Please find below our General Terms & Conditions. V-Frame is part of Rope Access Noord and therefor we apply the same T&C’s.
1. According to these conditions:
Rope Access Noord BV., agents or servants thereof.
Customer means the other party (respectively parties) to this contract and includes any agent or servant of the customer or any third party for whom the services may be performed at customer’s request.
Services means the specific services and supply of materials detailed in this contract and includes any other operations performed and materials supplied by Rope Access Noord BV. for customer.
Customer’s service site means the installation, refinery, petrochemical plant or other industrial facility or pipeline spread on land or offshore platform or any premises to which Rope Access Noord BV. is granted access for the purpose of this contract and may include any combination of the foregoing.
2. These conditions apply to all Rope Access Noord BV. services. They may not be varied except as expressly agreed in writing by Rope Access Noord BV. and shall be deemed to have been accepted by customer on Rope Access Noord BV. agreeing to provide the services or commencing performance of the services whichever is the earlier. Any terms and conditions put forward by a customer are automatically excluded save to the extent expressly accepted in writing by a representative of Rope Access Noord BV. specially authorised to do so.
3. a. It is hereby expressly agreed and acknowledged by the customer that the conditions in and about the customer’s service site have not been created by Rope Access Noord BV B.V. and that Rope Access Noord BV. has no means for determining the hazards and dangers existing in and about the customer’s service site or to be encountered while performing the services and therefore Rope Access Noord BV. accepts this order only at the customer’s risk.
b. The customer shall at all time retain and have complete charge and control of the customer’s service site and accepts full responsibility for conditions on or around customer’s service site and for all equipment , whose connections or other connections furnished by Rope Access Noord BV. whether for use in connection with the services or not.
c. Customer is responsible for having customer’s service site ready and in suitable condition for Rope Access Noord BV . to proceed and, if relevant, for returning it to production. Any facilities to be provided and any preparatory works or materials for which customer is responsible shall meet Rope Access Noord BV’s specification and shall be carried out to Rope Access Noord BV.’s satisfaction. Customer shall provide at its own expense adequate auxiliary services and labour such as Rope Access Noord BV. may reasonably require including assistance in loading and unloading. Any person so engaged shall be deemed to be the servant or agent of the customer.
d. Customer shall ensure safe and adequate access for Rope Access Noord BV. to customer’s service site and shall pay all the costs of transport necessary for Rope Access Noord BV. equipment, materials and personnel to or on customer’s service site. This obligation includes the provision of properly made up and repaired roads and bridges and the provision of tractors, vessels or other special means of transportation as may be required in the circumstances.
4. a. Rope Access Noord BV. will endeavour to ensure that the services are properly performed and that all materials used in connection herewith are reasonable fit for the purpose intended but because of conditions on the customer service site, the nature of the service and the unpredictable environmental conditions in which they are performed, results cannot be guaranteed. Rope Access Noord BV. therefore, only accepts liability for direct physical damage resulting from her gross negligence and that of her servants, agents or employees provided that the extent of Rope Access Noord BV.’s liability for such gross negligence shall be limited to the contract price.
b. Subject to the acceptance of liability for gross negligence contained in (a) above Rope Access Noord BV. excludes all liability whatsoever arising from or in connection with the services or materials plant or equipment supplied therewith and howsoever caused including any liability for consequential loss or loss of profit and all conditions or warranties or other terms whether expressed or implied statutory or otherwise inconsistent with these conditions are hereby expressly excluded.
c. In the case of materials or equipment used in the service which are not of Rope Access Noord BV.’s manufacture customer shall be entitled to such benefits as Rope Access Noord BV. may have received under any guarantee given in respect thereof. Any other liability whatsoever of Rope Access Noord BV. is limited as provided for in this condition.
5. Subject to the liability accepted by Rope Access Noord BV. in condition (4a) customer agrees to indemnify Rope Access Noord BV. her servants or agents or employees against any claim, liability, loss, damage or injury of whatever nature including without prejudice to the foregoing claims for consequential loss, loss of profit and claims for death or personal injury howsoever arising which may be made against Rope Access Noord BV. in connection with or arising out of the services provided under the contract.
6. Rope Access Noord BV. will endeavour to provide the services in the date and within the time limit specified but time shall not be of the essence of the contract and Rope Access Noord BV. accepts no liability whatsoever arising from delay in commencement or completion of the services. Rope Access Noord BV. may adjust her charges to cover additional work done or expenses or delay sustained by it not being occasioned by the neglect or default of Rope Access Noord BV.
7. Rope Access Noord BV. will always operate under her own code of safety and reserves the right to refrain from doing any work if in her opinion job conditions render such action advisable. No liability is accepted by Rope Access Noord BV. if performance is affected by such conditions or by other conditions or circumstances of any nature or kind whatsoever beyond the reasonable control of Rope Access Noord BV.
8. Customer shall nominate a responsible representative, to be present throughout the carrying out of the service to designate and provide the point of connection into which Rope Access Noord BV. is to deliver any gas or liquid to be delivered and to designate the limits of pressures/temperatures and flow rates at which the same is to be delivered.
9. Customer is fully responsible for any loss or damage to Rope Access Noord BV.’s equipment or materials while they are on customer’s service site, are being transported to or from or loaded or unloaded at customer’s service site, or are being loaded upon or attached to or unloaded from any special means of transportation furnished or arranged by customer. Customer will accordingly indemnify Rope Access Noord BV. against such loss or damage. Should any of Rope Access Noord BV.’s equipment become lost, damaged or irrecoverable, customer shall pay for the accrued services performed up to the time of loss, in addition to assuming full responsibility for recovering lost or damaged equipment including all costs for such recovery and all repairs necessary for recovery: if not recoverable, customer shall pay for such lost equipment. Proper credit will be issued for any equipment subsequently recovered and returned to Rope Access Noord BV.
10. Customer shall also provide free accommodation for Rope Access Noord BV. personnel on offshore customer services sites and free transport for crew changes if the duration of the services so requires.
11. Customer shall take out and maintain suitable and sufficient insurance against its liabilities hereunder.
12. Terms are cash in advance unless satisfactory credit is established. Customer agrees to pay total invoice price as Rope Access Noord BV. directs on her invoice within thirty days of the date of invoice. If payment is not made in accordance with the terms of the contract in addition to her other legal rights, Rope Access Noord BV. shall be entitled to charge customer interest at the rate of 1½ % per month on the unpaid balance due to Rope Access Noord BV.
13. All work carried out will be subject to an individual quotation. Prices quoted are subject to variation after work has commenced if unexpected to or abnormal conditions are encountered. Customer will be notified of any such variation with minimum delay. Any tax based on or measured by the charges made for or the cash receipts from the sale of equipment or materials and/or the rendering of services shall be added to prices. Prices will be varied automatically on any variation in or imposition of applicable taxes, dues or levies to take account of such variation or imposition.
14. Any know-how or technical information given in Rope Access Noord BV.’s quotation or otherwise supplied or arising under or in connection with this contract shall be kept in confidence by customer and shall not be communicated to any third party or used for any purpose other than for the purpose of this contract without the written consent of Rope Access Noord BV. unless and until the same is public knowledge or comes into possession of the customer bona fide from a third party.
b. Rope Access Noord BV. shall be entitled to the full and unrestricted right (including the right to apply for patent or other protection in her own name) to exploit any invention, technical information or know-how arising or developed in the course of carrying out services.
c. If Rope Access Noord BV. supplies equipment, goods or materials with variations to meet customer’s own specification, or if Rope Access Noord BV. processes customer’s own equipment, goods or materials no warranty is given, and customer shall accept full liability in respect of infringement of patents or other industrial property rights and agrees to indemnify Rope Access Noord BV. against all claims, losses or costs arising there from.
15. These conditions and any contract of which they form part shall when Rope Access Noord BV. is the contractor be construed and read in accordance with the laws of the Netherlands and shall be subject to the jurisdiction of the Dutch Courts.
16. No variation to these conditions is valid until mutually agreed and recorded in writing by both parties.