0. Contractual partner
In case you are a resident of Switzerland this is a legal agreement between you, the end user, and ROUTE 66 International GmbH, Poststrasse 5, 8808 Pfäffikon, Switzerland. In case you are NOT a resident of Switzerland this is a legal agreement between you, the end user, and ROUTE 66 Switzerland GmbH, Poststrasse 5, 8808 Pfäffikon, Switzerland. Both companies are referred to as "ROUTE 66".
1.1 These General Terms and Conditions of Sale shall apply to all our tenders and all transactions concluded with us.
1.2 Unless otherwise agreed upon in writing, the General Terms and Conditions applied by customers shall solely apply inasmuch as these do not conflict with these General Terms and Conditions; upon any doubt arising as to the question of there being a conflict then our General Terms and Conditions shall prevail.
2.1 All our tenders are non-obligatory; transactions solely bind us when these have been confirmed by us in writing or, from that time we commence conducting activities for said transactions.
2.2 That formulated under sub-section 2.1. above is also applicable to tenders submitted by persons in our employment and to arrangements made by said persons.
3. Sizes, weights, illustrations and technical data
3.1 The sizes, weights and technical data contained in our tenders, stock lists and other advertising material, as well as the illustrations contained therein are solely approximate and are non-obligatory. The copyright to illustrations, drawings, graphs and designs supplied by us, as well as in general that published by us shall solely accrue to us; without our permission, these publications or their contents may not be provided to third parties either in whole or in part.
3.2 Failure to fulfil any obligation pursuant to sub-section 1 shall require the customer to pay a penalty for each and every infringement amounting to EUR 1.000,-- (one thousand Euro) irrespective of all remaining rights we retain to have obligations fulfilled, dissolved, and rights to compensation for damages sustained et cetera.
4.1 All prices quoted by us to customers are non-obligatory as these are based on the factory prices which apply at the time the transaction takes place and the rates of exchange of foreign currencies, freight charges, taxes, the applicable margins and other similar factors.
4.2 Changes to one or more of the aforementioned factors which concern the agreed upon performance and which manifest themselves more than three months after entering into the agreement shall entitle us to pass these on without them being subject to any further increase.
5. Delivery/delivery time
5.1 We retain the right to add freight charges to all our deliveries, and we shall calculate any cost increases in accordance with the tariffs which we apply to increases at the time delivery takes place.
5.2 Goods which we deliver travel at the risk of our customer, which risk is transferred once the goods have been delivered either to our warehouses or upon their being delivered by third parties, once the goods have left the factories or warehouses of third parties.
6. Packaging, pallets et cetera
6.1 Packaging costs may be charged in addition unless the goods are delivered by us in factory packaging which our supplier does not charge us for separately.
7. Delivery time
7.1 The delivery times quoted by us are non-obligatory and are solely approximate unless a certain delivery time is guaranteed by us expressly and in writing.
7.2 Exceeding certain delivery times, for whatever cause, does not oblige us to compensate our customer in any way for any damages which might be sustained by the customer or by third parties neither does exceeding certain delivery times entail any right accruing to our customers to dissolve the transaction nor entitle our customer to fail to fulfil any obligation which our customer has due to the transaction in question or any other transaction concluded with our customer. We retain the right to deliver an order in its entirety or in parts subsequent to the successive availability of goods in parts. Should we deliver in parts we shall nevertheless be entitled to delivery/deliveries in accordance with the then valid payment conditions.
8.1 Force majeure and other circumstances which prevail which are such that in all reasonableness the fulfilment of the transaction may not be required - including the case or our not being able to deliver due to our own suppliers failing to deliver, for whatever reasons, shall entail the obligation to deliver being postponed and the delivery time being extended by a time period equal to the duration of the aforementioned force majeure and/or circumstances beyond our control.
8.2 Should extending the delivery time exceed a period of three months then we shall retain the right to dissolve the transaction for the as yet unfulfilled part, either in whole or in part, without being obliged to make any kind of reimbursement. Should part delivery have taken place, then the customer shall be due to settle a proportion of the total price.
8.3 Should fulfilment not take place, note take place timely or not take place properly with respect to any obligation of the customer which is incurred due to the agreement, as well as in the case of bankruptcy, suspension of payments or being placed under the aegis of an official receiver on the part of a customer, or ceasing activities or the liquidation of a customer's company, we shall retain the authority without being required to pay compensation for damages, without prejudice to any further rights retained by the customer and without being required to issue a reminder or a declaration of being in default, to dissolve the transaction without going to law being required, without prejudice to our claims for compensation for damages, while we similarly and furthermore retain the right to dissolve other transactions then current with the customer in question, inasmuch as these are not yet fulfilled. Upon each dissolution, that due to us shall become due immediately.
9.1 Payment of the invoice amounts shall be made without applying any discounts or off-setting and settlement shall be made thereof within fourteen days of the invoice date either at our office or by transfer to one of our Bank or Giro accounts We are also authorised to effect collection by bank draft. Payment made in an other manner, particularly settlement made to our employees shall solely be valid after written confirmation of receipt has been issued by us.
9.2 Payment of invoice amounts made non-timely or partial payment thereof shall make all payment obligations of the customer due immediately, irrespective of whether or not invoices have been submitted.
9.3 Payment of invoice amounts made non-timely and failure to settle invoice amounts and failure to settle invoice amounts in full shall make the customer due to pay interest on the invoice amount, without prejudice to that determined in the prior sub-section 8.3, which interest shall be calculated using the discount rate for promissory notes used by the Central Bank of The Netherlands (de Nederlandsche Bank N.V.) plus 3%, with a minimum being the lawful interest which accrues annually. We also retain the right to postpone delivering goods which are concerned in the transaction in question or other transactions.
9.4 Should we judge that non-timely payment shall require our receivable(s) be collected by a third party we shall notify the customer of this in writing; as a rule we shall inform the customer of a reasonable short time period within which the customer may fulfil the payment obligation(s) unless in a certain case, in our judgement immediate collection measures require being taken. Should we decide that immediate collection measures require the customer. Out of court collection costs shall be charged to the customer in accordance with the collection tariff applied by the Dutch Bar Association (de Nederlandse Orde van Advokaten)
9.5 Each payment made by the customer shall primarily serve to settle out of court collection costs incurred and collection costs incurred due to legal proceedings and only thereafter shall settlement be deducted from the interest due and thereafter shall settlement be deemed to cover the unsettled receivable(s), irrespective of any indication made by the customer which reads differently from this.
9.6 We retain the right to require security at any and all times for timely payment with a view to both deliveries already made and those yet to be made, which security shall be opted for by us either in the form of pre-payment, a bank guarantee, a mortgage, bond, or other form of collateral. We also retain the right in cases in which we judge it to be prudent to solely deliver cash-on-delivery, respectively, to deliver in the future solely on the basis of cash-on-delivery, where necessary, in deviation from arrangements made.
10. Ownership stipulation
10.1 The ownership of the goods we deliver shall be transferred to the customer only when the latter has fulfilled all obligations with regard to us which shall be incurred in connection with the delivery including the settlement of the purchase price and the supplements and reimbursement due pursuant to these General Terms and Conditions as well as any interest which accrues and any costs which are due. The customer is not permitted deploy any right of retention in connection with warehousing costs nor is the customer permitted to compensate for such costs by off-setting said costs against the customer's fulfilment.
10.2 Should the customer have supplied the goods, prior to the ownership thereof having been transferred to the customer, then the customer's customer shall be deemed to be the custodian of the goods in relation to us; our customer is obliged to inform our customer's customer of this condition upon supplying the goods. The custodian shall indicate where the goods are warehoused upon being first requested by us to do so and shall allow us to retrieve the goods.
10.3 For as long as ownership has not been transferred to the customer the goods may not be pledged nor may any other right be granted thereon and/or there from to a third party. Should our customer fail to meet our customer's obligations we shall retain the right to claim ownership of the goods , as previously stipulated, for which no (full) settlement has been obtained, both from our customers as well as from third parties as aforementioned. We shall similarly retain the right to take back the goods witch belong to us or have them brought back. The customer hereby authorises us to enter the premises used by or on behalf of the customer for this purpose. All costs incurred in connection with taking back goods shall be charged to the customer.
11. Guarantee and compensation for damage
11.1 We shall solely be made liable for damage which may be attributed to deliberate actions we undertake or gross negligence on our part which damages are sustained due to circumstances which are for our risk.
11.2 Circumstances which in any case are not for our risk are: acts, aside from deliberate acts or gross negligence, of persons deployed by us for the performance of the agreement; unsuitability on the part of goods, deployed by us for the performance of the agreement; the performance by a third party with respect of the customer of one or more rights, in connection with a shortcoming of the customer in fulfilling an agreement concluded between the customer and that third party in connection with goods delivered; strikes, exclusion of the work force, illness. prohibition of import, export and transportation; transport problems, failure to fulfil obligations on the part of suppliers, disruptions in production, natural disasters or nuclear catastrophes and war and/or the treat of war; any fault of ours aside from that caused by deliberate acts or gross negligence.
11.3 We shall never be liable to pay compensation for damages other than damages sustained by goods and/or persons.
11.4 We solely provide a guarantee to our customer in connection with the delivery of goods which is the same as that guarantee provided to us by our own supplier, entirely in accordance with the same conditions. Further guarantees may solely be required from us when these are issued by us in writing.
11.5 Damages sustained due to breakage shall never be covered by a guarantee. Guarantees are never issued by us with a greater scope than the obligation to replace a product which has been delivered which product has material faults, in which matter we particularly shall not make any reimbursement for any further damages sustained.
11.6 That determined in this present article is without prejudice to the lawful liability we have pursuant to legal stipulations with which we are required to comply.
12.1 Complaints-returns must be submitted by the customer in writing within ten working days after delivery of the goods, accompanied by the shipping docket in question. Complaints made verbally and those submitted after the expiry of the aforementioned time period shall not be accepted. Complaints about goods which are taken from our warehouses shall only be dealt with if made upon the issue of said goods. Submitting a complaint does not absolve the customer from settling the invoice amount due.
13. The competent judge
13.1 Our relations with the customer shall be subject to Dutch law.
13.2 Any disputes which might arise between the customer and us shall solely be judged by the court in Utrecht, aside from when and should the plaintiff or party submitting the request opt for submitting the case to the competent judge in the jurisdiction of the customer's domicile or seat.
13.3 The Dutch language text of these General Terms and Conditions of Sale prevail above translations hereof.
These general terms of sales, delivery and payment, are lodged with the Chamber of Commerce at Rotterdam, Holland.