SKYLINER, biggest mobile ride in the world

SKYCABLERIDES
is a tradename of

Vermolen Amusement Nederland BV

Registered address
Uilenwaard 22
5236WB 's-Hertogenbosch
The Netherlands

Chamber of Commerce Netherlands, registration nr 17197225
VAT Nr NL817113630.B01

Contact
Email : mail@skycablerides.com
Tel : +31 659 060 677

Bank data
RABO Bank
IBAN : NL19RABO0123735920
BIC : RABONL2U

General terms and conditions

for the supply of goods, equipment and machinery, the use of manuals and software and for the performance of services

I GENERAL PROVISIONS

1. Applicable conditions
SKYCABLERIDES hereinafter referred to as SCR, issues quotations and enters into agreements for the supply of goods, equipment and machinery, the use of manuals and software and the performance of services, exclusively on the basis of the General Terms of Delivery set out below. Any deviations require SCR' written confirmation. Should any provision in the agreement be invalid, the other provisions remain in force without prejudice, unless the agreement then becomes obviously unreasonable to uphold.

2. Special provisions
If SCR renders additional services in addition to the supply of goods, equipment, machinery or software, SCR' Special Provisions for Additional Services such as installation, commissioning, assembly, inspection, maintenance, review and repairs as well as consulting, training and support also apply in addition, see chapter II. In the event of conflict, the Special Provisions take precedence over the General Provisions.

3. Quotation; conclusion of agreement
Quotations issued by SCR are without prejudice and subject to confirmation, and an agreement binding on SCR shall only come into effect after SCR issues written confirmation of an order or order confirmation from the customer. The illustrations, drawings, dimensions, weight specifications, etc. pertaining to a quotation shall be regarded as an estimate unless SCR has explicitly stated that they are to be regarded as an accurate specification.

4. Prices
All prices specified by SCR are exclusive of the VAT payable in the context of the agreement, therefore charged separately. The price of the goods, equipment and machinery to be supplied excludes the services. If the cost price of goods, equipment and machinery ordered, including the costs of wages and materials, have increased significantly between the time the agreement was concluded and the date of delivery, SCR shall be entitled to increase the prices accordingly.

5. Payments
Payments are due no more than 21 calendar days after the invoice date. If SCR has reason to believe that the customer may not comply with its payment obligations, such as in the event of a suspension of payments, bankruptcy or an application for bankruptcy on the part of the customer, seizure, shut-down or liquidation of the company, previous payments not paid on time, etc, SCR may require full payment in cash before or on delivery.
In the event of late payment, the customer shall be liable to pay interest on the outstanding amount at the statutory rate without notice. Interest shall also be charged on any interest due but not paid after one year. Any collection costs incurred by SCR shall also be borne by the customer. In the event of late payment, including the failure to comply with the above mentioned request for cash payment in advance or on delivery, SCR is entitled to suspend performance under the agreement until such time as full payment is received and, if the customer fails to pay in full after a written notice has been sent, to terminate all or part of the agreement. The above does not affect SCR’ rights for compensation.
Amounts may not be offset against claims against SCR. In the case of bankruptcy, suspension of payments or seizure on the part of the customer, all amounts owed by the customer to SCR shall be due and payable immediately and in full, and SCR may offset any claims immediately.

6. Delivery; acceptance
If SCR uses Incoterms, the release version is the one which applies on the quotation date. The delivery period starts on the day on which the agreement comes into force or on the day on which an agreed advance payment is paid in full and all information to be provided by the customer which is relevant to the execution of the agreement is received, whichever date is the later.
SCR shall only be deemed to be in default for failing to meet a deadline if it fails to comply with all or part of its obligations towards its customer as a result of circumstances that are attributable to it and after the expiry of a reasonable additional period of time. This additional period of time shall not be longer than 50% of the original period. In that case, the customer shall only be entitled to terminate the agreement if it cannot reasonably be expected to uphold it.
SCR is authorized to make partial deliveries. The customer is obliged to accept the partial delivery of goods, equipment and machinery or services. If the above partial delivery does not seriously impede the use of the goods, equipment and machinery or services, this shall neither constitute grounds to claim failure to meet a deadline nor to refuse to accept or pay for the goods, equipment and machinery or services. However, this shall also not affect the customer’s right to have the shortcoming rectified as soon as possible.

7. Transfer of risk and ownership
The risk for goods, equipment and machinery being supplied always passes permanently to the customer at the time of arrival at the agreed place of delivery. The title of legal ownership to goods, equipment and machinery only passes to the customer once the customer has paid all amounts owing to SCR in connection with the supply of these goods, equipment and machinery as well as other deliverables supplied by SCR previously or subsequently, including the related services, interest and costs.
In the event of late payment, SCR shall be entitled to repossess or arrange for the return of any goods, equipment and machinery delivered without further notice of default and without legal intervention and the customer authorizes SCR in advance to access all sites in and around the customer’s business to this end. The customer is entitled to use any goods, equipment and machinery subject to retention of title as part of its normal business activities. However this does not include encumbering such goods, equipment and machinery with rights or security interests.

8. Non-attributable failure; force majeur
Failure to comply with an obligation shall not be regarded as attributable if it is the result of or is related to circumstances which are beyond the control of the party concerned, whether it could have been foreseen or not. Such circumstances include but are not restricted to:
War or a similar, mobilization, riots, sabotage, terrorism, threats of terrorism, fire, lightning strike, implosion, explosion or escape of dangerous gases or substances, natural disasters, extreme weather conditions, strikes, bankruptcy of a supplier, accidents during transport, sit-ins, unexpected customs proceedings, boycotts or blockades and measures taken by a domestic or foreign Government such as the imposition of import, export, delivery or production bans.
If a party fails to comply with the agreement, without this being attributable to the party concerned, and if it remains impossible to comply with the agreement on a permanent basis, the agreement may be terminated by either of the parties. However, if compliance is not permanently impossible, the delivery period will be extended with the period during which compliance was impossible, including time required for resumption. In that case the agreement may not be terminated by either of the parties. If SCR incurs extra costs in complying with the agreement as a result of circumstances not attributable to SCR, SCR shall be entitled to charge these costs on to the customer in all reasonableness.

9. Defects in goods, equipment and machinery and services rendered
If goods, equipment and machinery supplied or services rendered display a defect, the customer shall be entitled to require SCR to rectify the defect free of charge, either by means of repair, replacement or re-execution, at SCR’ discretion, provided that the following conditions are met:

It is reasonably possible to rectify the defect
The cause of the defect is attributable to SCR
The defect comes to light within 12 months of the handover of the item concerned or the notification that the service was performed
SCR is notified of the defect in writing within 10 days of the time when it could reasonably have been discovered
Any additions or alterations to the goods, equipment and machinery supplied or the services performed, repairing of faults or maintenance activities have been carried out by SCR or with SCR’ prior written consent
Any consumables used comply with SCR’ specifications

Costs incurred for disassembly and assembly of the goods supplied are for the customer's account. If the repair is not performed on the original site of delivery SCR may additionally charge transport costs and travel and accommodation expenses. SCR may request that an item needing repair be returned to its address or to an address, specified by it free of charge. SCR is entitled to rectify defects on its own initiative. Any components that become available as a result of a replacement shall remain/become SCR’ property.
The above mentioned obligation to rectify defects also applies to defects in repairs for a period of three months after the repair is carried out, but up to the end of the original period of 12 months as a very minimum. An agreement may only be completely or partially terminated as a result of a defect insofar as the customer cannot reasonably be expected to uphold it.

10. Liability for damage
In the event of damage which the customer can prove to have suffered as a result of SCR' failure to meet a deadline, the customer shall be entitled to negotiate a compensation of that part of the agreement that was not executed on time for each full calendar week of the delay. Note that a failure of not meeting the deadline is after the extension period as mentioned under (6) and (8).
SCR shall pay compensation for other damages only insofar as it concerns damage to property and only if the customer can prove the damage is caused by SCR. In the case of damage, compensation shall not be paid under any circumstances for loss of income, profit or revenue loss of production, loss due to business interruption, loss of anticipated savings, loss of contracts, wages paid in vain, any increase in operating costs, excess costs incurred due to external purchasing, and discounts or penalties payable to third parties. The right to compensation for damage shall expire if no claim is made in writing within 14 (fourteen) days of the discovery of the damage. No compensation shall be paid for damage that comes to light more than 12 (twelve) months after the handover of the goods concerned or the notification that the service has been performed.
Insofar as SCR gives advice without an agreement in place covering the provision of such advice, such advice is given without prejudice and SCR accepts no responsibility whatsoever for such advice.
Third parties involved in the execution of the agreement may invoke the same defence against any claims made by the customer as that which SCR is entitled to invoke on the basis of these conditions.

11. Intellectual property rights
SCR reserves all rights, including that of intellectual property rights, relating to the information made available to a customer in the context of performing an agreement, for example in the form of drawings, diagrams, designs, calculations, descriptions, software or relevant documentation.
The information may not be made available to third parties without explicit permission from SCR, and may only be used within the framework of creating and executing the agreement by the customer. Should no agreement come into existence the customer shall immediately return the information carriers, including the quotation, and any copies thereof to SCR when first requested to do so.

12. Export
If the customer exports the goods supplied by SCR, the customer shall be obliged to comply in this connection with the national and international export regulations applicable to him and shall indemnify SCR against all claims from third parties in relation to infringement of these export regulations.

13. Applicable law, disputes
Dutch law shall govern agreements between SCR and the customer. The competent court of The Hague shall have sole jurisdiction over disputes between the customer and SCR.

II SPECIAL PROVISIONS

which apply for additional services such as installation, mounting, commissioning, inspection, maintenance, review and repairs, as well as consulting, training and support

1. Quality and scope of SCR’ performance
SCR shall perform the services with care and make qualified personell available to this end. If the instruction was given with a particular person in mind, SCR shall nevertheless be entitled to replace such person by another with equivalent qualifications. SCR is entitled to outsource the work to a competent third party. SCR shall only be obliged to perform work explicitly agreed with the customer. SCR is only obliged to perform additional work if agreed to in writing beforehand. SCR may assume that the customer’s personnel issuing the instruction for additional work are authorized to do so. SCR takes no responsibility for the suitability and reliability of designs, drawings, guidelines, materials and so on prescribed or provided by the customer or on the customer’s instruction.

2. Consultancy and support services
Unless explicitly agreed otherwise, consultancy and support services are performed under the customer’s responsibility with the use of SCR’ expertise and assistance.

3. Hours of operation
SCR shall perform the services during normal hours of operation unless agreed otherwise. Normal hours of operation are working days between 09.00 hrs and 17.30 hrs. Travelling time and waiting is considered time worked.

4. Obligations of the customer
The customer shall ensure that SCR is able to commence its work on time and execute it without any delay. The customer shall make available all information and documentation that SCR in its opinion needs for the accurate implementation of the services timely in the required form and in a suitable manner. The customer shall inform SCR without delay of any facts and circumstances that could be of relevance to the implementation of the services. The customer shall be responsible for the accuracy, completeness and reliability of the information and documentation made available to SCR, even if these originate from third parties, unless specified otherwise in the agreement.

The customer shall perform the following for its own account and at its own risk, unless these are not required for the services to be provided or if it has been agreed otherwise:

Provision of the drawings and other information and documentation not to be provided by SCR, relating to the rendering of services and the work site
Obtaining permits, authorizations necessary for performing of the services
Required inspections to be performed by third parties
Performing of construction work such as demolition work, foundations, painting, ground and scaffolding construction unless stated otherwise in the contract
Provision of sufficient quantities of water, electricity and (compressed) air including the relevant connection points as well as sufficient telecommunication facilities including a 3G or higher network
Removal of waste water, waste materials including packaging materials and waste products;
Making available suitable workspace or a suitable shelter for people used by SCR to perform the services, equipped with all reasonably expected facilities such as sanitary, lighting, heating, cooling, information and telecommunication facilities, sufficient conveniences (lockable cabinets for example) and sufficient storage space
Taking the security and precautionary measures necessary, or as required by SCR, in order to perform the services in accordance with Government regulations. This includes safety measures necessary in terms of the Occupational Health and Safety and Environmental acts due to special risks associated with the services and which exceed the regular SCR activities and their usual risks. Additional work and/or additional costs and damage resulting from the delayed or improper performance resulting in delayed execution of the agreement, are for the account of the customer.

5. Payments
Billing shall be based on the time spent on the service provision and materials used, unless agreed otherwise. Time spent and materials used shall be reflected on statements specifically for that purpose by or on instruction of SCR. The statements shall be presented to the customer in duplicate for signature and approval. A statement is considered approved if no objection against its content is received in writing and with supporting evidence within 10 (ten) calendar days after delivery. No objections can be made against billing based on these statements after they have been approved. Billing is done at the tariffs, levies and prices applicable at SCR during the performing of the services.

The client shall in addition reimburse SCR for:

Travel and accommodation costs, meaning overnight costs or temporary accommodation costs
Costs incurred for tools, implements and special instruments
Transportation costs

if these costs are not covered by the agreed service or if the worked hours were outside the regular hours of operation as referred to in article 3. Should additional cost incurring circumstances occur or come to light after concluding the agreement due to causes non-attributable to SCR (new statutory provisions or new regulations from inspection authorities for example), SCR shall be entitled to bill the customer for the ensuing costs. Instructions for additional work, verbal and in writing, give SCR the right to additional payment.

6. Completion and acceptance
When the services agreed have been completed in SCR’ opinion, the customer shall be informed accordingly. The customer shall notify SCR in writing within 10 (ten) days whether the services rendered are accepted or not. The services will be deemed accepted if the customer does not report on the acceptance in due time. Services will in any event be deemed accepted the moment the customer puts the services rendered into functional operation. A defect that does not seriously impede the use thereof does not form grounds for non-acceptance nor does it diminish SCR’ obligation to rectify such defect. On acceptance of the services rendered the customer’s rights end in terms of defects that the customer discovered or could reasonably have discovered during the acceptance period and did not report in writing to SCR.

7. Defects
Notwithstanding the General Provisions, the period within which defects in maintenance, review and repair services shall be rectified free of charge is 3 (three) months after completion of the services.

8. Risk
On SCR’ request the customer shall immediately after goods, spare parts, materials and so forth have been delivered at the work site sign a list containing information on the numbers and condition of these items when delivered at the work site. Damages and partial or total loss of the above mentioned items, not attributable to SCR, shall be for the customer’s account. If items originating from the customer are damaged before acceptance or are partly or completely destroyed, the customer carries the risk insofar as the damage or loss is not attributable to SCR.

9. Termination for convenience
The customer shall only be permitted to limit the order or prematurely terminate the agreement if SCR agrees to this in writing in advance. In that case the customer shall reimburse SCR for all costs and damages related to the termination.

10. Assignment of rights and obligations
SCR is entitled to assign one or more of its obligations or its entire legal relationship with the customer to a third party. SCR shall inform the customer of this transfer in writing. The customer is only entitled to assign one or more of its obligations or its entire legal relationship with SCR to a third party if SCR agrees to this explicitly in writing beforehand.