Terms & Conditions
General terms and conditions AirTurb B.V, established and office in (3013 AK) Rotterdam at Stationsplein 45.A4004, the Netherlands, registered under trade number 72093978, hereinafter referred to as AirTurb.
1. All offers, agreements and services of AirTurb, including the execution thereof, are exclusively governed by these general terms and conditions.
2. The other party with whom a contract has ever been entered into under these terms and conditions is deemed to be implicit in the applicability of these terms and conditions to any subsequent contracts with AirTurb.
3. Changes made by AirTurb to the general terms and conditions apply to the other party from one month after the date on which the changes were notified in writing, unless the other party informs in writing of its objections within fourteen days of receipt.
4. If one or more provisions in these general terms and conditions are invalid or may be canceled, the other provisions of these general terms and conditions remain fully applicable. Parties will then consult to agree on new provisions to replace the invalid or void provisions regarding the purpose and intent of the original provision if and to the extent possible.
Offer, quotes and agreement
1. All offers and quotations from AirTurb are without obligation and valid for 30 days, even if an acceptance period is included. If a non-binding offer is accepted by the other party, AirTurb has the right to withdraw this offer within five business days of receipt of the acceptance.
2. Orders and changes in orders only bind AirTurb after they have been accepted in writing by AirTurb. Contrary to the provisions in the previous sentence, orders for which AirTurb is an advance are only required for AirTurb after this advance has been received.
3. If the other party has not made its objections known in writing to AirTurb’s order confirmation within eight days, it will be deemed to accurately reflect the content of the agreement.
4. If it appears that the information provided by the other party in the application or agreement was incorrect, AirTurb has the right to adjust the prices accordingly. The other party has the right to refuse the offer within five working days after the price adjustment, with compensation for the costs incurred by AirTurb.
5. All prices in the aforementioned offers, quotations and orders are, unless stated otherwise, in euros (€) and exclude extra work, packaging, freight and other costs, turnover tax and levies imposed by the government.
6. If the acceptance (on minor points) deviates from the offer in the quotation, AirTurb is not bound by this deviating acceptance. The agreement will then not be concluded in accordance with this deviating acceptance, unless AirTurb indicates otherwise.
7. A composite quotation does not oblige AirTurb to perform part of the assignment against a corresponding part of the quoted price.
8. Quotations, offers or quotations do not automatically apply to future assignments.
9. The catalogs, brochures, price lists, quotations and other dimensions, weights, images, calculations and the like used by AirTurb are approximately correct and are given without obligation.
Delivery and delivery time
1. The delivery time specified by AirTurb is approximate and not a strict deadline. Exceeding such a term therefore does not constitute an attributable shortcoming on the part of AirTurb and never entitles the other party to compensation, termination of the agreement, suspension of payment or set-off with regard to this or any other agreement with AirTurb, unless there is talk of gross intentions or errors of AirTurb.
2. The delivery time starts at the time of written confirmation of the order by AirTurb. If information from the other party is required for the execution of the assignment, the delivery time only starts after receipt of this information. In the event that the other party owes Airturb a payment from this or another agreement, the delivery time will commence upon receipt.
3. AirTurb is entitled to deliver in parts, in which case the deliveries are deemed to have been made on the basis of various agreements to which these conditions apply mutatis mutandis.
4. If and as long as a partial shipment is not paid for by the other party and / or the other party does not meet other obligations arising from the relevant agreement or (one) previous agreement (s), AirTurb is not obliged to send a shipment of the following part and is entitled to dissolve the agreement (s) insofar as it has not (yet) been executed, without judicial intervention and without notice from the other party, while retaining the right to compensation and without the other party having any right to compensation or otherwise.
5. Goods stored for any reason by AirTurb are and remain at the risk of the other party. The other party owes a fee for storage of € 50 per square meter per month or part of the month. Goods are considered to be stored the first time they are stored
offered to the other party.
Execution of the agreement
1. AirTurb is free to engage third parties for the execution of this agreement.
Power of the majority
1. Non-fulfillment, late or insufficient execution of the agreement by AirTurb does not entitle the other party to compensation in the event of force majeure on the part of AirTurb.
2. For the purposes of these terms and conditions, AirTurb’s force majeure means, but is not limited to: non-delivery by third parties for whatever reason, strikes, illness of personnel, operating disorders, material errors, transport difficulties, riot, prevent measures are mobilized, (civil) war, export bans, quotas or other government measures, energy shortage, lack of raw materials, and other measures of any kind beyond the control of AirTurb and to prevent or postpone the execution of the agreement.
3. In case of force majeure, the execution of the agreement will be suspended until after its end, unless AirTurb informs the other party in writing within 90 days after the start of the force majeure to cancel the agreement – insofar as it did not start yet to execute it without a mutual right to compensation. In case of force majeure – in the event that AirTurb has not yet started the execution of the agreement – the other party can dissolve the agreement by means of a written notification without mutual right to compensation, if the force majeure delayed the delivery time by a period of equal to the original delivery time.
1. The other party will check the goods immediately after delivery for visible and easily invisible defects before storage or use. After use, items are deemed to comply with the agreement, unless the item appears to have an invisible defect that cannot be easily detected.
2. Complaints about the quantity of delivered products must be received by AirTurb within 24 hours after delivery, failing which the quantity on the consignment note, delivery note or similar document is considered correct.
3. Complaints about incorrect implementation of the agreement or the quality of the delivered products must be received in writing by AirTurb within eight days of delivery.
4. Complaints about the invoice must be received in writing by AirTurb within five working days of the invoice date.
5. After expiry of the terms referred to in this article, the other party is deemed to have approved the performance of the agreement by AirTurb or the invoice, respectively. In that case, complaints will no longer be processed by AirTurb.
6. Goods can only be returned to AirTurb if AirTurb has agreed to this in writing and according to the shipping method. The shipment is at the risk of the other party.
7. If complaints are submitted on time and after it has been demonstrated that the products have material or manufacturing defects, AirTurb will provide free repair or full or partial redelivery at its own discretion. Products and parts replaced by AirTurb with new ones will therefore become the property of AirTurb.
8. Submitting complaints or complaints does not release the other party from its obligations under the agreement with AirTurb and does not give it the right to suspend these.
1. All offers from AirTurb take place, unless otherwise stated, subject to price changes. If costs resulting from the agreement, such as freight costs, import and export duties, storage, customs clearance charges, taxes or other levies and the prices of raw materials and the like, are introduced or increased after the conclusion of the agreement, these will be charged to the other party, as well as the consequences of changes in exchange rates, unless expressly agreed otherwise. Such an amendment does not entitle the other party to terminate the agreement
2. AirTurb has the right to increase the agreed prices and rates during the export.
1. Payment by the other party must be made without discount, set-off, deduction or suspension. Payment will take place unless otherwise agreed in writing within fourteen days after the invoice date by transfer to the account specified by AirTurb.
2. If payment is not made on time, the other party is in default without notice of default and – without prejudice to its other obligations – all other claims that AirTurb has against it are immediately due and payable without further notice of default. In that case, the other party owes 1.5% interest per month from the due date of the invoice until the date of full payment of the outstanding amounts.
3. All collection costs, including the full costs of legal assistance, both in and out of court, by whomever is granted, are payable by the other party to AirTurb when the default occurs as referred to in the second paragraph. The extrajudicial collection costs are set at 15% of the claim with a minimum of € 150.
4. In the opinion of AirTurb, if the financial position and / or the payment behavior of the other party gives reason to do so, the other party is obliged to provide an advance and / or adequate security at the first written request by means of a bank guarantee, right of retention, guarantee or otherwise, for its obligations.
5. If the customer does not provide the advance referred to in the previous paragraph or does not provide the requested security within the period set by AirTurb, he is in default without further notice of default and AirTurb has the right to suspend all obligations or to appeal to do on the dissolution of all assignments with the other party.
Ownership and reservation of title
1. All goods delivered to the other party remain the property of AirTurb until all amounts owed by the other party to AirTurb (including interest and collection costs) have been paid in full. The other party is not authorized to pledge the goods falling under the retention of title or to encumber them in any other way.
2. In the event that the other party constitutes a new item out of the items supplied by AirTurb that are subject to retention of title, the other party shall act upon commissioning AirTurb upon incorporation and retain the item for AirTurb. The newly formed object is deemed to be subject to retention of title in favor of AirTurb. The other party only becomes owner when the retention of title lapses because it has paid all claims of AirTurb.
3. If third parties seize the goods delivered under retention of title or wish to establish or assert rights thereon, the other party is obliged to inform AirTurb of this as soon as can reasonably be expected.
4. The other party undertakes to insure and keep insured the goods delivered under retention of title against fire, explosion and water damage as well as against theft and to make the policy of this insurance available for inspection on first request.
5. In the event that AirTurb wishes to exercise its property rights as referred to in this article, the other party already gives AirTurb or third parties to be designated by it unconditional and irrevocable permission to enter all those places where the properties of AirTurb are located. and take those things back.
6. In the event that AirTurb is forced to exercise its ownership rights in connection with the default of the other party, the costs thereof will be borne by the other party, including transportation, without prejudice to AirTurb’s right to compensation.
Absence and dissolution
1. The agreement can only be terminated prematurely by dissolution if the other party is culpably in violation of essential obligations under the agreement. The cancellation can only take place after the expiry of a reasonable period after a proper written notice of default, sent by registered mail. Judicial intervention is not required.
2. If the other party had already received services to execute the agreement at the time of the dissolution, it can only partially dissolve the agreement and only for that part that has not yet been performed by AirTurb.
3. Notwithstanding the provisions of paragraph 1 of this article, AirTurb can dissolve the agreement directly or without judicial intervention by means of a registered letter in whole or in part if the other party:
file for bankruptcy;
has been declared bankrupt;
If he is granted a suspension of payment, whether or not provisionally,
his company stops,
If he is otherwise unable to meet his payment obligations
if his business is liquidated or terminated other than for the reconstruction or merger of companies.
a substantial portion of the other party’s assets is seized outside of AirTurb’s control, or if the other party can no longer be deemed capable of performing the obligations under the agreement. AirTurb is never obliged to pay any compensation for this cancellation.
4. Amounts invoiced by AirTurb before the dissolution in connection with what it has already performed or delivered in the performance of the agreement, remain due and remain immediately due and payable at the time of the dissolution.
5. If, after notice of default, the other party fails to fulfill an obligation under the agreement or fails to do so in time, AirTurb is entitled to suspend its obligations to the other party, without this causing compensation to the other party. being held. AirTurb is also entitled to do this in the circumstances referred to in paragraph 3 of this article.
6. In case of early termination by the other party not in accordance with what is stated in the other provisions of this article, a penalty clause of 30% of the total amount offered of this agreement applies, without prejudice to AirTurb’s right to full a fee.
1. AirTurb gives the other party only those guarantees that it has stated in its offer. Goods supplied by AirTurb are of medium commercial quality with those properties and qualities as set forth in the documentation issued by AirTurb, as in force at the time of the conclusion of the agreement, unless AirTurb has agreed in writing to a specific warranty.
2. Guarantees provided by AirTurb do not apply in case of: – improper use, installation or assembly by a third party or the other party; – damage as a result of facts and / or circumstances that do not relate to the soundness of the material, the method of manufacture or the installation of the delivered goods; – incorrect follow-up of all usage or warranty regulations or changes or repairs to goods delivered by AirTurb have been carried out by the other party
1. AirTurb is never liable for indirect damage, including stagnation in the normal course of business at the other party’s company in any way related to or caused by an error in the performance of the work by AirTurb.
2. If AirTurb is liable for any damage, its liability is limited to a maximum of twice the invoice value of the order, at least to that part of the order to which the liability relates, with a maximum of the amount that the insurer has in a particular case.
3. If the other party resells goods supplied by AirTurb or forms new goods from goods or goods delivered by AirTurb and resells them, the other party is obliged to take out adequate insurance against the product liability risk of Article 6: 185 Dutch Civil Code. At AirTurb’s first request, the other party will send a copy of the relevant policy. The parties agree that the other party when forming a new case will be considered a producer within the meaning of Section 6: 185 of the Civil Code. In that case, he indemnifies AirTurb against all third-party claims under, but not limited to, Section 6: 185 of the Dutch Civil Code.
4. AirTurb is entitled at all times to object to the other party’s liability limiting clauses imposed on it by its suppliers or raw material manufacturers, so that the warranty and liability obligations can never go beyond what it has laid out towards them. . .
5. The other party undertakes to take out proper business liability insurance with regard to goods that it has supplied to third parties and that come from AirTurb.
6. Advice, instructions, instructions for use, by whatever name, in connection with the use, processing, processing, mounting, etc. of the AirTurb products are without obligation and can never lead to any liability.
7. AirTurb is at all times entitled, if and insofar as possible, to undo or limit the damage of the other party by repairing or improving the defective product.
8. The other party indemnifies AirTurb against all claims from third parties – including employees – that are directly or indirectly, directly or indirectly related to the execution of the agreement.
9. AirTurb’s liability for damage lapses two years after the damage occurred.
10. The limitations of liability included in this article lapse in the event of intent or gross negligence on the part of AirTurb.
1. All disputes between parties to which these general terms and conditions apply are exclusively subject to Dutch courts and Dutch law.
2. Such disputes will be resolved only by the court of the district where AirTurb is located, unless AirTurb prefers the court provided by general jurisdiction rules.