General Terms and Conditions VictoryVans

Article 1 — Definitions

VictoryVans:

the sole proprietorship VictoryVans, established at Gein-Zuid 13 in Abcoude, the Netherlands, registered in the Commercial Register under number 94250707, the user of these terms.

Client:

any natural person or legal entity with whom VictoryVans enters into an agreement or negotiates one.

Consumer:

a client who is a natural person and is not acting in the course of a profession or business.

Parties:

VictoryVans and the client jointly.

Agreement:

any agreement between the parties, including an agreement for conversion, installation, the reservation of a build slot, advice, maintenance or the supply of goods.

Work:

all work carried out by VictoryVans, including the conversion and fitting out of vehicles, assembly, installation, repair, advisory work and the handling of inspection procedures.

Goods:

parts, materials, accessories and other items supplied by VictoryVans.

Vehicle:

the client's vehicle on which VictoryVans carries out work.

In writing:

including by email.

Article 2 — General provisions

1. These terms apply to every offer and every agreement of VictoryVans.
2. The client's own terms do not apply, unless VictoryVans has expressly accepted them in writing.
3. Departures from these terms apply only where the parties have agreed them in writing. Such a departure takes precedence over these terms.
4. If a provision is void or annulled, the remaining provisions continue to apply. The parties will then consult on a replacement provision that stays as close as possible to the intention of the original.

Article 3 — Offers and formation of the agreement

1. Every quotation is without obligation and valid for the period stated in it. If no period is stated, the quotation lapses after 30 days.
2. The client can derive no rights from a quotation containing an obvious error or slip of the pen.
3. The agreement is formed at the moment the client accepts the quotation or order confirmation in writing, or at the moment VictoryVans begins performance at the client's request.
4. A quotation does not automatically apply to subsequent orders.
5. Whoever signs on behalf of another warrants that they are authorised to do so.

Article 4 — Performance of the work

1. VictoryVans performs the agreement to the best of its insight and ability, with the care that may be expected of a competent conversion business. The agreement is an obligation of effort, unless a result has been expressly promised.
2. The client provides all information VictoryVans requires in good time, and warrants its accuracy. Delay or additional costs caused by incorrect or late information are for the client's account.
3. The client makes the vehicle available at the agreed time and place. Failing that, VictoryVans may adjust the planning and charge the resulting costs.
4. VictoryVans may have work carried out by third parties where this is desirable for proper performance.
5. Where an inspection by the RDW or another authority forms part of the order, VictoryVans is not responsible for its duration, outcome or availability. VictoryVans will make every effort to meet the applicable requirements, but does not guarantee approval.
6. If the client does not collect the vehicle within five working days of notification that it is ready, VictoryVans may charge storage costs. The vehicle is then stored at the client's expense and risk.

Article 5 — Vehicle weight

1. A conversion increases the weight of a vehicle. VictoryVans does not guarantee that the vehicle will remain below a particular mass after the work, unless this has been expressly agreed in writing.
2. Before the build, VictoryVans records in writing what the vehicle weighs, which masses appear on the registration certificate and what the consequences are. The client decides on that basis whether and how the order is carried out.
3. Use of the vehicle is at all times at the client's expense and risk. The client is responsible for loading within the permitted masses, for holding the correct driving licence and for appropriate insurance.
4. Increasing the technically permissible maximum laden mass is possible only with a manufacturer's declaration and approval by the RDW. VictoryVans can give no undertaking on this and does not guarantee the outcome.

Article 6 — Build slot reservation, advance payment and cancellation

1. The parties may reserve a build slot against a reservation fee. VictoryVans thereby holds production capacity free and takes on no other work for that period.
2. The reservation takes effect at the moment the reservation fee is credited.
3. If the order proceeds, the reservation fee is set off in full against the final instalment of the contract sum.
4. The reservation fee is not refunded. It serves as compensation for the capacity held free and for the work already carried out.
5. If VictoryVans is unable to honour the build slot for a reason attributable to it, it will refund the reservation fee in full within fourteen days.
6. If the client cancels an order that has already started, the client owes the work carried out up to that point, the materials ordered and not returnable, and the costs already incurred.
7. VictoryVans may require an advance payment or payment in instalments before the work begins. For a consumer, the advance payment for the supply of goods amounts to no more than fifty per cent.

Article 7 — Additional work

1. Additional work arises where the parties agree during performance that the order is extended or amended, and where work proves necessary that was not reasonably foreseeable when the agreement was entered into.
2. VictoryVans notifies additional work in writing, stating the consequences for price and planning, and carries it out only after the client's approval. In urgent cases VictoryVans may act immediately to prevent damage, and reports the additional work as soon as possible afterwards.
3. Where an item is included as a provisional sum or indicative price, VictoryVans informs the client as soon as it foresees that this will be exceeded by more than ten per cent.
4. Additional work may move the stated completion date. The parties will then consult on a new date.

Article 8 — Right of withdrawal for distance contracts

1. Where an agreement with a consumer is concluded without the parties being physically present at the same time — for example by email or telephone — the consumer has the right to withdraw from the agreement without giving reasons for fourteen days after it is concluded.
2. If the consumer wishes VictoryVans to begin within that period, the consumer expressly requests this. On withdrawal, the consumer then owes an amount proportionate to the part of the order performed at that moment.
3. The right of withdrawal lapses once the order has been performed in full with the consumer's consent.
4. The right of withdrawal does not apply to goods made to the consumer's specifications or clearly intended for the consumer personally.

Article 9 — Completion, warranty, inspection and complaints

1. The order is completed when VictoryVans reports that the work is ready and the client takes receipt of the vehicle.
2. The client inspects the work and the goods supplied on completion. Visible defects are reported on completion; other defects within fourteen days of the client discovering them or being able to discover them. A consumer reports within a reasonable time of discovery; a report within two months is in any event regarded as timely.
3. VictoryVans gives twelve months' warranty on the conversion and installation work it carries out, and three months on repair and maintenance work, calculated from completion.
4. The warranty of the manufacturer or supplier applies to parts supplied. VictoryVans passes that warranty on and gives no separate warranty of its own on those parts.
5. If a defect attributable to VictoryVans appears within the warranty period, VictoryVans will either repair the work free of charge or credit a proportionate part of the invoice. The choice between the two rests with VictoryVans.
6. The warranty lapses for defects resulting from normal wear, incorrect or careless use, overloading, inadequate maintenance, an accident, or work carried out on the job by the client or a third party.
7. VictoryVans gives no warranty on goods supplied by the client, or on constructions or materials specified by the client.
8. A complaint does not suspend the obligation to pay, unless the law provides otherwise for a consumer.
9. If a complaint proves unfounded, the costs of investigation are for the client's account.

Article 10 — Periods

1. Stated periods and completion dates are indicative and approximate, unless the parties have expressly agreed a strict deadline in writing.
2. VictoryVans is in default only after the client has given it written notice of default and allowed it a reasonable period to perform after all.
3. Exceeding a period gives no right to damages or termination, unless there is intent or wilful recklessness.

Article 11 — Force majeure

1. VictoryVans is not obliged to perform where it is hindered by a circumstance not attributable to it, including in any event: failure of supplies by suppliers, transport disruptions, disruptions to energy or communications, fire, theft, illness or incapacity for work, and government measures.
2. Obligations are suspended during force majeure.
3. If the force majeure lasts longer than three months, either party may terminate the agreement in writing, without any obligation to pay damages.
4. VictoryVans may invoice separately for work already carried out that has independent value.

Article 12 — Suspension and termination

1. VictoryVans may suspend its obligations or terminate the agreement where the client fails to meet its obligations, or where VictoryVans has good grounds to fear that the client will not do so.
2. Termination takes place after written notice of default allowing a reasonable period, unless performance is permanently impossible.
3. VictoryVans may terminate the agreement with immediate effect in the event of the client's bankruptcy, suspension of payment, debt restructuring, or attachment of a substantial part of the client's assets.
4. On termination, all claims of VictoryVans become immediately due and payable.
5. The client has no right to damages in the event of suspension or termination under this article.

Article 13 — Prices and payment

1. Prices are stated in euros. Towards a consumer, prices include VAT; towards a business client, prices exclude VAT, unless stated otherwise.
2. Where work is carried out on an hourly rate, the hours actually spent are invoiced.
3. If a tax or levy changes, VictoryVans may adjust the price accordingly.
4. Payment is made within fourteen days of the invoice date, unless agreed otherwise.
5. If the client does not pay on time, the client is in default by operation of law. Interest of two per cent per month is then due; towards a consumer the statutory interest applies, after VictoryVans has first sent a written reminder and allowed a period of fourteen days.
6. All reasonable costs of collection are for the client's account. Towards a consumer, the statutory scales apply.
7. VictoryVans may invoice in instalments as the work progresses.

Article 14 — Liability

1. Save as provided in article 9, VictoryVans is not liable for damage, unless caused by its intent or wilful recklessness.
2. VictoryVans is not liable for damage arising from incorrect or incomplete information from the client, from goods supplied by the client, or from constructions or materials specified by the client.
3. VictoryVans is never liable for consequential loss, including lost profit, lost savings, loss of enjoyment of travel, replacement transport, business interruption and non-material damage.
4. Liability for direct damage is limited to the amount invoiced for the order concerned, or to that part of the order to which the liability relates. If an insurer of VictoryVans pays out a higher amount in the case concerned, that higher amount applies to that extent.
5. VictoryVans may repair damage instead of compensating it. The client will cooperate in this.
6. Damage arising during a test drive by the client is for the client's account.
7. The client indemnifies VictoryVans against third-party claims connected with performance of the agreement.
8. Every claim lapses after one year, calculated from the moment the client became aware of the damage. Towards a consumer, the statutory limitation period applies.
9. The limitations in this article do not apply in so far as the law does not permit them towards a consumer.

Article 15 — Right of retention

1. VictoryVans may retain the client's vehicle and goods until the client has paid everything owed under the agreement, including interest and costs.
2. During that period the vehicle is stored at the client's expense and risk. VictoryVans may charge storage costs.

Article 16 — Retention of title

1. Goods supplied remain the property of VictoryVans until the client has paid everything owed.
2. For as long as that is not the case, the client may not sell, pledge or encumber the goods.
3. If a third party asserts a claim to the goods, the client notifies VictoryVans immediately.
4. The client grants VictoryVans permission to enter the place where the goods are located in order to recover them. The costs of this are for the client's account.

Article 17 — Final provisions

1. Dutch law applies exclusively to all agreements.
2. The parties will only turn to the courts after making every effort to settle the dispute between themselves.
3. Disputes are submitted to the competent court in the Midden-Nederland district, unless the law mandatorily designates another court.
4. VictoryVans may amend these terms. The amended terms apply to agreements concluded after the amendment.