1.1 These terms and conditions apply to every offer, quotation and agreement between
Optimum Construction and Contractor, hereinafter referred to as "Contractor", and the Client on which
Contractor has declared these terms and conditions applicable, to the extent that these terms and conditions do not
parties have deviated explicitly and in writing.
1.2 Client: any natural or legal person with whom the Contractor has an agreement
contracting closes. Also every person with whom the Contractor negotiates the
establishment thereof, and in addition to its representative (s), authorized representative (s) and
1.3 Agreement: every agreement for the acceptance of work between the Contractor and the
Client that comes about, any change or addition thereto, as well as all
(legal) acts in preparation and implementation of that agreement.
1.4 Activities: all activities that are the subject of the agreement, including
including contracting and carrying out construction work.
1.5 Products: all items that are part of an agreement, whether or not delivered as
part of the contract for work contract. Among other things, this serves, but not
exclusively, to be considered building materials and related products.
2.1 These terms and conditions apply to all agreements concluded between
Contractor and Client. The present conditions also apply to all
Contractor agreements, for the implementation of which third parties must be involved.
2.2 Additions or deviations from these conditions only apply if they continue
Contractor have been confirmed in writing to Client.
2.3 If one or more of the provisions in these terms and conditions are invalid or voided
the remaining provisions of these general terms and conditions may remain fully applicable
application. The Contractor and the Client will then discuss new provisions
agreeing to replace the invalid or nullifying provisions, if and for
the purpose and scope of the original provision are taken into account as much as possible.
2.4 The applicability of any purchase or other conditions of the Client becomes
explicitly rejected unless the Contractor has explicitly stated in writing this or
2.5 If the Contractor does not always demand strict compliance with these conditions, this does not mean
that the provisions thereof are not applicable, or that the Contractor would be entitled to some extent
Terms and Conditions
to ensure strict compliance with the provisions of these conditions in other cases
3. OFFERS AND QUOTATIONS
3.1 A quotation does not bind the Contractor and only serves as an invitation to place one
3.2 All quotations and offers from the Contractor are without obligation, unless a period is specified in the quotation
acceptance has been made. A quotation or offer expires if the product on which the quotation or the
offer relates in the meantime is no longer available. Offers and offers from
Contractor expires upon cancellation by Contractor. Contractor is only bound by the offer
if the acceptance thereof is confirmed by the Client. After accepting the
quotation, orally or in writing, the agreement arises. Contractor takes care of that
this agreement is sent to the Client
3.3 The written agreement states among other things:
- description and place of work;
- if applicable, the price of the work described in the quotation and the periods in which the
contract price will be paid;
- if applicable, the agreed hourly rate per person that will be charged
to the client to complete the work described in the quotation.
- any recoverability of quantities;
3.4 The contractor cannot be held to his offers and quotations if the
Client, in terms of reasonableness and fairness and in society
current views, should have understood that the offer or quotation or a part
contains an obvious mistake or error.
3.5 If the acceptance deviates (on minor points) from what is included in the quotation
Contractor is not bound by this. The agreement then does not come in accordance with this
deviating acceptance, unless the Contractor indicates otherwise.
3.6 Offers or quotations do not automatically apply to future assignments.
3.7 If the offer is not accepted, the Contractor is entitled to the costs involved
by making the offer to the person at whose request the offer was requested
3.8 If the Contractor has made an offer for the execution of work on a management basis, then
the agreed hourly rate times the number of hours worked will be invoiced weekly;
the invoice amount is increased with any supplied or used materials.
3.9 The hours and material lists kept by the Contractor will serve as the basis for invoicing;
these are binding and are added to the invoices.
3.10 Client has the choice to have the work carried out on the basis of an hourly rate or on the basis of
total contract sum. When the client chooses to have the work carried out on the basis of
hourly rate, then the client can no longer claim or derive any rights from the, if
applicable, contract price offered, when it turns out afterwards that the costs of the renovation
Contractor can no longer claim or derive rights from the, if applicable,
offered contract price, if it turns out afterwards that the costs of the renovation are lower.
4. CONCLUSION AND PERFORMANCE OF THE AGREEMENT
4.1 The agreement is established through timely oral or written acceptance by the
Client of an offer made by the Contractor, or if the Contractor carries out the work
indicates an assignment or order.
4.2 The contractor will perform the agreement to the best of his knowledge and ability and in accordance with the requirements of
perform good craftsmanship.
4.3 The Client shall ensure that all information that the Contractor indicates is required
are necessary or which the Client should reasonably understand to be necessary
necessary for the execution of the agreement, must be provided to the Contractor in a timely manner.
4.4 Contractor has the right to suspend the execution of the agreement until the moment
on which the Client has fulfilled the obligation referred to in the previous paragraph.
4.5 The Contractor is not liable for damage of any nature whatsoever due to the fact that the Contractor has assumed the contract
of incorrect and / or incomplete data provided by the Client.
4.6 If and to the extent that a proper execution of the agreement requires this, the Contractor has it
have certain work subcontracted or after consultation with
Client by third parties. The work performed after consultation and with permission from
Client to be executed by third parties are seen as an agreement between
Client and aforementioned third party, of which the Contractor does not form part. The same applies
for the warranty conditions.
4.7 The Client indemnifies the Contractor against any claims from third parties in connection with
suffer damage in the performance of the agreement and which is attributable to the Client.
4.8 If there is a delivery of products, the Contractor will carry out the
order the utmost care.
4.9 If an order is temporarily unavailable or due to other reasons
is delayed, or if an order cannot or only partially become
the Client receives this no later than one week after the order has been placed with the Contractor
is posted message. In that case, the Client has the right to place this order at no cost
to cancel. In that case, the Client does offer the Contractor the option of a suitable one
alternative to the order.
5. MODIFICATION OF THE CONTRACT OF CONTRACTING WORK
5.1 If during the execution of the agreement it appears that it is for a proper execution
necessary to change or supplement the work to be performed, the parties will timely
and adjust the agreement accordingly in mutual consultation.
5.2 If the parties agree that the agreement will be amended or supplemented, it can
affected by the time of completion of the execution. Contractor will be the
Inform the client of this as soon as possible.
5.3 If the changes or additions to the agreement are financial and / or qualitative
the Contractor will inform the Client of this in advance.
5.4 If a fixed price has been agreed upon, the Contractor will indicate to the Client in
to what extent the change or supplement to the agreement will result in this price being exceeded
5.5 Execution of an assignment takes place within the usual scheduled time. If a
assignment at the request of the Client must be speeded up overtime and / or other
any additional costs incurred will be charged.
6. OBLIGATIONS CLIENT
6.1 The client ensures that the Contractor can dispose of the order in time
required data and approvals such as exemptions and permits.
6.2 The client ensures that the Contractor has access to the site of the
contracting of work, ample opportunity for storage, supply and removal of building materials and
6.3 The Client also ensures that the Contractor can dispose of it in a timely manner
connection options for electrical appliances, lighting, compressed air, water and all others for
A common connection options described in the work offer.
6.4 The Client shall, for the execution of the assignment, require items such as electricity, gas and
make water available for free as well as other available aids.
6.5 If the Client uses materials or tools from the Contractor, necessary for the execution
of the assignment, the Client is responsible for these materials
and tools. In the event of loss or damage, the Contractor has the right to inform the Client
6.6 The client must ensure that work to be performed by others and / or
deliveries that are not part of the contractor's work are carried out in such a way and on time that
the execution of the work is not delayed. If this is the case, you can
Contractor charge this.
6.7 If the execution of the work becomes impossible because the item on which or to which it
work must be carried out or lost without this being attributable to the Contractor
allocated, the Contractor is entitled to a proportional part of the agreed price on
basis of work performed and costs incurred. In case the case due to intent or
Contractor 's conscious recklessness has been canceled, the Contractor is entitled to the
stipulated contract sum, plus the costs incurred as a result of the non-completion
and reduced by the costs saved by termination.
6.8 Unless otherwise agreed, the client shall ensure the delivery and payment of the
necessary materials. When the contractor and / or staff must be engaged
to purchase building materials, the time it takes to be billed will be based on
the agreed hourly rate, rounded to full hours.
7. PRICES / MORE AND LESS WORK
7.1 All prices are expressed in Euros and excluding sales tax, unless otherwise stated
7.2 The Contractor shall, at the request of the Client, make all changes to the
carry out the assignment, provided that these are reasonably practicable and with the right to do the additional work
settle. The additional work is carried out after the Client has signed a contract
has given to Contractor, there is 50% of the invoice amount concerning the additional work
down payment. The remaining 50% of the invoice amount, relating to the additional work, must be delivered upon completion
of the additional work.
7.3 If the Client fully or partially suspends the execution of the work, it will be suspended
provisions that the Contractor must take as a result of the suspension, settled as additional work.
7.4 If the assignment is due to circumstances unknown to the Contractor or due to
force majeure is impracticable, the Contractor has the right to claim that the contract is such
it is changed that implementation will still be possible. Even then the possible will be more or less
costs are settled.
7.5 The Client is at all times authorized to enter into the agreement, already started or not yet,
cancel in whole or in part. In that case, the contractor is entitled to the contract sum,
plus the costs incurred as a result of the non-completion and
reduced by the (material) costs saved by the termination.
7.6 If between the conclusion of the date of the agreement and the delivery the cost of
items ordered / materials used increases, and / or changes made by the government and / or trade unions
are made in wages, employment conditions or social provisions, the Contractor is entitled
pass on these increases to the Client.
7.7 The prices for products are based on the at the time of concluding the agreement
circumstances that apply to the Contractor, such as exchange rates, purchase prices,
freight rates, import and export duties, excise duties, levies and taxes directly or indirectly from
Contractor are charged or charged to Contractor by third parties. If this
circumstances after the conclusion of the agreement but before the delivery
Contractor has the right to pass on the resulting costs to the Client.
8.1 Payment based on contracted work must be made on the basis of the
payment terms and associated dates included in the agreement. The first payment term
must already have been received at the start of the first work.
8.2 Payment based on hourly rate is made weekly in arrears, unless otherwise agreed and
The weekly installment must be credited to the account number of the Contractor,
no later than the following Tuesday after the completed working week.
8.3 Payment of the materials advanced by the Contractor takes place weekly in arrears, unless
otherwise agreed and recorded.
The sum of the advanced material invoices must be credited to the account number
from Contractor, no later than the following Tuesday after the completed working week.
8.4 If the agreed payment terms are longer than a week and / or the Contractor is deemed
if material costs are (partially) advanced, the Contractor can make a down payment
be desired. The amount of the down payment is determined by the Contractor and must be
credited to the Contractor account number, at the start of the first work.
This deposit will be settled upon completion of the work.
8.5 If the Client fails to pay within the specified periods, the
Client legally in default. Client then owes an interest of 1%
per month, unless the statutory interest is higher, in which case the statutory interest applies. The interest left
the due amount will be calculated from the moment that the Client is in default until
the moment of payment of the full amount.
8.6 In the event of liquidation, bankruptcy, seizure or suspension of payment of the Client
the Contractor's claims against the Client become immediately due and payable.
8.7 In the event of a joint assignment, Clients are jointly and severally liable for
the payment of the invoice amount.
8.8 A complaint regarding certain activities suspends the payment obligation of the
Client does not oppose this and other activities.
8.9 The client must pay without discount or settlement with any disputed or not disputed
claim against the Contractor.
9. COLLECTION COSTS
9.1 Is the Client in default or in default with the compliance of one or more of its own
obligations, then all reasonable costs for obtaining satisfaction out of court occur
Client's account. If the Client fails to pay on time
sum of money, he forfeits an immediately due and payable fine of 15% on the amount still due.
This with a minimum of € 100.00.
9.2 If the Contractor has incurred higher costs, which were reasonably necessary, will come
these also qualify for reimbursement.
9.3 Any reasonable judicial and execution costs incurred will also be charged
9.4 The client owes interest on the collection costs incurred.
10. RETENTION OF TITLE
10.1 The contractor remains the full owner of the goods, notwithstanding the actual delivery,
until the Principal owes everything that he owes the Contractor pursuant to the agreement
or will be met.
10.2 In the event of seizure, suspension of payment or bankruptcy, the Client will immediately
the seizing bailiff, the administrator or the trustee point out the ownership rights of
Contractor. The Client guarantees that a seizure of the products will be immediate
11. DELIVERY OF A WORK
11.1 The work is considered to be completed if the work has been approved by
11.2 The work is also deemed to have been approved if and insofar as it is used
11.3 A 30-day maintenance period applies to the work. In this maintenance period will
Contractor any minor defects (which must not stand in the way of an approval)
11.4 If the Client does not accept the invitation to take on the completed work then
the work is deemed to have been approved 8 days after this invitation. 11.5 After work
the Contractor is no longer liable, subject to the provisions of the law
for possible shortcomings in the work.
11.6 If the Contractor exceeds the period within which the work must be delivered, is
Contractor is not legally liable for this, unless otherwise specified in the agreement.
12. DELIVERY AND RISK OF PRODUCTS, WHETHER OR NOT LOSS OF THE CONTRACTING AGREEMENT
12.1 Unless agreed otherwise, delivery of goods will be made with the Client
agreed delivery address.
12.2 The risk of loss or damage to the products that are the subject of the agreement,
transfers to the Client at the time when this is legally and / or to the Client
are actually delivered and therefore under the control of the Client or of a
Third parties to be designated by the client are brought.
12.3 The Client is obliged to take delivery of the purchased items at the time when they are delivered
available or handed over to him.
12.4 If the Client refuses the purchase or is negligent in providing information or
instructions necessary for delivery shall become the articles intended for delivery
stored at the risk of the Client after the Contractor has informed him thereof.
The Client will in that case owe all additional costs.
12.5 If the Contractor and the Client agree on delivery, then delivery of
purchases under the information communicated to the Client at the conclusion of the agreement
conditions. The contractor reserves the right to separate the delivery costs upon delivery
12.6 If the Contractor requires information from the Client in the context of the implementation of
the agreement, the delivery time starts after the Client commences it
Contractor has made available.
13. INVESTIGATION AND COMPLAINTS RELATING TO SUPPLIED PRODUCTS
13.1 The Client is obliged to deliver the delivered goods at the time of delivery, but in all
investigate (or have them examined) as quickly as possible in the shortest possible time. This includes the
Client to investigate whether quality and quantity of the delivered correspond with
what has been agreed, or at least meets the requirements set for it in normal (trade) traffic
13.2 Any visible shortcomings must be reported to the Contractor in writing as soon as possible after delivery
be notified this with simultaneous delivery of the guarantee certificate and the defective item,
unless this is impossible or unreasonably onerous. Delivered items must be supplied by the
Client must be assessed for accuracy within 8 days.
13.3 The Client must submit a non-visible defect within eight days after discovery, but
to notify the Contractor within the guarantee period at the latest with due observance of the foregoing
paragraph of this article. After the warranty period has expired, the Contractor is entitled to all costs
to be charged for replacement, including administration, shipping and driving costs.
13.4 After finding the defect, the Client is obliged to use the products
immediately and also to do everything reasonably possible to prevent
13.5 The Contractor is not liable for the defect in question if the Client is in
remains in default regarding the above under 13.1 up to and including 13.4.
13.6 If the Client complains in time, correctly and rightly about defects in a good, the
liability resulting from this is limited to what is stipulated in articles 14 and 15 of
14. WARRANTY ON PRODUCTS TO BE DELIVERED
14.1 The contractor guarantees that the goods to be delivered meet the usual requirements and standards that
can be imposed on it and be free of any defects.
14.2 Provided that it is timely, correct and in accordance with the provisions of the provisions of
Article 13 has been complained and it has been sufficiently demonstrated that the products do not comply with what
has been agreed, the Contractor has the choice of either the products that have not proved to be sound
to replace it free of charge, or to repair the products in question or to have them repaired
Make the parts required for repair available to the Client.
14.3 The Contractor is satisfied by the satisfaction of one of the services listed above under Article 14.3
fully discharged with regard to its obligations and the Contractor is not liable for any further (damage)
14.4 The manufacturer's warranty applies to the products delivered by the Contractor and this is the
Warranty period for replaced parts.
14.5 The Client cannot assert any right under this article if without
prior written permission from the Contractor changes or repairs to the products
have been fitted, parts not supplied by the Contractor have been fitted, the products for others
used for purposes other than those for which they are intended, or the products otherwise
have been treated or maintained improperly, as well as if the Client
Contractor is in default. Damage as a result of normal use or wear and tear is also a guarantee
14.7 Warranty is excluded on repair work, with the exception of the contractor
repairs performed on work performed in-house.
15. LIABILITY AND DISCLAIMER
15.1 The liability does not extend to the products delivered by the Contractor
further than what is stipulated in article 14. Without prejudice to the stipulations in article 14 and the other paragraphs
the liability of the Contractor - for whatever reason - is limited to the amount of
the net selling price of the delivered goods.
15.2 The contractor is not liable for any damage resulting from the implementation of the
contract for contracting work, unless the damage caused is the result of intent, conscious
recklessness, negligence, carelessness or wrongful acts on the part of the Contractor or its own
management staff. In all cases, all liability of the Contractor is limited to the
amount she receives from her insurance company. Should the
If the insurance company does not pay out for whatever reason, then the
Contractor's liability is limited at all times to an amount of up to € 5,000.00.
15.3 The Client indemnifies the Contractor against claims for compensation from third parties.
15.4 The contractor is never liable for so-called consequential damage suffered by the Client in this regard
suffered from the agreement, consequential damage also includes business damage,
environmental damage and immaterial damage.
15.5 The Contractor furthermore does not accept any liability for (delayed) damage as a result
of the presence of contaminated soil or contaminated works (asbestos, chemicals) in the place where
the contract is executed.
15.6 The Contractor accepts no liability whatsoever for materials made by the Client or
its suppliers come from.
16. INTELLECTUAL PROPERTY AND COPYRIGHTS
16.1 Without prejudice to the other provisions of these General Terms and Conditions, the Contractor reserves the right to do so
the rights and powers vested in him under the Copyright Act.
16.2 All documents provided by the Contractor, such as reports, advice, agreements,
designs, sketches, drawings, etc., are intended solely for use by the
Client and may not be used by him without prior permission from Contractor
reproduced, made public, or brought to the attention of third parties, unless of the nature of the
documents provided otherwise. Damage, in whatever form, ensues from this
never at the expense of the Contractor.
17. SUSPENSION AND DISSOLUTION
17.1 The Contractor is entitled to suspend compliance with the obligations or to terminate the agreement
- Client does not or not fully comply with the obligations under the agreement.
- After the conclusion of the agreement, the Contractor becomes aware of circumstances that have good grounds
to fear that the Client will not fulfill the obligations. In case there is good soil
there is a fear that the Client will only partially or not properly comply, is the
suspension only permitted to the extent that the shortcoming justifies it.
- Client was requested to provide security for the
fulfillment of its obligations under the agreement and this security is not provided or is insufficient.
17.2 The Contractor is furthermore authorized to dissolve the agreement or to have it dissolved if circumstances arise
occur which are of such a nature that fulfillment of the agreement is impossible or impossible
standards of reasonableness and fairness can no longer be required or if
otherwise circumstances arise that are of such a nature that the unaltered maintenance of
the agreement cannot reasonably be expected.
17.3 If the agreement is dissolved, the claims of the Contractor on the
Client immediately due and payable. If the Contractor fulfills the obligations
, it retains its rights under the law and agreement.
18. FORCE MAJEURE
18.1 If the Contractor fails to meet him due to a non-attributable shortcoming (force majeure)
obligations towards the Client can be met, the fulfillment of those obligations
suspended for the duration of the force majeure.
18.2 If the force majeure situation lasts longer than one month, both parties are entitled to the
fully or partially dissolve the agreement in writing, insofar as the situation of force majeure
and in accordance with what is further specified in these conditions.
18.3 In the event of force majeure, the Client is not entitled to any (damage) compensation, also
not if the Contractor may have any advantage as a result of the force majeure.
18.4 Force majeure means any circumstance independent of the will of the Contractor,
as a result of which the fulfillment of its obligations towards the Client in whole or in part
is prevented or as a result of which the fulfillment of its obligations cannot reasonably be expected of
Contractor may be required regardless of whether that circumstance at the time of closing the contract
agreement was foreseeable. Those circumstances also include: strikes and
exclusions, (long-term) illness, blockade, riot, weather, stagnation or other problems
in the production by the Contractor or its suppliers and / or in-house or by third parties
transport and / or devaluation, increase of import duties and / or excise duties and / or taxes and / or
measures of any governmental body, as well as the absence of any governmental measures
18.5 The Contractor will inform the Client of a (potential) force majeure situation as soon as possible
18.6 To the extent that the Contractor has become partial at the time of force majeure
obligations under the agreement have been fulfilled or will be able to fulfill, and to the
fulfilled or to be fulfilled part independent value, is Contractor
entitled to separately invoice the part already fulfilled or to be fulfilled. The
Client is obliged to pay this invoice as if it were a separate agreement.
19.1 Both parties are obliged to maintain the confidentiality of all confidential information that they contain
have obtained from each other or from another source within the framework of their agreement. Information applies as
confidential if this has been communicated by the other party or if this results from the nature of the
19.2 If, on the basis of a legal provision or a court decision, the Contractor is obliged
is to communicate confidential information to third parties designated by law or competent court
and the Contractor cannot invoke any legal or legal
authorized or recognized right of change, then the Contractor is not obliged to
compensation or compensation and the other party is not entitled to dissolve the
agreement based on any damage caused as a result.
20 NON-TAKE-OVER STAFF
20.1 The Client will during the term of the agreement and one year after
termination thereof, in no way whatsoever, except after proper business consultation has taken place
took place with the Contractor, employees of the Contractor or of companies on which the Contractor
who has appealed to implement this agreement and who are (have been) involved in the
for the implementation of the agreement, or otherwise, directly or indirectly
21. TRANSFER OF RIGHTS
21.1 The Contractor is permitted to the rights arising from any agreement to third parties
to be transferred.
22.1 The judge in the place of business of the Contractor is exclusively competent to know about disputes
unless the sub-district court has jurisdiction. Nevertheless, the Contractor has the right to submit the dispute
to the competent court according to the law.
22.2 Parties will only appeal to the courts after they have reached the limit
to resolve a dispute in mutual consultation.
23. APPLICABLE LAW
23.1 Dutch law applies to every agreement between the Contractor and the Client
24. MODIFICATION, EXPLANATION AND PLACE OF THE CONDITIONS
24. In the event of an explanation of the content and scope of these General Terms and Conditions, the
Dutch text always decisive.
25. FINAL PROVISION
25.1 In all cases not covered by these General Terms and Conditions, an agreement in the
be explained in the light of these terms and conditions and in reasonableness and fairness.