Article 1 Definitions

In these terms and conditions shall apply:

• Beutech-Agro: the private company with limited liability Beutech-Agro, registered office in Steenwijk, The Netherlands, with offices at (8331 BC) Steenwijk, Netherlands, on the Oevers 11.

• Party: the natural or legal person who has undertaken in connection with the sale of goods or provision of services against Beutech-Agro or that goal with this is under negotiation.

• Parties: Party and Beutech-Agro.

• Legal relationship: to be concluded between the parties or agreement and any amendment or supplement thereto, including negotiations to that effect, offers and contracts to which these conditions apply.

• Products: all matters, including documentation and all results from services by Beutech-Agro, which are the subject of an agreement.

• Systems: Products consisting of several parts, together forming a whole, such as a storage or cover system (such as tanks and silos) for manure (dirty) water and sludge.

• Order: any order of the other party in any form whatsoever.

Article 2. Applicability

1. These terms and conditions are explicitly applicable to all legal relations existing between the Parties.

2. These conditions also apply to all agreements with the other party, for which third parties should be involved.

3. Conditions, however described, of the other party do not apply and are expressly rejected by this provision.

4. Party, who once those conditions have been made available, is considered the applicability of it to be informed.

5. The other party is considered the applicability of these conditions to accept as related to subsequent agreements, whether arising from the first Legal relationship with Beutech-Agro.

6. Deviations from these conditions are only valid if expressly accepted by Beutech-Agro and subsequently confirmed in writing. If and insofar as these conditions are waived, without compromising the applicability of these conditions is expressly excluded, the remaining provisions of these terms remain in full force. Exceptions apply only to the single contract to which they relate.

Article 3. Offer and Agreement

1. The offers made by Beutech-Agro (as well as prices, offers, delivery times) are both Beutech-Agro as other party without engagement and apply only as an invitation to place an Order Party. The validity of a quote is thirty (30) days, unless otherwise stated. After accepting this offer has Beutech-Agro right offer, to withdraw the price, delivery time and / or the offer within five (5) days after receipt of the written acceptance by the other party. Beutech-Agro may implement price changes in case of increases in commodity prices and wage levels.

2. Beutech-Agro can not be held to its offer if the other party should have understood that the offer or any part thereof an obvious mistake or error.

3. The other party shall be considered which have been agreed with Beutech-Agro as described in the order confirmation Beutech-Agro, if Beutech-Agro on the eighth (8th) day after sending the order confirmation from the other party has received written notice that the content of the confirmation differs from what would have been agreed.

4. Compared to Other Party's written offer or order confirmation Beutech-Agro full proof of the content of the agreement, subject to proof to the contrary by the other party.

5. All prices mentioned by Beutech-Agro exclude VAT, unless explicitly stated otherwise.

Article 4. Delivery and delivery

1. Stated delivery times shall not be deadlines, unless expressly agreed otherwise. Party must Beutech-Agro therefore in default and give a grace period to meet without the other party has the right to dissolve or damages. Exceeding the stated term of up to cancel the other party reasonable time shall not entitle the Order, the receipt or refuse payment of the products, or suspend and / or any compensation demands Beutech-Agro.

2. The place of delivery location of Other Party, if it is in the Netherlands and the Dutch state border if the other party is located abroad, all unless otherwise agreed in writing.

3. Beutech-Agro is entitled to execute the Order in parts. In that case also billed in installments. With the delivery of the Products the risk lasts about.

4. To the extent that the product consists of several parts, together forming a system, Beutech-Agro has its (partial) delivery obligation by the goods on offer once at the agreed time to the other party and to assemble and install in accordance with the installation diagram . The range of delivery and assembly is equated with supply. When refusing received names of the products by other party will Beutech-Agro to this thirty (30) days after delivery (do) store, in which case the cost of the (return) cargo and storage of come at the expense of the other party.

5. To the extent that the product consists of separate cases, Beutech-Agro to its delivery obligation by the Company to offer once at the agreed time to the Counterparty. The range of supply is treated as supply. When refusing received names of the products by other party will Beutech-Agro to this thirty (30) days after delivery (do) store, in which case the cost of the (return) cargo and storage of come at the expense of the other party.

6. In the case of storage referred to in the two preceding paragraphs Beutech-Agro Party shall in writing that the products within that period of thirty (30) days (for assembly and installation) shall be collected, how long is a deadline and failing which Beutech-Agro is entitled to terminate the agreement.

7. Transport, including loading and unloading takes place free to the other party or to the border, in accordance with paragraph 3, provided that the order has a value of at least € 1,500. For transport to the islands is that all costs associated with the crossing will be charged. Orders with a value less than € 1,500 and deliveries are delivered abroad against payment of full transportation costs, unless otherwise agreed in writing.

8. Transport, including loading and unloading, takes place at the risk of the other party, irrespective of in whose behalf transport or who has borne the transport risk brought by carrier, unless otherwise agreed in writing.

Article 5. Cancellation

If the other party to Beutech-Agro issued Order cancels all or part of the other party is obliged to Beutech-Agro to compensate all with a view to the execution of the Order made reasonable (on) costs, without prejudice to the right of Beutech Agro-on damages for loss of profit and the other from the cancellation resulting damages and costs.

Article 6. Advertising

Any complaints must be given within eight (8) days of receipt of the Products in writing and in detail by the Counterparty to Beutech-Agro. Not filed can be assembled products such as tank and silo foil. Nor can it be claimed on products which fall outside the program produces Beutech-Agro and were purchased specifically for the Other Party. Products without the other party is deemed to have accepted if no objections within the period mentioned in the first paragraph after receiving a complaint is made in writing. If Beutech-Agro after this period nevertheless pays attention to the complaint, this is done voluntarily and may other party has any rights.

Article 7. Liability Beutech-Agro

Beutech-Agro accepts only the liability to pay damages to the extent described in this article.

1. If the other party claims to have suffered damage as a result of a shortcoming on the part of Beutech-Agro, the Counterparty must demonstrate both the failure and the accountability.

2. The total liability Beutech-Agro grounds of breach in the performance of the contract is from the delivery of the Products is limited to compensation of direct damages up to the (expiring) percentages similar to those mentioned in the guarantee certificate provided with the product.

3. In no event will the total compensation for direct damage amount to more than the maximum the insurance Beutech-Agro amount to be paid.

4. Non-conformity of the product is treated as a shortcoming and is applicable in this case, the arrangement described in this article.

5. Direct damage means only;

- The reasonable costs that the other party would have to incur to make the performance of Beutech-Agro to the agreement. This damage will not be compensated if the other party has dissolved the agreement;

- The reasonable costs incurred to determine the cause and extent of the damage, insofar as the determination relates to direct damage within the meaning of these conditions;

- The reasonable costs incurred to prevent or limit damage, insofar Customer demonstrates that these expenses resulted in mitigation of direct damage within the meaning of these terms

6. A failure can be attributed only to Beutech-Agro if affects her fault.

7. Beutech-Agro accepts no liability if the damage cause in the failure of the other party in the agreement and / or these terms and conditions imposed rules or instructions of Beutech-Agro, or if otherwise there is private debt.

8. Beutech-Agro assumes no liability for damages resulting from loss and / or theft of goods.

9. If the insurance in any case does not offer coverage or pay out, the liability of Beutech-Agro is limited to the amount of the VAT exclusive price stipulated in the agreement, taking into account the above provisions of Article 7.2.

10. Indirect damages, including consequential damages, lost profits, lost savings and loss due to business interruption, is not eligible for reimbursement.

11. The liability of Beutech-Agro grounds of breach in the performance of a contract arises only if the other party Beutech-Agro immediately and properly to be in default, stating a reasonable period to remedy the deficiency, and Beutech-Agro after that period attributable to the fulfillment of its obligations continues to fail. The notice must contain a detailed description of the shortcoming, so Beutech-Agro is able to react adequately. Party is not entitled to (do) the alleged defect repair itself before Beutech-Agro has given permission. If the other party without prior written consent any defects still a third party to recover, Beutech-Agro is not obliged to pay the associated costs. Also expires then be given by Beutech-Agro warranty. Oevers 11 Steenwijk

12. A condition for any right to compensation is that the other party damages as soon as possible after it occurs in writing to Beutech-Agro.

13. Other indemnify Beutech-Agro any third-party product liability claims due to a defect in a product that is delivered to a third party by the other party and that consisted of goods supplied by Beutech-Agro, unless and to the extent that the other party proves that the damage caused by those goods. To pay compensation only eligible damage for which Beutech-Agro is assured.

14. A series of events is regarded as one event.

15. Beutech-Agro is not responsible for incorrect / improper misuse / processing by the other party or by third-party products. If the other party has not fulfilled all his obligations punctually, Beutech-Agro is in no way responsible for it. Beutech-Agro is performed by third parties in any way for activities carried out by third parties and is in no way responsible for operations.

16. In the event of deliveries outside the Netherlands, the other party responsible for knowledge and proper and complete compliance with all on the basis of (local, national and European)

regulations or practices applicable standards (for example in relation to roof load) rules and conditions relating to the supply and installation of the systems and products Beutech-Agro. The other party will inform Beutech-Agro and hold such standards, rules and conditions. Party is obliged to indemnify Beutech-Agro for damages suffered as a result of the latter is not correct and / or full compliance with the norms, rules and conditions.

Article 8. Warranty

1. Beutech-Agro gives on the products, to the extent that consist of multiple components, together forming a system, warranty under the warranty certificate supplied with the product.

2. loose supplied materials and components Beutech-Agro makes no warranty, even though these issues simultaneously with a system referred to in paragraph 1 of this Article provided.

Article 9. Samples, models and examples

1. In the event of manufacture or assembly of products, whether or not according to sample provided by Party, model, drawings or other instructions, state Party is against Beutech-Agro shall guarantee that the manufacture and / or delivery of those products no trademark, patent , use or trade model or any other third party right is affected. Should it turn out that this is the case, then Beutech-Agro authorized to immediately cease the manufacture or delivery and reimbursement of costs incurred in addition to those to demand compensation from the other party without Beutech-Agro against the other party to damages.

2. If Beutech-Agro sample, model or example of product is shown or provided, it shall be presumed to have been shown or given as an indication: the qualities of the goods to be delivered to the sample, model or deviate example Unless expressly stated that comes in accordance with the shown or supplied sample, model or example.

3. Pictures, drawings, dimension specification and the like Beutech-Agro provided in catalogs, circulars or otherwise, are not binding and are only intended to give a general idea of ​​what Beutech-Agro offers unless expressly stated to be delivered in accordance with the supplied .

4. Deviations not give the other party the right to request the receipt or payment of the Products or refuse any compensation.

Article 10. Exceptions

1. Beutech-Agro is authorized to deliver products that differ in the following points of the matters set out in the contract:




2. Beutech-Agro can not be held responsible for differences in shape, color or weight of a course due process (expansion, settlement, discoloration, etc.).

Article 11. Payment and Collection

1. Beutech-Agro is always entitled to demand payment in advance or securities before delivery or further delivery to proceed and when refusing principal suspend its obligations. Deliveries to non Counterparties established in the Netherlands take place only after payment of the total amount to be paid by the other party.

2. Payment, less the deposit, must be made within, unless otherwise agreed in writing, eight (8) days after date of invoice by transfer to the bank account of Beutech-Agro. It concerns a deadline here. After the expiry of the agreed payment Counterparty default and the statutory interest (article 6: 119a BW) plus two percent (2%) due.

3. In case of liquidation, bankruptcy or receivership of the other party Party of the obligations immediately due and payable.

4. The other party is not entitled to offset any payment owed by any claim which they Beutech-Agro. pretends to have, or handedly set off a discount.

5. Counterparty Payments made to settle in the first place of interest and costs and extend secondly to settle due claims / invoices the longest, even if party states that the payment relates to a later asset / invoice.

6. If the other party is in default or default then the costs of obtaining payment in and out of court on behalf of the other party. If Beutech-Agro, however, proves to have incurred higher costs, which were reasonably necessary, then these costs reimbursed. The cost of a premature bankruptcy costs are covered as defined here.

7. Claims of Beutech-Agro other party will be immediately due and payable if:

- After the conclusion of the agreement Beutech-Agro aware of circumstances that give Beutech-Agro good reason to fear that the other party will not fulfill its obligations;

- Party does not strictly comply with its obligations under the agreement and / or present conditions.

8. In cases referred Beutech-Agro authorized the further implementation of the agreement to suspend, terminate the contract, compensation claim, and one does not exclude the jurisdiction of Beutech-Agro to use its other rights, including the right to fulfillment.

9. Should circumstances arise with regard to persons and / or materials Beutech-Agro engages for the execution of the contract or are usually employed, which are such that it is impossible the implementation of the agreement or inconvenient and / or disproportionately expensive that compliance with the agreement can not reasonably be expected, Beutech-Agro has the right to terminate the agreement with the other party without causing any obligation to pay compensation to the other party occurs.

Article 12. Retention of title

All to Party Products delivered remain the property of Beutech-Agro, until all amounts other party for whatever reason is due to Beutech-Agro, expressly including interest and collection costs, fully Beutech-Agro are met.

Article 13. Force Majeure

1. No party is obliged to fulfill any obligation if prevented from doing so due to force majeure and is therefore not due to his fault, neither by law, legal act or generally accepted for its account in traffic. Force majeure is defined as a non-attributable shortcoming of suppliers of Beutech-Agro.

2. If the force majeure situation has lasted longer than ninety days, the parties have the right to terminate the contract in writing. Which has already been followed by the contract is performed, will be settled proportionately, without Parties owing each other anything.

Article 14. Responsibility Party

1. The other party is liable for all damage caused by or (co) is a result of its conduct in violation of the agreement and / or the terms and conditions imposed obligations and prohibitions and / or the instructions given by Beutech-Agro.

2. Other indemnify Beutech-Agro for all claims relating to the damage.

Article 15. Limitation

Receivables Beutech Agro-barred after one (1) year after the start, then known by the claims.

Article 16. Applicable Law and Disputes

1. These terms and all agreements are subject to Dutch law. With regard to agreements referred to in article 6: 247 paragraph 2 of the Dutch Civil Code it is explicitly determined that section 3, title 5 of Book 6 of the Civil Code shall not apply. The Vienna Sales Convention does not apply to this agreement.

2. In addition to the court under the normal rules of Dutch Civil Procedure has jurisdiction to hear a dispute arising knowledge furthermore always take the judge of the District Court of Zwolle jurisdiction of a dispute.

Article 17. Final Provisions

1. If one or more articles of these conditions invalid or otherwise would not be binding (s) are is thereby the validity of the remaining provisions of these conditions are not affected.

2. Obligations which by their nature are intended to continue even after the end of the contract, continue to exist after the end of that agreement.

3. It is Beutech-Agro permitted described in any agreement with the other party to transfer rights and obligations to third parties. In the case of obligations Beutech-Agro transferred must Beutech-Agro Party hereof prior to notify and the other party has the right to terminate the agreement. Beutech-Agro is not held to pay any damages.

4. The parties may not contract or rights and / or obligations under the contract in whole or in part to a third party without the prior written consent of the other party (ies) to this Agreement.

5. If Beutech-Agro, based on the circumstances which at that time are known and should have been reasonably believes to validly exercise a suspension, ontbinding- and / or destruction right Beutech-Agro is not obliged to pay the legal interest in the case may come later established that they referred to law (and) has not validly exercised.

6. The headings to the sections have no independent significance. In these conditions a classification per article is provided for identification purposes only. This is the interpretation, if necessary, be disregarded.