Standard conditions of delivery and payment issued by the ‘Metaalunie’*, referred to as the METAALUNIE CONDITIONS and previously as the SMECOMA CONDITIONS, filed at the Registry of the District Court in Rotterdam on 1 January 2001. Publication of the Metaalunie, P.O. Box 2600, 3430 GA Nieuwegein. ©Metaalunie
Article 1: Applicability
Article 2: Offers
are exclusive of turnover tax and packaging.
Article 3: Intellectual property rights
Article 4: Advice, designs and materials
Article 5: Delivery period
If circumstances occur other than those known to the contractor when he fixed the delivery period, the contractor may extend the delivery period by the time necessary to execute the order in the cir- cumstances. If the work cannot be fitted into the planning schedule of the contractor, it shall be completed as soon as his planning schedule per- mits this.
5.5 If the agreed delivery period is exceeded, this shall not under any circumstances confer entitlement to com- pensation unless this has been agreed in writing.
Article 6: Transmission of risk
customer in this case too. The customer may insure
himself against these risks.
Article 7: Price changes
Article 8: Impossibility of performance
Article 9: Scope of the work
9.1. The contractor shall ensure that all licences, exemptions and other decisions that are necessary in order to carry out the work are obtained in good time.
9.2 The price of the work does not include:
Article 10: Alterations to the work
Article 11: Execution of the work
11.1 The customer shall ensure that the contractor can carry out his activities without interruption and at the agreed time and that in the execution of the work he has access to the requisite facilities such as:
• gas, water and electricity;
• a lockable and dry storage room;
• facilities prescribed under the Working Conditions Act
and other health and safety regulations under that Act.
Article 12: Completion of the work
12.1. The work shall be deemed to have been completed when:
(a) the customer has approved the work;
(b) the work has been used by the customer; if the customer uses only part of the work, such part
shall be deemed to have been completed;
(c) the contractor gives written notice to the customer that the work has been completed and the custo- mer does not indicate in writing within 14 days of the notice whether or not the work has been approved;
(d) the customer does not approve the work on account of minor defects or missing parts which can be repaired or supplied within 30 days and which do not prevent the use of the work.
Article 13: Liability
the work is being carried out;
claims of third parties on account of product liability due to a defect in a product which has been supplied by the customer to a third party and consisted wholly or partly in products and/or materials supplied by the contractor.
Article 14: Warranty
If it transpires that processing has not been carried out in a sound manner, the contractor shall choose whether:
portionate part of the invoiced amount.
No warranty is given for defects that are a result of:
customer indemnifies the contractor against all
(b) No warranty is given for delivered items of goods that were not new at the moment of delivery.
Article 15: Claims
The customer may no longer invoke an instance of non-per- formance if he does not lodge a written claim with the contractor within 14 days of the date on which he discovers the defect or could reasonably be expected to discover it.
Article 16: Uncollected goods
If goods have not been collected by the time the delivery period expires, they shall continue to be held available for
the customer. Uncollected goods shall be stored at the expen- se and risk of the customer. The contractor may always make exercise the power referred to in article 6:90 Civil Code.
Article 17: Payment
17.1. Payment shall be made at the place of business of the contractor or by remittance to an account designated by the contractor.
•10% of the total price upon completion;
Article 18: Reservation of title and right of lien
such as damage, penalties, interest and costs.
Article 19: Termination
If the customer wishes to terminate the agreement in circumstances where the contractor is not in default and the contractor agrees to this, the agreement shall be terminated by mutual consent. The contractor shall in that case be entitled to compensation of all pecuniary damage, such as any loss suffered, loss of profit and costs incurred.
Article 20: Applicable law and choice of forum
*(Dutch Organisation of Entrepreneurs in Small and Medium- Sized Businesses in the Metalworking and Mechanical Engineering Industry.)