General Terms and Conditions

1. Applicability

These general terms and conditions apply to and form an integral part of every offer, quotation, and agreement related to the services provided by Winner Welding Solutions, based in Rotterdam, unless explicitly agreed otherwise in writing.

In these general terms and conditions, “the customer” refers to any (legal) entity that orders and/or purchases services from Winner Welding Solutions.

Deviations from these conditions are only valid if expressly agreed upon in writing by both parties. The applicability of any purchasing or other general terms and conditions of the customer is expressly rejected.

2. Formation and Modification of Agreement

All offers and quotations by Winner Welding Solutions, in any form, are non-binding unless explicitly stated otherwise.

An agreement for the provision of services is established once an order placed by the customer is received and accepted by Winner Welding Solutions, as evidenced by a written confirmation or the commencement of work by Winner Welding Solutions. The agreement is entered into for an indefinite period unless the nature of the assignment dictates a fixed term or specific project.

Obvious errors or mistakes in the offers of Winner Welding Solutions release it from any obligation to perform and/or any liability for damages resulting from such mistakes, even after the agreement has been concluded.

3. Customer Cooperation

The customer must provide all necessary data and documents that Winner Welding Solutions deems essential for executing the assignment in a timely manner, in the required format, and in the required manner. Furthermore, the customer must provide the necessary cooperation for the proper execution of the work, including but not limited to ensuring the availability of its employees at agreed times and providing access to adequate workspace and research facilities when requested.

Winner Welding Solutions has the right to suspend execution of the assignment until the customer fully complies with the obligations outlined in this article.

4. Execution of the Agreement

The work is performed at the offices of Winner Welding Solutions unless otherwise agreed that it will take place entirely or partially at the customer’s location or another designated location.

Winner Welding Solutions determines the manner in which the work is performed. The company will exercise due care and act in the best interests of the customer.

Winner Welding Solutions is authorized to engage third parties in the execution of the agreement. The company will exercise due care when selecting such third parties. If these third parties wish to limit their liability, Winner Welding Solutions is authorized to accept such limitations on behalf of the customer. Winner Welding Solutions is not liable for any shortcomings of engaged third parties.

If additional work beyond the original scope is required, Winner Welding Solutions will notify the customer as soon as possible, detailing the nature, scope, and costs of the extra work. The additional work will be charged to the customer. If the additional work results from changes in relevant laws and regulations, the customer cannot terminate the agreement. If the customer chooses to terminate the agreement under these conditions, they must compensate Winner Welding Solutions for all work performed and incurred costs.

Any agreed timelines for the execution of services will be observed as closely as possible. However, exceeding a delivery term does not constitute a default unless explicitly agreed in writing that the term is a strict deadline.

Neither party is obligated to fulfill any obligation if prevented by force majeure, including but not limited to war, natural disasters, strikes, blockades, business disruptions, fire, prolonged IT failures, accidents, employee illness, or supplier delays.

5. Prices

All prices are in euros, excluding VAT and other government-imposed levies.

Prices stated in quotations are based on the rates, wages, taxes, and other relevant factors applicable at the time of issuance. If any of these factors change after order confirmation, Winner Welding Solutions reserves the right to adjust prices accordingly. If a price increase exceeds 10% of the total agreed amount, the customer may terminate the agreement in writing within eight days of becoming aware of the price increase.

6. Payment

Payments must be made within 14 days of the invoice date. The customer is not entitled to offset any claim against amounts charged by Winner Welding Solutions.

Winner Welding Solutions reserves the right to issue partial invoices for delivered services. Payments must be made via transfer to the designated bank account of Winner Welding Solutions.

If payment is not received on time, the customer is in default without further notice. From that moment, the statutory commercial interest rate is due as per Dutch law.

If payment remains outstanding after a written reminder, the customer is liable for an additional penalty of 10% of the outstanding principal amount, excluding VAT. Collection costs incurred beyond a single reminder or standard legal steps will also be charged to the customer.

7. Cancellation and Termination

The customer may cancel agreed work free of charge, provided that Winner Welding Solutions receives written notice at least ten (10) business days before the scheduled start. For later cancellations, the full agreed amount will be charged.

Winner Welding Solutions may terminate the agreement with immediate effect if the customer is declared bankrupt, applies for suspension of payments, undergoes asset seizure, or ceases operations. In such cases, all outstanding amounts become immediately due.

8. Liability

Winner Welding Solutions is only liable for damage directly caused by intent or gross negligence on its par

The company’s total liability is limited to compensation for direct damage, with a maximum equal to the agreed price for the specific service (excluding VAT).

Winner Welding Solutions is not liable for damages covered by the customer’s insurance or that could have reasonably been insured.

The customer indemnifies Winner Welding Solutions against third-party claims arising from the execution of services.

9. Complaints Procedure

If the customer is dissatisfied with the service provided or disputes an invoice, they may submit a complaint via email. Winner Welding Solutions will investigate and handle the complaint according to its internal complaints procedure.

10. Confidentiality

Both Winner Welding Solutions and the customer agree to maintain confidentiality regarding any sensitive business information exchanged during service execution.

Winner Welding Solutions reserves the right to publish anonymized case studies on work performed unless explicitly agreed otherwise.

11. Disputes and Governing Law

In case of ambiguity regarding the interpretation of these terms, the spirit of these conditions shall apply.

All agreements with Winner Welding Solutions are exclusively governed by Dutch law.

Any disputes arising from this agreement shall be settled by the competent court in the district where Winner Welding Solutions is registered.