General Terms and Conditions of Sale of JUR Autotransport B.V.

Definitions

Applicability

1. These Terms and Conditions are applicable to all Offers and Agreements, as well as to any agreements arising therefrom or based thereon. If the Terms and Conditions have applied to an Agreement, they will automatically apply to any future agreement concluded between the Parties, without any separate Agreement to this effect between the Parties concerned being required, unless the Parties have expressly agreed otherwise in Writing in the relevant Agreement.
2. The applicability to any Agreement of general or specific terms and conditions applied by the Client is expressly rejected by JUR Autotransport, unless and after JUR Autotransport has expressly declared in Writing that such terms and conditions apply to an Agreement. Under no circumstances does acceptance in this manner of the applicability of the Client's terms and conditions to an Agreement result in the tacit applicability of these terms and conditions to any Agreement to be concluded in the future.
3. In case of invalidity or annulment by the Client of one or more provisions of the Terms and Conditions, the remaining provisions of the Terms and Conditions will continue to apply in full to the Agreement. The Parties will consult each other on replacing the invalid or voided provision of the Terms and Conditions by a provision which is valid or not voidable and which approaches the content and purport of the invalid or voided provision as closely as possible.
4. In so far as an Agreement differs from one or more provisions of the Terms and Conditions, the provisions of the Agreement will prevail. The remaining provisions of the Terms and Conditions will in that case continue to apply in full to the Agreement.
5. All Agreements, as well as any obligations arising therefrom or based thereon, are subject to the CMR Convention in the event of international transport and to the AVCM and the AVC in the event of national transport, to the extent that the AVCM does not deviate from the AVC. In the event of any inconsistencies between these Terms and Conditions and the provisions of the CMR Convention, the AVCM and/or the AVC, these Terms and Conditions will prevail, unless this is contrary to mandatory law.

Offers and formation of Agreements

1. Unless expressly stated otherwise, an Offer is without obligation and is valid during the term stated in the Offer. If the Offer does not state a term for acceptance, the Offer will in any case lapse fourteen (14) days after the date stated in the Offer. The Client cannot derive any rights from the contents of an Offer, unless the Offer explicitly forms part of the Agreement.
2. With due observance of the other provisions of the Terms and Conditions, an Agreement will only be concluded if JUR Autotransport has confirmed this in Writing or actually performs the Agreement. If the Client has not expressed any objections within fourteen (14) days of receiving the confirmation of the assignment, the assignment as described in the confirmation will be deemed accepted.
3. An Order can be placed online, by email or via the website www.jurautotransport.nl. After the Client has agreed to an Offer via the website or by email, it will receive an Order Confirmation. With due observance of the Terms and Conditions an Agreement will only be concluded by receipt of an Order Confirmation.
4. An Order Confirmation is final. The Client does not have the right to revoke the Agreement. However, the Client may cancel an Order in accordance with the arrangement in Article 5 of these Terms and Conditions.
5. JUR Autotransport will at all times be entitled to charge the Client additional costs incurred in connection with an Order, for example when the Client fails to comply with its obligations under an Agreement or with these Terms and Condition, each time at the sole discretion of JUR Autotransport.

Change and termination of the Agreement

1. If the Agreement is amended, including any additions thereto, JUR Autotransport is entitled to perform it only after Written approval has been given by an authorized person at JUR Autotransport and the Client has agreed to the price and other conditions for its performance, including the time to be decided on for its performance. Failure to perform the amended Agreement or failure to perform it without delay will not constitute a breach on the part of JUR Autotransport, and will not be grounds for the Client to terminate or cancel the Agreement.
2. JUR Autotransport may refuse a request for an amendment to the Agreement if in its opinion such would have consequences in a qualitative and/or quantitative sense, such as for the work to be performed or goods to be delivered in that context, without this resulting in JUR Autotransport being in breach.
3. If the Client fails to fulfil all or part of one or more of its obligations under the Agreement, the Client will be in default by operation of law and JUR Autotransport will have the right to terminate all or part of the Agreement unilaterally by means of a Written notification to the Client, without any notice of default or judicial intervention being required, and/or to suspend its obligations under the Agreement, without JUR Autotransport being obliged to pay any compensation and without prejudice to any rights accruing to JUR Autotransport, including the right to full compensation. All claims which JUR Autotransport may have or acquire against the Client in these cases will be due and payable immediately and in full. If the Client qualifies as a 'consumer', prior notice of default will be required in the context of this article.
4. In the event of insolvency, suspension of payments, cessation of work, liquidation or takeover or any comparable situation of the Client, or if the Client ceases its business operations of if an attachment has been levied on a substantial part of the Client's assets or if the Client is otherwise no longer deemed capable of fulfilling the obligations arising from the Agreement, the Client will be in default by operation of law and JUR Autotransport will have the right to terminate all or part the Agreement unilaterally by means of a Written notification, without any notice of default or judicial intervention being required and without JUR Autotransport being obliged to pay any compensation and without prejudice to its other rights, including JUR Autotransport's right to full compensation.
5. If at the moment of termination performance has already been delivered to the Client in implementation of the Agreement, this performance and the related payment obligation will not be subject to cancellation, unless the Client proves that JUR Autotransport is in default with respect to this performance. Subject to the provisions of the preceding sentence, amounts that JUR Autotransport has invoiced before such termination in connection which that which it has already correctly performed or delivered will continue to be payable in full and will become immediately payable at the moment of termination. In addition, the work that has been performed and the working hours reserved for the performance of the Agreement will be charged in full to the Client.

Cancellation and delay

1. Following receipt of an Order Confirmation, an Order may be cancelled by email, where the date of transmission of the email will be the cancellation date. Depending on the cancellation date, the Client must pay JUR Autotransport part of the Order Amount.
2. The Client will owe JUR Autotransport the following cancellation charges:
   1. within 24 hours before the collection date: 100% of the Order Amount;
   2. from 48 hours to 24 hours before the collection date: 75% of the Order Amount;
   3. from 72 hours to 48 hours before the collection date: 50% of the Order Amount;
   4. from 96 hours to 72 hours before the collection date: 25% of the Order Amount;
   5. up to 96 hours before the collection date: cancellation is free of charge.
3. If for whatever reason the vehicle cannot be transported on the collection date, JUR Autotransport or one of its partners will wait until it can indeed be transported on that date. The first hour spent waiting is free of charge, after which JRU Autotransport is entitled to charge the Client EUR 75 excluding VAT (EUR 90.75 including VAT) for each subsequent hour spent waiting.
4. If for whatever reason the vehicle is not transportable on the transport date, JUR Autotransport has the right to cancel the Order. In that case JUR Autotransport also has the right to charge the Client the following costs: (i) 100% of the Order Amount, (ii) EUR 75 excluding VAT (EUR 90.75 including VAT) per hour spent waiting and (iii) any additional costs incurred.

Obligations of the Client in connection with an Order

1. The Client is required to ensure that:
   1. it is properly informed about the rules and procedures that apply when transporting a vehicle in the Netherlands or abroad (including transport between different countries abroad) and the associated costs;
   2. the vehicle can be loaded without delay, which means in any case that:
      1. the key to the vehicle is provided at the moment of collection;
      2. the place where the vehicle is located is accessible for JUR Autotransport or one of its partners;
      3. vulnerable parts of the vehicle are protected, the vehicle is properly locked, separate parts are attached, etc. (so that the vehicle will not suffer any damage during transport);
      4. any special information concerning the transport, the vehicle or otherwise has been notified to JUR Autotransport in Writing at least 96 hours in advance;
      5. all necessary documents (such as authorizations) have been signed by the Client;
      6. all costs due to third parties have been paid at least 48 hours before the transport date;
      7. there are no third parties who are entitled to retain the vehicle.
2. The Client must check the vehicle upon delivery for any damage and inform JUR Autotransport immediately by email of any damage observed, accompanied by detailed photos of the damage, and the Client must report the damage on the transporter’s CMR form. If JUR Autotransport or one of its partners takes photos during loading and unloading, these photos will be decisive as proof of any damage. If no damage is reported to JUR Autotransport upon delivery, it will be deemed that the Client has accepted the vehicle and that the Services delivered meet the requirements and performance laid down in the Agreement.
3. The Client will bear responsibility for all damage caused by the weather, including but not limited to storm, hail and wind damage and indemnifies JUR Autotransport against all damage that JUR has suffered or will suffer as a result.
4. The Client is aware that the starting point is that enclosed transport will not be used as standard, as a result of which damage from loose chippings may occur. JUR Autotransport is not liable for the damage caused by the loose chippings. This provision does not apply if it is explicitly stated in the Order Confirmation that enclosed transport will be used for the vehicle.
5. The Client will ensure that any data which JUR Autotransport has indicated are necessary, or which the Client should reasonably understand are necessary for the performance of the Agreement, are provided to JUR Autotransport in good time. If JUR Autotransport is not provided in time with the information required for the performance of the Agreement, JUR Autotransport will be entitled to suspend performance of the Agreement and/or charge the additional costs arising from the delay to the Client according to the customary rates applicable at that time. The period for performance will not commence before the Client has made the information available to JUR Autotransport. JUR Autotransport is not liable for damage or loss, of any nature whatsoever, incurred because JUR Autotransport worked on the basis of incorrect and/or incomplete information provided by the Client.

Performance of the Agreement

1. In performing the Agreement JUR Autotransport will make every effort to achieve the result desired by the Client. JUR Autotransport does not guarantee, however, that it can or will achieve a particular result.
2. JUR Autotransport is entitled to engage third parties to perform certain work without the Client's permission. The applicability of Sections 7:404, 7:407(2) and 7:409 of the Dutch Civil Code is expressly excluded.
3. JUR Autotransport will perform the Services independently, at its own discretion and without any supervision or guidance from the Client.
4. If the Agreement is to be performed in phases, JUR Autotransport may suspend performance of the work belonging to a next phase until the Client has approved the results of the preceding phase in Writing.
5. The delivery time stated by JUR Autotransport in the context of an Agreement (including the agreed response times) is always an indication and may therefore never be considered a strict deadline, unless explicitly agreed otherwise in Writing between the Parties. Under no circumstances will exceeding an agreed delivery time give entitlement to compensation. When determining the delivery time, JUR Autotransport assumes that it will be able to perform the assignment in the circumstances existing at the time of concluding the Agreement.

Prices and payment

1. Prices stated in an Offer or Agreement are in euros and, unless explicitly stated otherwise, are exclusive of travel time and travel and accommodation expenses and are also exclusive of turnover tax and/or any other government-imposed levies, of any nature whatsoever.
2. If the Client places an Order with JUR Autotransport without explicit agreement on a price, the Order will, irrespective of any Offers made or prices charged earlier, be carried out at the price applicable at the time of the performance of the Agreement.
3. Unless otherwise agreed in Writing, JUR Autotransport will send its invoices in principle immediately after completion of the Agreement or simultaneously with the Order Confirmation. Unless agreed otherwise, payment must be made within fourteen (14) days of the invoice date. If payment of an invoice has not been made in full within the stipulated period, the Client will immediately be in default by operation of law, without any further notice of default being required, and from the day after the due date of the invoice concerned will be liable to pay interest of 1% per month, or statutory commercial interest if this is higher, part of a month being counted as a full month. In addition, all extrajudicial collection costs will be payable by the Client, which costs are hereby set in advance by the Parties at a minimum of 15% of the outstanding claim, with a minimum of €150, without prejudice to JUR Autotransport's right to claim the actual extrajudicial collection costs if this amount is higher. If the Client qualifies as a 'consumer', prior notice of default will be required in the context of this article.
4. If the Client is in default of payment of any invoice, all other outstanding invoices will also be immediately due and payable without notice of default being required. If the Client qualifies as a 'consumer', prior notice of default will be required in the context of this article.
5. Payments made by the Client will be used first to settle costs and interest due, and then to settle the outstanding invoices which have remained unpaid the longest, even if the Client states that a particular payment is to settle a different invoice.
6. Without prejudice to mandatory statutory provisions, the Client does not have the right to suspend its payment obligations to JUR Autotransport and/or set them off against payment obligations of JUR Autotransport to the Client.
7. All of JUR Autotransport's claims against the Client will become due and payable immediately if (i) after concluding the Agreement circumstances have come to JUR Autotransport's attention that give it good reason to fear that the Client will not fulfil its obligations, which is entirely at JUR Autotransport's discretion, and/or (ii) the provisions of Article 8.8 are not complied with.
8. JUR Autotransport will be entitled at all times, based on its assessment of the Client’s creditworthiness, to demand security or full or partial payment in advance to ensure compliance with all payment obligations, whether due and payable or not. If and as long as the Client fails to provide the security demanded or to make a full or partial payment in advance, JUR Autotransport will be authorized to suspend its obligations.

Liability and indemnification

1. JUR Autotransport is liable for loss suffered by the Client due to any failure that is the direct and sole consequence of a shortcoming on the part of JUR Autotransport in the performance of the Agreement. Only the damage or loss against which JUR Autotransport is insured will qualify for compensation and only up to the amount paid out by the insurer in the case concerned. The damage or loss incurred due to the circumstances referred to in Article 9.3 will never qualify for compensation.
2. If, for whatever reason, the insurer of JUR Autotransport as referred to in Article 9.1 does not pay out under the insurance policy, this liability will be limited to the invoice value excluding VAT, with a maximum of €5,000. This limitation of liability will apply equally to any indemnification obligations of JUR Autotransport.
3. The following will never qualify for compensation:
   1. damage or loss arising or exacerbated through acts or omissions of the Client or third parties contrary to the instructions issued by JUR Autotransport or in conflict with the Agreement and the Terms and Conditions;
   2. damage or loss caused directly by incorrect, incomplete and/or faulty information provided to JUR Autotransport by or on behalf of the Client;
   3. damage or loss against which the Client has indemnified JUR Autotransport;
   4. visible damage that has not been reported in Writing to JUR Autotransport immediately on delivery;
   5. invisible damage that has not been reported in Writing to JUR Autotransport within seven (7) days of delivery;
4. The Client indemnifies JUR Autotransport against any claims by the Client and third parties relating to the work performed and/or Services provided. In the event that, despite the above, JUR Autotransport is held liable by a third party and JUR Autotransport has had to pay for damage or loss in that case, JUR Autotransport will have a right of recourse against the Client for the entire amount paid by it in compensation and costs.
5. For the purposes of this article, a series of related loss-causing events will be considered as one event or claim.
6. The limitations and/or exclusions of liability contained in this article also apply for the benefit of the personnel of JUR Autotransport and the auxiliary persons involved by JUR Autotransport in the performance of an Agreement.

Right of retention

Force majeure

1. JUR Autotransport is not obliged to comply with its obligations towards the Client if it is prevented from doing so as a result of a circumstance for which it is not to blame and that cannot be attributed to it under the law, by virtue of a legal act or according to generally accepted standards.
2. Force majeure is taken to mean a shortcoming in the performance of an Agreement which cannot be attributed to JUR Autotransport. Force majeure as referred to in this article includes in any case, but is not limited to, a shortcoming as a result of (a) problems at suppliers, including transport companies, (b) a strike at JUR Autotransport, (c) excessive sickness absence of personnel, (d) government measures (both at national and international level) and/or (e) sabotage/hacking/cyberattack at JUR Autotransport and/or a supplier or cooperation partner.
3. In the case of force majeure, JUR Autotransport has the choice of either suspending performance of the Agreement until the situation of force majeure has ceased to exist or, whether or not having originally chosen to suspend performance, terminating all or part of the Agreement. In either case the Client will not be entitled to any compensation. If JUR Autotransport has already met its obligations in part at the time the force majeure occurs or can only partially comply with its obligations, it will be entitled to invoice that part separately. The Client will then be obliged to pay this invoice as if it concerned a separate Agreement.

Other provisions

1. Within one (1) year of completing the Agreement the Client will not be permitted to give a direct or indirect instruction for the transport of vehicles to a transporter engaged by JUR Autotransport in the performance of the Agreement, unless JUR Autotransport has given its prior Written permission for this.
2. JUR Autotransport is permitted to take photos and make videos of the vehicles to be transported and the Client hereby gives JUR Autotransport its irrevocable permission to publish such photos and videos without any further mention for marketing purposes (including on social media and its website).
3. Both parties are bound not to disclose any confidential information they have acquired from each other or from some other source within the context of their Agreement. Information is to be regarded as confidential if a Party has stated that it is confidential or if this follows from the nature of the information.
4. If JUR Autotransport is obliged, by virtue of a statutory provision or a court ruling, to disclose confidential information to third parties designated by the law or a competent court and JUR Autotransport is unable to claim a legal right, or a right recognized or granted by the competent court, to refuse to give evidence in such a case, JUR Autotransport will not be obliged to pay any damages or compensation and the Client will not be entitled to terminate the Agreement.
5. Legal actions and other powers of the Client, of whatever nature, with respect to JUR Autotransport in connection with the Services provided will lapse after twelve (12) months following the date on which the Client became aware or could reasonably be aware of the existence of these rights and powers, but has not lodged a Written claim with JUR Autotransport on that account before the expiry of this period.
6. If within the period stated in Article 12.5 a Written claim has been lodged by the Client with JUR Autotransport in connection with Services provided by it, any legal action of the Client in this respect will also lapse if within a term of four (4) months after receiving the relevant Written claim no legal action has been brought against JUR Autotransport before the court that is competent pursuant to Article 13 of these Terms and Conditions.
7. If any translations have been made of these Terms and Conditions, the version in the Dutch language will prevail over the version(s) in any other language.

Applicable law and competent court

1. All Agreements concluded by JUR Autotransport are exclusively governed by Dutch law.
2. Any disputes between the Parties will be exclusively submitted to the Court of Overijssel, Zwolle location, unless this is contrary to mandatory law.