Terms and conditions

Article 1 – Definitions

In these terms:

• Kuyper means Kuyper Graveertechniek B.V., Radmakerstraat 18, 5375 CC Reek, the Netherlands, registered with the Chamber of Commerce under number 96863757.
• Client means any legal or natural person acting in the course of a profession or business who enters into or wishes to enter into an agreement with Kuyper.
• Products means all goods supplied by Kuyper, such as engraved plates, stickers, labels, signs, seals and lettering, standard or custom.
• Custom work means Products that Kuyper makes to the Client's specifications, texts, data or designs.
• Proof means a digital rendering (proof or working drawing) of the Custom work, submitted to the Client for approval.
• In writing means by letter or by email.

Article 2 – Applicability

2.1 These terms apply to all quotes, offers and agreements of Kuyper and to all legal relationships arising from them, also after they have ended.

2.2 The applicability of the Client's general terms is expressly rejected.

2.3 Deviations from these terms apply only if Kuyper has accepted them In writing, and only to the agreement for which they were accepted. These terms otherwise remain in force.

2.4 If a provision of these terms is void or annulled, the other provisions remain in force. The parties will then replace the provision with a valid provision that comes as close as possible to the purpose of the original.

Article 3 – Quotes and requests

3.1 All quotes and offers of Kuyper are without obligation and valid for thirty days, unless the quote states otherwise. Kuyper may revoke a quote without obligation immediately after acceptance.

3.2 A request through the quote list, the quote form or the contact form on the website is a request for a quote, not an order. No rights can be derived from adding products to the quote list.

3.3 Images, sizes, colours, technical data and other information on the website, in catalogues and in other materials are as accurate as possible but are indicative. They bind Kuyper only if they are expressly included in the quote or order confirmation.

3.4 Obvious mistakes and typing, printing or calculation errors in quotes do not bind Kuyper.

Article 4 – Formation of the agreement

4.1 An agreement is formed when the Client accepts the quote In writing, when Kuyper sends a written order confirmation, or when Kuyper starts performing.

4.2 The Client reports any inaccuracies in an order confirmation In writing within seven days of its date. Otherwise the order confirmation is deemed correct.

4.3 Promises made by employees bind Kuyper only if confirmed In writing by a person authorised to represent Kuyper according to the Trade Register.

Article 5 – Custom work, proof and Client data

5.1 For Custom work, Kuyper submits a Proof to the Client, as a rule as a PDF by email. Kuyper adjusts the Proof until the Client approves it. Kuyper starts production after written approval of the Proof.

5.2 By approving the Proof, the Client accepts the texts, codes, numbers, sizes, colours and data shown in it. Kuyper is not liable for errors contained in an approved Proof.

5.3 The Client is responsible for the accuracy, completeness and legal suitability of the data it supplies or approves, such as data on CSC data plates, hazard markings, inspection data and container and owner codes. Kuyper makes the Products in accordance with the approved Proof and does not check whether the content complies with legal or other requirements.

5.4 Changes after approval of the Proof or after production has started are possible only with Kuyper's written consent. Kuyper may charge the cost of work and materials already used and the additional cost of the change, and may adjust the delivery time.

Article 6 – Intellectual property and supplied files

6.1 The Client warrants that it is entitled to use and reproduce, or have reproduced, the logos, trademarks, texts, designs and other materials it supplies. It indemnifies Kuyper against claims of third parties based on intellectual property rights or other rights in those materials.

6.2 Designs, Proofs, working drawings and files that Kuyper makes itself remain the property of Kuyper, even if costs have been charged for them, unless agreed otherwise In writing. The Client may use them only for the Products for which they were made.

6.3 Kuyper keeps production files of Custom work for at least one year after delivery to make repeat orders easier, but is not liable for their loss.

Article 7 – Prices

7.1 Prices are in euros, excluding VAT, packaging, shipping, transport and insurance costs, unless agreed otherwise In writing.

7.2 If, after the agreement has been made but before delivery, the costs of materials, energy, transport, wages, taxes or levies rise substantially, Kuyper may adjust the price accordingly. Kuyper notifies the Client In writing as soon as possible. If the increase exceeds ten percent, the Client may terminate the agreement free of charge within seven days of the notice, insofar as it has not yet been delivered.

7.3 Agreed discounts lapse as soon as the Client is in default.

Article 8 – Delivery and delivery time

8.1 Delivery is ex works Kuyper in Reek, unless agreed otherwise In writing. When goods are shipped, risk passes to the Client on handover to the carrier; when Kuyper delivers, on delivery at the agreed address.

8.2 Delivery times are indicative and never strict deadlines. The times on the website apply "as a rule". If a delivery time is exceeded, Kuyper is in default only after the Client has given Kuyper written notice of default with a reasonable period for performance.

8.3 The delivery time starts only after written acceptance of the quote and, for Custom work, after approval of the Proof and receipt of all required data.

8.4 Kuyper may deliver in parts and invoice each part separately.

8.5 The Client takes delivery of the Products at the time of delivery. Kuyper stores Products not taken for the Client's account and risk.

Article 9 – Cancellation

9.1 If the Client cancels an agreement in whole or in part, it reimburses Kuyper for costs already incurred, materials purchased or processed and work already done, with a minimum of fifteen percent of the agreed price.

9.2 Custom work whose production has started cannot be cancelled. The Client remains liable for the full price.

Article 10 – Payment

10.1 Payment is due within thirty days of the invoice date, by bank transfer to the account stated on the invoice, without deduction or set-off. Kuyper invoices by email.

10.2 Kuyper may require advance payment or security before delivery for a first order, if it doubts the Client's creditworthiness, or after an earlier late payment.

10.3 If the Client does not pay on time, it is in default without notice of default. From the due date it owes the statutory commercial interest (Article 6:119a of the Dutch Civil Code).

10.4 Once in default, the Client also owes the extrajudicial collection costs, calculated in accordance with the Dutch Decree on compensation for extrajudicial collection costs, with a minimum of € 40.

10.5 If the Client is in default, all its payment obligations become immediately due and Kuyper may suspend further deliveries.

10.6 A complaint does not suspend the obligation to pay.

Article 11 – Retention of title

11.1 Kuyper remains the owner of all Products delivered until the Client has paid everything it owes under any agreement with Kuyper, including interest, costs and claims for failure to perform.

11.2 As long as ownership has not passed, the Client may not pledge or otherwise encumber the Products. Resale in the normal course of business is permitted.

11.3 If the Client does not meet its payment obligations, Kuyper may take back the Products. The Client grants access for this and bears the costs.

11.4 If third parties attach Products subject to retention of title, the Client points out Kuyper's ownership to them and informs Kuyper immediately.

Article 12 – Inspection and complaints

12.1 The Client inspects the Products immediately after delivery. It reports visible defects and shortages In writing within eight days of delivery, with photos. It reports defects that are not visible within eight days of discovering them or of the time it could reasonably have discovered them.

12.2 If a complaint is justified, Kuyper repairs or replaces the Products or supplies what is missing, at Kuyper's choice. If that is not reasonably possible, Kuyper credits the invoice for the part concerned.

12.3 Legal claims based on defects lapse one year after the timely complaint.

12.4 Returns are possible only with Kuyper's written consent and at the Client's risk. Custom work is not taken back, except in the case of a justified complaint.

12.5 Minor deviations in size, colour, thickness and finish that are customary in the trade are not defects. Colours on screens and Proofs may differ from the final product. For Products made in runs, Kuyper may deliver up to five percent more or less, with the price adjusted accordingly.

Article 13 – Liability

13.1 Kuyper is liable only for direct damage resulting from an attributable failure to perform the agreement.

13.2 Kuyper is not liable for indirect damage, including consequential damage, lost profit, lost savings, business interruption, fines imposed by third parties and costs of fitting or removing Products.

13.3 Kuyper's liability is limited to the invoice amount (excluding VAT) of the order to which the damage relates, and in any case to the amount paid out by Kuyper's liability insurance in the case concerned.

13.4 The limitations in this article do not apply in the case of intent or deliberate recklessness of Kuyper or its management.

13.5 Kuyper's employees and auxiliaries may rely on this article as if they were party to the agreement.

13.6 Kuyper gives a warranty only if agreed In writing. Values from suppliers' datasheets are indicative and do not constitute a warranty.

Article 14 – Force majeure

14.1 Kuyper is not obliged to perform if it is prevented from doing so by a circumstance not attributable to it, such as failure or late delivery by suppliers, breakdown of machines or energy supply, cyberattacks, transport problems, staff illness, epidemics, government measures, fire, extreme weather and war.

14.2 Kuyper may suspend performance for as long as the force majeure lasts. If the force majeure lasts longer than sixty days, either party may terminate the agreement In writing for the part not yet performed, without any obligation to pay compensation.

14.3 Kuyper invoices what it has already delivered or performed pro rata.

Article 15 – Suspension and termination

15.1 If the Client fails to meet an obligation, is declared bankrupt, applies for a suspension of payments, or its business is discontinued or liquidated, Kuyper may suspend performance or terminate the agreement in whole or in part, without any obligation to pay compensation.

15.2 In those cases all of Kuyper's claims against the Client become immediately due.

Article 16 – Samples

Kuyper may charge for samples supplied on request if no order follows.

Article 17 – Transfer

17.1 The Client may transfer rights and obligations under an agreement with Kuyper to a third party only with Kuyper's written consent.

17.2 Kuyper may assign claims against the Client, for example for financing or collection.

Article 18 – Personal data

Kuyper processes personal data of the Client and its employees as described in the privacy statement.

Article 19 – Applicable law and competent court

19.1 All agreements and legal relationships between Kuyper and the Client are governed by Dutch law. The United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.

19.2 Disputes are submitted exclusively to the competent court of the District Court of Oost-Brabant (Rechtbank Oost-Brabant). Kuyper may also submit a dispute to the court that has jurisdiction by law.