DOWNLOAD AS PDF: KlopPro BV General Terms and Conditions
1. Parties
1. KlopPro: KlopPro B.V., registered with the Chamber of Commerce under number 59347414, located at Oostergracht 7A (3763 LX), Soest, user of these general terms and conditions.
2. Further details of KlopPro:
Websites: www.kloppro.nl (including www.webshop.kloppro.nl) / www.praticabenelux.com / www.alto-shaam.nl/ www.modulinebenelux.com
Email: info@kloppro.nl
Phone number: +31 (0)30 2412 021
VAT identification number: NL853433860B01
3. Customer: the (potential) purchaser of Goods and/or services offered by KlopPro.
4. Good(s): products, particularly kitchen equipment and accessories, sold by KlopPro.
2. Applicability
1. KlopPro declares these general terms and conditions applicable to every offer from KlopPro and, whether or not arising therefrom, agreements that the parties have entered into with each other. Unless the content hereof has been modified, these general terms and conditions will also apply to future legal relationships between the parties.
2. Deviations from these conditions apply only to the extent that they have been expressly agreed upon in writing by the parties.
3. General (purchase) conditions of the Customer are expressly rejected.
4. Third parties engaged by KlopPro in the execution of the agreement may also invoke these general terms and conditions.
5. If one or more (parts of) provisions of these general terms and conditions are void or annulled, the remaining provisions of these general terms and conditions will remain in effect. The parties will then consult to agree on new rules to replace the null and void or annulled provisions, which will reflect as closely as possible the purpose and intent of the null and void or annulled provisions.
3. Offer and Agreement
1. Every offer, in the form of a quotation, displayed on the website or otherwise, is entirely and unconditionally without obligation and revocable, with a validity period of 14 days unless otherwise stated in writing by KlopPro.
2. Every offer is valid only while stocks last. The agreement is therefore expressly entered into under the suspensive and/or resolutive condition of sufficient availability of Goods. If KlopPro must invoke this provision, the Customer has no right to compensation.
3. The prices listed on the website or in another form of an offer are, unless otherwise indicated, in Euros and exclusive of VAT, delivery, installation, and instruction costs, and subject to levies, excises, surcharges, and other factors.
4. All statements by KlopPro of numbers, sizes, weights, and color of the Goods in the displayed or provided designs, drawings, images, photos, or models are only indications and have been made available by KlopPro's suppliers. A slight deviation from this in the delivered items does not constitute a failure to meet the obligations of the agreement on the part of KlopPro.
5. An offer can only be accepted once and therefore does not automatically apply to reorders and/or follow-up orders.
6. Apparent clerical errors and mistakes in the offer are not binding on KlopPro.
7. A combined quotation does not oblige KlopPro to perform part of the order at a corresponding part of the quoted price.
8. Every offer is carefully prepared and is based on the information provided by the Customer. If this information proves to be incorrect, KlopPro is entitled to charge the Customer for all additional costs, such as storage, material, travel, or labor costs, as a result.
8. The agreement is concluded after both parties have signed a written offer, after KlopPro has confirmed a written acceptance, or after KlopPro, or a third party on its behalf, has commenced execution.
9. If an order is given by multiple Customers, all Customers are jointly and severally liable for the agreement. If KlopPro accepts the order with multiple contractors, each contractor is responsible for their actions. Article 7:407 paragraph 2 of the Dutch Civil Code is excluded.
10. No rights can be derived from provided energy calculations.
11. Additional work up to 10% of the total contract sum or a specific item/activity/delivery does not require prior approval from the Customer.
12. Drawings, technical descriptions, and calculations, made by KlopPro for the assignment, remain the property of KlopPro. They may not be handed over or shown to third parties with the intention, for example, to obtain a comparable quotation. They may also not be copied or otherwise reproduced. If no assignment is given, these documents must be returned to KlopPro at the Customer's expense within 14 days after a request to that effect by KlopPro.
4. Delivery/Execution of the Agreement: Sale of Goods
The provisions of Article 4A also apply to the following provisions.
1. KlopPro represents the interests of the Customer within the limits of the given assignment. The assignment essentially consists of delivering Goods and/or related products and/or maintaining them. KlopPro will execute the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship. All deliveries by KlopPro are therefore executed based on an obligation to exert effort, unless and to the extent that KlopPro has expressly promised a result in the written agreement, and the relevant result is also described with sufficient specificity. The payment of the fee is therefore in no way dependent on the actual results or effects.
2. KlopPro will attempt to fulfill the agreement within the indicated/estimated period. This period is not final, meaning the Customer must first put KlopPro in default, allowing a reasonable and fair period for performance before any remedy can be taken. The Customer cannot dissolve the agreement by the expiry of this period and has no right to compensation. After the expiry of this period, the parties will endeavor to execute the agreement within a reasonable period.
3. KlopPro is free to have the assignment and/or delivery executed by third parties. Article 7:404 of the Dutch Civil Code is expressly excluded in the agreement.
4. Delivery of Goods takes place only after the agreement has been concluded. The risk of loss or devaluation of the Goods to be delivered passes to the Customer from the moment they are made available or would have been made available to the Customer, but this moment has been delayed under the Customer's responsibility. This applies regardless of whether the transfer of ownership has already taken place.
5. KlopPro is entitled to execute the agreement in different phases and to invoice the separately executed part. If the agreement is executed in phases, KlopPro may suspend the execution of those parts that belong to a subsequent phase until the Customer has approved in writing the results of the preceding phase. Once approved, KlopPro can no longer be held liable for defects that could reasonably have been known at the time of approval.
6. Without being in default, KlopPro can refuse a request to change the agreement if this could have a qualitative and/or quantitative impact on the work to be performed or the Goods to be delivered.
7. If KlopPro is responsible for delivery, the Customer must provide a delivery address where KlopPro can (have) deliver(ed) the Goods on the indicated date or another working day. If the Customer is not present on the indicated date when the Goods are delivered, the costs for offering the Goods at a subsequent time will be borne by the Customer.
8. The Customer indemnifies KlopPro against all third-party claims due to liability resulting from a defect in the services or delivery of Goods by KlopPro to the Customer, which the Customer has delivered to a third party.
9. In the case of delivery, delivery is expressly made under the latest applicable Incoterms EXW (Ex Works/Ex Factory).
4A. Delivery/Execution of the Agreement: Service and Maintenance
The provisions of Article 4 also apply to the following provisions.
1. Unless expressly agreed otherwise in writing, the choice of materials or methods to be used in executing the assignment is always free for KlopPro. KlopPro is therefore free to decide before and/or during the execution of the agreement to use different materials or methods in the execution of the agreement.
2. The Customer accepts that the project timeline may be affected if the parties decide to change the approach, method, or scope of the assignment in the interim and the resulting work. When changes in the execution of the assignment are necessary due to the Customer, KlopPro will make the necessary adjustments on behalf of the Customer. If this leads to additional work, KlopPro will charge this as an additional assignment to the Customer. KlopPro may charge the Customer for the extra costs of changing the assignment unless the change or addition is due to circumstances attributable to KlopPro. This latter situation does not lead to a reduction in the principal sum(s).
3. KlopPro provides service/maintenance services based on a service contract or based on individual orders to which the rates of KlopPro apply.
4. Planned maintenance work will be reported by KlopPro at least 24 hours in advance. In the case of necessary maintenance work, KlopPro is not obliged to give notice. Performing maintenance work may (temporarily) affect availability. The Customer agrees to this and will indemnify KlopPro accordingly.
5. The hours for performing maintenance are, unless otherwise agreed, on working days between 09:00 and 17:00. For work outside office hours, a different rate applies. KlopPro has the authority to change or shorten the hours for performing maintenance. If KlopPro wishes to exercise this authority, it will notify the Customer in writing in advance.
6. Maintenance generally takes place at the Customer's location. Work that cannot reasonably be performed at the Customer's location will be performed elsewhere, for example, at KlopPro.
7. Maintenance may, if possible, take place through remote diagnosis and support. The Customer will always cooperate by providing the necessary equipment, software, and communication facilities internally and making them available to KlopPro. The choice of the method of maintenance is always with KlopPro.
8. Replacement of defective parts is at the Customer's expense. Replacement parts will be invoiced separately unless otherwise agreed. All replaced items become the property of KlopPro.
9. The Customer is obliged to allow KlopPro personnel or third parties engaged by KlopPro to perform the necessary work, as well as to provide all other reasonable cooperation expected of the Customer. The Customer will always grant the KlopPro technician, or the technician of third parties working on behalf of KlopPro, access to the location where the Goods are located to perform the necessary service work.
10. KlopPro does not guarantee that the Goods will never exhibit minor defects that would prevent their use, without prejudice to its obligation to repair such defects.
11. At the Customer's request, KlopPro will also endeavor to resolve incidents in the Goods, even in circumstances that are not covered by the agreed service agreement or otherwise fall under KlopPro's responsibility. The costs of this repair will be charged on a cost-plus basis.
12. The Customer is not allowed to relocate the Goods under a service contract without the express written consent of KlopPro. All prices and times are based on the factors applicable at the time of the quotation or the conclusion of the agreement, including the specified location. In the event of a relocation, KlopPro has the right to terminate the service agreement or adjust the indicated times and reasonably increase the rate due to longer labor and/or travel time.
13. In the case of a repair, KlopPro gives a 3-month warranty on the repair and replaced parts. This warranty period starts when the technician has repaired the device. No warranty is given on cleaning or maintenance services, as well as on repairs performed on devices with lightning, water, or moisture damage, unless expressly stated otherwise in writing.
14. If the same problem occurs within 3 months of the repair, it is covered by the warranty. The Customer can then make a new appointment to have the problem repaired free of charge. If a new problem occurs within 3 months after the repair, and the service technician determines that it is a new problem, it is not covered by the warranty.
15. For repair and parts warranties, KlopPro assumes fair use. Cases of misuse or neglect are excluded from warranty conditions.
5. Obligations of the Customer
1. The Customer enables KlopPro to execute the agreement. The Customer is obliged to provide the necessary cooperation for the execution of the agreement by KlopPro. This includes, among other things:
a) Being present at the (delivery) address provided by the Customer on the agreed (delivery) date;
For the execution of work on-site:
b) Ensuring that KlopPro can timely obtain the necessary approvals (such as permits/authorizations, etc.) and the information to be provided for the assignment;
c) Providing connection options for the energy, gas, and water required for the assignment. The costs of electricity, gas, and water are borne by the Customer;
d) Ensuring that work and/or deliveries to be performed by third parties that are not part of KlopPro's assignment are carried out in such a way and in time that the execution of the assignment is not delayed as a result;
e) Arranging the workspace in such a way that KlopPro can start the assignment immediately upon arrival;
f) KlopPro must be able to access the object on or in which the work is carried out at all times. The Customer must therefore be present during the execution of the assignment or provide access, for example, by providing a key;
g) Refraining from imposing conditions on entering the object and/or space where the work is carried out by KlopPro, including conditions regarding clothing and materials to be used;
h) Ensuring that KlopPro has sufficient space for the supply, storage, and/or removal of building materials and tools.
2. If the obligations in paragraph 1 are not (timely) fulfilled, the Customer must inform KlopPro in good time. KlopPro is entitled to charge the Customer for the additional costs incurred as a result, such as storage, travel, or labor costs.
3. If the obligations in paragraph 1 are not (timely) fulfilled, KlopPro is not obliged to compensate the Customer for the damage resulting from the delay in delivery.
4. The Customer ensures that all information, which KlopPro indicates is necessary or which the Customer should reasonably understand is necessary for executing the agreement, is provided to KlopPro in a timely manner. The Customer bears the risk and responsibility for the correct and timely delivery of the required information and its content, regardless of how the Customer provides it. If the required information is not provided to KlopPro in a timely manner, KlopPro has the right to suspend the execution of the agreement and/or to charge the Customer for the additional costs resulting from the delay at the usual rates.
5. Before execution, the Customer must provide the agreed and necessary items and information to KlopPro, such as drawings, calculations, and execution instructions. KlopPro will assess these to the best of its knowledge. However, KlopPro is not liable for damage resulting from work performed based on incorrect items and information provided by the Customer.
6. The Customer expressly bears the risk of damage caused by:
a) Inaccuracies in the constructions and methods required by the Customer;
b) Defects in the (immovable) property to or in which the assignment is carried out;
c) Defects in materials or tools made available by the Customer.
7. The Customer guarantees that digitally delivered material is safe and does not contain viruses or other harmful content that could in any way damage KlopPro's or third parties' computer systems or software.
8. The Customer will strictly adhere to all regulations, usage instructions, and guidelines applicable to the Goods, including the instructions given in these general terms and conditions and the user manual of the Goods. The Customer is liable for all damage resulting from non-compliance or incomplete compliance with the aforementioned usage instructions and guidelines.
6. Retention of Title
1. The ownership of the sold Goods will not pass to the Customer, contrary to the actual provision of power, until the Customer has fully paid everything the Customer owes or will owe KlopPro under the agreement. This includes not only the purchase price but also any additional costs and extrajudicial collection costs.
2. Pursuant to this retention of title, the Customer is therefore not entitled to dispose of or encumber the Goods, for example, with a pledge.
3. The Customer undertakes, in connection with the effectiveness of the retention of title, to inform KlopPro promptly and adequately in the event of imminent bankruptcy, suspension of payment, debt restructuring, or if third parties threaten to seize any of the Goods delivered under retention of title. The Customer is also obliged to adequately insure the goods delivered under retention of title against damage and theft.
4. If the Customer is in default in fulfilling any obligation under the agreement, the Customer is obliged, at KlopPro's request, to cooperate in such a way that KlopPro can once again freely dispose of the delivered Goods. This also includes the possible obligation to uninstall and return the Goods at the Customer's expense at KlopPro's request.
7. Prices and Payment: Sale of Goods
1. This agreement has been concluded in mutual consultation. By concluding the agreement, the parties consider the prices reasonable and fair.
2. Unless otherwise agreed, the Customer must pay the due amount in full before delivery. If payment is made by invoice, it must be paid within 14 days of receipt by bank transfer. KlopPro is entitled to send the invoice immediately after the agreement is concluded.
3. In the event of exceeding the agreed payment term, Klop Pro is immediately entitled to charge the Customer a delay interest of 1% of the principal amount per month, as well as an amount for extrajudicial collection costs – not subject to reduction – of 15% of the due principal amount, with a minimum of EUR 40, - excluding VAT.
4. Without the express and written consent of KlopPro, the Customer is not entitled to apply set-off and/or suspension and/or withholding in respect of its payment obligations. The Customer can therefore also not claim any right of retention.
5. All prices are based/determined on the factors applicable at the time of the price quotation or the conclusion of the agreement, including tax burdens, levies, raw material, energy, fuel, and material prices, import duties, transport/freight costs, and exchange rates of or against the Euro. If, after the conclusion of the agreement but before delivery by KlopPro, one or more of these price-determining factors change (in general or at least calculated by KlopPro's fixed/usual supplier), to the extent that this leads to a 5% or more increase in the purchase price of a factor, KlopPro is at all times entitled to adjust the agreed price during the agreement in accordance with this increase. This circumstance is expressly regarded by the parties as unforeseen.
7A. Prices and Payment: Service and Maintenance
1. This agreement has been concluded in mutual consultation. By concluding the agreement, the parties consider the prices reasonable and fair.
2. Repairs up to and including € 1,499 will be carried out by the KlopPro technician without consulting the Customer. The Customer cannot claim non-payment of the invoice if they do not agree with the work performed. For major repairs from € 1,500, - excl. VAT, KlopPro applies the policy that a price quotation is made by the technician in advance with the minimum expected repair costs. The Customer must give written approval.
3. In the event of exceeding the agreed payment term, KlopPro is immediately entitled to charge the Customer a delay interest of 1% of the principal amount per month, as well as an amount for extrajudicial collection costs – not subject to reduction – of 15% of the due principal amount, with a minimum of EUR 40, - excluding VAT.
4. Without the express and written consent of KlopPro, the Customer is not entitled to apply set-off and/or suspension and/or withholding in respect of its payment obligations. The Customer can therefore also not claim any right of retention.
5. All prices are based/determined on the factors applicable at the time of the price quotation or the conclusion of the agreement, including tax burdens, levies, raw material, energy, fuel, and material prices, import duties, transport/freight costs, and exchange rates of or against the Euro. If, after the conclusion of the agreement but before delivery by KlopPro, one or more of these price-determining factors change (in general or at least calculated by KlopPro's fixed/usual supplier), to the extent that this leads to a 5% or more increase in the purchase price of a factor, KlopPro is at all times entitled to adjust the agreed price during the agreement in accordance with this increase. This circumstance is expressly regarded by the parties as unforeseen.
8. Warranty and Liability
1. The Customer accepts that all Goods are sold with all known, unknown, visible, and invisible factual and legal defects, encumbrances, and limitations. Warranty is provided on all these Goods only to the extent and as long as the manufacturer has provided a factory warranty. The Customer can inquire about this from KlopPro. The warranty does not include, in any case:
Normal wear and tear of bulbs, rubber seals, fans, motors, catalysts, relays, gaskets, transformers, fuses, etc.;
Damage caused by power outages or voltage spikes in the power grid caused by the grid operator or third parties;
Damage due to incorrect or defective technical installation at the location of the Goods;
Intentional damage, damage resulting from careless use, damage resulting from non-compliance with operating instructions according to the factory manual, incorrect installation or connection to incorrect voltage, damage due to chemical or electrochemical reactions, rust, weathering, or water damage, including but not limited to damage due to high lime content in the water, damage due to abnormal environmental conditions;
Non-functional and decorative parts that do not affect normal use of the Goods, as well as scratches and possible color differences;
Accidental damage caused by objects or substances from outside or as a result of improper cleaning of the Goods;
Damage to the following parts: display screens, glass doors, door handles or knobs, accessories, seals, lamps, and (parts of) housings, etc.;
Damage due to repairs not performed by KlopPro and/or use of non-original parts.
2. The Customer is obliged to check every delivery and execution, whether in phases or otherwise, as soon as possible, but within 24 hours after (completion of) delivery. If the performance does not meet the requirements and there is therefore a complaint, the Customer must inform KlopPro within two working days after delivery.
3. After providing the information referred to in the previous paragraph, KlopPro will, if the complaint falls within KlopPro's warranty/responsibility, the processing of the Goods has not yet occurred, and no exclusion of liability applies, attempt to remedy the complaint by reasonably repairing or replacing the delivered item free of charge. If neither of the two remedies described above resolves the complaint effectively, the Customer has the right to partially dissolve the agreement regarding that defect. The foregoing applies without the Customer having the right to any compensation.
4. If the Customer has informed KlopPro about the complaint too late, the Customer has confirmed the completion of a phase, the Customer has given permission to start the next phase, the Customer has put the delivered goods into use or processed them, the Customer has paid the invoice, a year has passed since delivery or completion, the Customer's right to any remedy expires.
5. If an event occurs during the execution of the agreement, including negligence, that leads to KlopPro's liability, such liability will be limited to the amount to which KlopPro's professional or business liability insurance entitles it, or if KlopPro's insurer does not pay or in the event that KlopPro is not insured, to the invoice amount from which the damage arose. For agreements with a duration of more than six months, there is also a limitation of the liability mentioned here to a maximum of the invoice amount over the last six months preceding the damage-causing event.
6. If the Customer is insured for any risk associated with the agreement, they are required to make a claim on this and indemnify KlopPro for the amount of the deductible.
7. Except to the extent that the damage is due to intent or gross negligence, all liability of KlopPro is limited to direct damage. Liability for all indirect or intangible damage such as, but not limited to, lost income and profits, loss or damage to property, loss of contracts, additional costs, is excluded.
8. The Customer indemnifies KlopPro against all third-party claims related to the work performed by KlopPro and/or goods supplied, as a result of which that third party may have suffered damage, regardless of the cause or time at which that damage was incurred.
9. The Customer is, in any case, not entitled to a warranty or any remedy if a payment obligation has not been met promptly/precisely.
10. In all cases, the period within which KlopPro can be held liable for compensation is limited to 12 months after the damage-causing event.
The following provisions apply - in conjunction with the foregoing - specifically to service and maintenance services
11. The work is completed and thus approved when KlopPro has notified the Customer that the agreement has been completed and the Customer has accepted this work. Completion also occurs if:
a) 8 days have passed since the Customer received the notice that the work has been completed, and they have failed to accept the work within that period but have also not refused it;
b) the Customer has put the Good into use, with the understanding that by putting part of the Good into use, that part is considered completed, and the Customer has not refused the result within 8 days;
c) KlopPro has sent the invoice with the entire principal amount, and the Customer has paid it.
12. The Customer is never entitled to any remedy if the Customer is found to be responsible for incorrect or careless use or if the Customer has made or had made modifications, installation, assembly, or repair of the Goods themselves or by third parties without prior written consent from KlopPro. The Customer is also not entitled to any remedy if the defects are wholly or partly due to external causes, such as fire or water damage, or if the goods have been repaired, modified, or maintained by others than KlopPro. The Customer is obliged to treat the Goods with appropriate care and must properly instruct their employees and all other users of the Goods/service in the correct use, meaning the use following the operating instructions of the Goods and/or KlopPro's instructions. As a result, KlopPro cannot be held liable for (the part of) the damage that could have been prevented if the operating instructions or instructions had been followed.
13. KlopPro uses only factory-prescribed parts. The warranty period for newly installed parts is three months from the installation date. The warranty period for the performed repair and/or service is three months.
14. No warranty claims can be made if the subsequent failure concerns another part or repair. There is no warranty if the same part fails again three or four months after the repair. The warranty covers defects in the Goods resulting from construction or material defects. Repair work performed under the warranty does not lead to an extension of the warranty period of the Goods or the new parts.
9. Force Majeure
1. Force majeure is understood to mean, in addition to what is understood by this in the law and jurisprudence, all external causes, whether foreseen or unforeseen, over which KlopPro has no control. This includes strikes, traffic disruptions, unforeseeable delays, energy supply disruptions, war, (extreme) weather conditions, transport difficulties, fire, loss or damage during transport, shortcomings of third parties on whom KlopPro depends in the execution of the agreement with the Customer, epidemics, pandemics, and government measures.
2. During force majeure, KlopPro's obligations are suspended. If fulfillment by force majeure is impossible for longer than one month or if other circumstances arise that make it disproportionately difficult for KlopPro to fulfill its obligations, KlopPro is entitled to dissolve the agreement wholly or partially by a notice to the Customer and without judicial intervention, without any obligation to pay compensation.
3. If KlopPro has already partially fulfilled its obligations at the onset of force majeure, it is entitled to invoice the already delivered or performed part separately or to partially credit prepayments.
10. Termination of the Agreement
Articles 7:408 and 7:764 of the Dutch Civil Code are expressly excluded from the agreement, meaning that assignments cannot be canceled and/or terminated prematurely.
2. KlopPro has the right to terminate the agreement with the Customer with immediate effect for the future by written notice without (further) prior notice of default if:
a) the Customer ceases or otherwise liquidates its business operations wholly or partly and/or fundamentally changes its business activities without prior written consent from KlopPro or transfers them to a third party;
b) the Customer is granted (provisional) suspension of payment or declared bankrupt, or the Customer is placed under guardianship or administration.
c) a right belonging to the Customer is seized.
4. In the event of (premature) termination of the agreement, all payments owed by the Customer to KlopPro are immediately and fully due and payable.
11. Privacy and Intellectual Property
1. The Customer is aware and agrees that KlopPro processes the Customer's and third parties' (personal) data under the Customer's responsibility. The Customer guarantees that all requirements for the lawful processing of the (personal) data, such as those under the GDPR, which are entered by the Customer or third parties or otherwise processed by KlopPro, have been met. The responsibility for this data lies with the Customer. The Customer guarantees KlopPro that the data is not unlawful and does not infringe on the rights of third parties. The Customer indemnifies KlopPro against any legal action by third parties, from any cause, in connection with this data or the execution of the agreement.
2. The Customer may have obligations towards third parties under data protection laws (such as the GDPR), such as the obligation to provide information, as well as giving access to, correcting, and deleting personal data of data subjects. The responsibility for complying with these obligations rests entirely and solely with the Customer. KlopPro will cooperate as much as technically possible and as reasonably expected, in fulfilling the obligations the Customer has to meet. The costs associated with this cooperation are not included in KlopPro's agreed prices and fees and are entirely at the Customer's expense.
3. KlopPro reserves the right to use the knowledge gained and other intellectual property rights for other purposes resulting from the work, provided that no confidential information is disclosed to third parties.
4. KlopPro reserves the rights and powers granted to it under the Copyright Act and other intellectual property laws and regulations.
5. The trademarks, images, logos, and photos used and displayed on KlopPro's website and Goods are registered or unregistered trademarks of KlopPro or third parties and may not be used commercially without the prior consent of the holder of those trademarks.
6. KlopPro is allowed to use images of the (realized) design or work for promotional purposes.
12. Provision of Goods / Loan
All goods provided by KlopPro BV to the dealer or its end customers/relations are invoiced and must be paid. The delivered goods become the Customer's property from the moment of delivery.
Upon return receipt by KlopPro BV of the goods after the loan period, a credit invoice will be sent to the Customer. Any damage to the goods provided by us will be charged to the client and will either be invoiced or partially credited.
13. Amendments to the General Terms and Conditions
In the case of fixed-term contracts, KlopPro reserves the right to change or supplement these general terms and conditions. Amendments also apply to already concluded agreements, subject to a 30-day notice period after the announcement of the change. Minor changes can be made at any time. If the Customer does not wish to accept a change in these general terms and conditions, they must notify this in writing before the date the new general terms and conditions take effect.
14. Forum, Choice of Law, and Transfer of Rights
1. KlopPro is authorized to transfer its rights and obligations under this agreement to third parties. The Customer is only authorized to transfer its rights and obligations to a third party with the written consent of KlopPro.
2. These - and other agreements concluded between the parties - are exclusively governed by Dutch law, with the express exclusion of the Vienna Sales Convention. Should a legal obligation arise between the parties in the future, other than arising from an agreement, Dutch law also applies to that obligation.
3. In the event of a dispute arising from the agreement between the parties, the court of the district in which KlopPro's (main) office is located has exclusive jurisdiction. If a dispute arises between the parties regarding non-contractual obligations, the court of the district in which KlopPro's (main) office is located also has exclusive jurisdiction.