General Sales, Delivery, and Payment Conditions                        logo-halma-solutions-verpakkingsoplossingen-op-maat                                                                                                                                                                                                                                                                                                                                                                     

Halma Solutions B.V., Bijsterhuizen 3007G, 6604 LP in Wijchen

(The Netherlands). Registered with the Chamber of Commerce

on 28 August 2018



Article 1: General

In these general conditions is intended by:


Us                   : Halma Solutions B.V., established in Wijchen (Bijsterhuizen 3007G, 6604 LP, The Netherlands).


Purchaser, Counterparty, Client, Buyer

: each counterparty entering into an agreement with Halma Solutions BV, or

  that requests a  quotation, or to which a quotation is sent.


Goods, Products, Items, Matters :

All objects that may be the subject of an agreement with us. The terms are used

inter changeably, depending on their specific application.


Article 2: Applicability

2.1                  These general conditions are applicable to all our offers and to all agreements with us, whatever their nature and whatever they are called.

2.2                  These general conditions can only be deviated from if we expressly state or acknowledge such in writing.

2.3                  Other general conditions, such as purchasing conditions of counterparties will, to the extent they do not correspond with these general conditions, only be applicable if we have confirmed such expressly through separate written notification.

2.4                  These general conditions also apply for the benefit of our staff and helpers who are involved in the implementation of the agreement, as well as for the benefit of third parties by which we have the agreement implemented entirely or partially.

2.5                  The counterparty accepts the applicability of these general conditions unconditionally as well for all future agreements and offers for agreements.


Article 3: Quotations

3.1                  All quotations are non-committal, unless a term for acceptance is stated in the quotation. We nevertheless have the right to revoke our offer for as long as the counterparty has not accepted the offer yet.

3.2                  In case of a combined price quotation that is included in a quotation, there is no obligation for us to deliver a part of the goods included in the offer against a proportionate part of the price quoted for the whole.

3.3                  Offers exclusively regard the quantities and products mentioned in the quotation and do not apply automatically to backorders.

3.4                  Pictures, dimensions, weights, colors, technical data and the likes in brochures, quotations and agreements, must be intended in such a manner that the counterparty must take into account small deviations that do not exceed the limits of what is normal (also see article 8 and 22).


Article 4: Adoption agreements and confirmation

4.1                  If and to the extent we have established a term for acceptance in a quotation, an agreement is adopted through the total, written and unconditional acceptance of such quotation by the counterparty within the established term.

4.2                  In all other cases, an agreement is only adopted through the written order confirmation on our part or through delivery by us. In the latter case, our invoice must be considered a written order confirmation.

4.3                  Agreements that have come about through the mediation of our representatives/agents only bind us after they have been confirmed in writing by us, or after we proceed with delivery.



Article 5: Cancellation

5.1                 Cancellation by the counterparty of an agreement (order) is without our explicit written permission. The request for cancellation must be submitted to us in writing.

5.2                 If the request for cancellation is accepted by us, we have the right to subject such consent to conditions.


Article 6: Rescission

6.1                  If the counterparty does not or does not timely comply with one of its obligations from an agreement concluded with us, as well as in the event of the late payment of amounts eligible for collection, the interruption of payments, application for suspension of payments, filing for bankruptcy, application of a debt restructuring arrangement or the placement in receivership of the counterparty, or in case of the liquidation of the enterprise of the counterparty, we have the right to completely or partially rescind the agreement as well as other still unimplemented agreements between us and the counterparty without any default notice and/or judicial intervention and to demand compensation of damages.


Article 7: Prices

7.1                  Unless expressly indicated otherwise, prices quoted or established are listed in euros. If prices are listed in a foreign currency and the countervalue is indicated in euros, this countervalue will only count by approximation.

7.2                  Unless expressly stated otherwise, our prices apply: exclusive of VAT; based on minimum quantities applied by us; ex warehouse; exclusive of import and export duties as well as any other government levy; exclusive of costs of transport, storage, and transshipment; exclusive of costs of insurance; exclusive of disposal contribution; exclusive of environmental taxes or surcharges that have been or are imposed by the authorities; exclusive of costs of quality controls.

7.3                  If one of the factors determining the price of cost of a product changes in the period between the date of offering and the date of delivery, we have the right to modify the established price correspondingly, regardless of the fact whether the increase in the price of cost was foreseeable or not at the time of the offer and/or confirmation, all matters with due regard for the legal requirements effective in the matter. If a new price deviates more than 5% from the established price, then purchaser has the right to rescind the agreement free of charges. In such case, we are not obligated to compensate damages.

7.4                  Price changes as a result of currency fluctuations and changes to exchange rates between the Euro and other currencies in the event any payment in connection with the delivery must be carried out in another currency than euros are at the expense of purchaser, to the extent these changes deviate more than 5% from the exchange rate as it applied on the date of the confirmation of the agreement.


Article 8: Quantities/dimensions

8.1                  The quantities ordered by a counterparty are automatically adapted by us to the minimum quantity/packaging units applied by us.

8.2                  The quantities indicated in the agreement are submitted with the greatest possible precision, whereby it is permitted to us to deviate from the submitted or established quantity. The degree of the deviation is arranged in article 22 of these general conditions.

8.3                  The delivered quantities are stated by us on the delivery document.

8.4                  If purchaser does not communicate a possible objection against the delivery document within no more than 24 hours after the receipt thereof, the quantity stated on the delivery document is deemed to correctly represent what was delivered.

8.5                  Unless expressly indicated, all dimensions stated by us apply by approximation. If the dimensions were provided by the counterparty, we bear no responsibility whatsoever for them.

8.6                  The alteration by the counterparty of submitted dimensions after adoption of the agreement entails that such costs as may be associated may be billed by us to the counterparty.


Article 9: Place and manner of delivery:

9.1                  An established delivery time starts running on the day on which the written order confirmation was dated, or (in the absence of a written order confirmation) on the day on which the counterparty addresses us for the first time in writing regarding the delivery on a certain date. The delivery time does not start to run, however, before the counterparty has provided us with all data, documents, and any such permits as may be required and materials as have to be treated that are required for the implementation of the agreement.

9.2                  The delivery terms indicated by us always count by approximation and never are strict time limits. The overrunning of such a term does not confer the right to purchaser to rescind the agreement, unless the overrunning of the delivery time is such that by standards of reason and fairness it can no longer be demanded of purchaser to uphold the agreement. If purchaser rescinds the agreement, then this does not entail an obligation for us to compensate any damage incurred by purchaser in the matter.

9.3                  Before the counterparty can proceed with rescission as referred to in article 9.2, in case of late delivery we have to be declared in default in writing and a term of at least 14 days must be granted to us to still fulfill our obligations.

9.4                  Place of delivery is our warehouse in the place of our headquarters.

9.5                  Every partial delivery is considered and treated as a separate delivery, with all associated legal consequences.

9.6                  If purchaser communicates to us before delivery that they want to receive the items at another location than the one established, then we will accommodate the request to the extent it can reasonably be demanded of us. If our complying with this request entails additional costs, purchaser is obligated to compensate us for such additional costs. If we comply with the request of purchaser, what is established in article 10 of these conditions is correspondingly applicable.

9.7                  Purchaser must make sure that any possible customs documents are timely returned to the responsible authorities, failing which the associated additional costs are borne by purchaser.


Article 10: Transport

10.1               If we take care of the transport of matters intended for purchaser, such occurs at the expense and risk of purchaser in a manner to be determined by us.

10.2               Unless transport takes place with own transportation, the goods are not insured during transport. Purchaser must take care of this himself.

10.3               If it turns out that delivery is not possible at the location indicated by purchaser, such costs as are to be additionally incurred in connection will be borne by the purchaser.

10.4               Delivery always occurs next to the vehicle delivering the items. The purchaser is obligated to receive the items there. Purchaser takes care of the unloading of the goods along with us. If purchaser fall short concerning, such costs as are additionally incurred by us as a result are borne by them.


Article 11: Packaging and used packaging material

11.1               Unless expressly stated otherwise by us, the packaging is not included in the price of our items. By packaging is not intended here the commercial wrapping. We bill a deposit for the packaging. Unless expressly indicated otherwise.

11.2               If our goods are delivered on euro-pallets or on pallets that are part of a pallet-pool, we will bill those pallets as packaging and/or exchange if upon delivery identical, undamaged pallets are given in return. And this is established beforehand in an agreement.

11.3               If we are obliged by our purchaser or by the authorities upon delivery of our products to recover packaging or packaging material delivered and used by us, then the associated costs, also including any possible destruction costs, are borne by purchaser.

11.4               Packaging such as roller containers, crates, boxes, pallets and the likes, to the extent not intended for one-time usage, remain our property. The purchaser remains liable for the packaging sent to him, even if he is not charged a deposit for it. The purchaser is obligated to return the empty recycled packaging to us as soon as possible at the purchaser’s expense, unless expressly established otherwise.

11.5               Billed packaging material (deposit) is credited by us after this packaging material has returned to our warehouse undamaged. In case of minor damaging, we reserve ourselves the right to credit less than the deposit billed. In case of major damage, no amount is credited, and the packaging will be available to purchaser, which we will report to him.


Article 12: Storage

12.1               If matters bought/ordered by purchaser cannot be delivered by us at the established time, we will store these matters at the risk of purchaser. The associated costs will be borne by purchaser.

12.2               We can establish with the counterparty that we will store items sold to him/her or ordered by him/her in our warehouse. The principle thereby will always be that we have the right to invoice the stored items immediately and in full. The counterparty has these items at his disposal upon call.

12.2               If the counterparty exercises this option, a separate on-call agreement can be concluded.


Article 13: Retention of title

13.1               All matters present at the purchaser deriving from us remain our property for as long as the purchaser still has any payment obligation towards us, pursuant to the retention of title stipulated in this article.

13.2               All matters delivered and still to be delivered by us remain our property until the purchaser has fulfilled all obligations from all agreements concluded with us.

13.3               The purchaser is not authorized to dispose of or to encumber the delivered matters in any manner whatsoever before the payment thereof has occurred in full, unless we have been accordingly informed and have consented to it. If purchaser does not fulfill this obligation, the purchase price is immediately and entirely exigible.

13.4               Purchaser is obligated to bring the content of this retention of title clause to the knowledge of those to whom matters delivered by us are provided as an undisclosed pledge, whether or not as a security.

13.5               Purchaser presently grants us the right already for any such case as may occur to enter all those areas where our goods are located, so as to be able to exercise our property rights.


Article 14: Complaints

14.1               Purchaser must (let) investigate the purchased matters upon delivery – or as soon as possible after. Thereby, the purchaser must especially control whether the delivered matters correspond with the agreement, meaning:

ŸWhether the right matters were delivered;

ŸWhether the delivered matters correspond as regards the quantity with what was established;

ŸWhether the delivered matters are compliant with the quality requirements or, in the absence of such, with the requirements that may be established for normal use and/or commercial use.

14.2               Complaints must, with due regard for what is established in article 8.4, be reported to us within 8 days after receipt of the matters in writing, by

                        registered mail with confirmation of receipt to us by purchaser.

14.3               Visible deficiencies/defects and/or damage must be reported by purchaser on the bill of lading or the delivery document.

14.4               If upon receipt of the matters no comments are left on the bill of lading or the receipt with regard to any possible damaged matters, packaging and/or wrapping, such counts as complete proof that buyer received the delivered matters upon delivery in at least an externally proper and undamaged state.

14.5               The simple fact that a complaint is investigated does not automatically imply that we acknowledge any liability in the matter.

14.6               A complaint must at least contain an elaborate and precise description of the defect, as well as a statement of further information from which it can be derived that the delivered matters and the matters rejected by purchaser are identical.

14.7               If the complaints regard a part of the delivered matters, this cannot constitute grounds for the rejection of the entire batch, unless the delivered batch in such case cannot reasonably be deemed usable.

14.8               The purchaser is subject to proving the contention or contentions that a situation of non-conformity of the delivered matters would pertain.

14.9               If a complaint regarding a delivered matter is legitimate, we will be obliged to no more than to replace at our expense the rejected matter, or (at our option) to credit the counterparty for an amount equal to the price owed by the counterparty for the rejected matter.

14.10             In case of the total replacement or refunding of matters, the part already used thereof is taken into account.

14.11             Purchaser will return the rejected product to us following our prior, written consent, and under such conditions as are established by us.

14.12             Any claim of purchaser lapses after he/she has put to use the purchased matter, has incorporated or processed it, has printed on it or cut it, or respectively has had it put to use, has had it incorporated or processed, has had it printed on or cut, or has redelivered it to third parties, unless purchaser proves that he was reasonably unable to communicate the complaint to us at an earlier stage.

14.13             The term for complaints on the invoices sent by us amounts to 8 days. If no written complaint is filed against the invoice within that term, it is deemed to correctly represent the underlying transaction with us.

14.14             After expiry of the terms indicated in this article, purchaser is deemed to have approved the delivered matters or the invoice respectively and in such case complaints are no longer taken under advisement by us.

14.15             We are relieved of any liability and not obliged to accept and/or investigate complaints about defects if purchaser has not in a punctual manner complied with his payment obligations or any other obligations towards us, nor in the event that purchaser and/or third parties, whether or not by order purchaser, without our prior written consent have applied or conducted respectively any alteration or repair to the matters delivered by us.

14.16             Complaints do not confer the right to the counterparty to proceed to suspend payment obligations or other obligations existing towards us.


Article 15: Payment

15.1               Payment will always have to occur within 8 days or within such number of days as is expressly established otherwise after the invoice date, without any discounts or setoffs, at our offices or by bank transfer to our bank account as stated on our invoice.

15.2               We always have the right upon implementing the agreement to deliver goods exclusively against cash on delivery, or to demand payment in advance.

15.3               If the counterparty does not pay within the established term, he will be deemed to be in default legally, without requirement of any summation or default notice.

15.4               As from such time, the so-called statutory commercial interest will be owed as intended in article 6:119a and 6:120 second section of the Civil Code (BW), as well as such judicial and extrajudicial costs as have been incurred in order to claim compliance, rescission and/or compensation of damages, will be borne by the counterparty, barring the extent to which we have been ruled against by an irrevocable court sentence in the matter.

15.5               The extrajudicial collection costs will be deemed to amount to at least 15% of the amount still owed, with a minimum of €250.

15.6               Not, not timely, or not completely complying by purchaser with his obligations of payment confers to us the right to suspend compliance or further compliance with the agreement on our part until purchaser has complied with such obligation. At our option, we also have the right to rescind the agreement, without prejudice to our right to compensation of damages in connection with the later or non-implementation of the agreement.

15.7               Payments made by purchaser first serve to settle all interest and costs owed, and subsequently all payable invoices that have been outstanding the longest, even if the counterparty states that the settlement regards a later invoice.


Article 16: Force majeure

16.1               By force majeure is intended in these general conditions, besides what is understood as such in the Law and in Jurisprudence, all outside causes, foreseen or unforeseen, that we cannot exert any influence on, but as a result of which we are unable to comply with our obligations, also including strikes at our company.

16.2               In case of force majeure, the implementation of the agreement is suspended for as long as the situation of force majeure makes it impossible for us to implement the agreement.

16.3               In case of permanent force majeure, we have the right to rescind the agreement without being obliged to compensate any damage to the counterparty.

16.4               If the situation of force majeure on our part lasts for more than one month, the counterparty has the right to rescind the agreement free of charges, though without any claims being possible from his part for compensation of damage incurred.


Article 17: Warranty

17.1               With due regard for the limitations mentioned in these general conditions, we guarantee the soundness of the matters delivered by us, on condition all our instructions regarding the use of these matters have been strictly followed. By matters as intended in this article must also be understood packaging machines and/or devices.

17.2               The warranty on packaging machines and/or devices commences on the day of delivery of those matters. The warranty period expires 6 months after.

17.3               We exclusively accept liability for defects for which purchaser proves that they are solely or predominantly the direct result of erroneous manufacturing or erroneous processing as chosen by us or as a result of unsound materials used by us. If the defect is the result of any other cause whatsoever, we are not liable.

17.4               Not covered by this warranty are defects that find their cause entirely or partially in raw material, materials, or constructions, chosen by purchaser or imposed on us as an obligation by any third party, or that is the result of an arrangement by the authorities.

17.5               We guarantee the usability of the matters delivered by us in case of use that is normal (in the sector). In case of abnormally high frequency of use, therefore, the warranty lapses. The warranty also lapses if the items are used for any other purpose than they are customarily supplied for.

17.6               If we are liable on account of the warranty, such liability is limited to the replacement of the unsound items or to the refunding of the amount invoiced for these unsound items, such at our unrestricted option. The replacement of items is limited to redelivery including shipping costs. In case of replacement, a new warranty is provided for the substitute matters, which warranty commences on the day of delivery of the substitute matters.

17.7               We are not bound by any warranty:

Ÿ If purchaser does not completely or timely

comply with his obligations from this agreement or from any other agreement with us;

Ÿ If, in the event we are not the manufacturer of the items delivered by us, purchaser has received a warranty from the manufacturer, whether directly or through us.

17.8               In case we are not the manufacturer of the matters delivered by us, our liability is limited to the liability as accepted by the supplier of the matters.


Article 18: Exclusions liability

18.1               If we are liable, this liability is arranged as follows:

Ÿ For defects in delivered matters liability applies as established in art. 17 of these conditions;

Ÿ Our liability is otherwise limited to the amount of the underlying transaction.

If, however, by standards of reason and fairness, our liability obligation to compensate the amount of the transaction were to be too limited in proportion to the damage incurred by purchaser, then our liability is limited to a maximum of 125% of the amount of the underlying transaction;

Consequential damage is expressly excluded to the extent it amounts to a sum exceeding what we are liable for on grounds of the preceding.

18.2               Any further liability is expressly excluded.

18.3               We are not liable, except in the event of willful intent or gross fault on our part, for costs, damage, and interest that directly or indirectly are the result of:

Ÿ Violation of patents, licenses, copy or other rights of third parties, as a result of the use of,  by or on account of information provided to us by purchaser;

Ÿ Negligence of our employees or of persons who

were used by us upon the implementation of the agreement.

18.4               Models, pictures, tools, drawings, descriptions, software and all other information, provided to us by purchaser, remain at his expense and risk and after use will, upon first written request of purchaser, be returned to him at his expense and risk as well.

18.5               We are not liable for:

Ÿ An (incorrect) assembly by third parties and/or incorrect application and/or incorrect processing of matters delivered by us.


Article 19: Software

19.1               If we supply or make available software to our purchaser, the copyrights thereto remain applicable to such. Without our express consent and/or the consent of our supplier, the copying of the programs is not permitted. Purchaser expressly indemnifies us for all damage that may arise and/or all claims that may be enforced against us on account of the illegal use of software.

19.2               If software delivered by us is edited and/or expanded without our express consent, any warranty automatically lapses.

19.3               The opening of switchboards and operating boards without our permission may have as a consequence that the software installed by us becomes unusable. If such will be the case, any warranty automatically lapses.



Article 20: Packaging under own name

20.1               If such is established, we imprint packaging materials according to the design of purchaser.

20.2               If purchaser so wishes and we have established this with the purchaser, we can store imprinted packaging material available upon call for purchaser. If this option is made use of, a separate on-call order agreement can be concluded.

20.3               Before the imprinting of packaging material according to a design of purchaser will be proceeded with, a printing proof will first be presented to purchaser for assessment. After his approval, we cannot be held accountable in any manner for the execution of the imprinted material if it does not deviate to an important degree from the printing proof.

20.4               For the manner of execution, deviations in material and/or color, the applicable provisions are stipulated in these general conditions.

20.5               We cannot be held accountable for color deviations if the color used by us is equal to the sample given to us by purchaser or to the color code communicated to us by purchaser.

20.6               We have the right to bill in full all costs that are related to the imprinting of packaging material according to the design of purchaser, such as design drawings, clichés, and printing rollers. We will invoice such costs immediately upon finishing the printing, regardless of the fact that the imprinted packaging material may be purchased upon call and therefore may also be invoiced in batches. Payment of such invoice will have to occur within the term established for it.

20.7               All design drawings, clichés, printing rollers and the likes, made by us or by our order, whether or not upon request of the purchaser remain our property, also in the event they have been or are billed entirely or partially to the purchaser.

20.8               If after a quotation was requested the order does not materialize, the costs of a design created for it and such clichés as may already have been made by us, can be billed by us 3 months following the date of the quotation to the counterparty. The counterparty is bound to settle these costs.

20.9               Clichés that were commissioned by or by order of our purchaser are deemed to have been approved.


Article 21: Industrial property

21.1               All data, drawings, pictures, and summaries provided by us in catalogues and price lists are protected by copyrights. It is not permitted to a counterparty without our express permission to copy or provide for perusal to third parties such documents.

21.2               The copyright to the designs, drawings, sketches, lithographs, photographs, software, models, stamps, molds, clichés, patterns, etc. manufactured by us or by our order remain with us at all times. Without our permission they may never be multiplied or provided to third parties.

21.3               Our counterparty safeguards us against all consequences of any possible breach or any third-party right if upon request of our purchaser we have used a certain image, drawing, model, or a certain design.

21.4               If purchaser provides us with raw material, auxiliary material, ingredients, or printing material to have such incorporated in the matters bought from us by purchaser, then purchaser expressly safeguards us against any possible claims from third parties on account of breach of copyrights and rights from patents, brands, or models.


Article 22: Intolerances

22.1               With regard to the established specifications, the deviations listed below, both upwards and downwards, are admissible. For the assessment, the average of the total quantity delivered in 1 kind, quality, color, and version will be taken as the standard. For other specifications than those listed below, the deviations permitted upon previous deliveries, and in the absence thereof the customary deviations, are admissible. If a minimum or maximum value is established, then a double deviation upwards, or downwards respectively, is permitted.

22.2               With regard to the quantity it applies that we are deemed to have properly performed if deviations in quantities do not exceed:


For paper products:

  • 20% above or below the stated quantity in case of orders until 250 kg.
  • 10% above or below the stated quantity in case of orders of 250 through 5,000 kg.
  • 5% above or below the stated quantity in case of orders above 5,000 kg.


For plastic or laminates:

  • 30% above or below the stated quantity in case of orders with a net weight until 500 kg.
  • 20% above or below the stated quantity in case of orders of 500 through 1,000 kg.
  • 10% above or below the stated quantity in case of orders above 1,000 kg.


For cardboard:

  • 20% above or below the stated quantity in case of orders smaller than 500 kg.
  • 10% above or below the stated quantity in case of orders between 500 and 10,000 kg.
  • 5% above or below the stated quantity in case of orders above 10,000 kg.


For all other products:

  • 30% above or below the stated quantity in case of orders with a net weight until 500 kg.
  • 20% above or below the stated quantity in case of orders with a net weight of 500 through 1,000 kg.
  • 10% above or below the stated quantity in case of orders with a net weight of 1,000 through 5,000 kg.
  • 5% above or below the stated quantity in case of orders with a net weight above 5,000 kg.

Per order is intended one batch in one format and quality. Invoicing takes place based on the quantity effectively delivered.

22.3               With regard to material it applies that we are deemed to have properly performed if the deviations in quality, color, hardness, glazing, thickness, etc. can be called slight. For the assessment whether a delivery exceeds the admissible tolerances, an average from the total batch delivered must be inspected. Deviations in the color of cardboard or covering do not constitute grounds for complaint.

22.4               If a range of packaging products is composed of different basic materials, then no color unity is guaranteed by us.


22.5               With regard to weight in grams it applies that the admissible deviations in established gram-weight for paper amounts to:

  • through 39 grams/m2: 8%
  • 40 through 59 grams/m2: 5%
  • 60 and over grams m2: 4%

For cardboard:

Ÿ  up to 500 grams m2: 5%

Ÿ  from 500 grams m2: 8%

22.6               With regard to the thickness it applies that the admissible deviation of single measurement with respect to the established thickness amounts for:

Ÿ      plastic film or laminates through 40 mu: to 20%

Ÿ      plastic film or laminates above 40 mu: to 15%

  • aluminum foil (whether or not as a component of another product): to 10%
  • other materials or combinations: 15%

22.7               With regards to the format it applies that the admissible deviation from the established format amounts for:



Ÿ          paper on rolls: to 1% with a minimum of 3 mm

  • paper in sheets: to 1% with a minimum of 5 mm (in length + width).
  • plastic film on rolls up to 199 mm in width 5 mm: 5%
  • plastic film on rolls of 200 and wider: 2.5%
  • bags from plastic film in opened width: 10%
  • bags from plastic film in opened length: 10%


The admissible deviation from the established roll diameter is 3 cm. A limited number of so-called residual rolls may have a smaller diameter.


Article 23: Partial nullity

23.1               If one of the clauses or a part thereof from these general conditions or any part of the underlying agreement were to be void or were to be annulled, this leaves otherwise unaffected the substance of the clause, the clauses of these general conditions and/or the underlying agreement remains in force.

23.2               In such case, parties will make an arrangement for the void and/or annulled passage that approximates the intention that parties had by the underlying agreement or by these general conditions most closely.


Article 24: Lapsing of claims against us

24.1               Claims we have been held accountable for lapse if purchaser has not legally addressed us within 6 months after we have been warned in writing and declared in default.


Article 25: Applicable law

25.1               Netherlands legislation is applicable, to the exclusion of any other legal system, to all matters that concern these general conditions, the agreement, or the implementation of the agreement.




Article 26: Disputes

26.1               Disputes that flow from agreements concluded with us are settled, at our option, by the Civil Court in our place of residence.


Article 27: Translations

28.1               Translations of these general conditions may be distributed. The Dutch text is binding, however.


Article 28: Place of reference conditions

29.1               These general conditions have been registered at the Chamber of Commerce in Arnhem.

29.2               Applicable always is the version registered most recently and/or the version

that was effective at the time of the offer and/or the transaction with us.