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Article 1 General
1. The Terms and Conditions apply to all transactions, Quotations, repairs, advice, (bulk) deliveries or design or construction orders between the Parties, insofar as the Parties have not expressly deviated from the Terms and Conditions in writing.
2. The Conditions also apply to Agreements with Meybo for the implementation of which third parties must be engaged by Meybo.
3. The applicability of any purchase or other conditions of the Customer or conditional and/or partial acceptance or other reservations by the Customer are expressly rejected.
4. If a situation arises between the Parties that is not (explicitly) regulated in these Terms and Conditions, or if an article from the Terms and Conditions is annulled or declared null and void on the basis of a mandatory provision, this situation must be assessed in the spirit of these Terms;
5. The provisions of paragraph 4 of this article do not affect the validity of the other Conditions and stipulations of these Conditions;
6. The Customer is not permitted to transfer rights and/or obligations arising from the services of Meybo and these General Terms and Conditions to third parties without this transfer having been expressly agreed in writing between the Parties. Such a prohibition does not apply to Meybo, which can transfer its rights and obligations to third parties.
7. Where these Conditions refer to (delivery of) Products, this also includes the performance of Services, unless the nature and purpose of the provision opposes this.
8. If Meybo does not always require strict compliance with these Terms and Conditions, this does not mean that the provisions thereof are not applicable, or that Meybo would in any way lose the right to demand strict compliance with the provisions of these Terms and Conditions in other cases .
Article 2 Quotation
1. All Quotations and offers from Meybo are without obligation, unless a term for acceptance has been set in the Quotations. A Quotation or offer lapses, regardless of whether it has already been accepted, if Meybo is unable to deliver it due to the availability of the Product.
2. Meybo cannot be held to its Quotations or offers if the Customer can reasonably understand that the Quotations or offers, or a part thereof, contain an obvious mistake or error.
3. The prices stated in the Quotation or offer are exclusive of VAT and other government levies and exclusive of any unforeseen costs to be incurred in the context of the Agreement, including travel and accommodation costs, shipping, transport and administration costs, unless the Parties agreed otherwise in writing.
4. If the acceptance deviates (whether or not on minor points) from the offer included in the Quotation or the offer, Meybo will not be bound by it. The Agreement will then not be concluded in accordance with this deviating acceptance, unless Meybo indicates otherwise.
5. A composite quotation does not oblige Meybo to perform part of the order against a corresponding part of the stated price. Offers or quotations do not automatically apply to future orders.
6. The Conditions and prices from a previous Quotation from Meybo do not automatically apply to future Agreements. This does not apply to the applicability of these Terms and Conditions, which Terms and Conditions do apply to all future Agreements, subject to an explicit exclusion.
7. The Agreement is concluded by Meybo confirming receipt of the written or oral acceptance by the Customer of a Quotation made by Meybo by means of an order confirmation, or is concluded by Meybo starting the execution of the Agreement envisaged with the Quotation. This also includes placing an order on the Meybo website by the Customer.
8. Meybo cannot be held to its Quotation by its Client if the latter, in terms of reasonableness and fairness as well as generally accepted views, could have known that the Quotation, or a part thereof, contains an obvious mistake or a clerical error. .
9. If and insofar as a Quotation from Meybo contains an hourly wage component, this is always an estimate. The Client is deemed to have agreed to an excess of 15% of the hourly wage. If this overrun is higher, this constitutes additional work and Meybo will – insofar as can reasonably be expected of it – inform the Client about this before these costs are incurred.
Article 3 Agreement
1. The Agreement between Meybo and the Customer is entered into for an indefinite period of time, unless the nature of the Agreement dictates otherwise or if the parties expressly agree otherwise in writing.
2. If a period has been agreed or specified for the completion of certain work or for the delivery of certain goods, this is never a strict deadline. If a term is exceeded, the Customer must therefore give Meybo written notice of default. Meybo must be offered a reasonable term in which to still implement the Agreement.
3. If Meybo requires data from the Customer for the performance of the Agreement, the performance period will not commence until the Customer has provided Meybo with correct and complete information.
4. Meybo has the right to have the performance of the Agreement - partially or fully - carried out by third parties. Meybo will exercise due care in its selection of the aforementioned third parties.
5. Meybo is entitled to perform the Agreement in various phases and to invoice the part thus executed separately.
6. In the event of cancellation of a Product ordered by the Customer, which is composed on the basis of modified specifications (so-called “custom builds” and “custom paintwork”), Meybo will charge a minimum of 10% of the agreed total price and more than 10% depending on the costs already incurred or the foreseen saleability of the Product to third parties, all this at the discretion of Meybo. Meybo is entitled to demand advance payment from the Customer of a maximum of 50% of the total price of the custom build.
7. Design costs are for the account of the Customer and will be charged separately by invoice if the product is not ordered, regardless of whether the subject of the design has actually (partially) been created.
8. Products and specifications displayed on Meybo's website are an indication and cannot form grounds for non-performance on the part of Meybo, unless it can be blamed for intent or serious recklessness.
9. All Products, with the exception of customs builds, are delivered to the Customer disassembled.
Article 4 Suspension and Cancellation
1. Meybo is authorized to suspend fulfillment of its obligations or to dissolve the Agreement if:
- the Customer fails to fulfill its obligations under the Agreement, or fails to do so in full or on time;
- circumstances that have come to Meybo's knowledge after the conclusion of the Agreement give good grounds to fear that the Customer will not fulfill its obligations;
- when concluding the Agreement, the Customer was requested to provide security for the fulfillment of its obligations under the Agreement and this security is not forthcoming or is insufficient;
- due to the delay on the part of the Customer, Meybo can no longer be required to comply with the Agreement under the originally agreed conditions.
- In the event of bankruptcy or an equivalent circumstance arises.
2. Meybo is furthermore authorized to dissolve the Agreement if circumstances arise of such a nature that unaltered maintenance of the Agreement cannot reasonably be required of Meybo.
3. If the Agreement is dissolved, Meybo's claims against the Customer are immediately due and payable. If Meybo suspends compliance with its obligations, it will retain its claims under the law and the Agreement.
4. If Meybo suspends or dissolves the agreement, it is in no way obliged to pay compensation for damage and costs that arise in any way as a result.
5. If the dissolution is attributable to the Customer, Meybo is entitled to compensation for the damage, including the costs, resulting directly and indirectly. All that Meybo has to claim from the Customer, irrespective of attribution to the Customer, will become immediately due and payable in full after dissolution without further notice of default being required.
6. If the Agreement is terminated prematurely by Meybo, Meybo will, in consultation with the
Customer to ensure transfer of work still to be performed to third parties. This unless the cancellation is attributable to the Customer. If the transfer of the work entails additional costs for Meybo, these will be charged to the Customer. The Customer is obliged to pay these costs within the term specified for this, unless Meybo indicates otherwise.
7. If the Customer cancels a placed order in whole or in part, the items ordered or prepared for this, increased by any supply, removal and delivery costs thereof and the working time reserved for the implementation of the Agreement, will be returned to the Customer in full. be taken into account.
Article 5 Force majeure
1. Meybo is not obliged to fulfill any obligation towards the Customer if it is prevented from doing so as a result of a circumstance that cannot be attributed to fault, nor by virtue of the law, a legal act or generally accepted views that affect Meybo. bill comes. In these Terms and Conditions, force majeure is understood to mean, in addition to what is understood in this regard by law and jurisprudence, all external causes, foreseen or unforeseen, over which Meybo cannot exert any influence, but as a result of which Meybo is unable to fulfill its obligations. This includes strikes in the company of Meybo or third parties. Meybo also has the right to invoke force majeure if the circumstance that prevents (further) fulfillment of the Agreement occurs after Meybo should have fulfilled its obligation.
2. Meybo can suspend its obligations under the Agreement during the period that the force majeure continues. If this period lasts longer than six months, then each of the parties is entitled to dissolve the Agreement, without any obligation to pay damages to the other party.
3. Insofar as Meybo has already partially fulfilled its obligations under the Agreement at the time of the commencement of force majeure, and the part fulfilled or to be fulfilled has independent value, Meybo is entitled to invoice the part already fulfilled or to be fulfilled separately. . The Customer is obliged to pay this invoice as if it were a separate Agreement.
Article 6 Payment
1. Payment is made through the payment options of the webshop, prepayment or - if Meybo grants permission - on the basis of a current account relationship, invoicing with a payment term of 14 days or direct debit (SEPA). Meybo is entitled to invoice periodically.
2. If the Customer fails to pay an invoice on time, the Customer is in default by operation of law. The Customer then owes interest of 2% per month, unless the statutory interest is higher, in which case the statutory interest is due. The interest on the due and payable amount will be calculated from the moment the Customer is in default until the
time of payment of the full amount due, not taking into account reminders or other forms of notice of default.
3. Meybo can, without being in default as a result, refuse an offer for payment if the Customer designates a different order for the allocation of the payment. Meybo can refuse full repayment of the principal sum if the accrued and accrued interest and collection costs are not also paid. The Customer is never entitled to set off what it owes Meybo and objections to the amount of an invoice never suspend the payment obligation.
4. If the Customer remains in default or default in the (timely) fulfillment of its obligations, then all reasonable costs incurred in obtaining payment in an extrajudicial manner will be borne by the Customer. Any judicial and enforcement costs incurred will also be recovered from the Customer.
5. If the Customer has ordered goods, which he must pay in advance according to the agreement and he still has not paid for 2 weeks after he has been informed that the goods are ready for him, the principal sum relating to that order, payable by Meybo. The full principal sum must then be paid by the Customer against proper proof of discharge within the agreed payment term. In the absence of timely payment, the interest and other costs shall be borne by the Customer.
Article 7 Retention of title
1. All goods delivered by Meybo under the Agreement remain the property of Meybo until the Customer has properly fulfilled all obligations under the Agreement(s) concluded with Meybo.
2. Goods delivered by Meybo that fall under the retention of title pursuant to paragraph 1 may not be resold and may never be used as a means of payment. The Customer is not authorized to pledge or encumber in any other way the goods subject to retention of title.
3. The Customer must always do everything that may reasonably be expected of it to secure Meybo's property rights.
4. If third parties seize the goods delivered under retention of title or wish to establish or enforce rights thereon, the Customer is obliged to immediately inform Meybo thereof.
5. The Customer undertakes to insure the goods delivered under retention of title and to keep them insured against fire, explosion and water damage as well as against theft and to make the insurance policy available to Meybo for inspection on first request. In the event of a possible payment from the insurance, Meybo is entitled to these payments. Insofar as necessary, the Customer undertakes vis-à-vis Meybo in advance to cooperate in all that necessary or desirable in that context.
6. In the event that Meybo wishes to exercise its property rights referred to in this article, the Customer gives unconditional and irrevocable permission in advance to Meybo and third parties to be designated by Meybo to enter all those places where Meybo's property is located and those goods to take back.
7. Meybo reserves the rights and powers to which it is entitled under the Copyright Act and other intellectual laws and regulations. Meybo has the right to use the knowledge gained by the performance of an Agreement for other purposes as well, insofar as no strictly confidential information of the Customer is disclosed to third parties.
Article 8 Guarantee
1. The Products to be delivered by Meybo meet the usual requirements and standards that can reasonably be set for them at the time of delivery and for which they are intended under normal use according to Dutch standards. The warranty referred to in this article applies to items intended for use in the Netherlands. When used outside the Netherlands, the Customer must verify whether its use is suitable for use there and whether it meets the conditions set for it. In that case, Meybo can provide other guarantees and other Conditions with regard to the goods to be delivered or work to be performed.
2. The warranty referred to in paragraph 1 of this article is valid for a period of 6 months after delivery, unless the nature of the delivered dictates otherwise or the parties have agreed otherwise. If the warranty provided by Meybo concerns an item that was produced by a third party, then the warranty is limited to that provided by the manufacturer of the item, unless stated otherwise.
3. Complaints regarding transport and defects must be reported within 24 hours after receipt of the goods. After that, the right to complaints regarding transport and shortcomings lapses. In the event that the goods are collected themselves, the Customer must check the goods upon receipt, after which there is no longer any right to defects.
4. Any form of guarantee lapses if a defect has arisen as a result of or ensues from injudicious or improper use thereof or use after the use-by date, incorrect storage or maintenance thereof by the Customer and/or by third parties when, without written permission from Meybo, the Customer or third parties have made changes to the matter
have been fitted or attempted to be fitted, other items have been attached to them that should not be attached to them or if they have been processed or processed in a manner other than the prescribed manner. The Customer is also not entitled to a warranty if the defect is caused by or is the result of circumstances beyond Meybo's control, including weather conditions (such as, but not limited to, extreme rainfall or temperatures) et cetera.
5. Claim under guarantee also lapses if the defect has arisen as a result of the use of the delivered goods (for example due to wear and tear). This circumstance is at the discretion of Meybo.
6. The Customer is obliged to inspect the delivered goods or have them inspected, immediately at the moment the goods are made available to him or the relevant work has been carried out. In doing so, the Customer should examine whether the quality and/or quantity of the delivered goods corresponds to what has been agreed and meets the requirements that the parties have agreed on in this regard. Any visible defects must be reported to Meybo in writing within seven days of delivery. Any non-visible defects must be reported to Meybo a in writing immediately, but in any event no later than fourteen days after discovery thereof. The report must contain as detailed a description as possible of the defect, so that Meybo a is able to respond adequately. The Customer must give Meybo the opportunity to investigate a complaint or have it investigated.
7. Meybo only grants a warranty if and insofar as all warranty provisions have been met and the warranty does not fall under any manufacturer's warranty or third-party warranty.
8. If the Customer complains in time, this does not suspend his payment obligation. In that case, the Customer also remains obliged to purchase and pay for the other items ordered. In the event of a justified complaint, Meybo will repair, replace, cancel and credit the Product or compensate the Customer in some other way, all at the discretion of Meybo.
9. If it is established that a complaint is unfounded, the costs incurred as a result, including the investigation costs incurred by Meybo as a result, will be fully borne by the Customer with a minimum of € 75 or 10%. of the invoice value of the case under investigation.
10. After the warranty period has expired, all costs for repair or replacement, including administration, shipping and call-out costs, will be charged to the Customer.
11. Contrary to the statutory limitation periods, the limitation period for all claims and defenses against Meybo and the third parties involved by Meybo in the performance of an Agreement is one year.
Article 9 Liability
1. If Meybo should be liable, then this liability is limited to what has been arranged in this provision.
2. Meybo is not liable for damage of any nature whatsoever caused by Meybo relying on incorrect and/or incomplete information provided by or on behalf of the Customer.
3. If Meybo should be liable for any damage, Meybo's liability is limited to a maximum of the invoice value of the order, or at least to that part of the order to which the liability relates. Meybo's liability is in any case always limited to the amount of the payment from its insurer, if applicable.
4. If liability has been established between the Parties, Meybo is only liable for direct damage and never liable for indirect damage.
5. Direct damage is exclusively understood to mean the reasonable costs incurred in determining the cause and extent of the damage, insofar as the determination relates to damage within the meaning of these Terms and Conditions, any reasonable costs incurred to to have the Agreement answered, insofar as these can be attributed to Meybo and reasonable costs incurred to prevent or limit damage, insofar as the Customer demonstrates that these costs have led to a limitation of direct damage as referred to in these general terms and conditions.
6. The risk of loss, damage or depreciation passes to the Customer at the moment when goods are brought under the control of the Customer.
Article 10 Applicable law and disputes
1. All legal relationships to which Meybo is a party are governed exclusively by Dutch law, even if an obligation is wholly or partly performed abroad or if the party involved in the legal relationship is domiciled there. The applicability of the Vienna Sales Convention is excluded.
2. The court of Maastricht has exclusive jurisdiction to hear disputes, unless the law prescribes otherwise. Nevertheless, Meybo has the right to submit the dispute to the competent court according to the law.