General Terms and Conditions
General Terms and Conditions for Advertisers Trayler B.V.
Article 1. Who is Trayler B.V.?
In these general terms and conditions, 'Trayler B.V.' refers to the user of these general terms and conditions.
Trayler is registered in the Trade Register under the name 'Trayler B.V.' with Chamber of Commerce number: 75907003.
Trayler can be reached via the following contact details:
e-mail: hq@trayler.kranzcollins.site
phone: 050 - 234 00 85
VAT identification number Netherlands: FILL IN
Article 2. Definitions
Words used in these general terms and conditions, in singular or plural, have the meaning of the italicized words as defined below in this article.
– Trayler: the User of these general terms and conditions, namely: Trayler B.V.
- Advertiser: any (legal) person who has entered into an agreement with Trayler B.V. or wishes to do so, and besides this, their representative(s), authorized agent(s), successors, and heirs, or in other words: the client.
- Service: The activities that Trayler offers or the assignment it accepts, including but not limited to the purchasing or renting of (parts of) trailers/trucks with the aim of applying advertisement stickers and/or advertising tarpaulins for advertisers and ensuring that the trailers with this advertising are on the road.
- Agreement: the contract in all its forms, of which the general terms and conditions are an integral part, regarding the rental and delivery of Services to and from the Advertiser.
- Trailer: the vehicle for which Trayler rents a portion for the advertisements of the Advertiser, such as trucks, trailers, and other means of transport.
- Advertising: All advertisement and business representations that the Advertiser wishes to have on the trailer via stickers and/or tarpaulins.
Article 3. Applicability
These general terms and conditions apply to all offers from Trayler and to Agreements, any (e-mail) newsletters, websites, offers, quotations, and invoices from Trayler B.V.
These general terms and conditions also apply to actions of third parties engaged by Trayler in the context of the Agreement.
Deviations from these conditions are only valid insofar as they have been agreed upon in writing between Trayler and the Advertiser and apply only to the respective Agreement.
The applicability of the general terms and conditions of the Advertiser is expressly rejected.
Article 4. Intellectual Property Rights
All intellectual property rights regarding the website, materials used by Trayler in the execution of the Agreement, PR materials, including, among others, those regarding software, texts, images, and sounds, are vested in Trayler, and/or in those from whom Trayler has obtained a license. This means, among other things, that it is not permitted to publicly disclose, reproduce and/or modify the information stated on the website or advertising without Trayler's permission, except for personal use.
Article 5. Quotation, Agreement and Engagement of Third Parties
In offers from Trayler, Trayler does not guarantee that the offer as mentioned above is free of errors and/or omissions. Printing and typing errors are therefore expressly reserved and may be a reason not to fulfill the Agreement. If Trayler decides to do so, it will inform the Advertiser without delay.
Every offer is subject to price changes, unless otherwise agreed in writing.
All information and/or specifications provided by Trayler are always approximate, unless expressly and in writing indicated otherwise.
If an offer from Trayler is not followed by a written assignment within one calendar month (or, as far as applicable, the specifically indicated – differing – period in that offer, etc.) or confirmed by the Advertiser, the offer will expire.
Article 6. Responsibilities of the Advertiser
The Advertiser is obliged to provide all information of which it knows or should know that it is necessary for the execution of the assignment, timely to Trayler.
The Advertiser is responsible for the accuracy and completeness of the information it provides.
If the Advertiser does not or does not timely make the requested data available or does not make it correctly, and the execution of the relevant Service is delayed as a result, the additional costs arising therefrom will be borne by the Advertiser.
Article 7. Liability
Trayler is not liable for any damage of any kind arising from assuming incorrect and/or incomplete information provided by or on behalf of the Advertiser.
The Advertiser cannot hold Trayler liable for any damage unless the damage was caused by intent or gross negligence of Trayler.
The liability of Trayler, insofar as it is covered by its liability insurance, is limited to the amount paid out by the insurer per event.
If the insurer does not provide compensation in any case or if the damage is not covered by insurance, the liability of Trayler is in any case limited to a maximum of € 1000,- per event.
Trayler is not liable for damage caused by, towards or to executing assistants, employees or means of the Advertiser.
Trayler is not liable when the advertisement is perceived as offensive, hurtful, or shocking; this responsibility lies with the Advertiser.
Limitations of liability of Trayler also extend in favor of directors, employees, and non-subordinate representatives and assistants of Trayler.
All claims and other rights, for whatever reason, which the Advertiser believes it has against Trayler must be received in writing by Trayler within 12 months of the moment the Advertiser became aware of or reasonably could have been aware of them, failing which these claims will expire.
If Trayler is held liable by third party(ies) for alleged damage attributable to the Advertiser, particularly but not exclusively meant when the Advertiser is in breach of contract with Trayler or is in default, Trayler will be indemnified by the Advertiser for this.
Article 8. Complaints Obligation
Complaints or disputes from the Advertiser regarding an invoice must be made in writing and within fourteen (14) calendar days after the invoice date, under penalty of expiration.
Article 9. Termination, dissolution, and force majeure
Agreements between Trayler and the Advertiser have a duration of 3 years, unless expressly stated otherwise in the Agreement, after which the agreement will automatically renew for an indefinite period. Automatic termination after the first term does not apply.
The Agreement cannot be terminated by the Advertiser during the period that the Agreement is for a fixed term.
A valid termination of the Agreement by the Advertiser is only possible if the termination or dissolution has been received in writing by Trayler.
Without prejudice to the further rights accruing to Trayler, Trayler is entitled to terminate the Agreement wholly or partially by means of a written declaration if:
The Advertiser is in default of fulfilling one or more obligations under the Agreement;
If the business or its shareholders of the Advertiser change or if it transfers its business to third parties;
The Advertiser has been declared bankrupt, has requested (provisional) suspension of payment, has become subject to the Natural Persons Debt Restructuring Act, has ceased operations or liquidated, or if a substantial part of its assets and/or properties is seized;
Circumstances not attributable to Trayler arise that make compliance with the Agreement no longer reasonably required or no longer can be demanded in full, including (but not limited to) bankruptcy of the transport companies engaged by Trayler.
In the above cases, Trayler is never obliged to pay compensation.
The Advertiser cannot terminate or dissolve the agreement if a price change is implemented by Trayler, such as a periodic increase in rates based on inflation. Trayler has the right to index rates annually to a percentage equal to the CBS consumer price index. It will be published with the percentage by which prices are rising. If Trayler indexes the rates, it will take place on July 1 of that year based on the average inflation in the previous calendar year.
If Trayler (or a third party engaged by it) has already performed services in the execution of the Agreement at the time of termination, these services and the associated payment obligation from the Advertiser to Trayler will not be subject to reversal.
If the Advertiser cannot fulfill the Agreement for reasons or cannot reasonably be demanded to do so and wishes to withdraw from the contract, the Advertiser must compensate Trayler for damages, such as the positive contractual interest, costs incurred by Trayler under the Agreement or expenses that Trayler has incurred with third parties resulting from the Agreement.
Trayler does not guarantee where in the Netherlands the trailer(s) are operating.
Article 10. Payment and Penalty
The agreed price is exclusive of VAT and any other government levies, unless otherwise agreed in writing.
Unless expressly agreed otherwise in writing, payment must be made within the (fatal) payment term as specified on the invoice.
The Advertiser is not entitled to suspend or offset payments.
If payment has not been made within the payment term as mentioned in paragraph 2, the Advertiser is automatically in default. The Advertiser will then owe Trayler the statutory commercial interest (whereby a part of the month is considered a whole month) as well as extrajudicial collection costs of 15% of the principal sum.
Invoicing from the Advertiser to Trayler follows a payment term of 60 days.
The Advertiser is not permitted, during the term of this agreement and for a period of five years after the end of this agreement, to contract directly with transporters who are customers of Trayler. This applies in the offering phase, after concluding the agreement, and up to 5 years after the expiry of the agreement. In case of a violation, the Advertiser will owe an immediately payable penalty of € 8,000,- per event, per trailer. Trayler reserves the right to claim compensation in addition to this penalty.
Article 12. Processing of Personal Data
If Trayler processes personal data on behalf of the Advertiser in the execution of the Agreement, the Advertiser can be designated as the data controller, or if Trayler processes personal data for a third party as the processor.
Trayler will conduct the processing of personal data solely in the context of executing the Agreement, plus those purposes that are reasonably related or determined with the consent of the data subject.
The Privacy Statement of Trayler B.V., as published on the website of Trayler B.V., is also part of these General Terms and Conditions.
Article 13. Applicable Law and Competent Court
Parties hereby expressly choose the application of Dutch law on all existing legal relationships between them. All offers, agreements as well as their execution will thus be governed by Dutch law.
All disputes between the parties arising from or related to the agreement to which these general terms and conditions apply, or the interpretation or execution of the terms themselves, both of factual and legal nature, will be adjudicated by the competent court of the District Court of Northern Netherlands, location Groningen or Assen.