Jager & Zn. B.V.

Molenraai 19, Sappemeer, 9611 TH, Groningen

Chamber of Commerce Groningen 02055018

Article 1 — Applicability

1.1 These terms and conditions apply to all offers, quotations, agreements, and deliveries of Jager & Zn. B.V., hereinafter referred to as “Jager”.

1.2 These terms and conditions apply exclusively to agreements with companies and organizations. Jager does not supply to consumers.

1.3 Terms and conditions of the buyer are expressly rejected, even if Jager accepts an order without reservation.

1.4 Deviations from these terms and conditions are only valid if Jager has confirmed them in writing.

Article 2 — Offers and Agreements

2.1 All offers and quotations are non-binding and valid for [30] days, unless stated otherwise.

2.2 An agreement is concluded at the moment Jager confirms the order in writing or commences its execution.

2.3 Inquiries via the website do not constitute an order. An inquiry leads to a quotation or an offer from Jager.

2.4 Obvious mistakes or clerical errors in offers and quotations do not bind Jager.

Article 3 — Prices

3.1 Prices are in euros and exclusive of VAT, unless stated otherwise.

3.2 Prices are ex-warehouse, unless carriage paid delivery has been agreed upon. Transport costs are stated separately.

3.3 In the event of a significant increase in purchase prices, transport costs, levies, or exchange rates after the conclusion of the agreement, Jager is entitled to adjust the price. In such cases, the buyer may terminate the agreement.

Article 4 — Delivery

4.1 Jager delivers using its own transport or via a carrier, or the goods are collected by the buyer.

4.2 Stated delivery times are indicative and never constitute a firm deadline. Jager schedules deliveries in consultation and delivers as soon as possible within the planning.

4.3 Exceeding a delivery time does not entitle the buyer to compensation or termination, unless Jager still fails to deliver after a written notice of default and a reasonable period.

4.4 Risk passes to the buyer at the moment of delivery at the agreed address, or upon collection at the moment the goods leave Jager’s premises.

4.5 The buyer shall ensure an accessible unloading point and sufficient opportunity for unloading. Waiting times and extra costs due to circumstances at the buyer’s end shall be borne by the buyer.

4.6 Partial deliveries are permitted and may be invoiced separately.

Article 5 — Payment

5.1 Payment shall be made within [30] days of the invoice date, without set-off or suspension.

5.2 Jager may require advance payment, a deposit, or security, particularly for new customers or when a credit limit is exceeded.

5.3 In the event of late payment, the buyer is in default by operation of law. From the due date, statutory commercial interest is due, increased by extrajudicial collection costs in accordance with the statutory scale.

5.4 In the event of default, Jager is entitled to suspend further deliveries.

Article 6 — Retention of Title

6.1 Delivered goods remain the property of Jager until all claims from the relevant and previous agreements have been fully satisfied.

6.2 As long as ownership has not passed, the buyer may only resell or use the goods in the normal course of business. Pledging or transferring as security is not permitted.

6.3 In the event of default by the buyer, Jager is entitled to take back the goods. The buyer shall grant access to the location where the goods are situated for this purpose.

Article 7 — New and Used Goods

7.1 For new goods, the manufacturer’s specifications and any warranties apply.

7.2 Used goods are delivered in the condition they are in at the time of delivery. Deviations in color, appearance, signs of use, and remaining lifespan are inherent to used goods and do not constitute a defect.

7.3 The buyer is solely responsible for assessing whether the delivered goods are suitable for the intended application. Jager does not guarantee suitability for a specific purpose, unless agreed upon in writing.

7.4 The buyer is responsible for complying with legal regulations when using the goods, including regulations for the transport of dangerous goods.

7.5 Samples and images provide an indication. Minor deviations do not entitle the buyer to rejection.

Article 8 — Reconditioning

8.1 Cleaning and reconditioning of IBCs take place according to Jager’s standard procedure.

8.2 Jager cleans according to the agreed method. The buyer shall inform Jager fully and correctly in advance about the substances that were contained in the packaging to be cleaned. In the event of incorrect or incomplete information, the consequences and the resulting costs and damages shall be borne by the buyer.

8.3 Jager may refuse or return packaging if, in Jager’s opinion, cleaning is not responsible or feasible.

8.4 Cleaned IBCs are not suitable for applications in the food sector.

8.5 The buyer shall check the cleaned packaging for suitability for the intended content before use.

Article 9 — Complaints

9.1 The buyer shall check the goods upon receipt for quantity, type, and visible defects.

9.2 Visible defects and transport damage shall be noted on the waybill and reported to Jager in writing within [2 working days] of receipt.

9.3 Non-visible defects shall be reported in writing within [5 working days] of discovery, and in any case within [30 days] of delivery.

9.4 After these periods have expired, the goods are deemed to have been accepted.

9.5 A complaint does not suspend the payment obligation.

9.6 Goods will only be taken back after prior written consent from Jager. Returns without consent will not be accepted.

9.7 If a complaint is well-founded, Jager will repair or replace the goods, or credit the invoice value. The choice between these options lies with Jager.

Article 10 — Liability

10.1 Jager’s liability is limited to the invoice amount of the relevant delivery, and in any case to the amount paid out by Jager’s liability insurance in the relevant case.

10.2 Jager is not liable for indirect damage, including consequential damage, business interruption loss, loss of profit, loss of or damage to the contents of delivered packaging, and damage due to downtime.

10.3 The limitations in this article do not apply in the event of intent or deliberate recklessness by Jager.

10.4 The buyer indemnifies Jager against third-party claims related to the use of the delivered goods.

Article 11 — Force Majeure

11.1 In the event of force majeure, Jager’s obligations are suspended. Force majeure includes, in any case: supply disruptions, shortages at suppliers, transport obstacles, malfunctions in the rinsing line, fire, government measures, and staff shortages.

11.2 If the force majeure lasts longer than [two months], both parties may terminate the agreement without any obligation to pay compensation.

Article 12 — Applicable Law and Disputes

12.1 Dutch law applies to all agreements. The Vienna Sales Convention is excluded.

12.2 Disputes shall be submitted to the District Court of Noord-Nederland, location Groningen.

12.3 These terms and conditions have been drawn up in Dutch. In the event of differences between the Dutch text and a translation, the Dutch text shall prevail.

Version: 2024-07-20