Terms and Conditions
Article 1: Definitions
- Contractor: Extra Services | Pilots & Permits B.V., hereafter referred to Extra Services, located in (3404 WS) IJsselstein, the Netherlands at Texashof 14;
- Client: any natural or legal person who has extended a contract to Extra Services to provide services;
- Quote: written offer by Extra Services for the fulfilment of a contract;
- Transporter: someone who has made a commitment to the client for the transport of goods;
- Force majeure: all circumstance that a careful transport pilot or transporter could not prevent, or that the consequences of which could not have been reasonably prevented by the client;
- Instructions: all directions that the client or transporter gives, leading to proper fulfilment of the contract;
- Exceptional transport: Transport of items for which a permit is needed from the central or local governments or road managers due to exceeding legally allowable weights, volumes or dimensions of the transport;
- Pilot: both private and police pilot of transport;
- Assistant: every (legal) person who is used by the client to achieve proper fulfilment of the contract.
Article 2: Applicability and scope:
- These terms and conditions apply to all contracts that are extended to contractor, with the exclusion of other general terms and conditions including the terms and conditions of the client, unless these other terms and conditions are approved in writing and unconditionally by the contractor.
- These general terms and conditions apply to all transport that is subject to the CMR (Convention on the Contract for the International Carriage of Goods by Road 1956) insofar as they are not in conflict.
- These terms and conditions also apply to contracts in the context of cabotage transport, except when mandatory national or EU provisions require otherwise.
Article 3: Creation of the agreement
- Quotes provided by contractor are valid for 30 days, unless a different term is explicitly agreed.
- The agreement between client and contractor is only created after contractor has received a copy of the quote signed by the client by return post.
- Changes in the quote do not bind the contractor, unless these are initialled by the contractor.
- Contractor is not liable for late receipt of a signed quote.
Article 4: Fulfilment of the contract
- Client will make available to contractor all necessary information, documents and data carriers that are relevant or can be useful for the proper fulfilment of the extended contract, but upon request and without being asked. All information made available to contractor will be provided as a copy. Contractor accepts no liability for original data carriers or documents.
- Contractor guarantees confidentiality concerning all information that is provided to contractor in the context of the fulfilment of the contract, except insofar as providing that information to third parties is necessary to meet a legal duty, comply with a judicial order or fulfil the extended contract.
- The terms for fulfilment stated by the contractor are indications and do not bind the contractor, unless otherwise agreed in writing. Contractor will inform the client as soon as possible upon exceeding the stated terms.
- Contractor is authorized to use assistants for the fulfilment of the contract. In the selection of these assistants, contractor will exercise the necessary care, but accepts no liability for damage that is cause by third parties. Any assistants can also rely on these general terms and conditions toward the client.
- Contractor does not guarantee that a requested permit or waiver will be granted (in a timely manner). If a requested permit is not granted as a result of circumstances not attributable to the contractor, the expenses incurred by the contractor will be billed.
- If the fulfilment of the contract can no longer take place unchanged due to unforeseen circumstances, client will be required to provide the contractor with instructions in a timely manner, both upon request and without being asked. Expenses related to a change in the extended contract will be borne by the client.
- In all cases, possible liability of contractor that is related to the fulfilment of the contract will be limited to the stipulated contract amount. Lost profits and revenues, other consequential damage and immaterial damage will in no case be eligible for compensation. Damages for which contractor is insured and for which contractor’s insurance grants coverage are in such a case eligible for compensation up to the amount for which the policy of the contractor makes payment, increased by any deductible of the contractor.
- If fulfilment of the contract requires it, client will provide the client’s branding to the contractor at first request for the purpose of communications with third parties on behalf of the client.
- Client accepts that additional work will be billed up to 10% of the contract amount; upon exceeding of that percentage, consultation will take place in advance about the costs, and these must be approved in writing.
- Insofar as materials are used for the fulfilment of the contractor on which intellectual property rights rest on or arise for contractor, these rights remain the exclusive property of the contractor, without the client being able to claim any (derived) right thereto.
Article 5: Obligations of contractor
- Contractor is obligated to fulfil the contract to the best of the contractor’s ability. The work that the contractor will do or have done to this end consists of:
- Mediating in obtaining necessary waivers for exceptional transport domestically and abroad, consisting of conducting written and oral consultation with the waiver-granting agencies, roads managers, transporters, senders and addressees;
- Mediating in obtaining the necessary permits for transport;
- Providing and forwarding information that is needed to obtain or use the necessary waivers;
- Mediating for private and/or police pilot;
- Doing private transport pilot;
- Giving advice about the scheduling and conducting of exceptional transport.
- Contractor is obligated to fulfil the extended contract to the best of contractor’s ability within a reasonable term. Contractor is not obligated to achieve the result desired by the client, but to do everything that can be reasonably expected of the contractor.
Article 6: Obligations of client
- Client will ensure that the items to be transported are delivered without delay in the condition in which they are made available to the transporter.
- Client is required to act in accordance with the granted waivers and permits, expressly including applying the markings and/or warnings required by law or by the waiver-granting agency. A granted waiver must always be present in the vehicle within which the transport is being done.
- The materials used by the client must meet all requirements established by law and by the waiver-granting agency.
- In the doing of the transport, client will exclusively use skilled personnel who have all the necessary diplomas and certificates. Personnel of client who are involved in fulfilment of the contract by the client will be informed before the start of the transport about all the relevant conditions that derive from the granted waivers and are required to accurately carry out all the instructions of transport pilots.
- Client is required at first request to provide security for the expenses incurred in connection with the fulfilment of the contract, both for the fees to be paid and for advice and other work of the contractor.
- Client indemnifies contractor for all claims of third parties, including but not limited to the sender or receiver of the goods transported by the client, relevant damages resulting therefrom or otherwise connected with fulfilment of the contract, except in the case of intent or gross error on the side of the contractor.
- Defects, damages and/or other shortcomings arising in the fulfilment of the contract must, on penalty of expiration of related rights, be reported to contractor within 8 days after discovery or within 8 days after discovery reasonably could have taken place.
- Upon cancellation of the contract, client is required to reimburse the expenses already incurred by the contractor.
Article 7: Force majeure
In the event of force majeure with a duration shorter than three months, contractor will be entitled to suspend the fulfilment of its work. If the situation of force majeure lasts longer than three months, contractor will be discharged of the obligations that derive from the contract, all without prejudice to the right to payment by the client. Force majeure will mean in any case, but is not limited to: (civil) war, vandalism, terrorism,
unrest, sabotage, severe weather, water damage, frost, freezing, strike, disruptions in traffic, (motor) malfunctions in the pilot vehicle, emergency measures taken by road managers, illness of the transport pilot, all other unforeseen circumstances that are not reasonably at the expense of the contractor.
Article 8: Payment conditions
- All amounts owed to contractor must be satisfied within the agreed term to the contractor. In the absence of an agreed term, amounts must be satisfied within fourteen days after the invoice date to the contractor.
- If an amount is not satisfied within the term stated under a, client will be in default without any further payment reminder or notice of default being required. In that case, contractor is entitled to bill to the client the statutory commercial interest on the grounds of Art. 6:119a of the Dutch Civil Code.
- Upon the occurrence of default, client is required to satisfy to the contractor the costs incurred with extrajudicial collection measures. These costs amount to 15% of the principal owed, with a minimum of € 200.00.
- Any reliance on settlement is excluded. Contractor has a retention right on anything in contractor’s possession under the contract as security for payment of claims that contractor has against the client.
Article 9: Applicable law and disputes
- Dutch law applies to all contracts extended to the contractor.
- Disputes will be exclusively presented to the Court in Utrecht.