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    New ways of delivering

    Mobile healthcare

    Driven by innovation, Expandable Healthcare is changing the way mobile healthcare services are delivered to patients today. We have a strong focus on accessibility and comfort for patients and staff.


    GENERAL DELIVERY AND SALES CONDITIONS

    1. DEFINITIONS
    1. By Supplier is intended in these conditions Expandable Healthcare B.V., with statutory seat in (5085 ET) Esbeek on Notelstraat 45a. 
    2. By Purchaser is intended in these conditions the client or buyer who concludes or wants to conclude an agreement with the Supplier or to or for whom the Supplier makes an offer or carries out a delivery or performance. 
    2. APPLICABILITY 
    1. These conditions are applicable to all offers, quotations, agreements, order confirmations and deliveries of Supplier.
    2. Under no circumstance are the general conditions of Purchaser applicable to the agreements between Supplier and Purchaser. If Purchaser applies different conditions, therefore, Supplier cannot and will not accept these. In derogation to what is stipulated in article 6:225 section 3 BW (Civil Code), Supplier is not bound by deviations featuring in the acceptance by the potential Purchaser from Supplier’s offer.
    3. Such derogations to these conditions as have been established between parties that impose obligations on Supplier are only effective if expressly agreed upon in writing.
    4. A (part of a) provision of these conditions not being applicable leaves unaffected the applicability of the remaining provisions. If such is the case, this provision will be replaced by a provision which is in line as much as possible with the intention and tenor of the relevant provision.
    3. OFFERS/AGREEMENTS
    1. All offers of Supplier are non-committal, also if they contain a term for acceptance. Pictures, colours, drawings, and statements of dimensions are merely indications. Supplier is not liable for deviations.
    2. An agreement between Supplier and the Purchaser is adopted after Supplier has confirmed the order of Purchaser. Supplier has the right to refuse orders or to subject delivery to special conditions. 
    3. Purchaser guarantees that the information provided to Supplier is correct. 
    4. Cancellation or modification of the order is only possible after the written consent of the Supplier.
    5. In case of cancellation or modification of the order after an agreement between Supplier and Purchaser has been adopted, Purchaser owes such cancellation fees as are to be established by Supplier. These cancellation fees consist of all such costs as are reasonably to be incurred by Supplier with an eye on the implementation of the order, the loss of profit, and other damage.
    6. Supplier has the right upon or after conclusion of an agreement, before performing, to demand from the Purchaser that both the payment and the other obligations on account of the agreement are complied with.
    7. The Purchaser does not have the right to either completely or partially rescind the agreement, unless Supplier falls short with his obligations on account of the concluded agreement.
    4. PRICES
    1. Unless stated otherwise, all price indications occur subject to price changes.
    2. The prices listed by Supplier are in Euros, or, if such is separately indicated, in another currency, and exclusive of VAT, import duties, levies or taxes due upon importation or exportation, administration, shipping, and insurance costs.
    3. If after conclusion of the agreement an increase of price-determining factors occurs, such as, though not limited to, raw material, materials, components, energy rates, transport costs, import duties, wages or social security contributions, Supplier has the right to pass on such cost-increasing factors to Purchaser.
    5. DELIVERY TIME 
    1. The delivery times indicated by Supplier never count as strict time limits. The overrunning of the delivery term does not entail the liability of Supplier and does not confer the right to Purchaser to cancel the order or to refuse the receipt or payment of the products. Purchaser safeguards Supplier against any possible claims of third parties in the matter of late delivery by supplier.
    6. SHIPPING 
    1. Delivery takes place ex warehouse/ex works and is only inclusive of shipping if so indicated by supplier.
    2. In case Supplier takes care of shipping upon request and on behalf of Purchaser, the manner of shipping and the shipping route are at the option of Supplier. In such case, Supplier is not liable for damage-causing events, of whatever nature, which occur during or in connection with shipping, unless a case of wilful intent or gross fault pertains on the part of Supplier.
    3. Supplier is authorised to deliver the goods in batches. Partial deliveries can be invoiced to Purchaser separately.
    4. If it has been established between parties that labels, tags and the likes will be attached to matters and packaging by Supplier, Purchaser must make sure that these labels/tags and the likes will be in the possession of the Supplier no later than within 7 days after the adoption of the agreement. If Purchaser does not take care of the timely delivery of labels, tags and the likes, Supplier has the right to deliver the matters to Purchaser without labels, tags and the likes, without such entailing any obligation of Supplier to pay any compensation (of damages).
    5. Purchaser is obligated to accept the matters at the moment that Supplier delivers or has delivered them to him or otherwise at the moment when the matters are made available to him. The Purchaser will – if no time for acceptance has been established – accept them in any event within 3 months after the agreement has been adopted. 
    6. If Purchaser refuses acceptance or is negligent in providing information or instructions which are necessary for delivery, then the Supplier has the right to store the matters at the expense and risk of Purchaser or to rescind the agreement, or at least such part thereof as has not yet been implemented, without any judicial intervention and without requiring a default notice, and all matters without prejudice to the right of Supplier to compensation of damages.
    7. Purchaser guarantees the proper accessibility of the place of destination, and specifically the unloading area. If this provision is not complied with, the costs for the carrying out of (additional) activities in order to realize delivery, are borne by Purchaser, unless established otherwise in writing.
    7. PRIVACY AND THIRD PARTIES 
    1. To implement the agreement concluded with Purchaser, it is necessary for Supplier to process certain personal data of Purchaser and/or to provide such to third parties. The data will – barring a legal obligation – only be provided to a third party in case Supplier has concluded a processor agreement to such effect.
    2. Purchaser safeguards Supplier against all damage which Purchaser suffers because a third party has violated his obligations on account of the processor agreement.
    3. The rights of Purchaser in the matter of the aforementioned processing of his data can be found in the attached privacy statement, which client must accept prior to the adoption of the agreement.
    4. To the extent the data provided by the Purchaser regard the personal data of a third party, the Purchaser declares that he is authorised to do so. It is the responsibility of the Purchaser to enter into a processor agreement to such effect. Purchaser safeguards Supplier against any possible damage, in whatever form, which third parties suffer as a result of this processing, barring the wilful intent or deliberate recklessness on the part of Supplier.
    8. PAYMENT 
    1. Purchaser must settle the invoice amount within 14 days after the invoice date and prior to delivery, without any discounts, to the bank account indicated by supplier on the invoice.
    2. Purchaser falls legally into default through the simple expiry of the payment term – that is, without the sending of a default notice – and owes an interest which is equal to 1% per month, unless the statutory interest is higher, in which case the statutory interest is due. Purchaser will compensate all costs incurred by the Supplier, both extrajudicial and judicial, from the day that his default has entered into effect.
    3. Supplier has the right to demand direct payment or to demand that Purchaser lodges security for payment or pays such part of the purchase price as is to be determined by Supplier, before Supplier delivers the product in case.
    9. RETENTION OF PROPERTY 
    1. For as long as Purchaser has not paid supplier in full, also including, though not limited to, the payment of all invoices, also those for earlier and later deliveries and services provided, compensation of all costs and interest, as well as damage claims on account of shortcomings in compliance by Purchaser, Supplier reserves himself the property of the products delivered by him to Purchaser.
    2. Purchaser is obliged to keep the products delivered under retention of property carefully and as the recognisable property of Supplier and to insure them and keep them insured against risks such as fire, explosion, damaging, and theft.
    3. As soon as Purchaser has paid the Supplier in full, the property of the product passes to Purchaser. Purchaser is not at liberty before, without the written consent of Supplier, to encumber, let, cede as a deposit, or move the products off his premises. Purchaser only has the right with the consent of Supplier to sell or deliver the products which Supplier is the owner of to third parties.
    4. If Purchaser does not comply with his obligations or Supplier has a well-founded fear that he will not do so, Supplier has the right to have the delivered products taken away from Purchaser. Purchaser is obligated to render all assistance to such effect. Purchaser presently grants an irrevocable authorisation to Supplier already, that they or persons to be designated by them will be allowed to enter the area where the products are located, in order to take the products with them. All resulting costs will be at the expense and risk of Purchaser.
    5. Purchaser is obligated to forthwith inform Supplier in writing of the fact that third parties bring to bear rights to goods and/or products which are subject to a retention of property of Supplier.
    10. COMPLAINTS
    1. After receipt of the product of Supplier, Purchaser must immediately inspect this product. Complaints with regard to products delivered by Supplier must be submitted to Supplier seven (7) days after receipt of goods in writing, including a precise description of the complaint, on pain of the lapsing of any liability of Supplier. Complaints regarding partial deliveries may not be postponed until all established products have been delivered.
    2. Purchaser is not at liberty to return a product before Supplier has consented with this in writing. Acceptance of return shipments may never be considered by Purchaser as recognition by Supplier of defects to the delivered matters or as the recognition of liability. The costs of returning are borne by the Purchaser and the products continue to be at his risk.
    3. If a complaint is recognised, then Supplier has the choice to repair or replace the delivered matters, or to credit the invoice amount, without being bound to pay any compensation.
    11. LIABILITY 
    1. Supplier may deliver semi-finished goods, to which modifications are still to be applied by or on behalf of Purchaser. This may regard the installation of devices or other modifications. In such case, there is no insight into what happens to the product after it has been delivered. Supplier is not liable for modifications in or to the delivered matters by or on behalf of Purchaser, nor for the results thereof. Liability for such is excluded. 
    2. Supplier may be insured against certain liability, but such does not always have to be the case. For this reason, several limitations apply to the liability of Supplier. The obligation to compensate damage of Supplier on any basis whatsoever is limited to such damage as Supplier is insured against on account of an insurance taken out by Supplier and can never exceed the amount which is disbursed in the relevant case by this insurance (whether or not to Supplier).
    3. If Supplier for whatever reason is not entitled to appeal to the limitation of the preceding paragraph (and the insurer, therefore, for whatever reason does not pay out), the obligation to compensate damages of Supplier is limited to a maximum of the invoice amount which Supplier has billed to the Client (exclusive of VAT). If the agreement consists of components or partial deliveries, the obligation to pay compensation of damages is limited to a maximum of the invoice amount of such component or partial delivery.
    4. Under no circumstance is Supplier liable for indirect damage of Purchaser, such as consequential damage and loss of profit. Leaving aside cases of wilful intent or gross fault on the part of Supplier, Supplier is not liable for any damage of Purchaser or third parties.
    5. Purchaser is obligated to safeguard and indemnify Supplier in all cases in the matter of claims for the compensation of damage which third parties may render effective at the charge of Supplier. Only Purchaser can claim entitlement to the compensation of damage by Supplier and only in conformity with these general conditions.
    12. SUSPENSION AND RESCISSION 
    1. If Purchaser does not timely or properly comply with any obligation flowing for him from the agreement with Supplier, Purchaser legally falls into default. Supplier has the right in the aforesaid cases to either suspend the implementation of the agreement or to completely or partially rescind the agreement (and to reclaim what he has already delivered, to the extent not paid yet) – without any judicial intervention or default notice being required – and to claim payment of the implemented part of the agreement and to demand advance payment for further delivery. The preceding leaves unaffected the right of supplier to claim compensation of his damage.
    2. In the cases intended in section 1 of this article, the claims of supplier on the Purchaser become immediately exigible.
    13. FORCE MAJEURE 
    1. In case of force majeure, Supplier has the right to suspend all his obligations towards Purchaser and to partially or completely rescind all agreements with Purchaser, with retention of the right to payment of the work already carried out and of the costs incurred, and without being obliged to pay any fine or compensation of damages.
    2. By force majeure is intended in these general conditions any circumstance independent of the volition of Supplier – even if it could already be foreseen at the time of adoption of the agreement – which permanently or temporarily prevents compliance with the agreement, as well as, to the extent not already included therein: war, threat of war, rioting, mobilization, national and international unrest, government measures, strikes, exclusion of workers, transport issues, natural phenomena, fire, and other grave disruptions at the company of Supplier or his suppliers or third parties that have been deployed for the implementation of the agreement.
    14. WARRANTY 
    1. The Supplier guarantees the soundness of the matters delivered by him and of the materials used for them. In case of matters which are entirely or partially manufactured from natural products, deviations from samples may occur. To the extent these regard deviations which are usual in the sector, such does not confer the right to Purchaser to return the matters or to any type of compensation (of damages). In addition, Supplier exclusively guarantees the soundness of the matters delivered by him and of the materials used for them if these matters are used in a normal, diligent manner and in accordance with the regulations of the Supplier and of the materials used for them, as well as for the purpose they were manufactured for. This guarantee does not apply if the Supplier delivers matters of expressly established inferior quality. Supplier establishes whether the warranty is applicable and determines the manner of repairing and/or shipping. The warranty only stipulates the replacement of materials and components. Excluded from the warranty are travel- and accommodation costs and other costs, which are borne by Purchaser.
    2. Supplier may deliver semi-finished goods. That means that processing and/or adjustments will occur on these products. The warranty as intended in this article expressly does not cover the semi-finished good or the good as from the moment it is processed and/or adjustments are made to it by Purchaser or third parties. Supplier does not give any guarantees to the work or goods of third parties or the consequences thereof to the delivered matters. Purchaser safeguards Supplier in the matter of claims, also against third-party claims.
    3. No entitlement to a warranty as intended in this article can be claimed if the defect or wear is the result of negligent maintenance or normal use. Furthermore, no claim can be made to the warranty in case purchaser remains in default and does not comply with his obligations.
    4. In case of replacement or refund, the use which has in the meantime been made of the delivered matters is taken into account, also including wear as a result of normal use.
    15. EXPIRY TERM
    1. All legal claims on account of the agreement lapse for the Purchaser through the expiry of twelve (12) months in any case, to be counted from the day on which the claim has become exigible.
    16. INTELLECTUAL PROPERTY RIGHTS 
    1. The rights of intellectual property, also including copyrights, model- and brand rights, concerning the products of Supplier continue to lie with Supplier and may only be used with the written consent of Supplier for the purpose of promotional and publication activities, and all matters in the widest sense of the term.
    2. Purchaser is obligated, as soon as he takes cognizance of the use of the intellectual property rights of Supplier by third parties, to immediately inform the Supplier accordingly.
    17. APPLICABLE LAW 
    1. To all agreements, Netherlands legislation is applicable. In addition, the Vienna commercial convention is applicable to the extent they have not been deviated from in these conditions.
    2. All disputes between parties will be submitted exclusively to the court of law competent to that effect in the place of establishment of Supplier.