General terms and conditions of Rederij Mokum

Definitions.
In these Terms and Conditions, the following definitions shall apply:

a Services:

The services offered and to be provided by Rederij Mokum under these general terms and conditions concern the offering to the other party/client of one or more cruises with one or more vessels for a number of persons as further described in the agreement reached between the parties.

b Counterparty and/or Client:

The party to whom Rederij Mokum has made an offer or with whom an agreement has been entered into as well as the persons/passengers for whose benefit the other party has entered into the agreement.

c Contractor:

Rederij Mokum who performs work or provides services as described above on behalf of the client, hereinafter referred to as “Rederij Mokum”.

Applicability of these terms and conditions

a These terms and conditions apply to all offers and agreements of Rederij Mokum. Unless otherwise agreed in writing, these terms and conditions are deemed accepted by the other party of Rederij Mokum. Deviation from these terms and conditions is only possible by Rederij Mokum’s written confirmation.

b Anyone taking part in the cruise offered by Rederij Mokum is deemed to have taken note of and agreed to the contents of these general terms and conditions.

c These general terms and conditions shall be deemed to have been declared applicable to (future) follow-up, and/or supplementary offers as well as to agreements or the formation and/or execution thereof, as Rederij Mokum’s customary terms and conditions.

d Any general terms and conditions used by the other party shall not apply unless expressly accepted in writing by Rederij Mokum. Signature by Rederij Mokum of client documents to which such general terms and conditions have been declared applicable shall not constitute written acceptance thereof by Rederij Mokum.

Offers

a Unless the offer expressly states a period of validity, all offers made by Rederij Mokum are without obligation.

b Rederij Mokum reserves the right to refuse an order without giving reasons.

c If at the request of the other party, Rederij Mokum has commenced execution of an offer made by Rederij Mokum to the other party in question, the other party shall be deemed -from the date of execution- to have entered into an agreement with Rederij Mokum entirely in accordance with the offer made by Rederij Mokum for that purpose.

Establishment and execution of the agreement

a The agreement is concluded either by written confirmation by Rederij Mokum to the client that the order has been accepted or by the signing of the agreement by the other party. In urgent cases, the agreement may also be concluded verbally: in that case, conclusion of the agreement is evidenced by Rederij Mokum executing the given order and Rederij Mokum will confirm the agreement in writing within 2 x 24 hours.

b Client does not have the right to transfer the agreement with Rederij Mokum in whole or in part to third parties without Rederij Mokum’s prior written consent.

c Rederij Mokum shall determine the manner in which the order is carried out within the limits of what has been agreed in writing between the parties.

Modified implementation

If before or during the performance of the contract it becomes apparent that it or any part thereof can only be performed in a modified manner due to unforeseen circumstances, the party who first becomes aware of this circumstance shall enter into consultation with the other party. Rederij Mokum & Stichting will inform the other party of the financial consequences.

Amendments

Amendments to the agreement and deviations from these general terms and conditions will only be effective if they have been agreed upon by the parties in writing. If changes result in an increase or decrease in costs, a resulting change in price must be agreed upon in writing between the parties.

Cancellation by the other party

a The other party has the right to cancel a contract concluded between the parties under the conditions set forth below. Cancellation shall be made by written registered notice sent by the other party to Rederij Mokum. The cancellation date is the date Rederij Mokum receives the notice.

b If the other party cancels the agreement less than two months before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 15% of the total amount due to Rederij Mokum under the agreement.

c If the other party cancels the agreement less than one month before the cruise, the agreement between parties shall be terminated on the understanding that the other party shall owe 50% of the total amount due to Rederij Mokum under the agreement.

d If the other party cancels the agreement less than fourteen days before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 60% of the total amount due to Rederij Mokum under the agreement.

e If the other party cancels the agreement less than seven days before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe 75% of the total to Rederij Mokum under the terms of the agreement.

f If the other party cancels the agreement less than 48 hours before the cruise, the agreement between the parties shall be terminated on the understanding that the other party shall owe Rederij Mokum 100% of the total on the basis of the agreement.

Payment

a Payment by the other party to Rederij Mokum must be made in accordance with the payment terms stated on the invoice and/or confirmation without setoff or suspension on any account whatsoever. In the absence of such terms, payment shall be made within fourteen days from the date of invoice. Payment shall be made without Client being allowed to block its payment obligation by attachment under itself or otherwise. If the payment is not received within the agreed period then the other party is in default.

b Complaints regarding invoices must be submitted in writing to Rederij Mokum within 8 days of the invoice date.

c Rederij Mokum reserves the right to require advance payment.

d In the case of payment by giro, the date of payment shall be the day on which the giro account of Rederij Mokum is credited; in the case of cash payment, only the receipt issued by Rederij Mokum shall serve as proof and time of payment.

e Payment shall be made within the specified time limits failing which the other party shall be in default by operation of law. From the date of default, the other party shall owe a contractual interest rate of 6% per month, with part of the month counting as a whole month. Furthermore, Rederij Mokum is then entitled to suspend the execution of the agreement and the other party is obliged to reimburse all costs, both judicial and extrajudicial, which Rederij Mokum has to incur as a result of the non-fulfillment of its obligations.

Charges in the event of non-payment or late payment

a All costs incurred by Rederij Mokum to enforce its rights, including all extrajudicial and judicial costs in the event of the engagement of an agent, lawyer or bailiff, shall be for the account of the customer.

b The extrajudicial costs shall be at least 15% (excluding VAT) of the amount to be claimed with a minimum of E 500 (excluding VAT) per claim. If Rederij Mokum can demonstrate that it was reasonably obliged to incur higher extrajudicial costs, these will also be for the account of the other party. All costs associated with judicial collection shall be borne by the other party that of judicial execution included.

c Rederij Mokum has the right towards the other party who has not paid in time, without prejudice to its other rights under the terms and conditions and/or the law:

• demand immediate payment in this regard from the other party and/or security for payment for all current agreements;
• suspend its performance(s), including from other agreements with the other party, without prejudice to its right simultaneously or subsequently to demand security for payment.
• dissolve the relevant agreement in its entirety or insofar as it has not been executed by a written statement originating from Rederij Mokum;
• dissolve one, more or all current agreements, in respect of which the other party is not in default, entirely or insofar as not executed, by a written statement originating from Rederij Mokum.
• demand payment in one lump sum of the full amount if payment in installments has been agreed upon.

d Except in the event that the right of dissolution is exercised, Rederij Mokum may at any time change its choice from the rights mentioned in this article.

Price

All prices and rates include V.A.T. and any other taxes imposed by the government. All prices are based on the circumstances prevailing at the time of the conclusion of the agreement. If these circumstances change after the conclusion of the agreement, Rederij Mokum is entitled to increase or decrease the agreed prices by the amount by which our costs have increased or decreased, specifying the resulting higher or lower costs. Said circumstances include domestic or foreign taxes, changes in wages, prices and exchange rates.

Confidential information

The parties mutually undertake to maintain confidentiality of confidential information of the other party. Each party shall take all reasonable precautions to best fulfill this obligation.

Cooperation other party

a Client shall always provide Rederij Mokum with all necessary information in a timely manner.

b If information necessary for the execution of the agreement is not available to Rederij de Nederlanden, not in time or not in accordance with the agreements, or the other party fails to meet its obligations to Rederij Mokum in any other way, this may lead to suspension of the fulfillment of Rederij Mokum’s obligations and additional costs may be charged to the other party.

c The other party must immediately follow the instructions of (the employees of) Rederij Mokum. Access to the boat and jetties can be refused by Rederij Mokum without giving reasons, if this is deemed necessary in connection with safety and public order, among other things.

d The start time of the cruise cannot be deviated from. The boat departs at the agreed upon time. Failure of (part of) the passengers to be present on time shall be for the account and risk of the other party. At the express and then to be confirmed in writing request of the other party, it is possible to wait until all passengers are present. Deviations from the agreed departure time are entirely for the account and risk of the other party. The duration of the cruise will then be shortened as much as the delay lasted. Other parts of the tour may be changed/shortened or dropped altogether as a result of this delay.

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a Complaints are defined as all grievances of the other party regarding the execution of the contract by Rederij Mokum.

b Complaints can only be asserted if they are submitted in writing, stating reasons, within 8 working days of the services / performances provided by Rederij Mokum, without prejudice to the provisions of the following articles.

c Minor deviations in or in the performance of the contract that are considered permissible in everyday practice cannot constitute grounds for complaints.

d The submission of claims does not suspend the other party’s obligation to pay.

e If within the aforementioned periods the client has not complained, the client shall be deemed to have approved the services provided and/or the invoices. In the absence of such notification, all claims of the other party shall lapse.

Liability for damages

a Rederij Mokum shall not be liable for damage resulting from defective or untimely execution of the agreement, nor shall it be liable for any other direct and/or indirect damage, including injury (damage), of the other party, unless such damage is due to gross negligence, recklessness or intent.

b In all cases where Rederij Mokum is obliged to pay any compensation, this shall in no event exceed the amount of the amounts (excluding VAT) invoiced and billable by Rederij Mokum to the client under the relevant agreement.

c After the complaint period referred to in Article 12, Rederij Mokum is no longer liable for its shortcomings, unless a written agreed warranty applies.

d Rederij Mokum expressly excludes any liability to all persons for whom Rederij Mokum is in any way responsible or liable, including third parties engaged by Rederij Mokum in the provision of services.

e The other party’s legal claim for compensation for its damages shall lapse and shall therefore be inadmissible if it is brought after the lapse of one year after the performance of the relevant contract. The other party shall indemnify Rederij Mokum for damages that third parties may suffer in the execution of the agreement between the parties.

f The other party is responsible and liable for the conduct of the passengers it brings on board. The other party must take out the necessary insurance policies in this regard at its own risk.

g The other party is liable for lost and/or damaged property and belongings of Rederij Mokum due to any cause whatsoever. The other party is also liable for damage caused by passengers to the personnel or property and possessions of the personnel of Rederij Mokum as well as the third parties engaged by it, unless there is gross negligence on the part of the persons concerned.

Force majeure

a Neither party is obliged to fulfill any obligation if prevented from doing so as a result of a circumstance not attributable to its fault, nor for its account by virtue of law, legal act or generally accepted practice, such as storm damage, natural disasters, obstruction by third parties, restrictive measures of any government, war, strikes, fire, malfunctions and accidents in the business of third parties, as well as shortcomings or force majeure of suppliers or third parties whose services Rederij Mokum uses.

b In the event of force majeure or other circumstances of such a nature that, in all reasonableness and fairness, (further) performance of the agreement cannot be required, the performance of the agreement shall be suspended or, if such suspension has continued for at least three months uninterruptedly or as soon as it is established that it will last longer than three months, the other party may terminate the agreement in whole or in part with immediate effect without judicial intervention by means of a registered letter to the other party. This right of termination shall lapse if, before this has been exercised, the obligation, the performance of which was temporarily prevented by force majeure, is still fulfilled.

c In the event of termination of the contract due to force majeure, the obligations under the contract shall terminate, on the understanding that if the contract has already been partially fulfilled by Rederij Mokum, the other party shall owe Rederij Mokum a proportionate part of the agreed price.

d The parties may not, in the event of force majeure, claim damages from each other.

Suspension and termination

a If, in the opinion of Rederij Mokum, the creditworthiness of the other party warrants this, Rederij Mokum may at any time require further security or advance payment, failing which Rederij Mokum is entitled to suspend the execution of the contract.

b In the event the other party fails to meet one or more of his obligations, fails to meet them on time or properly, applies for a moratorium, is declared bankrupt, his assets are seized in full or in part and/or the other party loses the disposal of his assets in full or in part, Rederij Mokum has the right to suspend the execution of the agreement or to dissolve it by a written statement, all this at its discretion and without prejudice to any right it may have to compensation for damages, costs and interest.

c If Rederij Mokum makes use of its authority to suspend the execution of the contract as referred to in the previous paragraph, this shall not affect the obligation of the other party to pay the compensation agreed with Rederij Mokum during the period that Rederij Mokum has suspended the execution of its obligations.

d An agreement may only be dissolved by the other party if Rederij Mokum, after proper written notice of default in which it is given a reasonable period to meet its obligations as yet, continues to fail imputably in the fulfilment of its obligations under the agreement and in such a way that the other party cannot reasonably be required to maintain the agreement.

e In case the agreement is dissolved by Rederij Mokum due to default of the other party, Rederij Mokum retains the right to payment of the full agreed price.

f Dissolution may only be effected by registered letter to the other party; judicial intervention is not required.If, at the time of dissolution of the contract, the other party had already received performance in execution of the contract, he may only dissolve the contract in part and only in respect of that part that has not yet been performed by Rederij Mokum. Amounts that Rederij Mokum has invoiced before the dissolution in connection with what it has already carried out or delivered in execution of the agreement shall remain due in full and shall become immediately payable at the time of dissolution.

Evidence

Barring evidence to the contrary, in respect of agreements to which these terms and conditions apply and agreements resulting therefrom, the administrative records of Rederij Mokum shall be conclusive.

Applicable law and disputes

These general terms and conditions and all agreements entered into by Rederij Mokum based thereon shall be governed by Dutch law. All disputes that may arise in connection with the interpretation or performance of these terms and conditions or agreements will be submitted exclusively to the competent court in Amsterdam.

Amsterdam,
December 2015.
Rederij Mokum