General terms and conditions

Nursery & Assortment Garden Bamboos, Ornamental Grasses & Exotics

Office for Garden + Landscape Architecture

General

These terms and conditions may be referred to as the 'General Terms and Conditions'. These
conditions apply to the executor and the client who refer to them in the agreement. The executor(s) or supplier always refers to PerkGroen and Buro voor Tuin + Landschap (Garden & Landscape Architecture) / Design & Advice in Green Space. The offers, agreements and assignments concern all activities of PerkGroen, which include:

  • - Consultancies

  • - Design and consultancy work

  • - Research

  • - Cultivation and trade of plant material

  • - Experimenting with plants and materials for the benefit of your own company

  • - Supplies of materials and (raw) materials for the green sector
    Including related activities. Everything in the broadest sense of the word, nothing excluded.

    Article 1. Client and executor; delivery and payments.

  1. The principal is understood to mean the person who has given the order. The executor is understood to mean the person who has received the order to execute the order.

  2. All deliveries are deemed to have been made at the place where the executing party is established.

  3. All payments must be made there.

  4. The terms and conditions are deemed to form part of every agreement between

    client and executor, unless expressly deviated from in writing. The

    Conditions are known to both parties when entering into the agreement.

  5. In the event of a conflict between the uniform purchasing conditions used by the client and

    the present terms and conditions of delivery shall prevail over the latter.

Article 2. Quotations

  1. All quotations are without obligation, unless expressly agreed otherwise.

  2. Quotations are based on the information provided by the client. The client guarantees that he has provided all essential information to the best of his knowledge.

    provided for the design and execution of the assignment.

  3. The executive will, based on his obligation to make an effort, to the best of his knowledge and ability,

    and perform in accordance with the requirements of good workmanship.

  4. In the case of composite prices, there is no obligation to deliver a part at a

    corresponding part of the price stated for the whole.

  5. When models are available for only part of the work to be carried out or produced,

    If the copy etc. has been submitted, the performer is not bound by the price stated for the whole if it appears that the part not shown requires proportionally more work than the part shown.

  6. If the order is not placed after a requested quotation, the costs of the quotation may be charged.

  7. All prices stated in the quotation are exclusive of sales tax, unless otherwise stated.

Article 3. Fees, costs and rates

  1. The remuneration of the executive is based on hourly rates, unless another method of remuneration has been agreed. The applicable hourly rate is included in the agreement.

  2. Necessary travel and administration costs such as telephone, fax, postage, copying and printing costs and costs of third parties that are necessarily and in accordance with the agreement incurred by the executing party in the context of the assignment will be charged separately in addition to the hourly rates.

  3. Unless expressly agreed otherwise, amounts are always exclusive of any sales tax due.

  4. The client will pay the executor any costs of third parties incurred by the executor in connection with the assignment. When paying third parties via the executor, the executor is entitled to request an advance payment on the costs. He is also entitled to charge a surcharge for administration costs.

  5. Travel expenses to and from the customer will be charged. These consist of a mileage allowance of € 0.40 per kilometer (return) plus the hourly rate multiplied by the duration of the trip to the customer and back.

  6. Declarations of the fees due and other costs are made monthly.

  7. For assignments that are completed within a month, the invoice will follow after completion of the work. An advance on the fee and costs can be agreed. Third-party costs can be charged immediately upon receipt of invoices from third parties.

  8. The executor undertakes to keep a record of hours and costs and to make this available for inspection at the request of the client. This obligation only applies if work is not carried out on the basis of an agreed fixed fee.

Article 4. Changes to the order

  1. 1 Changes to the original order of any nature whatsoever, made in writing or verbally by or on behalf of the client, which result in higher costs than could have been anticipated in the quotation, will be charged to the client. Changes which, on the other hand, result in a reduction in costs will result in a correspondingly lower amount being charged than agreed.

  2. 2 Any changes in the execution of the order requested by the client after the order has been placed must be notified to the executor by the client in writing and in good time. If they are given verbally or by telephone, the risk for the execution of the changes is borne by the client.

  3. 3 Changes made to an order already placed may result in the original agreed delivery time being exceeded by the executing party; in this case, Article 14 applies accordingly.

Article 5. Property of the client

  1. With regard to the storage and use, processing and treatment of items entrusted to him by or on behalf of the client, the executor must exercise the same care as he exercises with regard to his own items.

  2. Without prejudice to the provisions of the previous paragraph and elsewhere in these terms of delivery, the client bears the risk for the said items. If he wants to have the said risk covered, he must arrange for insurance at his own expense.

Article 6. Property of the performer.

  1. Sketch designs, presentation models and/or original image carriers, such as printed originals, positive and negative films, photographs, as well as master tapes on magnetic media (video, audio), remain the property of the executor at all times.

  2. In the event of damage to or destruction of the items made available to the client as referred to in the previous paragraph, the damage will be charged without prejudice to the right to claim further costs and interest.

  3. My work is copyrighted and subject to intellectual property. A partial payment of the invoice does not give ownership of this copyright. The execution or use of the whole or characteristic / conceptual parts of the (sketch) design, drawings and impressions, or parts that are 'inspired by' by the client or third parties infringe this copyright and intellectual property. Compensation may apply to this.

Article 7. Shipping and transport of the deliveries

  1. In the case of free delivery, the cheapest method of shipping will always be used, unless otherwise agreed in advance.

  2. For any other method of shipping, the additional costs will be borne by the customer.

Article 8. Confidential information

The executive is obliged to carefully store and keep secret all information, company data, data files of the client and other confidential information that comes to his attention during the performance of his work.

Article 9. Deliveries of plant material and dead materials

  1. All offers are without obligation and while stocks last.

  2. Prices are exclusive of sales tax.

  3. Prices are ex works

  4. Shipment is at the expense and risk of the buyer/client

  5. Any complaints within eight days of receipt of the goods.

  6. Unforeseen circumstances such as crop failure, frost damage and the like, as well as the buyer's lack of creditworthiness in our opinion, release us from the obligation to deliver, even if the order has been accepted.

  7. Species authenticity is guaranteed.

  8. Any compensation for possible errors will never be higher than the

    invoice amount. Regrowth cannot be guaranteed.

  9. The use of living and dead materials (including root barrier foil)

    is entirely at the buyer/user's own risk. We exclude any liability related to flowering, spreading or expansion tendency of the delivered plants (including ornamental grasses and bamboos).

  10. We are not responsible for death/loss of plants due to problems with technical installations such as irrigation/drainage, incorrect substrate use, extreme weather conditions (heat, drought, rainfall, cold etc.) and damage
    by animals/insects or improper handling.

  11. We reserve the right to change prices.

Article 10. Payment

  1. 1 Payment must be made without any deduction and, unless otherwise agreed, within 14 days after the invoice date.

  2. 2 Regardless of the agreed payment terms, the contractor is entitled to request sufficient security for payment before delivery and to suspend completion of the order if this security cannot be provided.

  3. 3 In case of deviation from the payment term, the client will be charged interest on the invoice amount corresponding to the statutory interest. Parts of months are considered as full months for the calculation of the statutory interest.

  4. 4 The ownership of the goods and rights remains with the executor and will only be transferred to the client, to the extent agreed, on the day on which the client has paid the principal sum, interest, costs and damages due in respect of the goods delivered, including those of previous deliveries.

  5. 5 For orders that require a long processing time, partial payments may be requested. These partial payments must be agreed upon in advance.

  6. 6 All costs, both judicial and extrajudicial, relating to the

    Collection of amounts owed by the client and not paid on time shall be at the expense of the client; these amounts to at least 15% of the amount owed and will amount to a minimum of € 300.00.

Article 11. Right of retention/recourse

The executor who has the goods of the client in his possession is entitled to retain those goods in order to pay all costs incurred by the executor in carrying out orders from that same client, regardless of whether these orders relate to the aforementioned or other goods of the client, unless the client has provided sufficient security for those costs.

Article 12. Partial delivery

Each partial delivery, including the delivery of components of a composite order, may be charged to the client. Article 10 paragraph 1 of these conditions applies accordingly.

Article 13. Default of the client

If the progress in the execution or delivery of the work is delayed due to negligence on the part of the client or due to force majeure on his part, the executor may charge the full agreed amount, including the costs already incurred for the materials intended for this assignment, without prejudice to his right to claim further costs, damages and interest.

Article 14. Exceeding delivery time

  1. The agreed delivery times are always approximate and never fatal terms, unless this has been expressly agreed in writing.

  2. Exceeding the delivery period does not entitle the client to the

    compensation for direct or indirect damage.

  3. Exceeding the delivery period does not automatically lead to default on the part of

    the executive. The executive is in default towards the client after

    notice of default while granting a reasonable period in which to comply.

  4. Exceeding the delivery period does not give the purchaser (client) the right to

    to terminate the agreement.

  5. The delivery period will be extended by the time during which the client is negligent.

    continues to fulfill its payment obligation or other obligations under the agreement.

Article 15. Cancellations

If the client cancels the order in whole or in part, he is obliged to reimburse the executor for all costs reasonably incurred with a view to the execution of this order (costs of preparation, storage, provision, etc.) and, if the executor so wishes, to take charge of the materials and semi-finished products intended for the execution of this order at the prices included by the executor in his calculation; all without prejudice to the right of the executor to compensation for loss of profit, as well as for other costs, damages and interest resulting from the cancellation.

Article 16. Collection

  1. Unless otherwise agreed, the client is obliged to accept the completed assignment immediately after it has been completed.

  2. If, as a result of negligence on the part of the client, the work must be stored in whole or in part by the contractor after completion, the costs involved may be charged to the client.

Article 17. Complaints

  1. Complaints must be made in writing within 14 days of delivery of the order.

  2. Complaints as referred to in the previous paragraph are only possible if the client has not put the delivered goods into use, has not processed or worked on them, or has otherwise disposed of them.

  3. The liability of the executor under any agreed delivery is limited to the amount involved in the order.

  4. Unless otherwise agreed in writing, the contractor may deliver good work for defective work.

  5. The contractor is not liable for the consequences of errors in orders, models, data or materials provided by the client.

Article 18. Force Majeure

  1. Illness and temporary or permanent incapacity for work of the executive releases the executive from complying with the agreed delivery period or from his delivery obligation, without the client being able to assert any right to compensation for costs, damages and interest on that basis.

  2. In the event of force majeure, the executor will immediately notify the client. After receipt of this notification, the client has the right to cancel the order in writing for eight days, but under the obligation to accept from the executor and to compensate him for the part of the order that has been carried out.

Article 19. Liability

The executor is liable for shortcomings in the execution of the assignment, insofar as these are the result of failure to observe the care, expertise and professionalism that may be expected when executing the assignment. Liability for damage caused by the shortcomings is limited to the amount of fee that the executor has received for his work in the context of that assignment. For assignments that have a duration of more than three months, a further limitation of the aforementioned applies.

liability up to a maximum of the invoice amount over the last three months. Any claims by the client in the sense referred to here must be submitted within three months of discovering the damage, failing which the client will have forfeited his rights.

Article 20. Price changes

Changes in prices of materials, (raw) materials and/or semi-finished products required for the order, which occur after acceptance of the order, can be passed on to the client. Price changes also include changes in wages and social security contributions.

Article 21. Copyright, ownership rights and reproduction rights

  1. By placing an order for the use, duplication or reproduction of matters protected by the Copyright Act or industrial property rights, the client declares that no infringement of copyright or industrial property rights is committed by third parties and indemnifies the executor in and out of court against all consequences arising from the use, duplication or reproduction.

  2. All intellectual property rights of sketches, drawings, lithographs, photographs, films, models, as well as all digital designs, concepts and products, etc. designed or created by the executive remain with the executive.

  3. Copyrights are not included in the design costs.

  4. The client receives a license from the executor for the use of

    copyrighted works, which are made by the executor in the execution of an assignment for the benefit of the client. This license is only valid as long as the client meets the financial obligations, which are related to the provision of the copyrighted work. The license is only valid for use of the work in question by the client himself, or by his legal successors. Use by third parties is not permitted without written permission.

  5. The client and/or third parties are not permitted to make changes to a model, design, photo, etc. that has previously been approved by them or is already in use, without the prior written consent of the contractor.

Article 22. Termination by the executive

  1. The client will be deemed to be in default without further notice: (1) if he fails to fulfil any obligation under the agreement, fails to fulfil it in full or fails to fulfil it on time and (2) in the event of bankruptcy or suspension of payments of himself or his company, or (3) in the event of liquidation of his company.

  2. In the cases referred to in the previous paragraph, the executing party has the right, without notice and/or judicial intervention, either to suspend the performance of the agreement in whole or in part or to terminate the agreement in whole or in part, without being liable for any damages.

Article 23. Applicable law

  1. The agreement in all its parts is governed by Dutch law.

  2. The parties designate the competent court in the place of residence of the

    executive.