1.1 Akoestiekspecialist .V.: user of these terms and conditions, located in Kerkrade, registered in the Trade Register of the Chamber of Commerce under Chamber of Commerce number 99367319 and VAT identification number: NL003145008B86.

1.2 Counterparty: the natural person or legal entity acting in the course of a profession or business with whom Akoestiekspecialist .V. has entered into or wishes to enter into an agreement.

1.3 Agreement: any agreement between Akoestiekspecialist .V. and the other party whereby Akoestiekspecialist .V. has undertaken to deliver products and/or perform work.

1.4 Work: all work performed by Akoestiekspecialist .V. on behalf of the other party, including consulting work, noise measurements, and installation of products.

1.5 Products: all items that Akoestiekspecialist .V. is required to deliver and, where applicable, install under the terms of the agreement.

2.1 These general terms and conditions apply to every offer made by Akoestiekspecialist .V. and all agreements concluded with Akoestiekspecialist .V., to the exclusion of any general terms and conditions of the other party.

2.2 Any applicability of the general terms and conditions of the other party is expressly rejected.

2.3 These general terms and conditions also apply if the performance of the agreement is (partially) outsourced to third parties.

2.5 In the event that any provision of these general terms and conditions is null and void or annulled, this shall not affect the validity of the remaining provisions. Parties will then consult to agree new provisions to replace the void or voided provisions, taking into account as much as possible the purpose and intent of the original provision.

2.6 If Akoestiekspecialist .V. does not always require strict compliance with the general terms and conditions, this does not mean that the provisions would not apply or that Akoestiekspecialist .V. would lose the right to require strict compliance with the provisions of these general terms and conditions in other cases.

3.1 Any offer made by Akoestiekspecialist .V. is always without obligation, unless a term for acceptance is specified therein.

3.2 Akoestiekspecialist .V. cannot be held to an offer if the other party can reasonably understand that the offer or part thereof contains an obvious mistake or error, or if this offer is based on incorrect or incomplete information provided by the other party.

3.3 The prices stated in an offer are always exclusive of VAT, any transport costs, any costs for electrical and installation work and any costs for the use of hoisting and lifting equipment, unless expressly stated otherwise.

3.4 The agreement to deliver products and/or perform work is established by offer and acceptance. For products ordered through the webshop, the purchase agreement is only established after the other party receives a confirmation of his or her order via e-mail.

3.5 A composite offer does not oblige Akoestiekspecialist .V. to perform part of the assignment for a corresponding part of the quoted price.

3.6 The other party entering into the agreement with Akoestiekspecialist .V. declares that it is authorized to do so.

4.1 The other party is obliged to provide all information that Akoestiekspecialist .V. indicates is relevant or that the other party
should reasonably understand to be relevant to the proper performance of the agreement. Akoestiekspecialist .V. is not liable for any damage resulting from incorrect or incomplete information provided by the other party.

4.2 The other party is obliged to provide all cooperation and take all reasonable measures necessary for the proper performance of the agreement.

4.3 If the agreement provides for sound measurements to be carried out on site, the other party must ensure that no persons are present in the building at the time of the
sound measurements. This is because sound measurements can cause damage to hearing. The other party
is obliged to inform its personnel and any third parties in good time of the date and time on which the work will be carried out and of the risks of hearing damage. Akoestiekspecialist .V. is not liable for any damage that may arise as a result of persons being present in the building at the time of the noise measurement.

4.4 The other party is obliged to ensure that all safety and precautionary measures have been taken so that the persons employed by Akoestiekspecialist .V. can perform their work in a safe and responsible manner.

4.5 Unless the parties have agreed otherwise, the other party shall ensure that:

• the persons employed by Akoestiekspecialist .V. are granted access to the location where the work is to be carried out on the agreed date and time.
• a container is provided free of charge for the purpose of the waste generated in the performance of the contract.
• persons employed by Akoestiekspecialist .V. can make use of the necessary facilities, such as gas, water, and electricity, free of charge.
  
• at the location or in its immediate vicinity, a (lockable) storage space is made available to the persons employed by Akoestiekspecialist .V. in which tools and other items can be stored.

4.6 It may be necessary for the persons employed by Akoestiekspecialist .V. to stand on tables, desks, or other items while carrying out the installation work. These items, as well as the floor, will not be covered. The other party agrees to this, unless expressly stated otherwise. In that case, the other party must ensure that the aforementioned items are removed.

5.1 Akoestiekspecialist .V. will endeavor to perform the agreement to the best of its knowledge and ability in accordance with the requirements of good workmanship. Akoestiekspecialist .V. is only committed to a best-efforts obligation and never guarantees the achievement of a specific result, unless the parties have expressly agreed otherwise.

5.2 Any calculations based on noise measurements only provide an indication of the expected acoustic values. The actual values may differ. Such deviations cannot be regarded as a shortcoming on the part of Akoestiekspecialist .V.

5.3 If the parties have agreed on a deadline for certain work, this deadline shall only commence after Akoestiekspecialist .V. has received all information relevant to the performance of the agreement. There is never a strict deadline. If a deadline is exceeded, the other party must give Akoestiekspecialist .V. written notice of default. The default shall only take effect after Akoestiekspecialist .V. has been given a reasonable period of time to still fulfill its obligations and failure to do so after the expiry of this period.

5.4 Akoestiekspecialist .V. has the right to engage third parties for the performance of the agreement. Akoestiekspecialist .V. is completely free in its choice of third parties with whom it collaborates. The applicability of Articles 7:404 and 7:407(2) of the Dutch Civil Code is expressly excluded.

6.1 The delivery of ordered products takes place by delivery to the address specified by the other party, unless the parties have agreed otherwise. The other party is responsible for providing the correct data, including the correct statement of names and delivery addresses.

6.2 Akoestiekspecialist .V. determines the manner in which the products are transported and packaged. The transport costs are borne by the other party, unless otherwise agreed.

6.3 The risk of loss and damage to the products shall pass to the other party at the time the products are delivered and thereby brought under the control of the other party or a third party to be designated by the other party.

6.4 The other party is obliged to take delivery of the purchased products at the moment they are delivered or made available to him or her. If the other party refuses to take delivery of the products or has provided no or incorrect information necessary for the delivery of the products, Akoestiekspecialist .V. will store the products at the expense and risk of the other party. The other party owes Akoestiekspecialist .V. reasonable compensation for the storage and any transport of the products.

6.5 The properties of the products may deviate from what has been agreed upon in minor respects. Minor respects are understood to mean
minor deviations, such as minor deviations in color, shape, and dimensions. Minor deviations do not give the other party grounds for suspension, performance, compensation, or termination of the agreement.

6.6 Ordered products cannot be returned.

7.1 The other party can only claim expressly agreed warranty.

7.2 In the case of manufacturer's warranty, the other party should contact the manufacturer directly.

7.3 Any warranty provided shall lapse if the defect is the result of improper use of the products or use contrary to the instructions or directions given.

7.4 In order to make a claim under the warranty, the other party must complain in a timely manner, i.e. within the period specified in Article 11.1

7.5 Products that may or may not be covered by the warranty and need to be sent to the supplier of Akoestiekspecialist .V. and/or the manufacturer for inspection must be insured by the other party at its own expense. The shipping costs are borne by the other party, unless otherwise agreed.

8.1 All products sold and delivered by Akoestiekspecialist .V. remain the property of Akoestiekspecialist .V. until the other party has fully fulfilled its obligations under the agreement.

8.2 The other party shall not be permitted to sell, pledge or otherwise encumber the products subject to retention of title.

8.3 If third parties seize the products subject to retention of title and/or wish to establish rights thereto, the other party is obliged to report this to Akoestiekspecialist .V. immediately.

8.4 The other party is obliged to insure and keep insured the products subject to retention of title against damage (fire, water, etc.) and against theft.

8.5 If the other party fails to fulfill its obligations under the agreement and is in default, Akoestiekspecialist .V. is entitled to take back the products subject to retention of title. All reasonable costs associated with this will be borne by the other party.

9.1 It may occur that during the execution of the agreement it appears that for proper execution it is necessary to adjust the agreement. Parties will timely and in mutual consultation adapt the agreement. This may have consequences for what the parties originally agreed, for example with regard to the price and/or term of execution or delivery.

9.2 If the other party wishes to make changes during the execution of the agreement, the associated additional costs will be borne by the other party. A request by the other party to amend the agreement may be rejected by Akoestiekspecialist .V. if Akoestiekspecialist .V. cannot reasonably be expected to agree to this.

9.3 If, after the agreement has been concluded, it appears that there are cost-increasing circumstances that can be attributed to the other party (for example, due to negligence in providing information), the additional costs that may arise as a result will be borne by the other party.

9.4 If, after the agreement has been concluded, changes occur in VAT rates or other government levies, Akoestiekspecialist .V. is entitled to pass on these changes to the other party.

10.1 If the other party cancels the agreement, the other party is obliged to reimburse all costs reasonably incurred and to be incurred by Akoestiekspecialist .V., as well as the fee of Akoestiekspecialist .V. in proportion to the part of the agreement already performed, all this without prejudice to Akoestiekspecialist .V.'s right to claim compensation for lost profits and other damages resulting from the cancellation.

10.2 In the event of cancellation of products, the other party remains liable for the full purchase price.

11.1 Upon delivery of the products or completion of the work, the other party is obliged to immediately check whether the delivered/completed work complies with the agreement. If, in the opinion of the other party, this is not the case, the other party must immediately inform Akoestiekspecialist .V. of this, or at least within 7 days after the other party has discovered or could have discovered the defect.

11.2 Failure to submit a complaint in a timely manner will result in the forfeiture of any rights of the other party that may arise from such a complaint and the forfeiture of any obligations of Akoestiekspecialist .V..

11.3 Even if a timely complaint is made by the other party, the other party remains obliged to fulfill its obligations under the agreement, including the obligation to pay the agreed amount.

12.1 The payment term is 30 days from the invoice date, unless otherwise agreed upon.

12.2 The other party undertakes to make payment without any set-off or recourse to suspension.

12.3 Akoestiekspecialist .V. is always entitled to demand full or partial advance payment of the agreed price and is entitled to commence the (further) performance of the agreement only after the relevant advance payment has been paid in full.

12.4 Partial invoicing is possible at any time, unless this has been expressly excluded in writing.

12.5 If the payment term is exceeded, the other party will be in default by operation of law. From the day on which the default occurs, the other party will owe contractual default interest of 1% per month on the outstanding amount, with part of a month being counted as a whole month. The other party shall also owe compensation amounting to 15% of the principal sum, with a minimum of €375, to obtain satisfaction out of court.

12.6 Akoestiekspecialist .V. is entitled to suspend work until full payment of the outstanding invoices has been made,
, excluding any liability for damage that may arise as a result.

12.7 If the other party does not agree with the amount of the invoice, the other party must notify Akoestiekspecialist .V. in writing within fourteen days of the invoice date, failing which the invoice will be binding and any right of the other party to complain will lapse.

13.1 In the following cases, Akoestiekspecialist .V. is entitled to suspend its obligations under the agreement or to terminate the agreement in whole or in part, without any notice of default, without judicial intervention, and without being liable for any compensation, all this without prejudice to the other rights of Akoestiekspecialist .V., including the right to claim damages:

• if the other party fails to fulfill its obligations towards Akoestiekspecialist .V., or fails to do so properly or in a timely manner,
• provided that the other party has been declared bankrupt or a petition to that effect has been filed with the court,
• when the other party has applied for or been granted a moratorium on payments,
• if the other party's assets have been seized,
• when the other party is otherwise unable to freely dispose of his or her assets,
• if Akoestiekspecialist .V. cannot be expected to maintain the agreement unchanged,

14.1 Akoestiekspecialist .V. cannot be held liable for the fulfillment of any obligation under the agreement if circumstances arise that are beyond the control of Akoestiekspecialist .V.

14.2 The circumstances referred to in Article 14.1 may include, for example, strikes, illness of personnel, failure of suppliers, transporters, or other third parties on which Akoestiekspecialist .V. depends, natural disasters, bad weather, fire, lightning strikes, COVID-19, or other viruses that affect business operations.

14.3 In the event of force majeure, the fulfillment of the relevant obligation(s) will be suspended in whole or in part for the duration of the force majeure, without Akoestiekspecialist .V. being liable for any compensation.

14.4 If the force majeure continues for longer than a period of thirty (30) days, both the other party and Akoestiekspecialist .V. are entitled to terminate the agreement, without the parties being liable to pay any compensation to each other. Any work already performed will be settled proportionally.

15.1 Akoestiekspecialist .V. is not liable for any damage incurred by the other party, unless there is intent or gross negligence on the part of Akoestiekspecialist .V. or the persons engaged by Akoestiekspecialist .V. In particular, Akoestiekspecialist .V. is not liable for:

a) a shortcoming on the part of a third party engaged by Akoestiekspecialist .V.,
b) damage or errors, shortcomings, or delays in the performance of the agreement caused by the conduct and actions of the other party,
c) damage caused by Akoestiekspecialist .V Akoestiekspecialist relying on incorrect and/or incomplete information provided by the other party.

15.2 If Akoestiekspecialist .V. is liable, any liability is expressly limited to the amount payable in the Akoestiekspecialist case under the (professional) liability insurance(s) concluded by Akoestiekspecialist .V Akoestiekspecialist , plus any excess payable by Akoestiekspecialist .V..

15.3 If and insofar as, for whatever reason, no payment is made under the aforementioned insurance, any liability on the part of Akoestiekspecialist .V. shall be limited to the invoice value, or at least to that part of the agreement to which the liability of Akoestiekspecialist .V. relates, with a maximum of €5,000.

15.4 If, despite the provisions of these general terms and conditions, Akoestiekspecialist .V. is liable, Akoestiekspecialist .V. will only be obliged to compensate for direct damage. Direct damage is exclusively understood to mean: "reasonable costs incurred to determine the cause and extent of the damage, reasonable costs incurred to bring the performance into line with the agreement, and reasonable costs incurred to prevent further damage. Akoestiekspecialist .V. is never obliged to compensate indirect damage, including damage due to lost profit or loss suffered, missed savings, or damage as a result of business interruption.

15.5 Akoestiekspecialist .V. is always authorized to limit or undo the damage caused by the other party. The other party is obliged to cooperate in this.

15.6 Any liability shall lapse by the lapse of 6 months from the time the products have been delivered or the work has been completed.

16.1 Akoestiekspecialist .V. or third parties engaged by Akoestiekspecialist .V. reserve all intellectual property rights to the work they have produced and provided to the other party, including advice and reports.

16.2 The other party is prohibited from reproducing, duplicating, publishing, or otherwise making these works available to third parties without the prior written consent of Akoestiekspecialist .V.

17.1 Akoestiekspecialist .V. reserves the right to amend or supplement these general terms and conditions.

17.2 The amended general terms and conditions shall be deemed to have been accepted if the other party has not objected within 30 days after the amended general terms and conditions have been sent to him/her or made known via the website of Akoestiekspecialist .V. or via electronic communication.

18.1 Disputes arising from the agreement shall be governed by Dutch law.

18.2 The District Court of Limburg shall have exclusive jurisdiction to take cognizance of disputes arising from the assignment, unless mandatory provisions require another court.