General Terms and Conditions for businesses
Alpine Nederland B.V.
Version valid from: 1 January 2024
Article 1 Definitions and general stipulations
1.1 Alpine: the Limited Company with limited liability, Alpine Nederland B.V., legally headquartered in Utrecht and registered at the Chamber of Commerce, under number 32094029.
1.2 Other Party: the natural or legal person, acting by way of business or trade, who has granted Alpine an order for the supply of Products.
1.3 Products: the most comprehensive understanding of an item or good, which is supplied by Alpine. This certainly, yet not exclusively, includes: hearing protective and related products for consumer markets and the industry.
1.4 Website of Alpine: The website of Alpine, to be found via www.alpine.eu.
1.5 The Other Party cannot derive any rights from the fact that Alpine, at any time, does not command one or more stipulations of these General Terms and Conditions.
1.6 These conditions are applicable to all offers and agreements, which extend to the sale of Products, of Alpine.
1.7 The general terms and conditions, used by the Other Party, are expressly rejected, and are thus not applicable to agreements entered into with Alpine.
1.8 In case one or more stipulations in these General Terms and Conditions are, entirely or partially, void, or should be deleted, all other general terms and conditions shall remain fully in force.
1.9 In these General Terms and Conditions the words ‘in writing’ can also be used for written documents that are sent electronically, among which e-mails and faxes are certainly included.
Article 2 Quotes and offers
2.1 All quotes are noncommittal, unless expressly determined otherwise.
2.2 The prices, used by Alpine, in quotes and offers, are excluding VAT and other government-imposed taxes.
2.3 The prices, indicated by Alpine, are excluding any costs, to be made within the scope of the agreement, among which are included shipping and administrative costs, unless specified otherwise.
Article 3 Concluding an Agreement
3.1 Agreements are concluded after Other Party has accepted an offer or quote, issued by Alpine, and Alpine is in agreement with this acceptance.
3.2 A written agreement is concluded as soon as an offer of Alpine, signed by Alpine, has been received by return, or as soon as Alpine proceeds to delivery of Products.
Article 4 Delivery
4.1 All delivery terms are indicative and are never to be regarded as fatal term.
4.2 Delivery takes place until stocks are exhausted.
4.3 In case the ordered Product cannot be supplied directly from stock, Alpine shall indicate a delivery term, in which case Alpine shall attempt to deliver within four weeks.
4.4 Delivery of Products occurs to an address, either at home or abroad, to be determined by the Other Party. The shipping costs shall be invoiced to the Other Party.
Article 5 Retention of title
5.1 Alpine retains the right of title of all items, supplied to Other Party, as long as Other Party has not fully met his obligation to payment towards Alpine.
5.2 An extraordinary disposal of the goods, such as a pledge, a guarantee and the like, can only occur with permission of Alpine. Other Party is obligated to, immediately, inform Alpine, in case third parties seize, under retention of title, delivered goods.
5.3 In the absence of payment on the due date, such as mentioned on the invoice, and in case of bankruptcy or moratorium on repayment of debts of Other Party, Alpine is authorized to seize the goods, without prior notice, and, herewith, Other Party grants an irrevocable authorization to Alpine to proceed to this, without prejudice to the right of Alpine to claim full compensation. Reclaimed goods shall be credited by Alpine, at a value she attributes, within reason, to them.
5.4 Other Party shall, carefully and clearly marked as property of Alpine, store the products of Alpine.
Article 6 Conformity
6.1 Other Party must check the delivered Products, immediately after delivery. Other Party must, after discovery, and at the latest within seven (7) days after delivery, mention any defective Products on the transport document and inform Alpine thereof.
6.2 In case the Other Party has not informed Alpine of the delivered defective Products, as stipulated in article 6.1, the Products are considered to be received in good order and all rights for the Other Party to issue a complaint expire.
6.3 In case the defects, indicated by Other Party, are justified, Other Party must give Alpine a reasonable term to, as yet, observe the agreement in good order. Should Alpine not be capable of observing the agreement, the Other Party has the right to restitution of the amount, with regard to the defective Products, he has transferred to Alpine.
6.4 Any claims of Other Party to his right of stoppage do not suspend any other obligations, arising from the agreement, of Other Party.
6.5 EU Declarations of Conformity apply to our products and can be found at www.alpinehearingprotection.com/pages/declaration-of-conformity
Article 7 Liability
7.1 Alpine rejects all liability for indirect damages, suffered by the use of the Products, supplied by Alpine, with the exception of situations, in which the damage is directly a consequence of intent or gross negligence on the part of Alpine, her management and/or executive staff.
7.2 In case Alpine is held liable, the liability shall, in any case, be limited to the amount, which, in such case, is paid, under the applicable insurance agreement. Should no payment, under the applicable insurance agreement, take place, the liability of Alpine shall be limited to the invoice amount, paid by the Other Party.
7.3 By direct damages we exclusively understand:
- The reasonable costs for the determination of the cause and the scope of the damage, insofar the determination is related to the damage, according to the meaning of these conditions;
- Any reasonable costs, made to make the poor performance of Alpine meet the agreement, insofar these can be attributed to Alpine;
- Reasonable costs, made for the prevention or limitation of damage, insofar the Other Party demonstrates that these costs have led to the limitation of direct damage, as meant in this article.
7.4 Alpine is, in any case, never liable for the following damages: Consequential damage, lost profits, missed savings, damage due to business interruption, death and injury damages.
7.5 The Other Party indemnifies Alpine against claims of third parties, which arise from, or are related to, the execution of the agreement.
7.6 All complaints concerning damaged delivery and/or invoice amount, must be made known to Alpine within seven (7) days after delivery of the goods about which the Other Party is issuing a complaint. If the complaint is not made known within seven (7) days after delivery, all rights for the Other Party to issue a complaint expire.
Article 8 Obligations of the Other Party
8.1 In principle, the Other Party should conduct in conformity with what has been stipulated in these General Terms and Conditions, as well as what has been agreed between the representatives of Alpine and Other Party.
8.2 Other Party must see to it that Alpine has all the correct data in her possession, in order to duly observe the agreement.
8.3 Other Party must see to a regular usage and transport of the Products, supplied by Alpine. Whenever Other Party fails to do so, his right of stoppage, as meant in article 6, lapses.
8.4 In case Alpine supplies customized services to Other Party, the Other Party must provide Alpine all data, requested by Alpine. In case the Other Party has provided Hearing Protection erroneous data Alpine and should the products, as a result thereof, be defective, the Other Party is liable for full payment of the invoiced amount, without the right to replacement and/or repair of the supplied.
Article 9 Force Majeure
9.1 Alpine is not obligated to observe any obligations towards the Other Party, in case he is hindered as a consequence of a circumstance, which cannot be attributed to him, nor under the law, a legal act or the generally accepted views, which are attributed to him, among which are included, but not limited to, state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of power, electricity, internet, computer or telecoms; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages.
9.2 Alpine can, for the period that Force Majeure continues, suspend the obligations of the agreement. In case Force Majeure exceeds a period of sixty (60) days, each party is authorized to dissolve the agreement, without any obligation to compensate damages, suffered by the other party.
Article 10 Price & Payment
10.1 All invoices, sent by Alpine, must be paid within thirty days.
10.2 The Other Party should effect payment as indicated on the invoice, or, as expressly agreed with Alpine.
10.3 In case the Other Party is in default, with regard to timely payment of an invoice, the Other Party is legally in default. The Other Party then owes an interest rate of 1% per month. The interest on the amount due shall be calculated starting the moment the Other Party is in default up to moment the full amount due has been compensated.
10.4 All extra-judicial collection costs and judicial costs, made by Alpine in case Alpine finds herself in a legal procedure with the Other Party, are at the expense of the Other Party.
10.5 Prices are subject to errors. In case of incorrectly indicated prices, Alpine retains the right to correct the invoice, or to dissolve the agreement, without the obligation to compensate any damages.
10.6 Other Party is not authorized to suspend payments, or to settle amounts due with any claims on Alpine.
Article 11 Applicable law and disputes
11.1 To all legal relations, in which Alpine is a party, the Dutch law is exclusively applicable.
11.2 Other Party and Alpine shall not apply to the courts, until they have done their utmost to settle the dispute by mutual agreement.
11.3 Unless mandatory rules stipulate otherwise, initially, the competent court in the district of Utrecht is authorized to be informed of disputes between Alpine and the Other Party.