Green Carbon (“Green Carbon”, “we”, “us”, and “our”) provides its services to the Client subject to these terms and conditions, which constitute the entire agreement and understanding of the parties. Any other terms proposed by the Client, whether verbally, in writing or on a purchase order, are expressly excluded. By agreeing to these terms and conditions, the Client is entering into a legally binding agreement based on these terms and conditions. The following information is correct at the time of publishing. For an up to date version please request a copy from us directly. SERVICE PROVISION We will provide our services with reasonable skill and care, subject to payment of the charges by the Client. Dates for commencement and delivery of the services or products quoted by us are estimates only and are not guaranteed. We will not be liable for any delay in the delivery of products, prototypes, information, images and/or services. PRICING AND PAYMENT Prices are only valid for 30 days from the date shown on the quotation, unless stated otherwise. Prices are quoted on the basis of information supplied by the Client. If the information supplied is incomplete or misleading or the Client’s plans are subsequently amended Green Carbon reserves the right to increase its prices accordingly. Payment is due immediately upon receipt of our invoice, except where credit facilities have been approved in writing. Credit terms are strictly 14 days from the date of the invoice, unless stated otherwise. We shall be entitled to cancel and/or suspend the services if any payment is not made on the due date. Any already delivered goods stay rightfully in the possession of Green Carbon until full payment is received. In addition, Green Carbon reserves the right to charge the maximum interest stated per country for any overdue payments, Green Carbon reserves the right to add administration costs on top of the interest charged. The Client shall have no right of set-off or to withhold payment or deduct any amount for any reason whatsoever. CANCELLATION In the event that the Client cancels the services after accepting an order, it shall be liable in full for all costs incurred by Green Carbon in relation to the order up to the time of cancellation and any costs or expenses incurred by Green Carbon or to which we are committed prior to, or as a result of, the Client’s termination of the agreement. No refunds of payments made by the Client shall be given under any circumstances. CLIENT’S OBLIGATIONS RETENTION OF TITLE All goods or services sold or supplied by Green Carbon remain our property until payment is made in full.
GENERAL Amendment: Any valid alteration to or variation of this agreement must be in writing and signed on behalf of each of the parties by a duly authorised representative. No Waiver: No failure of either party to enforce at any time or for any period any term or condition of the agreement shall constitute a waiver of such term or of that party’s right later to enforce all terms and conditions of the agreement. Severance: If any provision of the agreement is declared by any judicial or other competent authority to be illegal, void, voidable or otherwise unenforceable, or indication of the same is received by either of the parties from any relevant competent authority, such provision shall be deemed severed from the agreement and the remaining terms of the agreement shall remain in full force and effect. Force Majeure: Neither party shall be liable for any delay in performing or failure to perform its obligations under the agreement to the extent that and for so long as the delay or failure results from any cause or circumstance whatsoever beyond its reasonable control (an “event of force majeure”) provided that the event of force majeure is not due to the fault or negligence of that party. Each party shall use its reasonable endeavours to minimise the effects of any event of force majeure. The Client’s obligation to pay all amounts due under this agreement is explicitly excluded from the provisions of this clause. Jurisdiction: The agreement is governed by and is to be construed in accordance with the laws of the Netherlands and shall be subject to the exclusive jurisdiction of the Courts of the Netherlands.