Terms & Conditions

LEFF Building Partners B.V.

Article 1. Applicability

  1. These general terms and conditions apply to every offer, quotation, and agreement between LEFF Building Partners B.V., registered with the Dutch Chamber of Commerce under number 99537028, hereinafter referred to as “LEFF”, and its client, in the broadest sense of the word. Deviation from these terms and conditions is only possible if this has been expressly agreed in writing between the parties prior to the conclusion of the agreement.
  2. These terms and conditions may also be invoked by LEFF’s employees and by third parties engaged by LEFF in the performance of an assignment.
  3. LEFF expressly rejects any purchasing terms or other conditions of the client, unless and insofar as LEFF has accepted these in writing.
  4. If LEFF has agreed in writing to the applicability of one or more deviating provisions, these general terms and conditions otherwise remain fully in force.
  5. Should any provision of these terms and conditions prove wholly or partially invalid, the remaining provisions shall remain in full force. The parties shall replace the invalid provision with a provision that most closely reflects the purpose and intent of the original provision.

Article 2. Quotations and formation of the agreement

  1. All quotations issued by LEFF are without obligation and are valid for thirty days from the date of issue, unless stated otherwise in writing.
  2. Prices quoted are exclusive of VAT and other government levies, and are based on execution within LEFF’s normal working hours.
  3. A composite price quotation does not oblige LEFF to carry out part of the assignment against a corresponding part of the quoted price.
  4. An agreement is formed at the moment LEFF confirms the assignment in writing or by email, or at the moment LEFF actually commences performance of the assignment.
  5. The client preferably confirms the assignment in writing. If the client fails to do so but nevertheless agrees to LEFF starting performance, the content of the quotation is deemed to have been agreed between the parties. Verbal agreements and commitments are only binding on LEFF once they have been confirmed in writing.
  6. If the client’s acceptance deviates from the quotation, even on minor points, LEFF is not bound by it. In that case the agreement is not formed in accordance with this deviating acceptance, unless LEFF expressly indicates otherwise.
  7. Rights and obligations under the agreement may only be transferred by the client to third parties with LEFF’s prior written consent.

Article 3. Performance of the agreement

  1. LEFF shall perform the agreement to the best of its knowledge and ability and in accordance with the standards of good workmanship, and shall make every effort to achieve a result that is usable for the client.
  2. LEFF is entitled to have certain work carried out by third parties if this is desirable for the proper performance of the assignment.
  3. The client shall not engage other parties in a way that could affect LEFF’s performance of the assignment, without first consulting LEFF about this.
  4. The client shall ensure that all data, drawings, permits, and other information that LEFF needs, or that the client should reasonably understand LEFF needs, are supplied in good time and accurately. If this is not done, LEFF is entitled to suspend performance and/or to charge the resulting additional costs to the client.
  5. LEFF is not liable for damage resulting from incorrect or incomplete information provided by or on behalf of the client, unless LEFF should have recognized the inaccuracy or incompleteness.
  6. A period stated by LEFF for the performance of the assignment is indicative, unless the nature or content of the agreement dictates otherwise. Even if such a period is exceeded, LEFF is only in default once the client has given LEFF notice of default by registered letter and a reasonable period for performance has since elapsed.
  7. LEFF may perform the agreement in phases and invoice each phase already carried out separately.

Article 4. Materials, procurement, and transfer of risk

  1. If it has been agreed that LEFF will purchase or arrange for the delivery of building materials, components, or other items on behalf of the client, the client’s written approval of the budget or specification also constitutes approval for LEFF to carry out this procurement.
  2. Stated delivery times and prices of materials are indicative; the client cannot derive any rights from them.
  3. The timing of delivery of materials to the construction site is determined in consultation with the client. Unless otherwise agreed, LEFF is not obliged to be present at the delivery.
  4. The risk of loss, theft, or damage to delivered materials and items passes to the client at the moment these are delivered to the construction site or another agreed location and thereby actually come under the control of the client or a party designated by the client.

Article 5. Additional work

  1. Work or deliveries that LEFF carries out at the client’s request or with the client’s prior consent, and which fall outside the content or scope of the agreed assignment, shall be paid for by the client at LEFF’s rates applicable at that time. LEFF is not obliged to comply with such a request and may require that a separate written agreement be concluded for it.
  2. If a fixed price has been agreed for the assignment and the parties are considering a separate agreement for additional work, LEFF shall inform the client in writing in advance of the financial consequences of this.

Article 6. Intellectual property and confidentiality

  1. Drawings, designs, budgets, and other documents provided by LEFF may not be copied, shown to third parties, or otherwise used without LEFF’s prior written consent.
  2. LEFF may use and depict the completed project for its own promotional purposes, through both online and offline channels, unless the parties agree otherwise in writing.

Article 7. Payment

  1. At the start of each project, LEFF agrees a payment schedule with the client.
  2. Unless a different term has been agreed in writing, invoices must be paid within 14 days of the invoice date, without any set off or deduction, in the manner specified by LEFF.
  3. Once the payment term has expired, the invoice amount is immediately due and payable and the client is in default by operation of law, without any notice of default being required.
  4. From the moment default occurs, the client owes interest on the outstanding amount at a rate of 8% per month, or the statutory commercial interest rate if that is higher.
  5. If LEFF is found to be in the right in judicial or extrajudicial collection proceedings, all costs associated with this shall be borne by the client.
  6. In the event of non payment, suspension of payment, bankruptcy, or liquidation of the client, LEFF has the right to dissolve the agreement, or the part not yet performed, without judicial intervention, and to reclaim items not yet paid for, without prejudice to its right to compensation. In such cases all of LEFF’s claims against the client are immediately due and payable.
  7. If LEFF is found to be in the right in judicial (collection) proceedings, all costs incurred by LEFF in connection with this shall be borne by the customer.

Article 8. Liability

  1. To the extent LEFF is liable, this liability is limited to what is set out in this article.
  2. LEFF is not liable for damage arising from the fact that it relied on incorrect or incomplete information provided by or on behalf of the client.
  3. If LEFF is liable for damage, this liability is limited to a maximum of the invoice value of the assignment, or of the part of the assignment to which the liability relates.
  4. LEFF is only liable for direct damage.
  5. Direct damage is understood to mean exclusively: the reasonable costs of determining the cause and extent of the damage, the reasonable costs incurred to bring LEFF’s defective performance into line with the agreement, and reasonable costs incurred to prevent or limit damage, insofar as the client demonstrates that these costs actually led to a limitation of direct damage. LEFF is never liable for indirect damage, including but not limited to consequential damage, loss of profit, missed savings, and damage due to business interruption.
  6. The limitations set out in this article do not apply if the damage is the result of intent or gross negligence on the part of LEFF or its management.

Article 9. Delay and force majeure

  1. If performance of the assignment is delayed or interrupted by circumstances not attributable to LEFF, the client shall reimburse LEFF for the resulting costs. LEFF shall limit these costs and any resulting damage as far as reasonably possible.
  2. If a delay or interruption as referred to in paragraph 1 lasts longer than three months, LEFF shall inform the client as soon as possible of the timeframe within which performance will resume, taking the client’s legitimate interests into account.
  3. Force majeure is understood to include, in addition to what is understood by that term under law and case law, all external circumstances, foreseen or unforeseen, over which LEFF has no influence and which prevent LEFF from fulfilling its obligations, including strikes at suppliers or subcontractors and shortages of building materials.
  4. If performance becomes permanently impossible due to force majeure, either party is entitled to dissolve the agreement with immediate effect for the part of the obligations not yet fulfilled.
  5. Insofar as LEFF has already partly fulfilled its obligations at the time force majeure occurs, or will still be able to fulfill them, and independent value can be attributed to that part, LEFF is entitled to invoice that part separately. The client is obliged to pay this invoice as if it were a separate agreement.

Article 10. Dissolution

  1. If the client fails to fulfill its obligations under the agreement, fails to do so in time, or fails to do so properly, or finds itself in a situation of suspension of payment, bankruptcy, liquidation, death, or loss of control over its assets, LEFF is entitled to dissolve the agreement, or the part not yet performed, without notice of default and without judicial intervention, and to reclaim items already delivered but not yet paid for, without prejudice to its right to compensation, including loss of profit.
  2. In the cases referred to in paragraph 1, all of LEFF’s claims against the client are immediately due and payable.
  3. Under the same circumstances, the client is also entitled to dissolve the agreement, but only with LEFF’s consent. In that case LEFF is entitled to reclaim items it has delivered but that have not yet been paid for. The compensation amount referred to in paragraph 4 applies, unless the parties agree otherwise in writing.
  4. If LEFF agrees to dissolution as referred to in paragraph 3, the client owes LEFF compensation equal to the costs incurred up to that point, increased by twenty five percent (25%) of the remaining amount of the original price quotation, unless the parties agree otherwise in writing.
  5. In the event of a failure not attributable to a party, the other party has the right to dissolve the agreement if it cannot reasonably be required to continue the agreement.

Article 11. Warranties

  1. The warranty provided by the manufacturer applies to the delivered products, both in terms of scope and duration.
  2. The warranty lapses if the customer has caused defects to the product itself, has carried out or had carried out repairs itself, has used the product incorrectly, has not carried out the required maintenance correctly, or if the defect can be attributed to the customer for any other reason.
  3. Defects resulting from external causes, such as fire damage, damage from falling or impact, water damage, storm damage, and lightning strikes, are excluded from the warranty.
  4. If LEFF has had material and/or construction defects repaired under warranty, has replaced the relevant products, or has refunded the purchase price, it has fully discharged its warranty obligations and LEFF is not obliged to pay any further compensation.

Article 12. Applicable law and disputes

  1. Dutch law exclusively applies to all offers and agreements with LEFF, and to their performance.
  2. Disputes not falling within the jurisdiction of the subdistrict court shall be submitted to the competent court in the district in which LEFF is established.