General terms and conditions Pardytec B.V.
E-mail: info@pardytec.com
Website: https://pardytec.com/
Article 1 – Definitions
1. Pardytec B.V., established in Zutphen, KvK number 90520076.
2. Customer: the person with whom Pardytec B.V. has entered into an agreement.
3. Parties: Pardytec B.V. and Customer together.
4. Consumer: a Customer who is also an individual acting as a private person.
Article 2-Applicability
1. These terms and conditions apply to all quotations, offers, work, orders, agreements and deliveries of services or products by or on behalf of Pardytec B.V..
2. Pardytec B.V. and the Customer may deviate from these terms and conditions only if agreed in writing.
3. Pardytec B.V. and the Customer expressly exclude the applicability of the general terms and conditions of the Customer or others.
4. These general terms and conditions shall also apply to additional, amended follow-up orders and orders in the future.
5. If one or more provisions of these general terms and conditions are partially or wholly void or nullified, the other provisions of these general terms and conditions shall remain in force, and the void/ nullified provision(s) shall be replaced by a provision with the same purport as the original provision.
6. Uncertainties about the content, interpretation or situations that are not regulated in these general terms and conditions shall be assessed and explained in the spirit of these general terms and conditions.
Article 3 – Offer
1. Offers and quotations from Pardytec B.V. are without obligation unless expressly stated otherwise therein.
2. An offer or quotation shall be valid for a maximum of 1 month, unless another term is stated in the offer or quotation.
3. If the customer does not accept an offer or quotation within the applicable period, the offer or quotation shall lapse.
4. Offers and quotations do not apply to repeat orders unless Pardytec B.V. and the Customer agree in writing.
5. Delivery times, deadlines and hours stated in Pardytec B.V.’s Offer are indicative and if exceeded do not entitle the Customer to rescission or compensation unless expressly agreed otherwise.
Article 4 – Acceptance
1. The Agreement comes into effect when the Customer has accepted an Offer from Pardytec B.V..
2. Upon acceptance of an offer or quotation without obligation, Pardytec B.V. may still withdraw the offer or quotation within 3 days after receipt of the acceptance, without the Customer being able to derive any rights from this.
3. Pardytec B.V. has the right to withdraw from an Agreement with a potential Customer.
Pardytec B.V. has the right to refuse an agreement with a potential customer for a valid reason. for a valid reason.
Article 5 – Prices
1. Pardytec B.V. applies prices in euros and exclusive of VAT and exclusive of any other costs such as administration or shipping costs, unless otherwise agreed in writing.
2. Pardytec B.V. may change the prices of its services and products on its website and in other communications at any time.
3. The price relating to a service is determined by Pardytec B.V. on the basis of hours actually spent.
4. The price shall be calculated in accordance with Pardytec B.V.’s usual hourly rates, applicable to the period in which it performs the work, unless a different hourly rate has been agreed.
5. Pardytec B.V. may always adjust its prices.
6. Pardytec B.V. will communicate price adjustments to the Customer prior to the commencement of the order.
7. The Customer may terminate the agreement with Pardytec B.V. if he does not agree with the price increase.
Article 6 – Payments and term of payment
1. Pardytec B.V. may require a down payment of up to 50% of the agreed amount when entering into the agreement.
2. The Customer must have made a subsequent payment within 14 days after completion of work.
3. The payment terms used by Pardytec B.V. are fatal payment terms. This means that if the Customer has not paid the agreed amount no later than the last day of the payment term, he is automatically in default and in default, without the need for Pardytec B.V. to send the Customer a reminder or declare the Customer in default.
4. Pardytec B.V. may make a delivery conditional upon immediate payment or require security for the total amount of the services or products.
Article 7 – Consequences of late payment
1. If the Customer fails to pay within the agreed term, Pardytec B.V. may charge the statutory interest per month for commercial transactions from the day the Customer is in default, whereby part of a month is counted as a whole month.
2. If the Customer is in default, it must also pay extrajudicial collection costs and any damages to Pardytec B.V..
3. The collection costs shall be calculated according to the Decree on Compensation for Extrajudicial Collection Costs.
4. If the Customer fails to pay on time, Pardytec B.V. may suspend its obligations until the Customer has paid.
5. In the event of liquidation, bankruptcy, attachment or suspension of payment on the part of the Customer, the claims of Pardytec B.V. against the Customer shall be immediately due and payable.
6. If the Customer refuses to cooperate in the execution of the contract by Pardytec B.V., it shall still be required to pay the agreed price.
Article 8 – Right of suspension
1. Pardytec B.V. shall have the right, should the customer be or remain in any way in default of its obligations relating to deliveries previously made by Pardytec B.V., work performed or on any other account, to suspend its obligations to the customer or to cancel/dissolve the underlying agreements in whole or in part. The foregoing without the principal being held liable in any way whatsoever and without prejudice to the rights to which Pardytec B.V. is entitled. Pardytec B.V. shall also have this right if the customer is in a state of bankruptcy, suspension of payments, admission to the wsnp, other forms of debt counseling, liquidation of company form / business activities or an imminent threat of these circumstances, This by the standards of Pardytec B.V., All claims of Pardytec B.V. against the customer are due and payable.
2. If the dissolution is attributable to the Customer, Pardytec B.V. shall be entitled to damages from the Customer.
Article 9 – Right of retention
1. Pardytec B.V. may exercise its right of retention and, in that case, hold products of the Customer until the Customer has paid all outstanding bills of Pardytec B.V., unless the Customer has provided adequate security for those costs.
2. The right of retention shall also apply on the basis of previous agreements under which the Customer has yet to pay money to Pardytec B.V.
3. Pardytec B.V. is not liable for any damage suffered by the Customer due to the use of its right of retention.
Article 10 – Warranty
1. Any warranty shall be expressly agreed upon in writing. Warranties shall never extend beyond what has been explicitly agreed.
2. The Customer may only invoke the warranty given by Pardytec B.V. if the Customer has fulfilled its payment obligations in full.
Article 11 – Execution of the agreement
1. Pardytec B.V. shall execute the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
2. Pardytec B.V. is entitled to engage third parties for the performance of the Work as it sees fit.
Pardytec B.V. is entitled to engage third parties for the performance of the Work at its own discretion.
3. The execution of the agreement will take place in consultation and after written agreement and payment of any advance by the Customer.
4. The Customer must ensure that Pardytec B.V. can begin execution of the agreement on time.
5. If the Customer fails to ensure that Pardytec B.V. can start in a timely manner, the resulting additional costs shall be borne by the Customer.
6. Pardytec B.V. has the right to advertise its business when it is working on
location of the Customer.
Article 12 – Provision of information by the Customer.
1. The Customer shall make all information and data relevant to the correct execution of the contract available to Pardytec B.V. in a timely manner and in the desired form and manner.
2. The Customer guarantees the accuracy and completeness of the information and data made available, even if they originate from third parties.
3. If the Customer fails to make available the information and data reasonably required by Pardytec B.V., or fails to do so on time or properly, and the execution of the agreement is delayed as a result, the resulting extra costs and extra hours shall be borne by the Customer.
Article 13 – Duration of service agreement
1. The Agreement is entered into for the duration as stated in the quotation, unless otherwise agreed.
2. Either party may terminate the Agreement on the grounds of an attributable failure to perform if the other party has been given written notice of default and has been given a reasonable period in which to fulfill its obligations and fails imputably to do so. This also includes the Customer’s payment and cooperation obligations.
Article 14 – Indemnification
1. The Customer shall indemnify Pardytec B.V. against all claims from others related to the products and/or services supplied by Pardytec B.V..
Article 15 – Complaints
1. The Customer must examine a product delivered or service provided by Pardytec B.V. for any shortcomings as soon as possible.
2. If a product delivered or service rendered does not meet what the Customer could reasonably expect, the Customer must inform Pardytec B.V. of this within 7 days of discovering the shortcoming.
3. In doing so, the Customer shall provide as detailed a description of the shortcoming as possible so that Pardytec B.V. can respond appropriately.
5. The Customer must demonstrate that the complaint relates to an agreement between the Customer and Pardytec B.V..
6. If a complaint is about work in progress, the Customer cannot demand that Pardytec B.V. perform any work other than that agreed upon.
Article 16 – Notice of default
1. The Customer must make any notice of default known to Pardytec B.V. in writing.
2. The Customer is responsible for ensuring that its notice of default actually reaches Pardytec B.V. on time.
Article 17 – Liability of the Customer
1. Where Pardytec B.V. enters into an agreement with several Customers, each of them shall be jointly and severally liable for fulfilling the agreements in that agreement.
Article 18 – Liability of Pardytec B.V.
1. Pardytec B.V. shall only be liable for damage suffered by the Customer if such damage was caused by intent or deliberate recklessness.
2. Where Pardytec B.V. is liable for damage, this applies only to direct damage related to the performance of an underlying contract.
3. Pardytec B.V. shall not be liable for indirect damages, such as consequential damages, lost profits or damages to third parties.
4. Where Pardytec B.V. is liable, such liability shall be limited to the amount paid out by any (professional) liability insurance taken out. If no insurance is taken out or if no compensation is paid out, the liability is limited to the (part of the) invoice amount to which the liability relates.
5. All images, photographs, colors, drawings, descriptions on the website or in any other form are only indicative and cannot lead to any compensation, dissolution or suspension.
Article 19 – Due date
1. Any right of the customer to compensation from Pardytec B.V. shall lapse 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions of Article 6:89 of the Civil Code.
Article 20 – Dissolution
1. The customer may rescind the contract if Pardytec B.V. imputably fails to fulfill its obligations, unless such failure does not justify the rescission due to its special nature or minor importance.
2. If fulfillment of the obligations by Pardytec B.V. is still possible, dissolution can only take place after Pardytec B.V. is in default.
3. Pardytec B.V. may rescind the contract with the Customer if the Customer fails to fulfill its obligations under the contract in full or on time, or if Pardytec B.V. becomes aware of circumstances that give it good reason to believe that the Customer will not fulfill its obligations.
Article 21 – Force majeure
1. In addition to Article 6:75 of the Dutch Civil Code, a shortcoming of Pardytec B.V. by the Customer cannot be attributed to Pardytec B.V. in the event of force majeure.
2. The force majeure situation in paragraph 1 includes, inter alia:
– a state of emergency such as civil war or natural disaster
– default or force majeure of suppliers, deliverers or others
– power, electricity, internet, computer or telecom failures
– computer viruses
– strikes
– government measures
– transport problems
– adverse weather conditions
– work stoppages
3. If a force majeure situation occurs as a result of which Pardytec B.V. is unable to fulfill 1 or more obligations to the Customer, those obligations will be suspended until Pardytec B.V. is able to fulfill them.
4. From the moment that a force majeure situation has lasted for at least 30 calendar days, both the Customer and Pardytec B.V. may cancel all or part of the contract in writing.
5. Pardytec B.V. does not have to pay any compensation to the Customer in a force majeure situation, even if Pardytec B.V. benefits from this.
Article 22 – Modification of agreement
1. When it is necessary for its execution to amend a concluded agreement, the Customer and Pardytec B.V. may amend the agreement.
Article 23 – Amendment of general terms and conditions
1. Pardytec B.V. may amend these general terms and conditions.
2. Amendments of minor importance may be made by Pardytec B.V. at any time.
3. Major changes will be discussed by Pardytec B.V. with the Customer in advance to the extent possible.
Article 24 – Transfer of Rights
1. The Customer cannot transfer any rights from an agreement with Pardytec B.V. to others without the written consent of Pardytec B.V..
Article 25 – Consequences of nullity or voidability
1. If 1 or more provisions of these general terms and conditions prove to be void or voidable, this shall not affect the other provisions of these terms and conditions.
2. A provision that is void or voidable shall in that case be replaced by a provision that comes closest to what Pardytec B.V. had in mind when drafting the terms and conditions on that point.
Article 26 – Applicable law and competent court
1. These general terms and conditions and any underlying agreement between the Customer and Pardytec B.V. shall be governed by Dutch law.
2. The court in the district of Pardytec B.V.’s place of business shall have exclusive jurisdiction to take cognizance of any disputes between the Customer and Pardytec B.V., unless otherwise provided by law.
Drawn up on 31 May 2024