Article
1. Scope and applicability
1.1 These conditions apply
to all offers, contracts and agreements with, and service by TruckScan.
1.2 "The Client"
is the natural or legal person with whom the contract for the services of TruckScan
is completed.
Article 2. Offer and acceptance
2.1 All offers, bids, cost estimates and
budgets of TruckScan are without engagement, even if they have a deadline for
acceptance. The tenders are valid for 30 days, unless otherwise declared.
2.2 Bilateral agreements and changes
therein for the contractor only binding if they are accepted by her writing.
2.3 Prices in those tenders are excluding
VAT unless otherwise indicated.
2.4 The customer only pays a fee for the
mediation when actually an intermediary of a vehicle takes place (No cure no
pay).
2.5 Included
in the prices of TruckScan are:
2.5.1 The use of car and driver, calculated on
a 24-hour period.
2.5.2 A limited number of 500 kilometers.
2.6 Not included in the prices of TruckScan
are:
2.6.1 Notwithstanding the provisions of Article
2.4. for each kilometer over 500 km an amount per kilometer will be charged.
2.6.2 Not included are costs for meals and
overnight.
2.7 A composite quotation does not obliged
TruckScan to carry out a portion of the assignment against a corresponding part
of the specified price.
2.8 Offers and bids are not automatically
for future assignments.
Article 3. Implementation and scope of the contract
3.1 TruckScan performs all duties with the
care that can reasonably be expected, given the nature of the assignment, the
haste which is offered by the client's data, and other facts and circumstances.
3.2 If the client provides data to implement
an assignment, TruckScan will assume
the accuracy of this information unless the contract (also) relates to the verification
of the information involved.
3.3 The offer is based on information
provided by the client. The client warrants that he for the implementation of
the contract has provided essential information. If the information required to
properly perform a assignment, is not timely or incorrectly provided, TruckScan has the right to suspend
and / or delay the assignment, also, additional costs as a result from the
delays are charged to the client according to the usual rates.
3.4 TruckScan is not liable for damages of any kind, when
TruckScan is misled by the clients incorrect and / or incomplete data. Unless
this inaccuracy or incompleteness, in all reasonableness, should have been
known by TruckScan.
3.5 Declared or agreed deadlines for the
execution of the assignment are never fatal deadlines, unless otherwise agreed
in writing.
3.6 If by TruckScan, ore by TruckScan
hired third parties, work is done within the framework of the assignment, on the
location of the client or on a by the client designated location, client will
take care of these employees and their reasonably desired facilities.
3.7 Client indemnifies TruckScan for any
claims by third parties, those related to the implementation of the agreement
sustain damage attributable to client.
Article 4. Involvement of third
parties
4.1 TruckScan can in the implementation of
entities use the services of third parties. TruckScan will best be able to
select, and remunerate third parties.
4.2 If TruckScan in the fulfillment of a
commitment uses the help of third parties, TruckScan is not liable for their
conduct. From TruckScan may be expected that they will carefully select any
third party and, if reasonably possible, to consult with the client about the
commitment of that third party.
Article 5. Reclamation
5.1 client, as to alleged deficiencies in services, as well
as with regard to the contents of the bills, as soon as possible but in any
case within 8 days after the client has discovered the flaw or should have
discovered, or within 8 days after invoice, in writing and duly substantiated
complaint.
5.2 If client responds later than under the
in 5.1 referred times, his rights regarding an alleged failure of TruckScan elapsed.
Article 6. Liability
6.1 Client is responsible for the sale or
purchase of used vehicles and / or heavy machinery. TruckScan is limited solely
to facilitate the client in order to enable him to the sale or purchase of used
vehicles and / or heavy equipment. The client is at all times liable for any
errors or inaccuracies.
6.2 When a client makes a deposit in
response to a selection of TruckScan, TruckScan can in no way be liable for any
damage suffered.
6.3 TruckScan can be not be held
responsible for the fact that a preselected item is no longer present at the
selling party.
6.4 TruckScan commits itself to have motor vehicle passenger insurance for
their clients during transportation in
the Netherlands.
6.5 Client indemnifies TruckScan and any
by TruckScan assigned third parties for all claims of other third parties associated with the contract.
6.6 If TruckScan is liable, the liability
is bounded as follows:
6.6.1 The liability of TruckScan is limited to
the value of the agreed tender-offer.
6.6.2 The restrictions contained in these
conditions do not apply if the damage is due to intentional or gross debt of TruckScan.
6.6.3 TruckScan is only liable for direct damage
and never for indirect damages, including consequential loss, lost profits,
lost savings and damage due to business stagnation.
6.7 Direct damage consists solely of the
following:
The reasonable costs incurred to
establish the cause and extent of the damage, provided that the determination
relates to damage within the meaning of these terms; Any reasonable costs
incurred in bringing the poor performance of TruckScan to the agreement to
meet, unless the poor performance is not accountable to TruckScan.
Reasonable costs incurred to
prevent or limit the damage, as far as client demonstrates that these costs
have led to the limitation of direct damage as referred to in these terms and
conditions.
Article 7. Early termination of the contract
7.1 The contract may prematurely be
terminated by both parties in writing, if either Party considers that the work could
not be implemented in accordance with the tender and / or the order confirmation.
Withdrawal will only be undertaken when it is shown that the problems cannot be
resolved.
7.2 If the agreement is terminated by the
client, TruckScan is entitled to compensation if it can justify the existence
of damage caused by capacity utilization loss, unless there are facts and
circumstances underlying the termination which prove TruckScan responsible.
Result is that sponsor is bound to pay the invoices for work done so far. The
preliminary results of the work done so far will therefore under reserve be made available to client.
Article 8. suspension and
dissolution
8.1 User is empowered to suspend its
obligations or to dissolve the agreement if:
8.1.1 If the client does not fully complements
his obligations as agreed upon in the tender.
8.1.2 after the conclusion of the agreement TruckScan
learns of circumstances that give good reason to fear that the developer will
not fulfill the obligations. In case
there is good reason to fear that the client only partially or not properly complies to the commitment, is
the suspension is only allowed where the
shortcoming warrants.
8.1.3 client at the conclusion of the agreement
was requested security for the fulfillment of his obligations under the
agreement and that security is not provided or is insufficient.
8.2 Furthermore TruckScan is empowered to
dissolve the agreement if circumstances arise which may be such that compliance
with the agreement is impossible or to standards of reasonableness and fairness
may no longer be called or if other circumstances arise which may be such that
the natural preservation of the agreement may not reasonably be expected.
8.3 If the agreement is dissolved, the
claims of TruckScan towards client are repayable
on demand. If TruckScan suspends the fulfillment of his obligations his rights
under the law and the agreement retain.
8.4 TruckScan always reserves the right to
claim damages..
Article 9. Changes to the agreement
9.1 If during the implementation of the
agreement shows that for a proper
implementation modifying or supplementation is necessary in order to carry out
work, the parties will timely and agreed modify the contract accordingly.
9.2 If the parties agree that the
Agreement is amended or supplemented, the timing of completion of the execution
can be affected. TruckScan will inform the client as soon as possible.
9.3 If the amendment or supplement to the
agreement have financial and / or qualitative consequences, TruckScan will
inform the client in advance.
9.4 If a fixed fee has been agreed TruckScan
will indicate the extent to which the amendment or supplement to the agreement will
result in an overrun of this fee.
9.5 Notwithstanding paragraph 3 TruckScan
will not charge extra if the amending or supplementing of the agreement is the
result of circumstances that can be attributed to TruckScan.
Article 10. Payment
10.1 Invoicing of TruckScan to client
immediately takes place through an itemized bill after client actually obtained
a truck or heavy equipment and the other
activities have been carried out as agreed.
10.2 Client will comply the invoice directly through
`pin` payment, credit card payment or cash payment.
10.3 In the event of
liquidation, bankruptcy, seizure or suspension of payment of the client, debts
of client towards TruckScan are immediately
due and payable.
Article 11. Force majeure
11.1 In these terms and conditions Force
majeure is in addition to its law and jurisprudence, include any external
causes, not foreseen, on which TruckScan has no influence and thus it is unable
to meet its obligations. Workers strike within the company of TruckScan are included.
11.2 If unforeseen circumstances arise, such
that TruckScan reasonably cannot be demanded to perform the agreement unchanged,
the agreement will be adjusted in consultation with the client.
11.3 If no agreement is reached on the
adjustment of the contract, both the client and TruckScan can terminate the
contract with immediate effect.
11.4 TruckScan also has the right to invoke
force majeure, if a circumstance arises that that prevents compliance, after TruckScan
should have been fulfilling its obligations.
11.5 Parties may suspend the obligations under
the agreement during the period of force majeure. If this period lasts longer
than two months, either of the parties are entitled to dissolve the agreement
without any obligation for compensation for damage to the other party.
11.6 If TruckScan, at the time of the
occurrence of force majeure, has its obligations under the agreement partially
executed, or could execute, and the executed, respectively to be executed part,
has independent value, TruckScan is entitled to declare the executed part
separately. The client is obliged to treat this declaration as if it were a
separate agreement.
Article 12. Disputes
12.1 The
judge in the place of residency TruckScan shall have exclusive jurisdiction to
hear disputes, unless the district judge has jurisdiction. Nevertheless TruckScan
has the right to submit the dispute to the competent court under the law..
12.2 Parties will only appeal to the court after
they have dedicated themselves to resolve the dispute among themselves.
Article 13. applicable law
13.1 On any agreement between TruckScan and client
Dutch law is applicable.
Article 14. Modification,
reference and explanation of the conditions
14.1 These conditions have been filed at the
office of the Chamber of Commerce in Arnhem, The Netherlands.
14.2 if there is an explanation of the content
and scope of these terms and conditions, the Dutch text is the main determining
factor..
14.3 the version that was lawful at the time
of the conclusion of the agreement is always Applicable.
