Chamber of Commerce registration number: 77969022
1.1 Distillation Supplies: user of these General Terms and Conditions
1.2 Customer: natural persons, legal entities and persons in the capacity of their business or profession, who are the other party to quotations, communications and agreements (which are often recorded by Distillation Supplies in the form of order confirmations).
1.3 Agreement: the contractual relationship under which Distillation Supplies delivers goods, performs services, carries out orders or produces works.
2. The Agreement and the applicability of these General Terms and Conditions
2.1 Unless explicitly agreed otherwise in writing, these general terms and conditions are exclusively applicable to all agreements and any other contractual relationships to which Distillation Supplies is a party, regardless of any (previous) reference from the customer to other general terms and conditions.
2.2 All quotations made by Distillation Supplies are without obligation and are valid for thirty days. Even after timely and complete acceptance of the quotation, it may still be revoked by Distillation Supplies for two weeks after receipt of the acceptance.
2.3 The Agreement is concluded at the moment that Distillation Supplies has confirmed the order in writing or at the moment that Distillation Supplies, without prior written acceptance, has commenced the performance of the Agreement.
2.4 The Customer cannot derive any rights from a quotation or information otherwise provided by Distillation Supplies. There is only a binding legal relationship for Distillation Supplies when the Agreement, whether or not in writing, has been concluded.
2.5 In the event that no quotation or order confirmation is sent for work to be performed, the invoice to be sent by Distillation Supplies is deemed to represent the agreement correctly and completely. The records of Distillation Supplies are decisive in this respect.
2.6 Any additional agreements or changes made later in the Agreement or these General Terms and Conditions, as well as (oral) agreements and/or promises of Distillation Supplies only bind Distillation Supplies if these changes have been confirmed in writing by Distillation Supplies.
3. Delivery and delivery time
3.1 Unless otherwise agreed, delivery takes place by means of delivery to the Customer from Distillation Supplies’ business premises (Burgemeester Smitweg 35 in Hazerswoude Dorp)
3.2 If the parties have agreed that Distillation Supplies will deliver the goods to be delivered at a location to be agreed with the Customer, delivery will take place at the moment that the goods leave Distillation Supplies’ business premises and from that moment on the risk will transfer to the Customer. The method of transport or shipment is at the expense and risk of the Customer without Distillation Supplies being liable for this.
3.3 At the time of delivery, the risk of the goods to be delivered is transferred to the Customer.
3.4 The Customer is obliged to check the goods to be delivered immediately upon delivery for any defects or damage.
3.5 Any defects or damage to the goods to be delivered that are present at the time of delivery must be reported by the Customer immediately after the inspection during the delivery (or have it reported) on the delivery note, invoice and/or another document, in the absence of which the Customer is deemed to have approved what has been delivered.
3.6 If it appears that the Customer still has unpaid invoices from Distillation Supplies and the payment term of those invoices has already expired, Distillation Supplies is entitled to postpone the delivery until all invoices for which the payment term have expired have been paid.
3.7 The delivery time stated by Distillation Supplies is indicative only, and Distillation Supplies can reasonably deviate from this delivery time. If, in the opinion of the Customer, there is still a case of late delivery, the Customer must give Distillation Supplies notice of default, whereby a period of at least four weeks after notice of default will be reasonable.
3.8 Exceeded delivery time, for any reason, does not entitle the Customer to compensation.
3.9 If no delivery time has been agreed, a period of six weeks after order confirmation applies. If this delivery time is exceeded, the Customer must give Distillation Supplies notice of default, whereby a period of at least four weeks after notice of default will be reasonable.
3.10 If the goods have not been accepted by the Customer after expiry of the delivery time, the goods are stored at Distillation Supplies at the expense and risk of the Customer. After a period of four weeks, Distillation Supplies is entitled to sell these items (privately) or to dissolve the agreement. If Distillation Supplies proceeds to a (private) sale, the associated costs and the difference between the invoice value and the sales proceeds will be borne by the Customer, without prejudice to the other rights of Distillation Supplies.
3.11 The Customer is obliged to pay the storage costs according to the usual rate at Distillation Supplies from the agreed or otherwise applicable delivery date.
4. Retention of Title
4.1 Distillation Supplies reserves the ownership of all goods delivered to the Customer until the moment that the Customer has fulfilled the obligations under all Agreements concluded with Distillation Supplies, insofar as these obligations concern:
– the consideration(s) with regard to the goods to be delivered by Distillation Supplies;
– the consideration(s) with regard to services to be provided by Distillation Supplies;
– any claims arising from non-compliance by the Customer with an Agreement.
4.2 As long as the ownership of the goods to be delivered has not passed to the Customer, the latter may not pledge the goods, transfer ownership, or grant any other right to them to third parties.
4.3 The Customer is obliged to keep the goods delivered subject to retention of title with due care and as recognisable property of Distillation Supplies and to sufficiently insure them.
4.4 Without prejudice to the other rights accruing to Distillation Supplies, it is entitled, if the Customer is in default with its (payment) obligations, to take back the goods under retention of title and still present at the Customer without Distillation Supplies being obliged to pay compensation for any damage.
4.5. The Customer is obliged to immediately inform Distillation Supplies if third parties seize goods that are the property of Distillation Supplies or if they otherwise have claims on these goods. The Customer is also obliged to immediately inform these third parties of the property right of Distillation Supplies.
5. Prices and payment
5.1 All prices agreed by Distillation Supplies and the Customer are exclusive of turnover tax, insurance, storage, and transport costs, unless explicitly stated otherwise.
5.2 Unless stated otherwise, quotations are made and Agreements are concluded subject to price changes. If cost price factors are increased after the conclusion of the Agreement and this could not be properly foreseen, Distillation Supplies is entitled to pass on these higher costs to the Customer.
5.3 Without prejudice to the right of Distillation Supplies to stipulate a down payment, payment must be made within fourteen days after the invoice date, unless stated otherwise on the invoice.
5.4 Distillation Supplies can pass on the costs associated with a payment by the Customer to Distillation Supplies to the Customer.
5.5 In the event of refusal to pay or to provide security at Distillation Supplies’ first request, Distillation Supplies is entitled, without prejudice to its other rights, to suspend or terminate the performance of the Agreement.
5.6 If there is more than one Customer, all Customers are jointly and severally liable towards Distillation Supplies.
5.7 If, due to circumstances attributable to the Customer, the Agreement cannot be performed within the agreed term, this will not lead to the suspension of the Customer’s payment obligation.
5.8 If it has not fulfilled its payment obligation(s) within the agreed term, the Customer will be in default after expiry of this term without notice of default being required. The Customer will owe interest at the statutory commercial interest from the date on which the outstanding amount has become due and payable until the time of payment.
5.9 If the Customer is in default with the fulfilment of its payment obligations, it must reimburse the extrajudicial collection costs to Distillation Supplies, which are set at 15% of the outstanding amount with a minimum of € 150.
5.10 Until the moment at which the Customer has fulfilled all its (payment) obligations, Distillation Supplies is entitled to exercise its right of retention with regard to all items that the Customer has delivered to Distillation Supplies for repair or processing.
5.11 Complaints about invoices sent to the Customer must be reported in writing to Distillation Supplies within fourteen days of the date the invoice was sent.
6. Right to Complain
6.1 Complaints about defects, not being the defects as referred to in Article 3.5, must be submitted in writing within fourteen days after the Customer has discovered or could have established the defects in writing to Distillation Supplies. If the Customer could only reasonably have discovered the defect afterwards, the Customer must report the defect within fourteen days after discovery of the defect.
6.2 If the Customer has not reported any defects within the period referred to in paragraph 1 of this article, it can no longer invoke the right to complain about that defect.
6.3 No complaint will be accepted about goods delivered that do meet the qualities, but which appear not to be suitable for the purpose for which the Customer wishes to use them.
6.4 If the complaint is found justified by Distillation Supplies, the obligations arising from this will be limited to either crediting the purchase amount, or repair or replacement of the delivered goods, at the discretion of Distillation Supplies. Any other liability is excluded.
6.5 The delivered goods can only be returned after prior written permission from Distillation Supplies and the shipment must be free of charge.
6.6 Complaints do not release the Customer from its payment obligations towards Distillation Supplies.
7. Intellectual Property
7.1 All (intellectual property) rights with regard to designs, models, copyrights and the method of manufacture of the goods sold by Distillation Supplies and the brand under which they have been put into circulation are vested in Distillation Supplies insofar as they do not belong to third parties. It is not permitted to imitate the goods sold by or through Distillation Supplies or to imitate the method of manufacture or to disclose these methods to third parties.
7.2 The Customer indemnifies Distillation Supplies against all claims from third parties that can be charged to Distillation Supplies as a result of the violation of (intellectual property) rights, including copyright, trademark, patent and licence rights as a result of data, documents or models that have been provided by or on behalf of the Customer to Distillation Supplies for the execution of the assignments given by the Customer.
8. Force Majeur
8.1 If Distillation Supplies is prevented as a result of force majeure from fully or partially performing the Agreement, Distillation Supplies has the right to suspend the Agreement in whole or in part without judicial intervention or to dissolve the agreement in whole or in part, without Distillation Supplies being held to any compensation or guarantee.
8.2 If Distillation Supplies is delayed in the performance of the Agreement due to force majeure or any other unforeseen circumstance, Distillation Supplies will not be liable for any damage caused to the Customer as a result. In such cases, Distillation Supplies will be deemed to have fulfilled its obligations by still performing the agreed work as soon as the force majeure situation has lapsed.
9.1 If the Customer a) does not fulfil, or does not fulfil on time, any obligation arising from the Agreement concluded with Distillation Supplies, b) ceases its activities, c) has been declared bankrupt, d) has been granted a moratorium on payments or e) the Statutory Debt Restructuring Scheme for Natural Persons has been declared applicable to it, it is deemed to be in default immediately.
9.2 Without prejudice to its other rights, Distillation Supplies is entitled in the situations referred to in paragraph 1 of this article to suspend the performance of the Agreement or to dissolve the Agreement with immediate effect without notice of default or judicial intervention.
10.1 Any liability of Distillation Supplies, for any reason, is always limited to the refund or free replacement or repair as referred to in Article 6.4.
10.2 Insofar as Distillation Supplies may be liable in any way, this liability does not extend beyond the amount that is paid out in the relevant case under a liability insurance taken out by it.
10.3 Liability with regard to indirect damage caused by any (attributable) shortcoming by Distillation Supplies is entirely excluded.
10.4 Distillation Supplies is not liable for damage that is the result of shortcomings and wrongful acts of third parties and damage that occurs to or as a result of goods delivered by third parties. The Customer indemnifies Distillation Supplies against all claims from third parties.
10.5 The right to claim compensation, for any reason, will lapse twelve months after the event causing the damage has been discovered or should reasonably have been discovered and in any case twenty months after the event causing the damage has taken place.
11. Applicable Law and Competent Court
11.1 The Agreement and these General Terms and Conditions are governed by Dutch law.
11.2 With regard to all disputes about or in connection with the Agreement and/or these General Terms and Conditions, only the competent court in Amsterdam has jurisdiction.