Terms & Conditions

ARTICLE 1: APPLICABILITY

a. These terms and conditions apply to all offers, sales and deliveries by the sole proprietorship (after Dutch Law) 24K RC Technology (registration number chamber of commerce 54613469) and or their successor with among others the trade name www.24krctechnology.com  and 24K RC Technology, hereinafter named 24K RC Technology, to a third party, to all activities executed by 24K RC Technology by order of a third party, and to all agreements in the broadest sense of the word entered into by 24K RC Technology with a third party.

b. These terms and conditions apply in and outside the Netherlands, regardless of the place of residence or registered office of the parties involved in any agreement, and regardless of the place where the agreement has come about or should have been implemented.

c. If the other party applies other general terms and conditions such as purchase conditions, these will not bind 24K RC Technology, these will not apply and are hereby expressly rejected by 24K RC Technology. By way of the applicability and non-voidability of these general terms and conditions the other party expressly waives its own general terms and conditions, for example purchasing conditions.

d. Any deviation from these terms and conditions used or allowed by 24K RC Technology at any time to the benefit of the other party can never be construed as the latter’s right to appeal to it later or to claim the application of such deviation for them as an established fact.

e. If the other party takes note or could have taken note of these general conditions in another language than the Dutch language and differences in interpretation arise from the respective versions, the Dutch version will prevail over the version in the foreign language, unless 24K RC Technology expressly waives this in writing.

ARTICLE 2: OFFERS

a. All offers and quotations are non-committal, unless explicitly stated otherwise. They have been made to the best of 24K RC Technology knowledge and are based on data that may have been provided on the request for an offer.

b. The specifications provided by 24K RC Technology on websites, in images, multimedia, catalogues, brochures or drawings or in any other way with respect to size, capacity, performance, colour, material structure, finish or results and the like should be regarded as having been provided as estimates and as having been provided non-committally. 24K RC Technology is not held to comply with these specifications and therefore does not accept any liability for any incorrectness in these data.

ARTICLE 3.1: ORDERS/AGREEMENTS

a. An order is understood to mean: every agreement with 24K RC Technology, regardless of whether it undertakes to deliver goods, execute activities or make staff, material or space available or carry out any other performance whatsoever, in the broadest sense.

b. All agreements entered into with 24K RC Technology will only become binding upon a written confirmation by 24K RC Technology or due to 24K RC Technology having commenced the execution of the order. Any supplements or changes to the afore-mentioned agreements will only become binding for 24K RC Technology after and in so far as these have been accepted and confirmed in writing by 24K RC Technology. The other party will be deemed to have accepted changes or supplements to agreements entered into with 24K RC Technology, if the other party has not objected in writing against these changes and/or supplements within 8 (eight) days after it has or could have taken cognizance of these changes and/or supplements. The other party is deemed to have knowledge of the said changes and/or supplements and to have accepted these at the moment at which 24K RC Technology has commenced the activities to which these changes and/or supplements are related.

Only the Board of Directors and possibly those explicitly authorised by the Board of Directors to enter into agreements on behalf of 24K RC Technology are allowed to do so.

c. Unless explicitly agreed on otherwise in writing, 24K RC Technology is entitled at all times to have part of the order or the entire order executed by a third party, on the understanding that these terms and conditions also apply in the favour of this third party, provided that 24K RC Technology authorises such third party in writing – even afterwards, if necessary – to appeal to these terms and conditions without this authorisation causing any obligations for 24K RC Technology.

d. 24K RC Technology will be entitled to dispose of and/or encumber the agreements concluded with the other party without thereby requiring permission from the other party. The other party is not permitted to conduct such an act.

e. When 24K RC Technology and the other party agree to provide it with a service this service will be an obligation to use best endeavours.

f. 24K RC Technology has expressly not been in breach of contract if the outcomes of its provision of service do not correspond with the expectations required by the other party, but are functionally correct.

g. In those cases when 24K RC Technology sells and/or delivers products to the other party, typical characteristics related to the materials can be concerned, such as inter alia, but not limited to, variations in colour, natural discolouration with varying structure, deformations, etc. Should this be the case upon and/or after delivery to the other party, the other party will not be entitled to cancel, terminate or suspend the agreement. In that case Rc Arlos Factory will also not fail imputably vis-à-vis the other party. In that case 24K RC Technology cannot be held liable for this in any manner whatsoever by and/or on the part of the other party.

h. Unless expressly agreed otherwise in writing, the other party must, in order to make it possible for the work to be executed properly by and/or on behalf of 24K RC Technology, ensure that it is delivered in conformity with the criteria specified by 24K RC Technology, for example, but not limited to: the type of file, file format, file size and suchlike. If in the opinion of 24K RC Technology the other party fails to do this wholly or partly, 24K RC Technology will be entitled to suspend its work and to charge the costs of the delay to the other party. 24K RC Technology will also be entitled to personally ensure the adjustment of the delivery made by the other party. In that case 24K RC Technology will be entitled to charge the costs that it incurs thereby, including its own costs, to the other party. If this full or partial failure of the other party causes a reduced performance by and/or on behalf of 24K RC Technology, the other party will be liable for both direct and indirect damages. The other party indemnifies 24K RC Technology in this matter for all claims by third parties.

i. In those cases when 24K RC Technology makes custom products and the derogation from the dimensioning does not exceed the tolerance standards, 24K RC Technology will not in any manner whatsoever fail imputably vis-à-vis the other party and it will have the right to charge the costs for the adjustment to the other party.

j. Additional work will be executed in consultation, unless the additional work is the result of a previously agreed change/adjustment of the work to be executed and/or if, in the opinion of 24K RC Technology, the additional work is necessary in order to achieve the proper execution of the work to be executed by it. In these cases 24K RC Technology will be entitled to charge the costs thereof to the other party at the usual rates applicable to it.

ARTICLE 3.2: DISTANCE CONTRACTS

Where orders/contracts are at a distance are concluded under the legislation prevailing at that time and the other party justifiably invokes this, 24K RC Technology will respect the content of the relevant legislation in this respect. This means that provisions in these terms and conditions which, due to their general nature, are at any time conflicting with the relevant law, will then be subordinate to that law.

ARTICLE 3.3: GOOD FAITH, PUBLIC ORDER AND GOOD MORALS

a. When conducting business with the other party, 24K RC Technology wishes not to be become involved in any way in money laundering, corruption, terrorism and/or in transactions that are subject to embargos of the state of the Netherlands, the European Union and/or other friendly nations; neither directly nor indirectly. By the formation of agreements between 24K RC Technology and the other party, during which the other party could, at that time or prior to such, have taken note of these general conditions, the other party expressly notifies 24K RC Technology that the aforementioned circumstances are not in existence and that it is also not involved in such, neither directly nor indirectly. The other party also notifies in the aforementioned manner that the performance and/or goods delivered by 24K RC Technology shall not be used by the other party and/or on its behalf in aforementioned circumstances, neither directly nor indirectly.

b. If at any time the other party becomes aware, or has a reasonable suspicion, that it is or is becoming involved in the circumstances as referred to in this article under a., the other party is obliged to notify 24K RC Technology of this immediately.

If at any time 24K RC Technology becomes aware, or has a strong suspicion, that in respect of any agreement between it and the other party it is becoming, or threatens to become, involved in circumstances as set out under a., 24K RC Technology is entitled to terminate and/or suspend the agreements entered into with the other party either wholly or in part and to cancel any agreements still to be entered into. 24K RC Technology is also entitled to sanction the right to cancellation, termination and/or suspension in a manner as referred to in clause 10.b.

c. 24K RC Technology is entitled to report the knowledge it obtains and/or has obtained in respect of the aforementioned circumstances or in the event of a reasonable suspicion of such circumstances to the competent authorities and to provide those with all the relevant information, including the information it has obtained under a previously agreed duty of confidentiality. In that event, 24K RC Technology cannot be held liable in any way by and/or on behalf of the other party; neither directly nor indirectly.

ARTICLE 4: LIABILITY

a.1. Except for the provisions of Article 9 of these terms and conditions, 24K RC Technology is not liable for any damage caused either directly or indirectly by the items delivered – including extra work – not being in compliance with the agreement, unless this is due to Rc Arlos Factory’s intent or gross negligence. Consequently, 24K RC Technology also does not accept any liability in, for example but not limited to: the event of serious calamities, such as, but not limited to, fire, water damage and any outside contingency, such as war and earthquakes, transmission of viruses and diseases.

a.2. 24K RC Technology will not be liable in any manner whatsoever for the manner of use of the goods delivered and any consequences ensuing therefrom; neither to the delivery itself, nor to other goods/items, persons and/or livestock, either directly or indirectly.

a.3. The other party indemnifies 24K RC Technology in this matter for all claims by third parties.

b. 24K RC Technology does not accept any liability whatsoever for any damage as a result of the use of its website and/or the use of the information and/or functionalities set out/placed thereon. With regard to the account generated by the other party, the other party will be personally responsible for creating a safe password and for keeping the other party's user name and password safe. The actions that take place through the account of the other party, will be at the other party's own expense and risk.

c. If 24K RC Technology should be liable for any other reason for any damage under the agreement, the damages payable will not exceed the invoice amount (exclusive of value added tax) with regard to the respective goods and/or services, with a maximum of EURO 300,00 (in words: three hundred euros).

d. Any appeal to these conditions does not suspend the other party's payment obligation towards 24K RC Technology.

ARTICLE 5: PERIOD AND LOCATION OF DELIVERY

a. The periods of delivery mentioned in the offers, confirmations and contracts are to the best of 24K RC Technology knowledge and will be complied with as much as possible, but they are not binding for 24K RC Technology.

b. If these periods are exceeded due to whatever cause, the other party will not be entitled to damages, dissolution of the agreement or non-compliance with any obligation arising for them from the respective agreement or from any other agreement whether or not connected with this agreement.

c. If the delivery period is exceeded by a wide margin, at the discretion of 24K RC Technology, 24K RC Technology will enter into further consultation with the other party.

d. Delivery is ex the business of 24K RC Technology or another location to be determined by 24K RC Technology.

e. If goods sold or services offered by 24K RC Technology are not accepted after they have been offered to the other party, at the discretion of 24K RC Technology they will be available to the other party for a period of a maximum of 3 (three) weeks. Throughout this period, the goods are stored for the other party’s account. After the period mentioned above, the total amount that would be payable for purchase or compliance, increased with the costs and interest, could be claimed from the other party, even without delivery of the said goods or services. The payment will then be deemed made as damages to 24K RC Technology.

NB: Where there is a transaction as referred to in the legislation on remote sales and the other party falls within the target group protected therein and the transaction falls within the criteria set out therein, then 24K RC Technology will respect the criteria set out in this provision with regard to the above.

f. If the other party does not comply with any obligation arising from this agreement or any other agreement connected with the order or does not do so in time, 24K RC Technology, upon informing the other party in writing that he is default, without judicial intervention, will be entitled to suspend the execution, without 24K RC Technology being held to pay any damages.

ARTICLE 6: TRANSPORT AND TRANSPORT RISK

a. The choice of the means of transport is for 24K RC Technology to decide.

b. The transport of the goods ordered with 24K RC Technology is for the other party’s account unless it has been expressly agreed otherwise in writing. This also applies to returns.

c.1. As from the moment of dispatch, all goods ordered/purchased from 24K RC Technology, including any goods to be returned by the other party, travel at the other party’s risk. Also if costs of carriage to the delivery address have been agreed on, the other party will be liable for any damage sustained during transport.

c.2. All the correspondence and documents to be send by and/or on the part of 24K RC Technology with the other party and/or with third parties on behalf of the other party, are from the moment of dispatch at the risk of the other party, irrespective of the delivery conditions relating to the goods and/or services to be delivered by 24K RC Technology as agreed with the other party. The other party must ascertain that the correspondence derives from 24K RC Technology. 24K RC Technology cannot be held liable in any way by, and/or on the part of, the other party for damage and/or changes to and/or corruption of the content of the correspondence sent by or on the part of 24K RC Technology. Nor can 24K RC Technology be held liable in any way by or on behalf of the other party in connection with improper use of personal data by the carrier, the fact that it has become clear that the carrier secured these data insufficiently and/or did not destroy these data on time.

d. The goods will be delivered only to the ground floor. If goods are to be delivered at another location than at ground-floor level, the additional costs and risks are to be borne entirely by the other party.

If the other party is not present at the time of delivery, or appears unable to take delivery of the goods, or otherwise fails to take delivery of the goods, 24K RC Technology has the right to convert the delivery into an obligation from the other party to collect at the address indicated by the carrier, after the latter has informed the other party of this by leaving a written notice.

e. At arrival or receipt of the goods, the other party has to check the condition of the goods. If it then becomes apparent that the goods or materials have sustained damage, they have to take all measures to obtain damages from the carrier. By signing the receipt provided by or on behalf of 24K RC Technology, the other party declares he has received the goods in good condition.

ARTICLE 7: PRICES AND COSTS

a. 24K RC Technology fixes a price or fee for every order individually. This price or fee is exclusively intended as the amount to be paid for the performance to be executed by 24K RC Technology, including the normal costs involved. The prices mentioned in the offer are based on the cost price factors, such as, but not limited to; rates, wages, taxes, rights, expenses, cargo et cetera then known. In the event of an increase of any of these factors, 24K RC Technology will be entitled to change the offered (selling) price accordingly.

b. Therefore, the price or fee does not include any levies imposed by the government, and/or other authorities, including fines, insurance premiums etc.

c. When agreements are invoiced in parts and the other party remains in default of making the agreed partial payment(s) on time at any time, 24K RC Technology will be entitled to invoice the other party in advance for that part of the agreement which it has not yet delivered and to demand payment thereof prior to delivery.

d. 24K RC Technology is entitled to demand down payments, or a deposit or security (in the form of a bank guarantee) in advance.

e. 24K RC Technology reserves the right to charge shipping costs, as well as parking, travel and accommodation costs.

ARTICLE 8: TERMS AND CONDITIONS OF PAYMENT

a.1. Unless explicitly agreed on otherwise (in writing), payment of invoices sent by 24K RC Technology must be made within 5 (five) days upon invoice date, without deduction of discounts and without any form of compensation.

a.2 In online transactions through a website, like for example with web shop activities payments are done in advance via a payment method indicated on the website, or via an explicitly in writing agreed upon other method.

b. All payments, without deduction or settlement of debt, are to be made at the offices of 24K RC Technology or into a bank or giro account to be designated by 24K RC Technology.

c. Discounts can only be granted upon mutual consultation between 24K RC Technology and the other party. Unless explicitly agreed on otherwise in writing, these are one-off discounts. With subsequent transactions no appeal can be made to previous discounts.

ARTICLE 9: COMPLAINTS

a. Any complaints about the delivery of goods, the services provided and invoice amounts, must be submitted to 24K RC Technology in writing by registered letter within 14 (fourteen) days upon receipt of the products, services or the respective invoices, with the facts to which the complaints are related carefully stated. The other party’s right to complain lapses with respect to the goods and/or services used, edited and/or processed by or on behalf of the other party. This applies equally to opened goods or goods of which the packaging is damaged.

b. If the complaints submitted do not comply with the provisions above, they can no longer be received, and the other party will be deemed to have approved the delivered goods and/or performed services. If in 24K RC Technology opinion a justified complaint has been submitted, it will have the right to pay to the other party a sum in damages to be decided in mutual consultation, or to proceed to making a new delivery while keeping the current agreement unchanged, under the other party’s obligation to return to 24K RC Technology the incorrect or faulty good(s) delivered carriage paid, at the discretion of 24K RC Technology.

c. 24K RC Technology will only be held to take cognizance of complaints submitted, if at the moment at which the complaints are submitted the other party involved has integrally complied with all his existing obligations towards 24K RC Technology, regardless of what these obligations consist of and from whatever agreement they arise.

d. Return shipments insufficiently packed or bearing insufficient postage will be refused by 24K RC Technology. All return shipments from the other party are for their account and risk. ARTICLE 10: CANCELLATION/DISSOLUTION AND SUSPENSION

a. If the other party is or remains in default in any way with respect to complying with its obligations regarding deliveries or activities executed or to be executed by 24K RC Technology previously, or pursuant to other obligations, 24K RC Technology has the right to suspend its obligations towards the other party or to cancel/dissolve the underlying agreements in whole or in part, without being held liable by the other party in any way and without prejudice to the rights to which 24K RC Technology is entitled.

24K RC Technology will also have this right, if the other party is declared bankrupt, has petitioned for suspension of payment, the Debt Rescheduling Private Individuals Act (Wettelijke Schuldsanering Natuurlijke Personen – WSNP) is declared applicable, other forms of debt supervision or winding-up of the company or business activities occurs, or if – to the standards of 24K RC Technology – these circumstances threaten to occur. All claims 24K RC Technology has on the other party will then be immediately due and payable.

b. If the other party wishes to terminate/cancel the contract(s) that it has entered into with 24K RC Technology, then 24K RC Technology is also entitled to demand fulfilment of the contract(s) entered into; or, at the discretion of 24K RC Technology, the other party will owe termination costs of 100% of the agreed market value or transaction value and, on cancellation, will owe cancellation fees of at least 30% of the market value or the transaction value, all of which also at the sole discretion of 24K RC Technology.

c. Where there is a transaction as referred to in the legislation on remote sales and the other party falls within the target group protected therein, 24K RC Technology will respect the dissolution criteria referred to in this legislation in favour of the other party.

d. 24K RC Technology will be entitled to refuse the assignment provided by and/or on behalf of the other party, to stop the execution thereof, to suspend or to dissolve the agreement with the preservation all other rights accruing to 24K RC Technology, if 24K RC Technology considers this appropriate for itself at any time, without the possibility of being held liable by and/or on behalf of the other party. Appropriate moments are, for example but not limited to, Assignments: that are in breach of any legislation and regulations, in conflict with accepted moral principles, incite hatred, discrimination, racism, are offensive by their nature, the manner of the supply of data entails a (digital) business risk unacceptable to 24K RC Technology.

ARTICLE 10: CANCELLATION/DISSOLUTION AND SUSPENSION

a. If the other party is or remains in default in any way with respect to complying with its obligations regarding deliveries or activities executed or to be executed by 24K RC Technology previously, or pursuant to other obligations, 24K RC Technology has the right to suspend its obligations towards the other party or to cancel/dissolve the underlying agreements in whole or in part, without being held liable by the other party in any way and without prejudice to the rights to which 24K RC Technology is entitled.

24K RC Technology will also have this right, if the other party is declared bankrupt, has petitioned for suspension of payment, the Debt Rescheduling Private Individuals Act (Wettelijke Schuldsanering Natuurlijke Personen – WSNP) is declared applicable, other forms of debt supervision or winding-up of the company or business activities occurs, or if – to the standards of 24K RC Technology – these circumstances threaten to occur. All claims 24K RC Technology has on the other party will then be immediately due and payable.

b. If the other party wishes to terminate/cancel the contract(s) that it has entered into with 24K RC Technology, then 24K RC Technology is also entitled to demand fulfilment of the contract(s) entered into; or, at the discretion of 24K RC Technology, the other party will owe termination costs of 100% of the agreed market value or transaction value and, on cancellation, will owe cancellation fees of at least 30% of the market value or the transaction value, all of which also at the sole discretion of 24K RC Technology.

c. Where there is a transaction as referred to in the legislation on remote sales and the other party falls within the target group protected therein, 24K RC Technology will respect the dissolution criteria referred to in this legislation in favour of the other party.

d. 24K RC Technology will be entitled to refuse the assignment provided by and/or on behalf of the other party, to stop the execution thereof, to suspend or to dissolve the agreement with the preservation all other rights accruing to 24K RC Technology, if 24K RC Technology considers this appropriate for itself at any time, without the possibility of being held liable by and/or on behalf of the other party. Appropriate moments are, for example but not limited to, Assignments: that are in breach of any legislation and regulations, in conflict with accepted moral principles, incite hatred, discrimination, racism, are offensive by their nature, the manner of the supply of data entails a (digital) business risk unacceptable to 24K RC Technology.

ARTICLE 11: COMPENSATION IN THE CASE OF NON-PAYMENT OR LATE PAYMENT

If payment of the invoices sent by 24K RC Technology has not taken place within 8 (eight) days upon invoice date, the other party will be deemed to be legally in default and 24K RC Technology will have the right to charge to the other party interest on the full payable amount as from the expiry date equal to the statutory interest rate with a minimum of 1,5% per month or a part of this, without prejudice to the other rights to which 24K RC Technology is entitled, including the right to recover all costs under the claim, both court costs and extrajudicial collection costs, the latter of which are fixed in advance at 15% of the amount to be claimed, with a minimum of EURO 250 (in words: two hundred and fifty euros), all of the above without notice of default.

NB: There where the legislator has established by law the extrajudicial collection costs to be passed on to the other party, the other party is held to pay extrajudicial collection costs pursuant to the respective provisions of the law.

ARTICLE 12: RETENTION OF TITLE

a. As long as the other party has not made full payment to 24K RC Technology for goods, parts and installations delivered to him by 24K RC Technology and/or activities executed for him by 24K RC Technology, these goods and/or materials, which are for the other party’s account and risk, will remain the undisputed property of 24K RC Technology.

b. If the other party does not comply with any obligation from the agreement with respect to the goods sold and/or activities executed, 24K RC Technology, without any notice of default being required, has the right to take the goods or materials back, in which case the agreement will be dissolved without any judicial intervention, without prejudice to the right of 24K RC Technology to claim compensation at law or extra judicially for any damage suffered or yet to be suffered by 24K RC Technology, including loss suffered, lost profit, interest, transport costs etc.

c. 24K RC Technology reserves the right to actually retain goods, tools, materials, vehicles, money, negotiable instruments, (financial) documents et cetera which it has obtained from the other party under whatever title, until the other party has fully complied with its financial and other obligations towards 24K RC Technology.

d. For transactions with a other party established in a country where prolonged retention of title applies, 24K RC Technology has the right to declare the prolonged retention of title as it applies in the respective country applicable at any moment of its choosing.

ARTICLE 13: FORCE MAJEURE

a. In the event of force majeure 24K RC Technology is no longer held to comply with its obligations towards the other party. Force majeure includes such events and situations which have a clearly identifiable and direct influence on the company 24K RC Technology, such as, but not limited to, serious interruptions of its production process, war (also outside the Netherlands), riot, epidemic, pandemic, fire, traffic disruption, strike, exclusion, loss or damage during transport, accident or sickness among its staff, import restrictions or other limitations imposed by governments etc. 24K RC Technology will be discharged from its obligations, regardless of whether force majeure occurred in its own company or elsewhere, such as in the companies of suppliers, carriers, wholesalers etc..

b. In the event of impediments to executing the agreement due to force majeure, 24K RC Technology will be entitled, without judicial intervention, to suspend the execution of the agreement for a period not exceeding six months, or to dissolve the agreement in whole or in part, at the discretion of 24K RC Technology. The other party will receive a written notice of such decision made by 24K RC Technology.

ARTICLE 14: INTELLECTUAL PROPERTY RIGHTS, DESIGN PROTECTION

a. The Intellectual property rights of all products manufactured by 24K RC Technology (for the benefit of the other party), services provided etc. belong to 24K RC Technology. Use or alternative use of these rights, designs and/or ideas of 24K RC Technology is strictly prohibited, unless 24K RC Technology has granted explicit approval in writing and all conditions stipulated by 24K RC Technology in this respect have been fully complied with.

b. If the other party does not comply with the provisions as set out under 14a, 24K RC Technology will be entitled, without any further notice of default and/or judicial intervention being required, to claim a fine of at least EURO 25.000,00 (in words: twenty five thousand euros) per day or a part thereof as long as this non-compliance continues.

ARTICLE 15: WARRANTIES

a. 24K RC Technology will exclusively grant a warranty in accordance with the provisions of the warranty clause, if and insofar such provisions have been delivered together with the products. In such cases, the warranty will only take effect after the other party has informed 24K RC Technology of his request in writing by registered letter.

b. If a warranty is provided by 24K RC Technology but if no warranty clause has been provided, the warranty term will not exceed 6 (six) months after delivery of the respective goods. The other party will also need to inform 24K RC Technology of his request in writing by registered letter.

c. The warranty includes repair or replacement of the goods delivered or full or partial credit of the disputed goods, this at the discretion of 24K RC Technology. Outside contingency can never lead to 24K RC Technology being held to provide any warranty.

d. The goods accepted for repair, whether under warranty or not, will in all cases remain at the risk of the other party with 24K RC Technology or with a third party engaged by 24K RC Technology for this purpose.

ARTICLE 16: CONSIGNMENTS ON APPROVAL

Only upon prior written confirmation by 24K RC Technology to the other party, the goods delivered by or on behalf of 24K RC Technology can be considered consignments on approval for shows, exhibitions, trade fairs and/or other purposes to be indicated by 24K RC Technology. These general terms and conditions also fully apply to goods on approval and on consignment.

ARTICLE 17: APPLICABLE LAW AND COMPETENT COURT

a. All offers, assignments and contracts to be entered into with 24K RC Technology are governed by Dutch law. Nevertheless, 24K RC Technology is at liberty to be able and entitled to rely at any time on the applicable law of the country in which the other party is established. In such a case, contrary to the provisions set out under b, the dispute will be submitted to the court that is competent ratione materiae in the other party’s jurisdiction. If the nature of the transaction(s) so warrants, 24K RC Technology is able and entitled to rely at any time on the Vienna Sales Convention. It is not necessary for 24K RC Technology to notify the other party of its choice in advance.

b. All disputes will be submitted to the District Court of Oost-Brabant that is competent ratione materiae or to another competent judicial authority, at the discretion of 24K RC Technology.

c. In derogation from 17.a. and b., all transactions/agreements with an other party established in the United Kingdom will be expressly governed by Dutch law and all disputes will be subject to the judgment of the Court in the District of Oost-Brabant with subject matter jurisdiction.

d. In the event that other party is summoned by a third party at another court and / or under another jurisdiction, other party hereby waives the right to summon 24K RC Technology in indemnification before that court and to that law, so that the jurisdiction of the court and law chosen by 24K RC Technology in any case will have the upper hand.

e. Any article or sub-article of the present general terms and conditions becoming void, or not applied by 24K RC Technology, this shall not affect the validity of other articles.

ARTICLE 18: LOCATION AND AMENDMENTS OF THESE GENERAL TERMS AND CONDITIONS

a. These terms and conditions are filed with the office of the clerk of the Oost-Brabant district court.

b. 24K RC Technology is entitled to amend these General Terms and Conditions. The General Terms and Conditions as amended by 24K RC Technology apply vis-à-vis the other party with effect from 30 (thirty) days after the other party has been informed of the amendment in writing, unless the other party informs 24K RC Technology in writing within this period to object to the amendment. In the latter case the unaltered General Terms and Conditions between Parties will remain in effect until the completion of the assignment or the termination of the agreement, but not for longer than 6 (six) months after the end of the aforesaid period of 30 (thirty) days. If the agreement continues thereafter, the amended General Terms and Conditions will apply thereto from that time.

CONCLUDING PROVISIONS:

These terms and conditions have been prepared and filed for the benefit of 24K RC Technology by De Incassokamer B.V. and have come about under the applicability of its current and future general terms and conditions of sale, delivery and payment, with due observance of Book 6, Title 5 Section 3 of the Dutch Civil Code.

These general terms and conditions are also subject to the © copyright of 24K RC Technology.