Delivery conditions

1. Applicability of general terms and conditions:
- These conditions apply to all offers and deliveries as well as execution of work, in short to all agreements concluded by us.
- Orders and orders shall be deemed to imply acknowledgement and acceptance of these terms and conditions.
- These conditions mean disapplication of (general) terms and conditions of the client, unless otherwise agreed in writing.

2. Offers
- All our offers are non-binding.
- The responsibility of assessing whether a product is suitable for the application lies with the customer and/or user. We accept no liability whatsoever, except in cases of gross fault or intent on the other hand, for any damage caused by or in connection with the use (whatsoever) of the product by the client or a third party.
- We accept no liability for inaccuracies or imperfections in data, drawings, etc. provided to us by or on behalf of the principal for use in the execution of the agreement. We are not obliged to check the data or documents received from the principal or through him from third parties and may rely on their accuracy. Our principal shall indemnify us against any claims from third parties arising from such inaccuracies or imperfections.
- For designs created by Pyrasied on behalf of the customer, we expressly reserve intellectual property.

3. Prices and delivery
- All prices are for delivery ex works and exclude packaging and VAT unless otherwise agreed in writing.
- If, after accepting an order, circumstances occur that affect the cost price, such as changes in import duties, taxes, prices of raw materials, etc., we may settle the occurred price fluctuation with our client.
- We are not obliged to supply offered goods that have been removed from their supply package by our manufacturers after our offer and/or turn out not to be manufacturable after all, for whatever reason. Nor are we in any way liable for the consequences of this for our customer or third parties.
- Only the delivery time stated in our order confirmation is decisive. Unless expressly agreed otherwise in writing, we shall not be obliged to pay compensation if the delivery time is exceeded. Neither can there be any form of compensation or indemnification of consequential damages from the customer or third parties.

4. Orders
- An order is only binding for us insofar as it has been accepted and confirmed by us in writing and without reservation. The above also applies to further amendments to existing agreements.
- If, after accepting the order, changes are specified by our client or the order is cancelled in full or in part, all costs already incurred as well as the amount of our loss of profit and idle time losses shall be borne by our client.
- In the event of changes in quantities, the originally confirmed unit price is no longer binding and additional costs may also be charged due to changes in the composition of the cost price of the product (e.g. transport costs).
- Cancellation or modification of the order by the customer shall only be binding after our written consent.
- For customer-specific production at our factories, we usually work in batches. It cannot be predicted whether and to what extent production will succeed. We expressly reject any liability (including for delays) in this regard. The norm is that the factory delivers the first and second choice and the customer accepts them. Second choice boards are invoiced appropriately.

5. Provisions concerning the product
- The tolerances stated in our data sheets or those of our suppliers apply to all semi-finished products supplied by us. On all manufactured products, the tolerances as customary in plastics apply, unless otherwise agreed in writing.
- We accept no liability for colour deviations if these do not exceed colour nuances. Since most plastics have a thickness tolerance, colour tolerance in connection with the thickness tolerance is a material property and can never be a reason for refusal or notice of default etc.

6. Indemnification against third-party claims
- In case of manufacture or delivery of articles according to drawings, samples, models or other instructions in the broadest sense of the word, received by us from our client or through him from third parties, our client assumes the full guarantee that the manufacture and/or delivery of those articles does not infringe any patent, trademark or usage rights or trade models or any other rights of third parties, and our client indemnifies us against any claims to be enforced against us.
- If a third party objects to manufacture and/or delivery on the basis of any alleged right as referred to above, we shall be entitled without further ado and solely on that basis to immediately discontinue and/or suspend manufacture and/or delivery and to claim reimbursement of costs incurred, without prejudice to our claims for any further compensation from our client without being liable to pay any compensation ourselves.
- We are obliged to inform the principal immediately of any objections received by us to the manufacture and/or delivery of the article in question.

7. Advertisement
- Complaints about possible incorrect execution of orders, quality, dimensions, numbers or other properties of delivered goods, etc. must be submitted to us in writing within eight days of receipt of the goods. Subsequent complaints shall - subject to the following - not be handled or honoured by us.
- If our principal is unable to check the consignment within set time due to special circumstances, he may be granted a longer time by us in writing at his written request within that time.
- If complaints are submitted in time and the goods have material or manufacturing defects, we shall provide repair or redelivery free of charge, in whole or in part (at our discretion). We shall not be obliged to any further obligation, in particular not to compensate any (consequential) damage.
- Even if delivered products are defective or unusable and it is impossible to expect us to still deliver properly within the required period, we are not liable for any (consequential) damage.
- If redelivery within that period would involve costs disproportionate to the delivery, this form of redelivery may not be demanded or required of us.
- Complaints resulting from wrong choices made by the client regarding material or product cannot be honoured by us.
- We never accept any liability for the applicability of our products.
- If a complaint about the delivered good is submitted by the client after a considerable period of time and if this is acknowledged by us, we will deduct an amount to be determined by us in compensation, repair or redelivery in relation to the period during which the delivered good functioned and the period of use for which the product was designed or ordered.
- Claims will certainly not be dealt with if our client has failed in any way up to that point to fulfil its then pre-existing obligations towards us under any agreement. Non-compliance with the payment obligation for the product complained about shall result in discontinuation of the handling of the complaint. The commitment to honour the claim is the assumption of an obligation by us to the customer, which therefore certainly does not entitle him to suspend the payment obligation and deadline already entered into.

8. Payment
- Unless otherwise agreed in writing, payment shall be made within 30 days of the invoice date, without any discount, at our offices or by deposit or transfer into our bank account.
- First delivery is always payable in advance or cash on delivery.
- For larger projects or projects with a long duration, partial invoices will be sent. We expressly reserve the right to stop projects if the customer fails to meet the agreed deadlines, without being held liable for any damage resulting from this. For our part, we may pass on costs such as obsolete stock, space occupation and planned but missed hours to the customer.
- If the payment obligation is not met, we are entitled to charge the generally determined, statutory commercial interest rate. The statutory commercial interest rate is 8.05% in 2015.
- If the client has still not fulfilled its obligation towards us 75 days after invoicing, we must proceed to collection. Naturally, all ongoing orders will then also be stopped and certainly nothing will be delivered. At that point, we will be released from all entered into obligations towards the defaulting customer.
- If the client defaults, all judicial and extrajudicial (collection) costs shall be for his account. Our collection costs shall in any case amount to 14% of the principal sum.

9. Retention of title
- As long as our principal has not made full payment, delivered goods remain our property until the invoice amount (possibly increased by the legally permitted interest) has been paid in full. If our client fails to fulfil any obligation towards us under any agreement with us relating to the execution of work or sale of goods, we shall be entitled, without any notice of default being required, to take back the goods, in which case the agreement may also be dissolved without judicial intervention, without prejudice to our right to claim damages, lost profit, interest and costs.

10. Applicable law
- All our agreements are governed by Dutch law. In the event of proceedings, the court or district court in our place of business shall have jurisdiction.

11. Filing
- These terms and conditions were filed with the Leeuwarden Chamber of Commerce on 19/5/2015.
- Registration number of PyraSied BV is 01043736. General terms and conditions of delivery PyraSied BV