General

These terms and conditions apply to all offers, quotations and agreements for the purchase or sale of motor vehicles by Ibalo Sportscars BV in Hof van Twente (Goor), hereinafter referred to as: ‘Garage Operator’, as well as to repair or maintenance work on motor vehicles to be carried out by it on behalf of the customer, all of the foregoing unless expressly agreed otherwise in writing. In this context, ‘customer’ means any (legal) person who purchases or sells a motor vehicle from or through the Garage Operator, or who presents a motor vehicle for repair or maintenance. ‘Motor vehicles’ shall also be understood to include parts and/or accessories thereof.

Article 1 – formation of agreements

1.1 Offers and quotations for carrying out repairs or maintenance on motor vehicles – in whatever form they are made - are without obligation, unless they contain a term for acceptance, in which case an agreement of assignment is formed upon acceptance by the customer within this term. In other cases, the agreement of assignment is only formed upon confirmation of the assignment by the Garage Operator.

1.2 The Garage Operator determines the manner in which and the term within which the assignment referred to in paragraph 1 is carried out, and by which employee(s). The Garage Operator carries out this assignment to the best of its ability; in this respect it has a best-efforts obligation and not an obligation of result, unless agreed otherwise.

1.3 Agreements for the purchase or sale of motor vehicles are formed by offer and acceptance as referred to in Section 6:217 et seq. of the Dutch Civil Code and are recorded in writing by the Garage Operator. Arrangements made also apply if, unexpectedly, they have not been recorded in writing.

1.4 All designations, dimensions, weights, colours and other properties included in offers, quotations and/or agreements serve in principle only as an indication. Minor deviations are consequently not at the expense and risk of the Garage Operator.

1.5 Obvious clerical errors or mistakes do not bind the Garage Operator.

Article 2 – content of agreements

2.1 The agreements referred to in Article 1 contain at least the following details:

-          a reference to the present applicable general terms and conditions, as well as a reference to any terms and conditions of third parties that may apply in the event of a (manufacturer's or importer's) warranty provided by those third parties;

-          the identity of both the Garage Operator and the customer;

-          for agreements as referred to in Article 1.3: make, model, type, colour, registration number and odometer reading of the motor vehicle to be purchased or sold;

-          for agreements as referred to in Article 1.1 in conjunction with 1.2: a description of the repair and/or maintenance work to be carried out;

-          the agreed price or target price, stating any VAT component separately;

-          in the case of a target price, the agreement contains the notification that the final price will be determined on the basis of actual costs, stating the hourly rate and estimated material costs;

-          the method and time of payment;

-          the (expected) delivery date;

Article 3 – delivery and transfer of risk

3.1 Delivery takes place on the agreed delivery date, or a delivery date to be determined, by actual transfer of possession.

3.2 For agreements as referred to in Article 1.3, the vehicle registration is also transferred on the delivery date against provision of an indemnity certificate (vrijwaringsbewijs).

3.3 Motor vehicles delivered in accordance with the first paragraph are at the expense and risk of the party to whom they are delivered from the moment of actual transfer of possession, in the sense that theft, damage or loss before delivery is at the expense and risk of the delivering party, just as theft, damage or loss after delivery is at the expense and risk of the party to whom delivery was made.

3.4 For agreements as referred to in Article 1.1 in conjunction with 1.2, the delivery date is always an expected delivery date, unless explicitly agreed otherwise.

3.5 If an expected delivery date has been agreed, a further notice of default is always required before default occurs.

3.6 If the work to be carried out threatens not to be completed by the expected delivery date, the Garage Operator shall report this to the customer immediately, in order to agree on a new expected delivery date in joint consultation.

Article 4 – retention of title, duty of care and insurance

4.1 The motor vehicle delivered pursuant to Article 3 remains the property of the Garage Operator until the customer has paid in full everything he owes the Garage Operator under the agreement referred to in Article 1, or on any other basis whatsoever.

4.2 The customer is obliged to keep the motor vehicle delivered under retention of title recognisable as the property of the Garage Operator.

4.3 The retention of title referred to in the previous paragraphs does not affect the delivery and transfer of risk referred to in Articles 3.1 to 3.3, so that from delivery, notwithstanding this retention, the customer is liable as holder and as driver.

4.4 The customer must – partly in view of the previous paragraph – at least ensure a valid All-risk or third-party + limited comprehensive (WA + beperkt casco) insurance from the moment of delivery; the customer is also obliged to keep and maintain the motor vehicle delivered under retention of title with due care.

4.5 As long as ownership has not been transferred, the customer is not authorised to pledge the motor vehicle to third parties or otherwise encumber or dispose of it

4.6 Replaced parts or accessories are handed over to the customer if he requested this when entering into the agreement, except if and insofar as these parts must be made available to the importer or manufacturer in connection with a warranty claim. In all other cases, the replaced parts become the property of the Garage Operator.

Article 5 - cancellation and dissolution

5.1 The customer may cancel the agreement up to 45 days before the delivery date, provided this is done in writing or by bailiff's writ.

5.2 In the event of cancellation of an agreement as referred to in Article 1.1 in conjunction with 1.2, the customer must reimburse all costs already incurred at the time of receipt of the cancellation, which costs include parts and/or materials used, as well as hours worked and any storage costs.

5.3 In the event of cancellation of an agreement as referred to in Article 1.3, the customer must compensate the damage resulting from the cancellation, which is set at 15% of the (purchase) price referred to in Article 7, unless agreed otherwise.

5.4 If the compensation referred to in the previous paragraphs has not been paid within two weeks of cancellation, the Garage Operator may still demand full performance and the customer can no longer cancel the agreement; as long as the compensation referred to in the previous paragraphs has not been paid, the Garage Operator may exercise a right of retention on the motor vehicle.

5.5 The customer may only dissolve the agreement after the Garage Operator has gone into default. In the event of dissolution, the customer may only claim compensation insofar as the default is due to intent or gross negligence on the part of the Garage Operator and the latter cannot invoke force majeure.

5.6 The term ‘force majeure’ as referred to in this article means: unforeseen circumstances that have arisen through no fault or action of the parties and that prevent proper performance, such as in any case, but not exclusively: war, state of siege, mobilisation, serious disruptions in the manufacturer's production process, strikes, lockouts, boycotts, occupation of business premises, epidemics, and government measures that prevent performance.

5.7 Notwithstanding the provisions of the previous paragraphs, the agreement referred to in Article 1 shall be deemed dissolved by operation of law with immediate effect if one of the parties (Garage Operator or customer) is declared bankrupt, is granted a (provisional) suspension of payments, becomes subject to the statutory debt restructuring scheme for natural persons (WSNP), or in the event of any attachment being levied on the motor vehicle. The party affected by one of these circumstances shall immediately notify the other.

Article 6 – distance selling

6.1 If and insofar as the agreement referred to in Article 1 has been concluded at a distance or off-premises within the meaning of Section 6:230g of the Dutch Civil Code, the mandatory provisions of Part 2b of Title 5 of Book 6 of the Dutch Civil Code apply in addition to and – where applicable – in deviation from the agreement and/or these general terms and conditions.

Article 7 – (purchase) price and payment

7.1 For agreements as referred to in Article 1.3, a fixed price is agreed in principle, subject to changes in government levies, changes in factory or importer prices and/or exchange rate differences.

7.2 The changes referred to in the previous paragraph may be implemented unilaterally by the Garage Operator, but must be reported to the customer immediately, in which case the customer may cancel free of charge within three days of this notification – including the day of the notification.

7.3 For agreements as referred to in Article 1.1 in conjunction with 1.2, unless explicitly agreed otherwise, there is always a target price and the final actual price will be determined on the basis of actual costs, on the basis of a specification of hours (multiplied by the agreed hourly rate) on the one hand and a specification of parts and material costs on the other, all of this plus VAT.

7.4 If and as soon as the (estimated) price referred to in the previous paragraph threatens to deviate by more than 20% from the target price, the Garage Operator must report this and discuss it with the customer, in which case the customer may still cancel subject to reimbursement of costs incurred as referred to in Article 5.2.

7.5 If the customer does not collect the motor vehicle within two weeks of notification that it is ready, the Garage Operator is entitled to charge reasonable storage costs.

7.6 Payment must be made after receipt of an invoice made out in the customer's name, at the latest before or upon delivery as referred to in Article 3.

7.7 In the event of late payment as referred to in the previous paragraph, the Garage Operator may exercise a right of retention on the motor vehicle and shall give the customer the opportunity in writing to pay the outstanding amount within fourteen days, failing which the Garage Operator may charge statutory interest and collection costs in accordance with the scale in the Dutch Extrajudicial Collection Costs Decree (Besluit Buitengerechtelijke Incassokosten).

Article 8 – warranty and right of complaint

8.1 Except as provided in the following paragraphs, the Garage Operator provides no warranties other than those provided by the manufacturer, importer and/or supplier with regard to the motor vehicle, as evidenced by the warranty forms and/or conditions handed over upon delivery.

8.2 If and insofar as any warranty has been provided by the Garage Operator, only what has been recorded in the sales contract applies in that respect. Where applicable, the warranty means that the Garage Operator is only obliged to repair defects or replace defective parts in respect of shortcomings that – taking into account age and odometer reading – prevent normal use of the motor vehicle and that have not been caused by an external cause and/or any incorrect, careless or improper use, act or omission by the customer or a third party, or by normal wear and tear.

8.3 Any claim under warranty lapses if, without the prior consent of the Garage Operator, work has been carried out by the customer or a third party in respect of the defect(ive part) in connection with which the warranty is invoked, as well as in the event of improper use of the motor vehicle.

8.4 Claims under warranty or complaints regarding defects otherwise must be reported within a reasonable time after delivery, at the latest eight days after discovery or after the defect should reasonably have been discovered;  after expiry of this period, any claim lapses.

8.5 With regard to visible defects to the delivered motor vehicle or parts thereof, such as scratches, dents and other damage and defects that can be perceived directly by the senses – that is to say, without expert examination –  or damage disclosed to the customer before delivery, no complaint is possible after delivery.

Article 9 - final provisions

9.1 Additions, extensions, limitations or any other arrangements deviating from the agreement referred to in paragraph 1 and/or these terms and conditions are only legally valid if recorded in writing in a deed signed by both parties.

9.2 If and insofar as there is any lack of clarity about the interpretation of one or more provisions of the agreement referred to in Article 1 and/or these general terms and conditions, or if one or more of those provisions should prove to be null and void or voidable, the interpretation of those provision(s) must take place in the spirit of the agreement and/or these general terms and conditions and/or action must be taken as far as possible in the spirit of the annulled or void provision(s).

9.2 The agreement referred to in Article 1 (including these general terms and conditions) is governed by Dutch law. Foreign legislation and treaties, including the Vienna Sales Convention, are excluded.

9.3 Disputes arising from or related to the agreement referred to in Article 1 (including these general terms and conditions) will be submitted to the competent court in Almelo.