Located in (1012 WG) Amsterdam at Singel 287th.
Filed with the Amsterdam Chamber of Commerce under number 34164494.
In these Terms and Conditions, the following definitions shall apply:
The services offered and to be provided by Rederij de Nederlanden within the framework of these general terms and conditions concern the offering to the other party/client of one or more sailing trips with one or more vessels for a number of persons as further described in the agreement reached between the parties.
(b) Counterparty and/or Client:
The party to whom Rederij de Nederlanden has made an offer or with whom an agreement has been entered into as well as the persons/passengers for whose benefit the other party has entered into the agreement.
Rederij de Nederlanden who performs work or provides services as described above on behalf of the client, hereinafter referred to as “Rederij de Nederlanden”.
2. Applicability of these terms and conditions
a) These terms and conditions apply to all offers and agreements of Rederij de Nederlanden. Unless otherwise agreed in writing, these terms and conditions are deemed accepted by the other party of Rederij de Nederlanden. Deviation from these conditions is only possible by Rederij de Nederlanden confirming this in writing.
b) Anyone who takes part in the cruise offered by Rederij de Nederlanden is deemed to have taken note of the contents of these general terms and conditions and to agree to them.
c) These general terms and conditions shall be deemed to have been declared applicable to (future) follow-up, and/or supplementary offers as well as to agreements or the formation and/or execution thereof, as Rederij de Nederlanden’s standard terms and conditions.
d) Any general terms and conditions used by the other party shall not apply unless expressly accepted in writing by Rederij de Nederlanden. Signature by Rederij de Nederlanden of documents of the client to which such general terms and conditions have been declared applicable shall not constitute written acceptance thereof by Rederij de Nederlanden.
a) Unless the offer expressly states a period of validity, all offers of Rederij de Nederlanden are without obligation.
(b) Rederij de Nederlanden reserves the right to refuse an order without giving reasons.
c) If, at the request of the other party, Rederij de Nederlanden has commenced execution of an offer made by Rederij de Nederlanden to the other party in question, the other party shall be deemed -from the date of execution- to have entered into an agreement with Rederij de Nederlanden entirely in accordance with the offer made by Rederij de Nederlanden for that purpose.
Conclusion and execution of the agreement
a) The agreement is concluded by written confirmation by Rederij de Nederlanden to the client that the order has been accepted or by the other party signing the agreement. In urgent cases, the agreement may also be formed verbally: in that case, formation of the agreement is evidenced by Rederij de Nederlanden executing the order given and Rederij de Nederlanden will confirm the agreement in writing within 2 x 24 hours.
b) Client is not entitled to transfer the agreement with Rederij de Nederlanden to third parties in whole or in part without Rederij de Nederlanden’s prior written consent.
(c) Rederij de Nederlanden shall determine the manner in which the order is executed within the limits of what has been agreed in writing between the parties.
If before or during the performance of the contract it appears that it or any part of it can only be performed in a modified manner due to unforeseen circumstances, the party who first becomes aware of this circumstance shall consult with the other party. In doing so, Rederij de Nederlanden will point out the financial consequences to the other party.
Amendments to the agreement and deviations from these general terms and conditions will only be effective if they have been agreed upon by the parties in writing. If changes result in an increase or decrease in costs, a resulting change in price must be agreed upon in writing between the parties.
7. Cancellation by the other party
a) The other party has the right to cancel a contract concluded between the parties under the conditions set forth below. Cancellation shall be effected by a written registered notice sent by the other party to Rederij de Nederlanden. The cancellation date is the date on which Rederij de Nederlanden receives the notice.
b) If the other party cancels the agreement less than two months before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 15% of the total amount due to Rederij de Nederlanden under the agreement.
c) If the other party cancels the agreement less than one month before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 50% of the total amount due to Rederij de Nederlanden under the agreement.
(d) If the other party cancels the agreement less than fourteen days before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 60% of the total amount due to Rederij de Nederlanden under the agreement.
e) If the other party cancels the agreement less than seven days before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 75% of the total to Rederij de Nederlanden under the agreement.
f) If the other party cancels the agreement less than 48 hours before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 100% of the total to Rederij de Nederlanden under the agreement.
a) Payment by the other party to Rederij de Nederlanden must be made in accordance with the payment terms stated on the invoice and/or confirmation without setoff or suspension on any account whatsoever. In the absence of such terms, payment shall be made within fourteen days from the date of invoice. Payment shall be made without Client being allowed to block its payment obligation by attachment under itself or otherwise. If payment is not received within the agreed period then the other party is in default.
b) Complaints regarding invoices must be submitted in writing to Rederij de Nederlanden within 8 days of the invoice date.
(c) Rederij de Nederlanden reserves the right to require advance payment.
(d) In the event of payment by giro, the date of payment shall be the day on which the giro account of Rederij de Nederlanden is credited; in the event of cash payment, only the receipt issued by Rederij de Nederlanden shall serve as proof and time of payment.
e) Payment shall be made within the specified time limits failing which the other party shall be in default by operation of law. From the date of default, the other party shall owe a contractual interest rate of 6% per month, with part of the month counting as a whole month. In addition, Rederij de Nederlanden is then entitled to suspend the execution of the agreement and the other party is obliged to reimburse all costs, both judicial and extrajudicial, which Rederij de Nederlanden must incur as a result of non-compliance with its obligations.
9. Charges in the event of non-payment or late payment
a) All costs incurred by Rederij de Nederlanden to enforce its rights, including all extrajudicial and judicial costs in the event that an agent, lawyer or bailiff is engaged, will be for the account of the client.
b) The extrajudicial costs shall be at least 15% (excluding VAT) of the amount to be claimed with a minimum of E 500 (excluding VAT) per claim. If Rederij de Nederlanden can demonstrate that it was reasonably obliged to incur higher extrajudicial costs, these will also be for the account of the other party. All costs associated with judicial collection shall be borne by the other party that of judicial execution included.
(c) Rederij de Nederlanden shall be entitled towards the other party who has not paid in time, without prejudice to its other rights pursuant to the terms and conditions and/or the law:
demand immediate payment in this regard from the other party and/or security for payment for all current agreements;
suspend its performance(s), including from other agreements with the other party, without prejudice to its right simultaneously or subsequently to demand security for payment.
to dissolve the relevant agreement in its entirety or insofar as not executed by a written statement originating from Rederij de Nederlanden;
dissolve one, more or all current agreements, in respect of which the other party is not in default, entirely or insofar as not performed, by a written statement originating from Rederij de Nederlanden.
demand payment in one lump sum of the full amount if payment in installments has been agreed upon.
d) Except in case the right of dissolution has been exercised, Rederij de Nederlanden may at any time change its choice from the rights mentioned in this article.
All prices and rates are exclusive of V.A.T. and any other taxes imposed by the government. All prices are based on the circumstances prevailing at the time of the conclusion of the agreement. If these circumstances change after the conclusion of the agreement, Rederij de Nederlanden is entitled to increase or decrease the agreed prices by the amount by which our costs have increased or decreased, specifying the resulting additional or lesser costs. Said circumstances include domestic or foreign taxes, changes in wages, prices and exchange rates.
11. Confidential information
The parties mutually undertake to maintain confidentiality of confidential information of the other party. Each party shall take all reasonable precautions to best fulfill this obligation.
12. Cooperation other party
a) Client will always provide Rederij de Nederlanden with all necessary information in a timely manner.
b) If information necessary for the execution of the agreement is not available to Rederij, not in time or not in accordance with the agreements.
the Netherlands or the other party does not otherwise fulfill its obligations to Rederij de Nederlanden, this may lead to suspension of the fulfillment of the obligations of Rederij de Nederlanden and additional costs may be charged to the other party.
c) The other party must immediately follow the instructions of (the employees of) Rederij de Nederlanden. Access to the boat and jetties can be refused by Rederij de Nederlanden without giving reasons, if this is deemed necessary in connection with safety and public order, among other things.
(d) The starting time of the cruise cannot be deviated from. The boat leaves at the agreed upon time. Failure of (part of) the passengers to be present on time shall be for the account and risk of the other party. At the express and then to be confirmed in writing request of the other party may wait until all passengers are
present. Deviations from the agreed departure time are entirely for the account and risk of the other party. The duration of the cruise will then be shortened as much as the delay lasted. Other parts of the tour may be changed/shortened or dropped altogether as a result of this delay.
a) Complaints shall mean all grievances of the other party with respect to the execution of the agreement by Rederij de Nederlanden.
b) Complaints can only be asserted if they are submitted in writing with reasons within 8 working days after the services / performances provided by Rederij de Nederlanden, without prejudice to the provisions of the following articles.
c) Minor deviations in or in the performance of the contract that are considered permissible in everyday practice cannot constitute grounds for complaints.
d) The submission of complaints does not suspend the other party’s obligation to pay.
e) If within the aforementioned periods the client has not complained, the client shall be deemed to have approved the services provided and/or the invoices. In the absence of such notification, all claims of the other party shall lapse.
14. Liability for damages
(a) Rederij de Nederlanden shall not be liable for damage resulting from defective or untimely execution of the agreement, nor shall it be liable for any other direct and/or indirect damage, including injury (damage), of the other party, unless such damage is due to gross negligence, recklessness or intent.
b) In all cases in which Rederij de Nederlanden is obliged to pay any compensation, such compensation shall in no event exceed the amount of the amounts (excluding VAT) invoiced and billable by Rederij de Nederlanden to the client under the relevant agreement.
c) After the complaint period referred to in article 12, Rederij de Nederlanden is no longer liable for its shortcomings, unless a guarantee agreed in writing applies.
(d) Rederij de Nederlanden expressly excludes any liability in respect of all persons for whom Rederij de Nederlanden is in any way responsible or liable, including third parties engaged by Rederij de Nederlanden in the provision of services.
e) The other party’s legal claim for compensation for its damages shall lapse and shall therefore be inadmissible if it is brought after the expiration of one year from the execution of the relevant contract. The other party shall indemnify Rederij de Nederlanden for damages that third parties may suffer in the execution of the agreement between the parties.
(f) The other party is responsible and liable for the conduct of the passengers it brings on board. The other party must take out the necessary insurance policies in this regard at its own risk.
g) The other party is liable for the loss and/or damage of property and belongings of Rederij de Nederlanden due to whatever cause. The other party is also liable for damage caused by the passengers to the personnel or property and possessions of the personnel of Rederij de Nederlanden as well as the third parties engaged by it, unless there is gross negligence on the part of the persons concerned.
15. Force Majeure
a) Neither party shall be bound to fulfill any obligation if prevented from doing so as a result of a circumstance that is not due to its fault, nor for its account by virtue of law, legal act or generally accepted practice, such as storm damage, natural disasters, obstruction by third parties, obstructive measures
of any government, war, strikes,fire, breakdowns and accidents in the business of third parties, as well as failures or force majeure of suppliers or third parties whose services Rederij de Nederlanden uses.
b) In the event of force majeure or other circumstances of such a nature that, in all reasonableness and fairness, (further) performance of the agreement cannot be required, the performance of the agreement shall be suspended or, if such suspension has continued for at least three months uninterruptedly or as soon as it is established that it will last longer than three months, the other party may terminate the agreement in whole or in part with immediate effect without judicial intervention by means of a registered letter to the other party. This right of termination shall lapse if, before this has been exercised, the obligation, the performance of which was temporarily prevented by force majeure, is still fulfilled.
c) In the event of termination of the agreement due to force majeure, the obligations under the agreement shall terminate, on the understanding that if the agreement has already been partially fulfilled by Rederij de Nederlanden, the other party shall owe Rederij de Nederlanden a proportional part of the agreed price.
d) The parties cannot, in the event of force majeure, claim damages from each other.
16. Suspension and termination
a) If, in the opinion of Rederij de Nederlanden, the creditworthiness of the other party gives reason to do so, Rederij de Nederlanden may at any time provide further security or
require advance payment, failing which Rederij de Nederlanden shall be entitled to suspend the execution of the agreement.
b) In the event the other party fails to meet one or more of its obligations, fails to meet them on time or properly, applies for a suspension of payment, is declared bankrupt, its assets are seized in whole or in part and/or the other party loses the disposal of its assets in whole or in part, Rederij de Nederlanden shall be entitled to suspend the execution of the agreement or to dissolve it by means of a written statement, all this at its discretion and without prejudice to any right it may have to compensation for damages, costs and interest.
(c) If Rederij de Nederlanden makes use of its authority to suspend the execution of the agreement as referred to in the preceding paragraph, this shall not affect the other party’s obligation to pay the fee agreed with Rederij de Nederlanden during the period that Rederij de Nederlanden is suspending the execution of its obligations
has suspended, unaffected.
d) An agreement may only be dissolved by the other party in the event that Rederij de Nederlanden, after proper written notice of default in which it is given a reasonable period in which to meet its obligations, continues to fail imputably in the fulfilment of its obligations.
fulfill its obligations under the agreement and to such an extent that the other party cannot reasonably be required to maintain the agreement.
(e) In the event the agreement is dissolved by Rederij de Nederlanden
Due to default by the other party, Rederij de Nederlanden reserves
entitled to payment of the full agreed price.
f) Dissolution may only take place by registered letter to the other party; judicial intervention is not required.If, at the time of dissolution of the agreement, the other party had already received performance in execution of the agreement, it may only partially dissolve the agreement and only for that part that has not yet been performed by Rederij de Nederlanden. Amounts which Rederij de Nederlanden has invoiced before the dissolution in connection with what it has already invoiced for the execution of the contract.
performed or delivered, shall remain due in full and shall become immediately payable at the time of dissolution.
Barring evidence to the contrary, in respect of agreements to which these terms and conditions apply and agreements resulting therefrom, the administrative records of Rederij de Nederlanden shall be conclusive.
law and disputes
To these general terms and conditions and to all those relied upon by Rederij de Nederlanden
agreements entered into shall be governed by the laws of the Netherlands. All disputes that may arise in connection with the interpretation or performance of these terms and conditions or agreements will be submitted exclusively to the competent court in Amsterdam.