General Terms and Conditions of Pro-Bat B.V.

The private company Pro-Bat B.V. (hereinafter "Pro-Bat") is registered with the Chamber of Commerce under number 78017823 and is located at De Roterij 11 a (4328 BB) in Burgh-Haamstede.

Article 2 - Applicability

Article 3 - The Offer

Article 4 - Establishment of the Agreement

Article 5 - Duration of Transactions 

Article 6 - Execution of the Agreement 

Article 7 - Delivery

Article 1 - Definitions

1. In these general terms and conditions, the following terms are used in the following sense, unless expressly stated otherwise: 
2. Offer: Any written offer from the Seller to the Buyer to supply Products, to which these terms and conditions are inseparably related. 
3. Company: The natural or legal person acting in the course of a profession or business.
4. Consumer: The natural person not acting in the exercise of a profession or business. 
5. Buyer: The Company or Consumer who enters into an Agreement (at a distance) with the Seller. 
6. Agreement: The purchase agreement (at a distance) for the sale and delivery of Products purchased by the Buyer from Pro-Bat. 
7. Products: The Products offered by Pro-Bat, including batteries, charging stations, and similar products in the broadest sense. 
8. Seller: The provider of Products to the Buyer, hereinafter referred to as Pro-Bat.

Article 2 - Applicability

1. These general terms and conditions apply to every Pro-Bat offer, every Agreement between Pro-Bat and a Buyer, and to every Product offered by Pro-Bat. 
2. Before an Agreement (at a distance) is concluded, the Buyer will be provided with these general terms and conditions. If this is not reasonably possible, Pro-Bat will inform the Buyer how they can access the general terms and conditions, which are published on the Pro-Bat website, so that the Buyer can easily save these terms on a durable data carrier. 
3. In exceptional situations, these general terms and conditions may be deviated from if explicitly agreed upon in writing with Pro-Bat. 
4. These general terms and conditions also apply to additional, amended, and follow-up agreements with the Buyer. Any general and/or purchase conditions of the Buyer are expressly rejected. 
5. If one or more provisions of these general terms and conditions are partially or wholly void or nullified, the remaining provisions of these terms and conditions shall remain in force, and the void/nullified provision(s) shall be replaced by a provision with the same intent as the original provision.
6. Uncertainties about the content, interpretation, or situations not regulated in these general terms and conditions should be assessed and interpreted according to the spirit of these terms and conditions.
7. Where reference is made in these general terms and conditions to she/he/him, this should also be understood as a reference to he/she/his, as applicable.

Article 3 - The Offer

1. All offers made by Pro-Bat are without obligation, unless expressly stated otherwise in writing. If the Offer is limited or valid under specific conditions, this shall be expressly stated in the Offer. An Offer does not exist until it is made in writing. 
2. The Offer made by Pro-Bat is without obligation. Pro-Bat is only bound by the Offer if the acceptance thereof is confirmed in writing by the Buyer within 7 days, or if the Buyer has already paid the amount due. Nevertheless, Pro-Bat has the right to refuse a Contract with a potential Buyer for a valid reason. 
3. The Offer contains an accurate description of the Product offered, along with corresponding prices. The description is detailed enough to enable the Buyer to make a proper assessment of the Offer. Obvious mistakes or errors in the Offer cannot bind Pro-Bat. Any images and specific data in the Offer are for indication purposes only and cannot form the basis for any compensation or dissolution of the Agreement (at a distance). Pro-Bat cannot guarantee that the colors in the image correspond exactly to the actual colors of the Product. 
4. Delivery times and deadlines stated in Pro-Bat's Offer are indicative. If exceeded, they do not entitle the Buyer to rescission or damages unless expressly agreed otherwise.
5. A composite quotation does not oblige Pro-Bat to deliver part of the items included in the offer or proposal at part of the quoted price. 6. If and insofar as there is an offer, this does not automatically apply to repeat orders. Offers are only valid until stocks last, and are provided on an "as-is" basis.

Article 4 - Establishment of the Agreement

1. The Agreement comes into effect when the Buyer has accepted an Offer from Pro-Bat by paying for the Product in question. 
2. An Offer can be made by Pro-Bat through the website. 
3. If the Buyer has accepted the Offer by entering into an Agreement with Pro-Bat, Pro-Bat will confirm the Agreement with the Buyer in writing, at least by e-mail. 
4. If the acceptance deviates (on minor points) from the Offer, Pro-Bat shall not be bound by it.
5. Pro-Bat is not bound by an Offer if the Buyer could reasonably have or should have understood that the Offer contains an obvious mistake or clerical error. The Buyer cannot derive any rights from this mistake or slip of the pen. 
6. The right of withdrawal is excluded for Buyers who are Businesses. Buyers who are Consumers are entitled to assert their right of withdrawal within the statutory period. If revocation is applicable, the Buyer shall handle the Product and its packaging with care. The 3 of 12 Pro-Bat B.V. Buyer may only unpack or use the Product to the extent necessary to establish the nature, characteristics, and operation of the Product. The direct cost of returning the Product shall be borne by the Buyer.

Article 5 - Duration of Transactions

1. The Buyer may only terminate an indefinite-term Agreement for the regular delivery of Products by providing 90 days' notice, in accordance with the termination rules agreed upon for that purpose.
2. The Agreement referred to in the above section may be terminated by the Buyer in the same manner as it was entered into by the Buyer.
3. A fixed-term Agreement for the regular delivery of Products shall terminate automatically upon the expiration of the last delivery.
4. If an Agreement lasts longer than one year, the Buyer may terminate the Agreement at any time after one year, subject to a notice period of no more than 30 days, unless such termination before the end of the agreed term is not justifiable in terms of fairness and reasonableness.

Article 6 - Execution of the Agreement

1. Pro-Bat shall perform the Agreement to the best of its knowledge and ability. 
2.  If and to the extent required for the proper execution of the Agreement, Pro-Bat has the right to have certain work performed by third parties at its own discretion. 
3. The Buyer shall ensure that all data, which Pro-Bat indicates as necessary or which the Buyer should reasonably understand to be necessary for the execution of the Agreement, are provided to Pro-Bat in a timely manner. If the data required for the execution of the Agreement is not provided to Pro-Bat in good time, Pro-Bat shall be entitled to suspend the execution of the Agreement. 
4. In executing the Agreement, Pro-Bat is not obliged or bound to follow the Buyer's instructions if it alters the content or scope of the Agreement. If the instructions result in additional work for Pro-Bat, the Buyer shall be obliged to pay the additional or supplementary costs accordingly. 
5. Pro-Bat may require security from the Buyer or full payment in advance before proceeding with the Agreement. 
6. Pro-Bat shall not be liable for any damage incurred due to Pro-Bat relying on incorrect and/or incomplete data provided by the Buyer, unless such incorrectness or incompleteness was known to Pro-Bat. This also includes the processing of the Agreement through automatic decision-making. 
7. The Buyer indemnifies Pro-Bat against any claims by third parties who suffer damage in connection with the performance of the Agreement, where the damage is attributable to the Buyer.

Article 7 - Delivery

1. Delivery shall take place for the Buyer being a Company from Pro-Bat's warehouse, on an Ex Works basis (Pro-Bat delivers the Products by making them available to the Buyer at the warehouse), unless expressly agreed otherwise. 
2. If the commencement, progress, or delivery of the Agreement is delayed because, for example, the Buyer has not provided all requested information or has not provided it in a timely manner, does not cooperate sufficiently, the (down) payment has not been received by Pro-Bat in good time, or there is any delay due to other circumstances beyond Pro-Bat's control, Pro-Bat shall be entitled to a reasonable extension of the delivery period. All agreed delivery terms are never deadlines. The Buyer must give Pro-Bat written notice of default and a reasonable period to still deliver. The Buyer shall not be entitled to any compensation due to the resulting delay. 
3. The Buyer is obliged to take delivery of the goods when they are made available to it under the Agreement, even if they are offered earlier or later than agreed. 
4. If the Buyer refuses to take delivery or fails to provide the necessary information or instructions, Pro-Bat shall be entitled to store the goods at the Buyer's expense and risk. 
5. If the Products are delivered by Pro-Bat or an external carrier, Pro-Bat shall, unless otherwise agreed in writing, be entitled to charge for any delivery costs. These will then be invoiced separately unless expressly agreed otherwise.
6. If Pro-Bat requires data from the Buyer in the context of executing the Agreement, the delivery period shall not commence until the Buyer has made all necessary data available to Pro-Bat. 
7. If Pro-Bat has specified a delivery term, it is indicative. Longer delivery times may apply for delivery outside the Netherlands. 
8. Pro-Bat is entitled to deliver the goods in parts, unless otherwise agreed in the Agreement or if the partial delivery has no independent value. Pro-Bat shall be entitled to invoice the goods delivered in parts separately. 
9. Deliveries will only be made if all invoices have been paid, unless expressly agreed otherwise. Pro-Bat reserves the right to refuse delivery if there are well-founded fears of non-payment. 10. All Products are supplied according to NEN standards.

Article 8 - Packaging and Transportation

1. Pro-Bat undertakes to properly package the goods to be delivered and to secure them in such a way that they reach their destination in good condition under normal handling conditions. 
2. Unless otherwise agreed in writing, all deliveries shall be exclusive of sales tax (VAT), including packaging and packaging materials. 
3. The acceptance of goods without remarks on the waybill or receipt shall be considered proof that the packaging was in good condition at the time of delivery. 
4. Each Buyer who is a Company shall be deemed to be in possession of any required import and/or payment permits. The absence or withdrawal of these permits shall not release the Buyer from the obligation to take delivery of the goods in the agreed manner. If the goods are sold by Pro-Bat without customs clearance, this shall not entitle the Buyer to cancel the order. 
5. The risk of loss or damage shall always be borne by the Buyer who is a Company. 
6. If the Buyer, being a Company, agrees that the ordered items will be delivered via direct supply from abroad, the risk of delayed or non-delivery shall be entirely and completely borne by the Buyer.

Article 9 - Import and Export Restrictions

1. Buyer understands that the Products may be subject to the import and export controls of the country in which the delivery address is located. The Buyer shall comply with all applicable laws and regulations relating to import and export controls. 
2. Any restrictions or requirements may vary depending on time and the Products. 
3. The Buyer shall indemnify Pro-Bat, at Pro-Bat's first request, for any damage and/or loss incurred by Pro-Bat (including all costs, taxes, fines, expenses, and levies) as a result of Buyer's non-compliance with import and export control laws and regulations.

Article 10 - Packaging

1. The Buyer is obliged to return the loaner's packaging within 14 days, in empty and undamaged condition. If the Buyer fails to fulfill its obligations with respect to packaging, all resulting costs shall be borne by the Buyer. These costs include those resulting from late return, and any costs for replacement, repair, or cleaning. 
2. The co-delivery of packaging shall take place in accordance with the conditions of the Offer. Packaging charged separately need not be taken back by Pro-Bat and will not be credited. 

Article 11 -Examination and Complaints

1. The Buyer, being a Consumer, shall examine the delivered Product (or have it examined) at the time of delivery, or at the latest within 14 days after receipt of the delivered Product. However, the Buyer should only unpack or use the Product to the extent necessary to assess whether it is to be retained.
2. The Buyer should examine whether the quality and quantity of the Products delivered correspond to the Agreement and whether the Products meet the requirements applicable to them in normal (commercial) dealings. 
3. The Buyer is obliged to examine and inform themselves regarding how the Product should be used, and, in the case of personal use, to test the Product in accordance with the instructions for use. Pro-Bat accepts no liability for the incorrect use of the Product by the Buyer. 
4. Any visible defects or shortages must be reported to Pro-Bat in writing after delivery. The Buyer has 14 days after delivery to report this. If damage to the Product occurs due to careless handling by the Buyer, the Buyer is liable for any depreciation in the value of the Product. 
5. If a timely complaint is made pursuant to the previous paragraph, the Buyer shall remain obliged to pay for the purchased goods. If the Buyer wishes to return defective items, this shall only be done with the prior written consent of Pro-Bat and in the manner indicated by Pro-Bat. 
6. If the Buyer, being a Consumer, exercises its right of withdrawal (14 days after receipt), it shall return the Product and all accessories, as far as reasonably possible, in their original condition and packaging to Pro-Bat, in accordance with Pro-Bat’s return instructions. The direct costs for return shipments shall be at the Buyer's expense and risk. 
7. Pro-Bat is entitled to initiate an investigation into the authenticity and condition of the returned Products before a refund will be made. 
8. Refunds to the Buyer will be processed as soon as possible, but may take up to 14 days after receipt of the Buyer's declaration of dissolution. Refunds will be made to the account number previously provided. 
9. If the Buyer exercises its right of complaint, a Buyer being a Business shall not be entitled to suspend its payment obligation or to offset outstanding invoices. 
10. In the absence of a complete delivery, or if one or more Products are missing and this is attributable to Pro-Bat, Pro-Bat will, after a request from the Buyer, either send the missing Product(s) or cancel the remaining order. The receipt of the Products shall be determining in this respect. Any damage suffered by the Buyer due to the (deviating) scope of delivery cannot be recovered from Pro-Bat.

Article 12 - Prices

1. During the validity period of the Offer, the prices of the Products offered will not be increased, except in the case of changes in VAT rates.
2. The prices stated in the Offer are excluding of VAT unless expressly stated otherwise.
3. The prices mentioned in the Offer are based on the cost factors applicable at the time of entering into the Agreement, such as import and export duties, freight and unloading costs, insurance, and any other duties and taxes.
4. In the case of Products or raw materials subject to price fluctuations in the financial market, which Pro-Bat has no control over, Pro-Bat may offer these Products with variable prices. The Offer will indicate that prices are target prices and may fluctuate.

Article 13 - Payment and Collection Policy

1. Payment should preferably be made in advance, in the currency in which the invoice was issued, via the method indicated. 
2. The Buyer cannot derive any rights or expectations from an estimate issued in advance, unless the parties have expressly agreed otherwise. 
3. The Buyer must make payment in full to the account number and details provided by Pro-Bat. The parties may agree to a different payment term only with the explicit written consent of Pro-Bat. 
4. If a periodic payment obligation has been agreed upon, Pro-Bat shall be entitled to adjust the applicable prices and rates in writing, subject to 3 months' notice. 
5. In the event of liquidation, bankruptcy, attachment, or suspension of payment of the Buyer, Pro-Bat's claims against the Buyer shall become immediately due and payable. 
6. Pro-Bat shall be entitled to apply the payments made by the Buyer first to reduce costs, then to reduce interest due, and finally to reduce the principal sum and current interest. Pro-Bat may, without being in default, refuse a payment offer if the Buyer indicates a different order for allocation. Pro-Bat may refuse full repayment of the principal sum if this does not include the interest still due, current interest, and costs. 
7. When the Buyer fails to meet the payment obligation and has not fulfilled it within the stipulated payment period of 14 days, the Buyer being a Business is considered in default. The Buyer being a Consumer will first receive a written reminder, giving 14 days after the date of the reminder to meet the payment obligation, along with an indication of the extrajudicial costs if the Consumer does not meet the obligations within that period, before being considered in default. 
8. From the date the Buyer is in default, Pro-Bat shall, without further notice of default, claim the statutory (commercial) interest from the first day of default until full payment and compensation of the extrajudicial costs in accordance with Article 6:96 of the Dutch Civil Code, to be calculated according to the graduated scale from the Decree on compensation for extrajudicial collection costs of 1 July 2012. 
9. If Pro-Bat has incurred more or higher costs than reasonably expected, these costs shall be eligible for reimbursement. Judicial and execution costs incurred shall also be borne by the Buyer.

Article 14 - Retention of Title

1. All items delivered by Pro-Bat shall remain the property of Pro-Bat until the Buyer has fulfilled all obligations under all Agreements entered into with Pro-Bat. 
2. The Buyer is not authorized to pledge or encumber the items subject to retention of title if ownership has not yet been transferred in full. 
3. If third parties seize the goods delivered under retention of title, or wish to establish or assert rights to them, the Buyer is obliged to notify Pro-Bat of this as soon as can reasonably be expected. 
4. In the event that Pro-Bat wishes to exercise its property rights as indicated in this article, the Buyer hereby gives unconditional and irrevocable permission and authorization to Pro-Bat, or third parties authorized by Pro-Bat, to enter any location where Pro-Bat's property is located and to repossess the goods. 
5. Pro-Bat has the right to retain the Product(s) purchased by the Buyer if the Buyer has not yet (fully) fulfilled its payment obligations, despite an obligation to transfer or deliver from Pro-Bat. Once the Buyer fulfills its obligations, Pro-Bat will make reasonable efforts to deliver the purchased Products to the Buyer as soon as possible, but no later than 20 working days. 
6. Costs and other (consequential) damage resulting from the retention of the purchased Products shall be at the Buyer’s expense and risk and must be compensated to Pro-Bat by the Buyer.

Article 15 - Warranty

1. Pro-Bat warrants that the Products comply with the Contract, the specifications stated in the offer, and the statutory rules and regulations in effect at the time the Contract was concluded. This warranty also applies if the goods to be delivered are intended for use abroad and the Buyer has expressly notified Pro-Bat of this intended use in writing at the time of entering into the Contract. 
2. Any warranty must be expressly agreed upon in writing. Product warranties do not extend beyond those provided by the manufacturer or beyond what has been explicitly agreed upon. In case of conflict, the warranty provided by the manufacturer shall prevail. Pro-Bat is only responsible for ensuring the presence of the product properties that the Buyer could reasonably expect. 
3. Pro-Bat shall perform the work in accordance with industry standards. If any guarantee is provided in this regard, it shall be limited to what has been expressly agreed in writing and only to the extent the guarantee is received from Pro-Bat’s suppliers. During the warranty period, Pro-Bat guarantees the sound and usual quality of the work or products delivered. 
4. The Buyer may only invoke the warranty provided by Pro-Bat if the Buyer has fully complied with its payment obligations. 
5. If the Buyer rightfully relies on an agreed warranty, Pro-Bat shall be obligated to perform a free repair or replacement of the delivered goods or services. If there is additional damage, the applicable provisions of liability in these general terms and conditions shall apply. 
6. The warranty is void if: (I) the warranty period has expired or the warranty obligation has lapsed; (II) the Buyer is in default with Pro-Bat; (III) the Buyer has performed repairs, assembly, or maintenance work themselves, or had it done by third parties; (IV) the products have been exposed to abnormal conditions or used contrary to the instructions for use; (V) there is above-average wear, or wear due to exceptional use; (VI) prolonged non-use of the Products and failure to maintain the Products; (VII) failure to follow return instructions and warranty procedure.

Article 16 - Instructions for Use of Products

1. The Buyer of Products shall comply with the regulations and instructions provided by Pro-Bat or the manufacturer. 
2. The Buyer and third parties must refrain from modifying and/or repairing the Products themselves.

Article 17 - Suspension and Dissolution

1. Pro-Bat is authorized to suspend the fulfillment of its obligations or dissolve the Agreement if the Buyer does not or does not fully fulfill its (payment) obligations under the Agreement. 
2. Additionally, Pro-Bat is authorized to dissolve the Agreement existing between it and the Buyer, insofar as it has not yet been executed, without judicial intervention, if the Buyer does not, does not do so in a timely manner, or does not properly comply with the obligations arising from any Agreement entered into with Pro-Bat. 
3. Furthermore, Pro-Bat shall be authorized to dissolve the Contract (or have it dissolved) without prior notice of default if circumstances arise of such a nature that the performance of the Contract is impossible, or if performance can no longer be required according to standards of reasonableness and fairness, or if other circumstances arise that make the unaltered maintenance of the Contract unreasonable. 
4. If the Agreement is dissolved, Pro-Bat's claims against the Buyer shall be immediately due and payable. If Pro-Bat suspends the fulfillment of its obligations, it retains its claims under the law and the Agreement. 
5. Pro-Bat always retains the right to claim damages.

Article 18 - Limitation of Liability

1. If the performance of the Contract by Pro-Bat leads to liability of Pro-Bat to the Buyer or third parties, such liability shall be limited to the costs charged by Pro-Bat in connection with the Contract, unless the damage was caused due to intent or gross negligence. Pro-Bat's liability shall in any event be limited to the maximum amount of damages paid by the insurance company per event per year. 
2. Pro-Bat is not liable for consequential damage, indirect damage, loss of profits, missed savings, or damage resulting from the use of the Products supplied. For Consumers, liability is limited in accordance with article 7:24, paragraph 2 of the Dutch Civil Code. 
3. Pro-Bat is not liable for and/or obliged to repair damage caused by the use of the Products. Pro-Bat provides strict maintenance and usage instructions which must be followed by the Buyer. Any damage to Products resulting from wear and use is expressly excluded from liability (including traces of use, usage damage, fall damage, light and water damage, theft, loss, etc.). 
4. Pro-Bat is not liable for damages that result from any act or omission caused by (imperfect or incorrect) information on the website(s) or from linked websites. 
5. Pro-Bat is not responsible for errors and/or irregularities in the functionality of the website and is not liable for malfunctions or unavailability of the website for any reason. 
6. Pro-Bat does not guarantee the correct and complete transmission of content or e-mails sent by/on behalf of Pro-Bat, nor its timely receipt. 
7. All claims by the Buyer for shortcomings on the part of Pro-Bat shall lapse if these are not reported to Pro-Bat in writing, with reasons, within one year after the Buyer became aware, or could reasonably have been aware, of the facts on which the claims are based. All claims by the Buyer shall, in any event, lapse one year after the termination of the Agreement. 
8. The Buyer shall, to the extent possible, have the installation performed by a licensed installer. Pro-Bat disclaims all damages resulting from installation by an unauthorized installer.

Article 19 - Force Majeure

1. Pro-Bat is not liable if, as a result of a force majeure situation, it cannot fulfill its obligations under the Agreement. Nor can Pro-Bat be required to fulfill any obligation if hindered by circumstances that are not due to its fault and which are not its responsibility under the law, legal act, or generally accepted practice. 
2. Force majeure includes, but is not limited to, the following situations, as understood under law and jurisprudence: (I) Force majeure of Pro-Bat's suppliers; (II) Failure to properly fulfill obligations of suppliers prescribed or recommended to Pro-Bat by the Buyer; (III) Defective goods, equipment, software, or materials from third parties; (IV) Government measures; (V) Electricity failure; (VI) Failure of internet, data networks, and telecommunication facilities (e.g., due to cybercrime or hacking); (VII) Natural disasters; o (viii) War and terrorist attacks; o (ix) General transport problems; o (x) Strikes at Pro-Bat's company; and o (xi) Other circumstances that, in Pro-Bat’s opinion, lie outside its control and temporarily or permanently prevent the fulfillment of its obligations. 
3. Pro-Bat may invoke force majeure even if the circumstance preventing (further) fulfillment occurs after Pro-Bat should have performed its obligations. 
4. The parties may suspend their obligations under the Agreement during the period that the force majeure persists. If this period exceeds two months, either party has the right to dissolve the Agreement, without any obligation to compensate the other party for damages. 
5. If Pro-Bat has already partially fulfilled its obligations under the Agreement or will be able to fulfill them at the time of the occurrence of force majeure, and the part fulfilled or to be fulfilled has independent value, Pro-Bat shall be entitled to invoice the part already fulfilled 11 of 12 Pro-Bat B.V. or to be fulfilled separately. The Buyer shall be obligated to pay this invoice as if it were a separate Agreement.

Article 20 - Risk Transition

The risk of loss or damage to the Products under the Agreement shall pass to the Buyer as follows:

• For Business Buyers, the risk passes when the items leave Pro-Bat’s warehouse. 
• For Consumers, the risk passes when the Products are delivered to the Buyer’s control, meaning when the Products have been delivered to the Buyer’s delivery address.

Article 21 - Intellectual Property Rights

1. All intellectual property rights and copyrights related to Pro-Bat’s products, services, and materials shall remain the exclusive property of Pro-Bat and shall not be transferred to the Buyer. 
2. The Buyer is prohibited from disclosing, reproducing, modifying, or making available to third parties any items subject to Pro-Bat’s intellectual property rights and copyrights without Pro-Bat’s express prior written consent. If the Buyer wishes to make changes to items delivered by Pro-Bat, these changes must be explicitly approved by Pro-Bat. 
3. The Buyer is prohibited from using the Products subject to Pro-Bat’s intellectual property rights in any way other than as agreed in the Agreement.

Article 22 - Privacy, Data Processing, and Security

1. Pro-Bat handles the (personal) data of the Buyer and visitors of the website(s) with care. Upon request, Pro-Bat will provide information to the relevant party regarding the data processing practices. 
2. If the Agreement requires Pro-Bat to provide security for information, such security will meet the agreed specifications and provide a level of security that is reasonable, given the state of the art, the sensitivity of the data, and the associated costs.

Article 23 - Complaints

1. If the Buyer is dissatisfied with Pro-Bat’s Products or has complaints about the execution of the Agreement, the Buyer must report these complaints as soon as possible, but no later than 14 calendar days after the relevant occurrence that led to the complaint. Complaints should be submitted in writing with the subject "Complaint". 
2. The complaint must be sufficiently substantiated and explained by the Buyer to allow Pro-Bat to process it. 
3. Pro-Bat will respond substantively to the complaint as soon as possible, but no later than 14 calendar days after receiving the complaint. 
4. The parties will attempt to jointly find a solution to the complaint.

Article 24 - Applicable Law

1. Any Agreement between Pro-Bat and the Buyer shall be governed by Dutch law. The applicability of the Vienna Sales Convention (CISG) is expressly excluded. 
2.  In case of ambiguity regarding the contents or scope of these general terms and conditions, the Dutch version shall prevail. Pro-Bat reserves the right to unilaterally amend these general terms and conditions. 
3.  All disputes arising from or related to the Agreement between Pro-Bat and the Buyer shall be settled by the competent court of the Zeeland-West Brabant District Court, unless mandatory law designates a different competent court.

Translation and Liability