General Terms and Conditions (of delivery and payment)
These General Terms and Conditions have been drawn up in Dutch originally and translated for your convenience to English. The Dutch text shall prevail in the event or a dispute regarding content or meaning.
Article 1. Applicability
- These General Terms and Conditions are applicable to all our offers and to agreements concluded by us to delivery of leads to our Buyers.
- Where in these General Terms and Conditions is spoken about “Buyer” must be understood hereunder each natural or legal person that stands in a contractual relation to us, on the basis of a purchase agreement concluded with us, or wishes to conclude a different sort of agreement. Especially will be understood under “Buyer” also the person in whose commission and for whose account leads will be delivered.
- From the stipulations in these General Terms and Conditions can solely and only be deviated if and insofar such is agreed explicitly, in writing.
- If also the Buyer refers to (his) General Terms and Conditions, then the terms and conditions of the Buyer are not applicable. This is only different if and insofar the applicability of the terms and conditions of the Buyer do not contradict our General Terms and Conditions. Any other stipulation in the terms and conditions of the Buyer does not affect the previous.
- Where in these General Terms and Conditions will be spoken about "delivery (of leads)", will also be understood thereunder the execution of services and activities of whichever nature.
Article 2. Conclusion agreement
- An agreement with us is concluded because the Principal confirms the purchase per e-mail. We provide anonymised leads. To this, Principals can respond by giving per e-mail commission to purchase of the contact data.
- We may regard as Principal, the person that has granted the commission to us.
Article 3. Change/withdrawal of commissions
- Changes in the commission after conclusion of the agreement will be confirmed after acceptation by us in writing or per e-mail to Principal.
- Possible additional agreements and/or promises made and/or done by our employees, or made and/or done on behalf of us by other persons that act as representative, only bind us if these agreements and/or promises have been confirmed by our director(s) authorised to representation, in writing.
- If Principal withdraws the commission, after he has stated to proceed to purchase of the lead(s), then Principal is liable to pay the full amount, which would be liable to pay, when the commission would have been executed.
Article 4. Prices
- Our prices are stated near the qualification of the lead. These prices are exclusive of turnover tax. Only the prices stated here, are valid. By ordering the lead, one agrees automatically with the price.
Article 5. Terms of delivery
- We are not required to deliver the leads within a certain term, unless such is agreed explicitly.
- Delivery of the leads to Principal takes place by means of e-mail.
- Delivery will be deemed to have taken place on the moment in time of sending per e-mail.
Article 6. Reclamation by the Buyer
- If after take-off of a lead it shows that the Buyer already has contact with the prospect over the project, then this can be grounds for reclamation. Buyer must within 48 hours after take-off of the lead submit this complaint to Leadmachine. Otherwise, the right to reclamation is forfeit.
- If the Buyer is not successful after take-off of a lead, to establish contact with the enterprise, then this can be grounds for reclamation. Buyer must seriously seek contact during 4 weeks with the prospect. If this, despite this effort, is not successful, then Buyer must report this immediately after this term to us.
- Reclamations that do not fall under section 1 and section 2 of article 6 of these General Terms and Conditions must in each case have been submitted within 3 months after take-off of a lead, to Leadmachine.
- Reclamation must take place per email to firstname.lastname@example.org, or be submitted via the Leadmachine client portal. With each request to reclamation, you must provide a clear and precise description of the complaint and stating the invoice, with which the concerned leads have been invoiced. Buyer must execute a careful and timely check.
- Each right to claim of the Buyer towards us, concerning defects in the leads delivered by us, is forfeit:
- the defects have not been brought to our knowledge within the terms set therefore in section 1, 2 and 3 under article 6 of these General Terms and Conditions, and/or have not been submitted in the manner stated there;
- the Buyer grants us no/insufficient cooperation concerning an investigation into the foundation of the complaints;
- The application of the use of the goods with regard to which the complaints have been expressed, are continued by the Buyer.
Article 7. Liability
- In case of reclamation we are, if the foundation of the reclamation, concerning the quality, will be established by us, solely required to, such at our discretion:
- (free of charge) repair of defects;
- delivery of missing leads and/or information;
- compensation of the amount of the invoice already paid by Buyer for the lead, which the complaint regards.
- Except for possible obligations of us on the basis of the above, we never are required to payment of any compensation of damages to the Buyer and others, unless there is an instance of wilful intent or fault from our side (by the persons that hold us liable, to be demonstrated with legal means). The liability is in each case limited to an amount equal to the value of the invoice excl. VAT of the concerned commission, with a maximum of € 10,000 (said: ten thousand Euro). Especially, we are also never liable for consequential or enterprise damage, direct or indirect damage, under whichever name, loss of profit or standstill damage therein included, suffered by the Principal, his subordinates and emerged with persons or third parties put to work with or by him, by entire or partial (re)deliveries of goods, delayed or improper delivery, or the absence of delivery of goods or by the goods self.
- The Buyer is required to safeguard from all claims that third parties may make regarding the execution of the agreement against us, insofar the law does not object against that the damages and costs deriving from these claims, come for the account of the Buyer.
Article 8. Payment
- Payment must take place in British Pounds (GBP), unless otherwise agreed, without any deduction or discount by transfer into a bank account designated by us. This must take place no later than within thirty days after the date of the invoice, unless agreed explicitly otherwise in writing. In case of payment per bank, applies the day of crediting of our bank account as the day of payment.
- If the Buyer does not proceed timely to (altogether) payment, then he in is default without that thereto a further notification of default is required. Then we have the right, if and insofar sufficient correlation exists with the non-compliance of the Buyer, to suspend the compliance with all our legal obligations towards the Buyer, notwithstanding all our rights deriving from the common law.
- Also, we are authorised to request for all deliveries yet to be executed, cash payment for delivery of the goods or a warranty for timely payment. If the Buyer remains in default with timely payment, then he will forfeit to us without that a further summation from our side is required, from the due date to the day of the altogether payment, an interest equal to the trade interest by law, which interest is payable upon demand immediately, without further notification of default. All costs involved in the collection of invoiced amounts, (including the out-of-court collection costs) will be for the account of the debtor. The out-of-court collection costs amount to a minimum of 15 % of the principal sum with a minimum of € 150, all of which exclusive of turnover tax. Payments serve in accordance with article 6:44 Dutch Civil Code firstly for the reduction on the costs referred to in section 3, subsequently for the reduction on the appeared interest and finally for the reduction on the principal sum and the current interest.
- If in the financial position of Buyer after the conclusion of the agreement, but before the delivery of the goods a considerable deterioration emerges, then we are authorised to waive in whole, or in part, further execution of the agreement, or to claim a change of the payment conditions.
Article 9: Dissolution
- We are, if Principal does not comply with his obligations, as well as in case of bankruptcy, suspension or liquidation of the enterprise of the Principal, without any obligation to compensation of damage, authorised to dissolve the agreement in whole, or in part, or to suspend the execution thereof. We can then demand immediate payment of the amounts due to us.
- If we, by circumstances that do not come for our account, cannot comply with our obligations, then we have, without any obligation to compensation of damages, the right to dissolve the agreement. As such circumstances are regarded in any case, but not solely, fire, accident. Illness, work strike, riots, war, measures by the government, transport impediments, or other circumstances on which we can exercise no influence.
Article 10. Applicable law
- Solely the Laws of the Netherlands are applicable to designated offers made by us and to all agreements concluded by us.
Article 11. Dispute resolution
- All disputes of whichever nature connected with/deriving from agreements concluded by us, and deliveries executed by us will be judged by the competent court in the court district where Leadmachine has its residence.
Article 12 Change General Terms and Conditions
- We are at all times authorised to change our General Terms and Conditions without further notification, but we shall always ensure correct provision of the General Terms and Conditions.