in this article amounts to 1% per month or, if this is higher, a percentage equal to the statutory interest, as well as all costs caused by the non (timely) payment by the Client, including both judicial and extrajudicial collection costs. The extrajudicial collection costs amount to 15% of the amount due with a minimum of € 250.

4.4 GPN is entitled at all times to demand security from the Client and GPN is entitled to suspend its performance in the event that the Client fails to provide the proper security requested by GPN.

Article 5 – DELIVERY

5.1 The delivery periods specified by GPN always apply as an approximation. Exceeding the delivery term never gives rise to compensation, nor does it give the Client the right to non-compliance with any obligation entered into with respect to GPN.

5.2 In no case shall the delivery period run earlier than from the moment that GPN is in possession of all documents and data required for the Order, such as, but not limited to, construction drawings, dimensions and such, at the discretion of GPN.

5.3 GPN is entitled to offer the Client a temporary alternative in rental or otherwise for the period up to the delivery, at the expense of the Client.

5.4 Transport of goods takes place at the expense and risk of the Client. The Client owes GPN a fee that can reasonably be determined by GPN for freight and handling costs to be increased by VAT.

5.5 GPN is free in the choice of transport of the assignment.

5.6 GPN is entitled to deliver the order in parts and to invoice partial deliveries.

Article 6 – OBLIGATIONS OF THE CLIENT

6.1 The Client shall provide GPN with all cooperation and facilities that are necessary and customary for the execution of the agreement. To prevent damage to instruments, systems, other goods or persons, the Client will take appropriate measures. The Client will fully inform the GPN employees on site about safety regulations and other precautionary measures and about the hazardous area (s) and dust (s) present in them.

6.2 Damage that arises due to failure to comply with the provisions of article 6.1 or not on time is at the Client’s expense.

6.3 If due to a cause GPN attributable to the Client can not start its work at a time agreed by the parties or can not continue, the waiting times and / or costs incurred in vain can be passed on to the Client.

6.4. The Client is not entitled to transfer its rights and / or obligations from an agreement to any third party without the prior written permission of GPN.

Article 7 – RIGHT OF WITHDRAWAL

7.1 With regard to visible defects and shortcomings, complaints must be submitted in writing within 14 days of delivery and in the case of hidden defects within 14 days after discovery of such a defect or within 14 days after such a defect could reasonably have been discovered, in any case within the guarantee period as referred to in Article 8, to be submitted to GPN in writing in the absence of which the deliveries / work as accepted by the Client and no dispute thereof is possible.

7.2 In the event of an advertisement, the Client will immediately return the goods in question to GPN for its risk and account, on pain of forfeiture of the right to complain.

7.3 The liability of GPN in the event of a visible or hidden defect will never result in a different obligation on the part of GPN than (i) a refund of the purchase price or (ii) repair or (iii) (re) delivery of a valid copy, at the discretion of GPN.

Article 8 – WARRANTY

8.1 The warranty period for the goods delivered by GPN is 1 year.

8.2 The warranty period of the repairs carried out by GPN is 3 months.

8.3 If the term of the manufacturer’s warranty for the delivered goods deviates from the aforementioned term, the warranty period set by the manufacturer shall apply.

8.4 The warranty period starts on the day of delivery.

8.5 Under the guarantee GPN is only liable for defects of which GPN has been notified within the warranty period and of which the Client proves that they have arisen within the warranty period as a direct consequence of the improper manufacture and / or use of unsound materials.

8.6 The obligations of GPN under this guarantee do not extend beyond the free replacement or repair of the defective product, at GPN’s discretion.

8.7 Costs (such as transportation costs) associated with repair / replacement on location, except for the underwriting of the relevant repair / replacement, are always at the expense of the Client.

8.8 The Client shall at all times require GPN’s express written approval for repair / replacement and / or maintenance by third parties, under penalty of forfeiture of the warranty.

8.9 The warranty shall never cover defects that are the result of normal wear and tear, improper handling or improper or incorrect maintenance or repairs / replacements and / or maintenance and the like by third parties.

Article 9 – RESERVATION OF TITLE

9.1 Goods delivered remain the property of GPN until the invoice for these goods has been paid in full.

9.2 In the event of non-fulfillment of any obligation by the Client towards GPN, the latter is entitled to take back the goods without any prior notice of default.

9.3 The client is obliged to insure the goods from the moment of delivery.

Article 10 – GEOKET SERVICES

10.1 GEOmarket Seller purchases are non-rufandable. Any advertisments left when the subscription period has ended are lost. GEOket Premium cashback are on account of the Seller and are directly paid to the Buyer.

10.2 GEOstore Locator

10.3 GEObuy Advisor

10.4 GEOreview Influencer

10.5 GEOKET Advertisments

10.6 GEOsand Marketing and GEOspar Coaching

10.7 GEOmarket Affliates:

Article 11 – REPAIRS, SERVICE AND MAINTENANCE

11.1 Repair, service and maintenance occur when the offered goods do not qualify for the warranty conditions stated in Article 8.

11.2 If GPN cannot carry out the repair, service or maintenance itself, the equipment will be offered to the factory for repair with the consent of the Client. The minimum costs in that case amount to € 280, – and are fully for the Client.

11.3 Prior to repair, service and maintenance, the Client will receive a price indication and the Client must confirm this in writing.

11.4 If unforeseen costs are incurred during the repair, service or maintenance, these are always for the Client but GPN shall inform the Client of these unforeseen costs prematurely.

11.5 The maintenance does not include the cancellation of malfunctions caused by careless or injudicious use, caused by peripheral equipment supplied by non-GPN or caused by repairs, changes or additions to the instruments performed by the Client or by third parties.

Article 12 – (VER) RENT AND SERVICE-REPLACING EQUIPMENT

12.1 The Client must insure the equipment itself against new value.

12.2 All additional costs are for the Client.

12.3 The (lease) rent starts on the date on which the rented equipment is actually transported / sent to the Client and ends on the day on which the equipment in question is returned to GPN in good condition. Any repair costs and replenishment of missing parts are charged to the Client.

12.4 The agreed rental prices are fully charged to the Client, irrespective of the actual use and the achieved measurement results by the Client.

Article 13 – COMPLAINTS

13.1 Complaints regarding the execution of the work must be made known in writing to the management of GPN within 30 days after these activities have been performed.

13.2 Complaints do not release the Client from obligations arising from the agreement.

13.3 If Client timely, correctly and rightly complains about the execution of the agreement, GPN has the choice either to repair the defect free of charge or to give the Client a discount on the agreed compensation for the work. By delivering one of these services, GPN is not obliged to pay any further (damage) compensation to the Client.

Article 14 – LIABILITY

14.1 The liability of GPN is limited to payment of what it has assumed in pursuance of the guarantee as referred to in Article 8. Any further liability, either for direct or indirect damage, costs and interests or (in) direct damage caused by an employee of GPN or third party engaged by GPN, is expressly excluded, except in the case of intent and / or gross negligence.

14.2 The Client indemnifies GPN against any possible liability towards third parties arising from or related to services and / or deliveries made by GPN on behalf of the Client.

Article 15 – FORCE MAJEURE

15.1 For damage that the Client may suffer if any performance is prevented, made more difficult, delayed or no longer feasible on an economic basis for GPN as a result of circumstances on which and on the consequences of which GPN has no influence, foreseeable or unforeseeable , including those that would normally be paid by GPN, GPN is not liable.

15.2. In the event of temporary force majeure, GPN has the right to change the delivery period or to cancel the agreement at its discretion without any compensation being due in this respect.

Article 16 – ABSENCE / DISSOLUTION

16.1 In the event of default by the Client, including the cases referred to in the following paragraph, all claims of GPN on the Client for whatever reason are immediately due and payable in full and GNP is entitled to suspend the performance of any agreement and / or to fully or partially dissolve the agreement. only agreement. The foregoing does not affect the other rights of GPN under the law or the agreement.

16.2 The Client is deemed to be in default by operation of law if:

– The Client does not fulfill any obligation arising from an agreement in full or in time.

– Client or the person who has given guarantees or has provided guarantees for Consumer, is declared bankrupt, liquidates, discontinues operations or takes a decision to liquidation strike or requests for bankruptcy or suspension of payment.

– A change occurs in the shareholders of the Client, insofar as, in the opinion of GPN, this circumstance entails a considerable increase of its risks.

– A claim is made against the Client.

Article 17 – APPLICABLE LAW, DISPUTES AND COMPETENT JUDGE

17.1 Dutch law applies exclusively to all agreements to which these terms and conditions apply in full or in part.

17.2 Only the Arrondissementsrechtbank in ‘s-Hertogenbosch is authorized to take cognizance of disputes arising directly or indirectly from the agreement.