Terms & Conditions
General terms and conditions of delivery
1. General
1.1 These sales terms and conditions apply to all agreements with customers and/or clients (hereinafter reffered to as: the customer) for the sale of products, the provision of services, and/or quotations issued by Hütter Veiligheid B.V. (hereinafter referred to as Hütter), whether orally or in writing. These terms and conditions have been deposited with the Chamber of Commerce in Amsterdam under number 34077849.
1.2 The latest deposited version, or the version that was in effect at the time the agreement was concluded, shall always apply. The previous terms and conditions are hereby superseded.
1.3 These terms and conditions exclude the application of other terms and conditions, unless explicity agreed otherwise in writing by the customer and Hütter. With regard to the website, the customer agrees to the applicability of these terms and conditions.
2. Offers and agreements
2.1 Al offers are non-binding and valid for up to 8 weeks from the date of issue, unless otherwise specified in writing.
2.2 An agreement is only concluded after written acceptance by Hütter, or after the execution of the agreement.
2.3 All documents containing offers, drawings, descriptions, etc. are the property of Hütter. This information may not be disclosed or made available to third parties.
2.4 Budget quotations are price estimates based on the information provided by the customer and/or subject to further determination/measurement. Deviations in the data may result in additional work or reduced work, for which the customer is responsible.
2.5 The customer warrants that anyone placing orders or assignments on their behalf is fully authorized to do so at all times.
2.6 Hütter delivers a product, service, or installation, and the Dutch Chain Liability Act does not apply in this regard.
2.5 Any additions or changes to the assignment after the conclusion of the agreement are only biding for Hütter when confirmed in writing by Hütter.
2.8 Changes or additions to quotations are effective after written confirmation by Hütter, after which a new validity period for the offer will be established in writing.
2.9 In case of cancellation of the agreement for any reason by the customer, the customer is liable to pay compensation for what they would have had to pay during the execution of the agreement. The compensation consists of the damage incurred due to preparations, offers, calculations, delays, and loss of income due to the cancellation of the agreement.
3. Prices
3.1 The prices are in euros and are exclusive of VAT, transport and handling costs, and any travel and accommodation expenses, unless otherwise agreed in writing.
3.2 The sales prices apply at the time of the offer and the validity period of the offer. If, after the conclusion of the agreement but before the (partial) delivery, one or more price-determining factors such as purchase prices of goods, material or component prices, labor costs, levies, taxes, exchange rates, etc., increase, Hütter has the right to adjust the prices accordingly, unless otherwise agreed. Hütter will inform the customer of this as soon as possible.
3.3 Unless otherwise agreed in writing, the prices are for delivery of products ex-warehouse of Hütter. The costs of freight, handling, and other related costs will be charged separately to the customer.
3.4 The conditions for deliveries, both free of charge and those that are charged, are shown per price offer/quotation. These costs consists of transport, packaging, and handling fees.
3.5 For orders, there is a minimum order value of €50.00. For order from €50.00 up to €300.00, a charge of €12,00 will apply. Orders over €300,00 will be delivered free of charge to one address within the Netherlands.
4. Payment and collection cost
4.1 Payment must be made without any discount or compensation within 30 days of the invoice date, unless otherwise agreed in writing or earlier if the customer's credit limit has been exceeded. The specified payment terms are considered final deadlines.
4.2 If the payment is exceeded, Hütter is entitled to charge interest of 2% per month, unless the statytory interest rate is higher, in which case the statutory interest will apply, on the outstanding amount owed by the customer.
4.3 If Hütter assigns its claims against the customer to third parties for collection, all related costs, both judicial and extrajudicial, shall be borne by the customer. If the customer fails to meet its payment obligations, Hütter has the right to suspend deliveries and/or services at any time.
4.4 If the customer has not (fully) paid the invoiced amount after the payment term has expired, the customer is in default without any further notice of default or demand being required.
4.5 If partial payments have been agreed upon for a delivery/installation, the invoice date specifying the payment due date shall be binding. Contrary to Articles 4.1 to 4.4, the customer is not entitled to suspend these partial payments due to a complaint or deficiency regarding the delivery/installation. Suspension of the remaining payment is only permitted if the deficiency has been clearly specified in writing with substantiated reasons, and Hütter has responded in writing and agreed to it. The withheld remaining payment must correspond to the costs of the rectification/rest of the delivery. Withholding the total payment will be considered a breach of the payment term as stated in Article 4.2. Hütter reserves the right to suspend delivery/installation in the event of untimely payment until payment is received. Costs related to the suspension of work execution shall be borne by the customer.
4.6 If Hütter becomes aware that the customer is in adverse financial circumstances or has exceeded the credit limit set by Hütter, Hütter has the right to demand payment security for the remaining installments and to halt deliveries or services until compliance is ensured. Costs incurred due to suspension or cessation shall be borne by the customer.
4.7 Additional costs, extra or reduced work: Costs arising due to the customer's failure to facilitate the execution or progress of the work, or if the actual situation deviates from the offer, will be additionally charged to the customer. Extra work generally includes all work and deliveries not covered by the agreement but requested by the customer. Reduced work refers to agreed-upon work that is not executed with the mutual consent of both parties. Custom-made products or constructions specifically made for the customer are not eligible for reduced work.
4.8 In the event of complaints, the customer is only entitled to withhold that portion of the invoice that is reasonably proportionate to the consent and severity of the complaint. This does not release the customer from the obligation to pay the remaining amount of the invoice within the agreed-upon period.
5. Delivery and delivery time
5.1 The delivery times provided by Hütter are indicative and will be adhered to as much as possible but do not constitute binding deadlines. Exceeding any delivery term does not entitle the customer to compensation or the right to terminate the agreement unless otherwise agreed.
5.2 The delivery period commences on the date of the conclusion of the agreement or on the date when all necessary information from the customer has been received for Hütter to execute the order.
5.3 Hütter is not repsonsible for the transport and insurance of goods unless explicitly agreed otherwise in writing. In the case of ex-warehouse delivery, the risk of the goods transfers to the customer at the moment of loading.
5.4 If an order is shipped in parts at the customer's request or to multiple addresses, each part will be subject to the provisions outlined in Articles 3.3 and 3.5.
6. Force majeure
6.1 Without prejudice to its other rights, in the event of force majeure, Hütter is entitled, at its own discretion, to suspend the execution of the agreement or to terminate the agreement without judicial intervention, without being liable for any compensation.
6.2 Force majeure shall mean any circumstance beyond the control of the parties or any unforeseeable situation that reasonably prevents the counterparty from requiring Hütter to fulfill the agreement, as it is not attributable to Hütter fault, nor can it be held accountable under the law, legal acts, or generally accepted principles.
6.3 Force majeure shall, in any case, include: delays or non-performance by suppliers, impossibility of delivery due to government orders or legal regulations, impossibility of delivery due to fault or intent of subordinates or third parties engaged by Hütter, fire or other destruction in our company, and the complete or partial strike of suppliers.
7. Retention of title
7.1 Ownership of the delivered goods transfers to the customer only when the customer has fully paid all amounts owed to Hütter under the agreement, including the costs referred to in Articles 4.2 and 4.3. The customer is not authorized to encumber, sell, or otherwise make these products available to third parties in any way.
7.2 If the customer fails to fulfill any obligation under the agreement concerning the delivered goods, Hütter has the right to reclaim the goods without prior notice of default. The customer grants Hütter permission to enter the location where these goods are stored.
7.3 The costs of reclaiming the delivered goods and/or installation due to the customer's failure to fully meet the obligations under the agreement shall be borne entirely by the customer. If the customer has transferred the delivery/installation to third parties, Hütter has the right to reclaim its property from these third parties or to settle the outstanding amount, including costs, directly with them.
7.4 All claims by Hütter become immediately due and payable if :
a. The customer is declared bankrupt or applies for a moratorium on payments;
b. The customer's assets or receivables are seized;
c. The customer is placed under guardianship or passes away.
8. Complaints and warranties
8.1 Hütter only provides a warranty on delivered products and services if and to the extent that we receive a warranty from our suppliers or subcontractors. For products that Hütter manufactures or for which it acts as a producer, the warranty depends on the product, usage, and expected lifespan.
8.2 Hütter guarantees compliance with reasonable quality standards for normal use of products manufactured or modified by Hütter. Hütter only guarantees specific quality requirements or standards for manufactured or modified products if these requirements or standards have been expressly agreed upon in writing.
8.3 Hütter never guarantees, even if a sample of the delivered product was provided to the customer beforehand, that the delivered goods are suitable for achieving the purpose for which the customer intends to use, consume, or process them. For deliveries/installations of fall protection projects, delivery and installation are carried out in accordance with the applicable relevant regulations, namely European directives and product guidelines.
8.4 If, within three months of delivery, Hütter determines that a complaint about the delivered goods is justified, Hütter will, at its discretion, either repair the product free of charge, replace it with new products, or credit the invoice amount.
8.5 The customer is obliged to inspect the products upon delivery to determine whether they conform to the agreement. If this is not the case, the customer must notify Hütter in writing as soon as possible and in any case within eight (8) working days after delivery. For project handovers, the handover date with handover documents shall be decisive. In the event of identified deficiencies, the customer must notify Hütter in writing with proof/evidence of the defect. Hütter must inform the customer within 14 days about the correction of the deficiencies, including the date of execution.
8.6 Returns of delivered goods must always be registered in advance and must include a return number. Returns without prior registration will be refused.
8.7 Returns are at the customer's expense and risk unless explicitly agreed otherwise in writing. Standard items will be accepted for return with a 15% restocking fee. "Specials," i.e., custom-ordered items outside our standard range, cannot be returned.
8.8 Without prejudice to the warranty provisions included in the accompanying documents of a product, the following claims are never covered by the warranty:
• Incorrect or improper use and/or maintenance of the products, including use contrary to the instructions for use.
• If the counterparty makes or has made modifications or repairs to the delivered products.
• Deficiencies in the product resulting from external causes such as lightning strikes, fire, flooding, etc.
8.9 The right to a warranty must be demonstrated by the customer, if necessary, by providing serial or registration numbers and/or presenting invoices containing such details.
8.10 The warranty period is one year after delivery unless otherwise determined by the nature of the goods or services or unless otherwise agreed by the parties.
8.11 Warranty claims can only be made after registration, whereby the customer must provide information regarding the defect, application, usage, and other relevant details for assessment by Hütter or its supplier.
8.12 Hütter reserves the right to charge for the usage period if the product has been in use for a time to be determined before re-supplying under warranty. If Hütter's supplier is responsible for the warranty obligation, the provided warranty will be passed on in accordance with the above provisions.
8.13 If Hütter provides an expected lifespan for the application of products, this is only an indication based on assumed circumstances of application or use. Hütter cannot be held to this lifespan expectation, and liability for it is expressly excluded.
9 Liability
9.1 Hütter cannot be held liable for any damages suffered by the customer in any form other than as provided under Article 8.
9.2 Hütter is only liable for damages suffered by the customer that are a direct and exclusive result of a shortcoming or unlawful act attributable to Hütter or its employees. Compensation will only be granted for damages covered by Hütter's insurance or that should have reasonably insured.
9.3 Hütter shall never be liable for indirect and/or consequential damages, including but not limited to business interruption, operational delays, loss of orders, loss of profits, processing costs, or costs incurred to prevent, limit, or determine indirect and/or consequential damages.
9.4 The customer indemnifies Hütter against all third-parties claims regarding product liability resulting from a defect in a product delivered by the customer to a third party, which consisted (in part) of products and/or materials supplied by Hütter.
9.5 Hütter shall never be liable for advice, data, calculations, or other information provided by or on behalf of Hütter regarding delivered products and/or services rendered.
9.6 Hütter shall never be liable for unauthorized orders placed by the customer's employees.
9.7 If Hütter has provided or provides links to third-parties websites on its website, Hütter makes no guarantees reagrding (the content of) these websites. Hütter is therefore never liable for the use of these websites.
9.8 The customer is not permitted to use parts of documents, descriptions, or statements regarding deliveries/installations for commercial purposes without Hütter's written permission.
10 Applicable law and disputes
10.1 All quotations from, orders to, agreements with, and their execution by Hütter shall be governed exclusively by Dutch law, including in cases of international transactions.
10.2 Only the civil court with jurisdiction in the location where Hütter is established shall have authority over disputes, unless this conflicts with mandatory legal provisions. The customer may deviate from this jurisdiction rule and apply the statutory jurisdiction rules.
10.3 The Vienna Sales Convention (CISG) does not apply, nor does any other international regulation where exclusion is permitted.
10.4 Any deviations from these general terms and conditions are only valid if expressly agreed upon in writing.
10.5 The applicability of any purchase or other terms and conditions of the customer is expressly rejected.
10.6 If one or more provisions of these general terms and conditions are found to be null and void or are annulled, the remaining provisions shall remain fully applicable. In such a case, Hütter and the customer shall consult to agree on new provisions to replace the null and void annulled provisions, taking into account the purpose and intent of the original provisions as much as possible.