Terms and conditions
GENERAL TERMS AND CONDITIONS
Tromm International BV
5991 EK Baarlo
KVK number: 69623805
VAT number: NL857944757B01
Article 1. Applicability
1 These general terms and conditions apply to all (requests for quotation, offers or acceptances in respect of) agreements with Tromm International BV (hereinafter referred to as TROMM).
2 The applicability of general terms and conditions to which the Buyer refers in any form whatsoever is expressly excluded, unless these have been accepted in writing by TROMM.
3 Any general (purchase) conditions of the Buyer are only applicable in addition to these terms and conditions if the parties agree to this in writing. In case of inconsistency between the terms and conditions, the terms and conditions of TROMM prevail.
4 Between TROMM and Buyer applies that, if a contract has been entered into under the applicability of these terms and conditions, these terms and conditions also apply irrevocably to subsequent agreements between the same parties, unless otherwise agreed in writing.
5 Between TROMM and the Buyer is also true that if TROMM deviates once or more in favour of the Buyer from what is stated in these conditions, this has no precedent that the Buyer may rely on.
6 If and insofar as provisions in these conditions are void or destroyed, the other conditions shall continue to apply in full. The void or voided provisions will then be interpreted in such a way that as far as possible their meaning is observed.
7 TROMM reserves the right to change these terms and conditions at any time. Changes will be made in writing or electronically by e-mail to the Buyer and take effect one (1) month after the date of publication, unless otherwise stated in the announcement. If Buyer does not object to the amendment to the General Terms and Conditions, stating reasons, within one (1) month of the date of the announcement, Buyer will be deemed to have accepted the amendment. Under the aforementioned condition, the Buyer hereby irrevocably waives the right to appeal to any breach of will in this regard.
Article 2. Offer and obligation to provide information
1 All quotations, offers and other communications from TROMM are always without obligation.
2 TROMM is not obliged to enter into an agreement for prices and/or conditions that are clearly based on a printing or writing error.
3 An agreement between TROMM and the Buyer is only concluded after TROMM has confirmed the order of the Buyer in writing, or after the Buyer has confirmed the offers and quotations of TROMM in writing, or from the time that TROMM has begun to work on the performance of the agreement.
4 Verbal undertakings by and arrangements with subordinates of TROMM shall only bind TROMM after and insofar as they have been confirmed in writing by the relevant subordinate.
5 The person who contracts on behalf of or on behalf of the Buyer warrants that he is authorized to represent the Buyer and that all necessary formalities have been completed to this end. Buyer declares through these terms and conditions that the person with whom TROMM contracts or has contact, is authorised on behalf of Buyer to amend the agreement in any way.
6 The Buyer warrants the accuracy and completeness of the order data, the requirements in terms of number, destination, suitability or tolerance for the animals in question and the type of product under any heading (= the data) that TROMM obtains from the Buyer for the execution of the order. The client has the duty and responsibility to provide TROMM with this information adequately, whereby TROMM is only obliged to deliver on the basis of this information. Inaccuracy or incompleteness of the aforementioned legal or technical information is at the expense and risk of the Buyer. TROMM is not obliged to verify these data.
7 The Purchaser is also obliged to check the accuracy of the address details provided by him. Partly because the order is sent to the address provided by the Purchaser. TROMM may assume that the data is correct and that when the order is sent to that address, the order is accepted at that address.
Article 3. Prices
11 Prices are subject to change. Buyer can therefore not derive any rights from having purchased a product in the past at a certain price, where the price has meanwhile been increased.
2 In the absence of a fixed price already agreed upon, the price for the products sold shall be determined on the basis of the rates agreed upon by the parties at the time of the order, or in the absence of such a determination, on the basis of the rates applicable on the spot at the time of delivery of the products.
3 In case of several Purchasers, they shall all be jointly and severally liable for the fulfilment of the contractual obligations.
4 The provisions of the previous paragraph apply accordingly to a partially executed sale.
5 TROMM is entitled to require security from the Buyer for the performance of payment obligations prior to performance of the contract.
6 TROMM is entitled to pass on to the Buyer price increases in cost price factors including, but not limited to, the cost of raw materials and fuels, materials, production, currency exchange rates, transport, dumping and processing rates and the like, at the discretion of TROMM, which have occurred after the conclusion of the agreement but before delivery. If TROMM does so within 3 months after entering into the agreement, the Buyer has the right to rescind the agreement if the increase justifies this, which right he must exercise within 8 days after notification of the price increase. Dissolution of the agreement in this manner shall not entitle either party to compensation.
Article 4. Term of delivery
1 The agreed delivery period is at all times a guideline period and never a deadline.
2 If a delivery period has been agreed and TROMM fails to deliver within that period, the Buyer should first put TROMM into default and set a new, reasonable period within which TROMM shall still deliver.
3 The stated or agreed delivery time is based on the prevailing or expected transport conditions, production expectations or timely delivery to TROMM at the time the agreement was concluded.
4 Impossibility of timely delivery or delay in delivery does not entitle the client to damages or rescission of the agreement or to suspension of then existing payment obligations. This is only different under circumstances of force majeure as stipulated in Art. 7 hereof.
5 TROMM is permitted to deliver sold items and services to be performed in parts, unless a partial delivery has no independent value. In case of partial delivery, TROMM is entitled to invoice each part separately.
Article 5. Delivery / delivery
1 Delivery takes place by offering the order at the address provided by the Purchaser. The report of the carrier shall always serve as full proof of (the offer to) deliver.
2 TROMM has fulfilled its obligation to deliver by offering the goods once to the Buyer.
3 The Buyer is obliged to accept the purchased goods immediately at the time and place at which they are offered to the Buyer.
4 If and insofar as there is a refusal to accept, such as if nobody is at home at the reported address, the return freight, the storage costs and other costs shall be borne entirely by the Buyer. This is only different if the Buyer refuses to accept the order because the order does not comply with the contract. In that case the complaint provisions of Article 10 shall apply.
Article 6. Risk and Third Party Delivery
1 The risk of the goods during transport shall be borne by the Buyer. Engagement of third parties for transport shall be at the risk of the Buyer.
2 The Buyer authorizes TROMM to engage third parties for transport of the goods, whereby TROMM is authorised on behalf of the Buyer to accept general, including exonerating, stipulations from the third party transporting the goods.
3 The risk of the goods sold in any case lies with the Buyer from the time of delivery to the delivery address indicated on the delivery note or from the time when delivery is refused.
Article 7. Force Majeure
1 Force majeure shall mean: circumstances that prevent the fulfilment of the commitments and which cannot be attributed to TROMM. These will include (if and to the extent that these circumstances make performance impossible or unreasonably difficult): strikes, lack of raw materials due to, for instance, weather conditions and other matters or services necessary for the realisation of the agreed performance, sold out stock, stagnation at suppliers, transporters or other third parties on which TROMM depends and general transport or export problems.
2 TROMM also has the right to invoke force majeure if the circumstances that prevent (further) performance arise after TROMM should have fulfilled its obligation.
3 Buyer agrees that during the period that the force majeure continues, the obligations under the agreement will be suspended by TROMM, such as the delivery obligations, whereby Buyer hereby irrevocably waives any right to compensation.
4 If the period during which fulfilment of obligations by TROMM is not possible due to force majeure lasts longer than 7 days, TROMM is entitled to rescind the agreement without any obligation to pay compensation.
5 If TROMM has already partially fulfilled its obligations at the onset of force majeure, or can only partially fulfil its obligations, it is entitled to separately invoice the part already delivered or, as the case may be, the part that can be delivered, and the Buyer is obliged to pay this invoice as if it were a separate contract.
Article 8. Cancellation by the Buyer
There may be a question of cancellation if and insofar as the order has not yet been received in full. Cancellation by the Buyer of an agreement entered into may only take place with the prior written permission of TROMM. In the event of cancellation, the Buyer shall owe TROMM compensation of at least 33% of what the Buyer would have had to pay to TROMM if the agreement had been executed, without prejudice to TROMM's right to full compensation for costs and damages.
2 If and insofar as the order has already been received, no further cancellation may take place. The right of withdrawal (art. 9) or a defective product may then apply, to which the complaint and guarantee provisions apply (art. 10 or 11 respectively).
Article 9. RETRACTION Consumer
The buyer must be a consumer to have a right of withdrawal (Article 6:230h of the Civil Code).
An order with a value of not more than €50 cannot be revoked (Art. 6:230h BW).
The delivery of an order that has been irrevocably mixed with other goods cannot be revoked (Art. 6:230p DCC).
A product that has been specifically manufactured for the order in question cannot be revoked (Art. 6:230p DCC).
A contract that is revoked with the sole purpose of being concluded again at a later date at a lower price is excluded from revocation.
Revocation does not require any reason, and results in the dissolution of the contract.
The Buyer can revoke up to 14 days after he has received (the first part of) the order (Art. 6:230o Dutch Civil Code).
During the cooling-off period, the Buyer will handle the product and the packaging with care. He will only unpack or use the product to the extent necessary to determine the nature, characteristics and operation of the product. The basic assumption here is that the buyer may only handle and inspect the product as he would in a shop.
TROMM has a withdrawal form available on the website which can be filled out by the buyer. After the buyer has completed this form, TROMM will check whether the requirements for withdrawal have been met and if so, will refund the purchase price paid by the buyer, including any delivery costs paid by the buyer (Art. 6:230r BW), within 14 days after receipt of the withdrawal form.
Buyer declares that repayment may be made to the account number that Buyer used for payment to TROMM, unless Buyer explicitly provides another account number.
The Buyer is obliged to return the revoked order to TROMM at its own expense, properly packed, undamaged, unused and within 14 days after revocation (art. 6:230s BW). Should the buyer fail to do so, parties agree on a penalty of € 25,- per day, including a part of a day, until the day TROMM has received the order. The return of goods is even free of charge if the UPS-form is used within the mentioned time frame, which is made available by TROMM in the confirmation of revocation.
Article 10 Inspection of delivery and right of complaint
1 Where the Buyer has a right of withdrawal, the Buyer may cancel the order and return the product without giving any reason, in accordance with Article 9 hereof. If the right of withdrawal is not invoked or does not exist, the following shall apply.
2 The Buyer must examine the purchased goods, or have them examined, immediately on delivery or completion, regardless of whether the delivery is made to a third party. In doing so the Buyer must ascertain whether the goods delivered are in accordance with the agreement, without prejudice to the provisions of Article 11, namely
Whether the correct goods have been delivered;
whether the right number or the right weight has been delivered
whether the goods delivered meet the quality requirements or, if these are lacking, the requirements which may be set for normal use and/or commercial purposes. No cause for complaint or liability shall exist for defects which do not justify this due to their nature or slight severity, which shall in any case not be the case if - under normal use - they do not constitute a health hazard, or if less than 10% shortage has been delivered.
3 In the event of an externally visible defect in the product, a complaint period of 24 hours applies.
4 If the client wishes to complain, it is obliged to notify TROMM as soon as possible after discovery of the shortcoming or after he should reasonably have discovered the shortcoming, but in any case no later than 14 working days after delivery. This explicitly also applies if a more thorough investigation has revealed or could have revealed the shortcoming only after expiry of the aforementioned period.
5 In case of a complaint acknowledged by TROMM, the Buyer will return the product, after which TROMM will send a replacement product, provided that the warranty provisions of Article 11 have been met.
6 After expiry of the above-mentioned terms in 10.3 resp. 10.4 the delivered product is deemed to have been irrevocably and unconditionally accepted by the Buyer and any legal claim of the Buyer has lapsed.
7 If a complaint is made verbally, it must be confirmed in writing to TROMM within 24 hours on penalty of forfeiture of the complaint and/or the right of claim arising therefrom. This provides the opportunity for the Buyer to substantiate the complaint by means of high-definition photographs and all means, including an external professional expert, from which the nature and severity of the defects can be adequately recognized.
8 The party concerned is obliged to keep the delivered goods in their entirety, undamaged and secured, to allow TROMM the opportunity to examine them thoroughly and to grant TROMM access to all data and information necessary for this purpose.
9 The submission of a complaint does not suspend the buyer's payment obligation with respect to the goods in dispute, subject to the provisions of Article 14.5 hereof.
10 Complaints shall be valid only insofar as the goods are still in their original and undamaged condition, and in accordance with the warranty provisions of art. 11. If goods have been fully or partially processed by the Purchaser, complaints - on whatever grounds, including the case of incorrect delivery - are no longer permitted and any legal claim related thereto has lapsed, even if the complaint is submitted within the prescribed period; TROMM is then not obliged to pay any compensation of any kind.
Article 11. Warranty products
1 TROMM warrants performance of the obligations incumbent upon TROMM, such as the delivery of products that satisfy the specifications set forth in the offer, the reasonable requirements of reliability and/or usefulness and the statutory provisions and/or government regulations existing at the date of placing the order, without prejudice to what is provided in 11.9 hereof.
2 This guarantee means that in case of a defective product TROMM will do its utmost to remedy the defect or deliver a replacement product free of charge.
3 Complaints about a defective product must be made within 14 days and in accordance with Article 10 hereof, under the obligation to return the defective product. TROMM may suspend sending a replacement product until the client has fulfilled all its obligations, such as payment and return.
4 The statutory requirements for default apply to this fulfilment obligation.
5 No warranty is given for batteries.
6 Buyer may hold TROMM to the warranty
on motors for 5 years from the date of manufacture indicated on the motor;
on garage door motors for 3 years from the date of manufacture indicated on the motor;
Dexxo Pro and Dexxo Optimo for 5 years from the date of manufacture indicated on the motor;
on controls for 5 years from the production date indicated on the control unit;
on solar panels for our engines, for 5 years from the production date indicated on the panels;
on batteries for Oximo Wirefree RTS motors with built-in battery and individual batteries for 2 years from the production date indicated on the motor;
on gate motors for 3 years from the production date indicated on the motor.
7 Warranty lapses if - in short - the products or services supplied by TROMM have not been used normally, or have been processed or resold by the Buyer. Examples are given below:
The consumer has repaired and/or modified the delivered products himself or has had them repaired and/or modified by third parties;
The delivered products have been exposed to abnormal conditions or have otherwise been handled carelessly or contrary to the instructions of the entrepreneur and/or on the packaging;
Product exposed to mechanical impact, for example the cable is damaged by a loose shaft or motor (torsion damage)
Motor fell off: end position broken off, output shaft broken off
Oxidation (= corrosion) of the product.
Housing pierced, cut into or explicitly damaged, for example by the use of excessively long screws in the roller shutter shaft.
Product itself (i.e. not the packaging) has been opened (unscrewed) by the customer.
Effects that occur after the motor has been subjected to thermal stress.
Other defects that can be directly deduced from incorrect assembly or connection (motors connected in parallel, short-circuits, non-compliant control, etc.).
Products damaged by lightning.
In these cases, the product will be replaced at your normal purchase price.
The defectiveness is wholly or partially the result of regulations that the government has laid down or will lay down with regard to the nature or quality of the materials used.
8 The buyer hereby also explicitly agrees to the warranty conditions applied by TROMMS' producer. If therefore the producer opposes TROMM to a contractual stipulation whereby TROMM does not (yet) obtain a sound product from the producer, this stipulation applies in particular to the Buyer.
9 TROMM strives for a high quality of products, but is also dependent on the quality of the raw materials and materials that it obtains from suppliers. TROMM does not unconditionally guarantee and is never deemed to have guaranteed or to vouch for the suitability of the sold property for the purpose for which the client wishes to treat, process, have used or uses it. The guarantee obligation of TROMM does not extend beyond the expressly made quality statements or expressly agreed quality standards. The client hereby irrevocably waives any legal claims that are related to the quality of the material of the product sold by TROMM and the client shall indemnify TROMM against claims from third parties arising therefrom, subject to Article 12.
10 If and insofar as TROMM provides advice, or at least if this is how the client interprets it, the advice is provided at the expense and risk of the client. TROMM strives to carry out its communication or advice as well as possible, but never gives any guarantee that these are or will be faultless and that the Purchaser has a product at his disposal that is absolutely faultless.
Article 12. Damage and Liability of TROMM
1 TROMM, its employees or third parties engaged by it, are not liable for any damage of Buyer with respect to any delivery obligation, the delivery of goods, the delivered goods themselves or the use thereof, properties or quality of the sold and/or delivered goods, or work, services or advice provided by or on behalf of TROMM, including damage resulting from improper performance of a repair or redelivery obligation.
2 TROMM is not liable for damage of any kind arising as a result of its reliance on incorrect and / or incomplete data provided by or on behalf of the Client.
3 TROMM is in no way liable - as TROMM is indemnified by the Purchaser - for damage in connection with death, illness or injury, and/or loss of or damage to property of the Purchaser himself, his agent(s) or anyone else affected, such as any party to whom the Purchaser has passed on the property in question.
4 The Buyer shall indemnify TROMM and/or the persons engaged by TROMM in the performance of the agreement against all claims and/or damages and/or fines from third parties, which these third parties suffer or fines imposed by these third parties, arising from the application or use of the products of TROMM by the Buyer or any other person to whom the Buyer has made the products available, unless there is intent and/or gross negligence on the part of TROMM and/or the persons it engages in the performance of the agreement.
5 Liability is limited to the amount paid out under the professional or corporate liability insurance of TROMM, at least to the amount of the invoice amount (excluding sales tax) of the relevant Order. If and insofar as the agreement is a continuing performance agreement or consists of multiple invoices, damages shall not exceed the price agreed in the applicable agreement (excluding value added tax) for the services rendered by TROMM during the period of one month preceding its default. The amounts referred to in this paragraph shall be reduced by the credits stipulated by Buyer and granted by TROMM.
6 If several liability-creating events occur within the scope of the same agreement, these events are regarded as one, so that the liability of all events is limited according to Article 12.5.
7 The above is explicitly capped in all circumstances at an all-in amount of € 2,000.
8 Any legal claim against TROMM lapses if it is not reported to TROMM in writing and with reasons within one month after it arises, or at least the claim lapses - if the client is a consumer - after one year after the liability arose.
9 If and insofar as the above exonerations should be invalid in any other country, it is the express intention of the parties that the restriction in question shall be interpreted and implemented as far as possible in the manner agreed between the parties.
10 Any communication, promise, compensation, failure to take legal action or failure to take certain positions, both during the amicable preliminary stage as described in the introduction and afterwards, is without obligation or without legal effect or meant to be considerate, which means that the Purchaser cannot attach any conclusions or legal consequences to it.
Article 13. Suspension, cancellation and dissolution by TROMM
1 TROMM is entitled to suspend performance of the agreement in whole or in part if and as long as Buyer does not, not fully, not adequately or not timely fulfill any obligation towards TROMM arising from the agreement between Buyer and TROMM, without Buyer being entitled to compensation for damages suffered by Buyer as a result. In such a case, TROMM may also cancel the order, in which case TROMM may set off any sums paid against outstanding claims or repay the sums paid, after which the agreement is deemed to have been dissolved.
2 TROMM is also entitled, if in its reasonable judgment the financial condition of the Buyer so warrants, to require advance payment or security in the form of a bank guarantee, mortgage, pledge or surety, and in the meantime to suspend performance of the agreement in whole or in part.
3 TROMM is entitled to terminate the agreement with the Buyer, or the part of it that has not yet been performed, with immediate effect in writing, without judicial intervention being required, and without being liable for any compensation whatsoever, without prejudice to TROMM's right to full compensation of the Buyer for costs and damage, if
- Buyer refuses to pay in advance or provide adequate security at first request in the circumstances referred to in Article 13.2;
- Buyer refuses to take delivery of the goods sold;
- Purchaser (in the case of a natural person) dies;
- Buyer applies for a moratorium or is granted a moratorium;
- Buyer is declared bankrupt or bankruptcy has been filed;
- there is a question of closure or liquidation of the Buyer's company or a question of transfer of his company;
- there is a question of dissolution of (part of) the Buyer's company;
- there is a substantial change in the share and/or voting ratio within the Buyer's company;
- a considerable part of the Purchaser's assets are seized, which seizure is not lifted within a reasonable period of time;
- Buyer does not, not completely, not properly or not timely fulfill any obligation towards TROMM under the agreement and, despite a request to do so, has failed to remedy the shortcoming within a reasonable time.
- TROMM has good reason to fear that the client will fail to fulfill its obligations (6:80 or 6:83 BW).
4 All claims which TROMM may have or acquire against the Buyer in the case referred to in this Article shall become immediately due and payable in full.
5 A dissolution as referred to in this Article shall not result in the termination of any rights of TROMM that by their nature are intended to survive.
6 If circumstances arise concerning persons and/or material which TROMM uses or tends to use in the implementation of the agreement, which are of such a nature that the implementation of the agreement becomes impossible or so difficult and/or disproportionately expensive that compliance with the agreement can no longer be reasonably required, TROMM is entitled to terminate the agreement in whole or in part.
Article 14. Payment
1 Unless otherwise agreed, the payment term is 14 days after the invoice date, which is a strict deadline.
2 If and insofar as the Buyer disagrees with the invoice, the Buyer must make its objections known in writing and with explanations within 14 days after the invoice date, on pain of forfeiture of the right to do so.
3 Complaints, the drawing up of credit notes or failure(s) in performance by TROMM may never be a reason for not paying the undisputed portion of an invoice on time.
4 The Buyer is never entitled to a discount or to deduct or offset amounts from the invoice amount payable for any reason whatsoever. Only credit notes from the Buyer may be offset, pursuant to Article 8.8 hereof.
5 Payments made by the Buyer shall always serve in the first instance to settle all interest and costs due, and in the second instance to settle invoices which have been outstanding the longest, even if the Buyer states that the payment relates to a later invoice.
6. The Purchaser shall owe all extrajudicial collection costs incurred by TROMM for non-fulfilment of obligations under the agreement, which shall amount to at least 15% of the total amount due with a minimum of € 300.00. This is only different if the Purchaser is a consumer; in that case the statutory regulation of art. 6:96 BW applies with a minimum of € 40.
7 The penalty interest owed by the Buyer in the event of late payment amounts to 1.5% of the invoice amount per each month or part of a month by which the due date is exceeded, without prejudice to the right to statutory compensation. This shall only be different if the Buyer is a consumer, in which case the statutory interest shall apply.
8 If parties have several legal relationships and Buyer is in default of payment in one of them, TROMM is entitled to set off any claim against TROMM.
Article 15a. Retention of title
1 All goods delivered by TROMM remain the property of TROMM until full payment of all claims of TROMM against the Buyer on account of agreements concluded between the parties, including interest and costs.
2 Despite the retention of title, the goods delivered shall be held by the Buyer at its own expense and risk. Buyer insures the items delivered under retention of title against theft and fire, explosion and water damage.
3 Goods delivered by TROMM, which are subject to retention of title by virtue of paragraph 1, may only be resold in the context of the normal business operations of the Buyer. Furthermore, the Buyer is not authorised to pledge the goods or to establish any other right to them.
4 If the Buyer does not comply with its obligations or if there is a well-founded fear that he will not do so, TROMM is entitled to remove or have removed from the Buyer or from third parties who are holding the items for the Buyer the items delivered to which the reservation referred to in paragraph 1 applies. The Buyer is obliged to provide all cooperation, including unhindered access, to this end.
5 If third parties wish to establish or assert any right to the items delivered under retention of title, the Buyer is obliged to notify TROMM as soon as may reasonably be expected.
6 The Buyer undertakes at the first request of TROMM
- pledge to TROMM, in the manner prescribed in Article 3:239 of the Dutch Civil Code, the claims which the Buyer obtains against its clients when reselling the goods delivered by TROMM under retention of title;
- to mark the items delivered under retention of title as the property of TROMM;
- to cooperate within reasonable limits with all measures that TROMM wishes to take to protect its property rights to the delivered goods.
7 If the client does not cooperate with the provisions of this article, TROMM is entitled, without prior notice of default, to immediately repossess the delivered goods, for which purpose the client now unconditionally and irrevocably grants TROMM or a third party to be appointed permission to access all places where the property of TROMM is located and to repossess these goods. The costs of retrieval shall be borne by the Purchaser.
8 In the event of violation of one or more of the provisions hereof, the Buyer shall owe a penalty per day, including a daily period, of € 2,500.00 for each day that the Buyer fails to comply with the demand.
15b Intellectual property
9 Unless parties explicitly agree otherwise in writing, TROMM is exclusively entitled to the ownership and use of know-how, concepts, ideas, patents, image rights and works in the broadest sense of the word developed by TROMM.
10 The Purchaser is forbidden to infringe upon these and/or to imitate, duplicate and/or in any way make them available to third parties.
11 Each violation of the foregoing makes Buyer obligated to compensate all damages suffered by TROMM as a result, with a fixed minimum of € 50.000,- Buyer expressly waives any right to have this clause annulled or invalidated under any legal heading.
12 The Buyer irrevocably indemnifies TROMM for damages, fines or monetary claims under any heading or on any basis whatsoever which third parties claim from TROMM, on the basis of which the Buyer is obliged to reimburse all legal costs in the broadest sense of the word, including in any case attorney fees, possible penalties or fines, court registry fees and bailiff fees.
Article 16. Transfer of rights and obligations
1 Without prior written permission from TROMM, the Buyer is not permitted to assign, pledge or transfer under any title whatsoever the rights and obligations arising from the agreement to a third party.
2 TROMM is entitled to transfer the agreement or any rights and/or obligations arising from it to a group company (ex Article 2:24b Dutch Civil Code). Insofar as required, the Buyer grants permission for this on the basis of Article 6:159 of the Dutch Civil Code.
Article 17. Persons for whom these General Terms and Conditions have been formulated
The provisions in these General Terms and Conditions have been formulated for the benefit of:
a) TROMM and its affiliated legal entities, including its family members, employees, directors, management and persons who work for it in any capacity;
b) all third parties who have received or will receive instructions from TROMM;
c) any person whose acts or omissions have caused or will cause TROMM to be held liable;
d) all former employees, board members and management members of TROMM and/or other persons who previously worked for TROMM in any other capacity;
e) any beneficiaries of wills and legal successors of the persons mentioned above in paragraphs (a) to (d) of this Article.
Article 18. Competent court and applicable law
All disputes are subject to Dutch law and shall be submitted exclusively to the jurisdiction of the court of the place of business of TROMM, namely: the District Court of Limburg, unless the law by rules of mandatory law declares another judge competent.