ARTICLE 1. | DEFINITIONS
In these General Terms & Conditions the following terms shall have the following meaning.1. LabID Technologies: LabID Technologies B.V., the user of these general Terms and Conditions, located in ‘s-Hertogenbosch, registered in the Trade Register under CoC-number 62493000.
ARTICLE 2. | GENERAL PROVISIONS1. These general Terms and Conditions apply to every LabID Technologies offer, as well as any negotiated agreement.
ARTICLE 3. | AGREEMENT OFFER AND CONCLUSION1. All LabID Technologies offers are without obligation, unless a deadline for acceptance is stated.
ARTICLE 4. | DEADLINES, THIRD PARTIES & TOLERANCES1. In the event that LabID Technologies depends upon the buyer to provide information for the implementation of the agreement, execution and delivery shall not occur before LabID Technologies has received this information.
ARTICLE 5. | SPECIAL PROVISIONS RELATING TO PURCHASER’S SPECIFICATIONS FOR THE PROCESS OR MANUFACTURE OF PRODUCTS1. In so far as the agreement relates to the supply of a product processed or manufactured according to a purchaser’s specifications, this article shall apply without prejudice to the remainder of these Terms and Conditions.
ARTICLE 6. | DELIVERY1. Unless agreed otherwise, the product shall be delivered to the delivery address supplied by the purchaser. If the purchaser has mentioned no specific delivery address, then the billing address shall be considered the delivery address.
ARTICLE 7. | FORCE MAJEURE1. LabID Technologies shall not be obliged to fulfil any obligation under the agreement if it is so hampered by a circumstance to which it cannot be attributed to under the law, a legal act or generally accepted opinion. Force Majeure is also understood to cover the event that LabID Technologies is unable to deliver its products (on time) due to the fault of its suppliers.
ARTICLE 8. | SUSPENSION AND TERMINATION
1. If circumstances warrant, LabID Technologies shall be entitled to suspend the execution of the agreement or to terminate the agreement with immediate effect, in the event that the purchaser’s obligations under the agreement are not complied to either in full or on time, or after concluding the agreement, LabID Technologies learns of circumstances that give sufficient grounds to suspect that the purchaser shall not fulfil its obligations.
2. If the purchaser is in a state of bankruptcy, a seizure of goods has been made, or the purchaser cannot otherwise freely dispose of its assets, then LabID Technologies shall be entitled to terminate the agreement with immediate effect, unless the purchaser has already made adequate security for payment.
3. Furthermore, LabID Technologies shall be entitled to terminate the agreement if circumstances of such a nature arise that fulfilment of the contract is impossible or unaltered maintenance thereof cannot be reasonably demanded.
4. The purchaser may never claim any form of compensation in the event that LabID Technologies exerts its suspension and termination rights on the basis of this article.
5. To the extent to which it can be attributed to the purchaser, the purchaser shall be obliged to reimburse LabID Technologies for any damages suffered as a result of the suspension or termination of the agreement.
6. In the event that LabID Technologies terminates the agreement on the basis of this article, all claims against the purchasers shall be immediately due and payable.
ARTICLE 9. | RESEARCH AND COMPLAINTS1. Upon delivery, the purchaser shall immediately examine whether the condition and / or quantity of the products received comply with the agreement. If the condition and / or quantity of the products received is deemed not to comply with the agreement by the purchaser, the purchaser shall immediately notify LabID Technologies upon delivery.
ARTICLE 10. | WARRANTY1. Upon delivery all products, with the exception of soft- and hardware, and products manufactured or processed to the purchaser’s specification, come with a 30-day satisfaction guarantee. If the purchaser wishes to return the aforementioned products, the purchaser must submit a written request (which according to article 1.5., may be made via e-mail) to Lab ID Technologies, stating the desired replacement products, or a request for refund of any payments already made in respect of this product. The costs of return shall be borne by the purchaser. Returns are only possible if products are returned undamaged and in their original condition and packaging.
ARTICLE 11. | PRICES AND PAYMENTS1. In the event that delivery has been agreed, the shipping and handling costs are borne by the purchaser, unless otherwise agreed.
ARTICLE 12. | DISCLAIMER1. LabID Technologies shall never be liable for more than determined under the applicable warranty. If, nevertheless, liability for LabID Technologies exists, that liability shall be limited to what is determined in the current Terms & Conditions.
ARTICLE 13. | RETENTION OF OWNERSHIP1. All delivered products shall remain the property of LabID Technologies until the purchaser has duly complied with all of its obligations under the agreement.
ARTICLE 14. | INTELLECTUAL PROPERTY1. The intellectual property of all LabID Technologies products delivered to the purchaser, including known product brands, rests with LabID Technologies or its licensors.
ARTICLE 15. | FINAL PROVISIONS1. Any agreement and any related legal relations between the parties, are governed exclusively by Dutch law.