1. Offers and the conclusion of Agreements

1.1. All offers and quotations from IsoFlex Hangardoors are without obligation. 1.2. If the Client provides IsoFlex Hangardoors with data, drawings, etc., IsoFlex Hangardoors may assume that these are correct and will base its offer on them. 1.3. An Agreement is concluded at the moment that IsoFlex Hangardoors accepts an Order in writing or executes an Order. 1.4. If its offer is not accepted, IsoFlex Hangardoors is entitled to charge the Client for all costs it has incurred in order to be able to make its offer.

2. Changes and additions

2.1. Deviations from or additions to any provision in an Agreement and/or the Terms and Conditions of Sale shall only apply if they have been confirmed in writing by IsoFlex Hangardoors. The amendment or addition shall only apply to the Agreement in question. 2.2. Additional or less work can only be considered if IsoFlex Hangardoors has to carry out work that deviates from the IsoFlex Hangardoors order confirmation or the drawing. IsoFlex Hangardoors will charge these deviating work as additional work. In the event of less work, the price for the Performance will be reduced proportionally.

3. Drawings, designs, etc.

3.1. All quotations, software, images, catalogs, drawings, models, designs, specifications, and all other information, such as dimensions and the like, provided by IsoFlex Hangardoors in its offer are as accurate as possible. IsoFlex Hangardoors retains the copyright and all other intellectual or industrial property rights to these documents, insofar as applicable. 3.2. The documents remain the property of IsoFlex Hangardoors, even after an Order has been placed. The aforementioned documents are only binding insofar as this is confirmed in writing. Details do not need to be provided. 3.3. The client may not make offers, drawings, models, designs, specifications, software, and the like available to third parties, show them, disclose them, or allow them to be used in any other way than is permitted in the performance of an Agreement.

4. Prices

4.1. All prices quoted by IsoFlex Hangardoors are exclusive of VAT, other government levies, transport costs, insurance, installation, commissioning, and other costs, and are based on delivery ex works in accordance with Incoterms 2020. 4.2. If circumstances arise after the date of an offer or Order that result in price increases, such as, but not limited to, increases in material prices, wages, social security contributions, freight costs, insurance premiums, exchange rates, and taxes, IsoFlex Hangardoors may pass these increases on to the Client.

5. Payment

5.1. Unless expressly agreed otherwise in writing, payment must be made within 30 days of the invoice date without set-off, discount, or suspension on any grounds whatsoever, by transferring the invoice amount to a bank account designated by IsoFlex Hangardoors. 5.2. IsoFlex Hangardoors shall at all times be entitled to demand appropriate security from the Client for the fulfillment of its payment obligations. 5.3. If the Client has not paid within the period referred to in 5.1, it shall be in default by operation of law and IsoFlex Hangardoors shall be entitled, without further notice of default, to charge the statutory commercial interest pursuant to Article 6:119a of the Dutch Civil Code from the due date until the date of full payment. 5.4. All judicial and extrajudicial costs incurred by IsoFlex Hangardoors as a result of the Client's failure to meet its payment obligations shall be borne by the Client. The extrajudicial collection costs shall amount to at least 15% of the invoice amount, with a minimum of €350. 5.5. IsoFlex Hangardoors has the right to apply payments made by the Client first to reduce the costs, then to reduce the interest due, and finally to reduce the principal and the current interest. IsoFlex Hangardoors may, without being in default, refuse an offer of payment if the Client specifies a different order of allocation. IsoFlex Hangardoors may refuse full repayment of the principal if the accrued and current interest and the costs are not also paid. 5.6. IsoFlex Hangardoors has the right to demand security for the fulfillment of the Client's payment obligations at any time.

6. Delivery time, delivery, and risk

6.1. The specified delivery times commence on the date of conclusion of the Agreement, provided that IsoFlex Hangardoors has all the information it needs to perform the Agreement. 6.2. The delivery time is based on the working conditions prevailing at the time of the offer and on the timely delivery of the materials ordered by IsoFlex Hangardoors for the performance of the Service. 6.3. The delivery time will be extended by the time that the performance of the Service is delayed due to force majeure. Force majeure is understood to mean any circumstance beyond the control of IsoFlex Hangardoors, as a result of which the Client cannot reasonably be expected to fulfill the Agreement. 6.4. Unless otherwise agreed, delivery shall be ex works in accordance with Incoterms 2020. 6.5. The risk of loss or damage to the Products shall pass to the Client at the moment the Products are ready for delivery and the Client is notified of this in accordance with the Agreement. 6.6. If IsoFlex Hangardoors arranges for the transport of the Products, it shall determine the transport. Transport shall be at the expense of the Client, unless otherwise agreed. The Client shall bear the risk of damage or loss of the Products during transport.

7. Completion and acceptance

7.1. The Performance shall be deemed to have been delivered at the time of delivery, unless the parties have agreed on a procedure for approval of the Performance. 7.2. If a procedure for approval has been agreed, the Performance shall be deemed to have been delivered at the time that the Client has notified IsoFlex Hangardoors in writing that it approves the Performance. 7.3. The Client may not withhold approval of the Performance due to minor defects. 7.4. If an approval procedure has been agreed upon, the Client must report defects that could not reasonably have been discovered during the procedure to IsoFlex Hangardoors in writing within 7 days of discovery, failing which the Client will be deemed to have approved the Performance.

8. Retention of title

8.1. Ownership of the Products will only transfer to the Client once it has paid IsoFlex Hangardoors everything it owes under any Agreement. 8.2. As long as ownership of the Products has not been transferred to the Client, the Client may not pledge the Products or grant any other right to them to a third party, except in the normal course of its business. 8.3. The Client is obliged to store the Products delivered under retention of title with due care and as recognizable property of IsoFlex Hangardoors. 8.4. If third parties wish to establish or assert any rights to the Products delivered under retention of title, the Client is obliged to inform IsoFlex Hangardoors as soon as may reasonably be expected. 8.5. The Client undertakes to insure and keep insured the Products delivered under retention of title against fire, explosion, and water damage, as well as against theft, and to make the insurance policy available for inspection by IsoFlex Hangardoors upon first request.

9. Intellectual property

9.1. IsoFlex Hangardoors reserves the rights and powers vested in it under the Copyright Act and other intellectual property laws and regulations. 9.2. The Client is expressly prohibited from reproducing, publishing, or making available to any third party the product of the intellectual property rights vested in the materials, software, analyses, designs, documentation, reports, quotations, and working methods used by IsoFlex Hangardoors without the prior written consent of IsoFlex Hangardoors.

10. Liability and indemnification

10.1. IsoFlex Hangardoors' liability is limited to fulfilling the warranty obligation described in Article 7 (Delivery and acceptance). 10.2. IsoFlex Hangardoors is only liable for direct damage. 10.3. IsoFlex Hangardoors' liability for indirect damage, including consequential damage, lost profit, lost savings, loss of data, and damage due to business interruption, is excluded. 10.4. IsoFlex Hangardoors' liability is in any case limited to the amount paid out in the relevant case under IsoFlex Hangardoors' liability insurance. 10.5. If, in any case, the insurer does not pay out or the damage is not covered by the insurance, IsoFlex Hangardoors' liability is limited to twice the invoice amount for the relevant Agreement, or at least that part of the Agreement to which the liability relates. 10.6. The Client indemnifies IsoFlex Hangardoors against all claims from third parties for product liability as a result of a defect in a product delivered by the Client to a third party and which also consisted of Products and/or materials delivered by IsoFlex Hangardoors, except if and insofar as the Client proves that the damage was caused by those Products and/or materials.

11. Force majeure

11.1. The parties are not obliged to fulfill any obligation if they are prevented from doing so as a result of force majeure. Force majeure also includes a non-attributable shortcoming on the part of IsoFlex Hangardoors' suppliers. 11.2. In the event of force majeure, fulfillment of the Agreement will be suspended for as long as the force majeure continues. If the force majeure lasts longer than 3 months, each of the parties is entitled to terminate the Agreement without being obliged to compensate the other party for any damage.

12. Dissolution

12.1. IsoFlex Hangardoors has the right to terminate the Agreement with immediate effect if: a. The Client acts in breach of any provision of the Agreement; b. The Client is declared bankrupt or applies for a moratorium on payments; c. The Client's business is liquidated or terminated other than for the purpose of reconstruction or merger of companies; d. The Client proceeds to strike or transfer its business or a significant part thereof, including the contribution of its business to a company to be established or already existing, or proceeds to change the objective of its business. 12.2. If the Client wishes to terminate the Agreement without a situation as referred to in Article 12.1 arising, it is obliged to give IsoFlex Hangardoors written notice of default and to grant it a reasonable period of time to still fulfill its obligations or to remedy any shortcomings, which shortcomings the Client must describe accurately in writing. 12.3. The Client may not terminate the Agreement insofar as performance is permanently impossible or temporary impossibility continues for longer than 6 months.