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General terms and conditions for the sale of services by Adro Consulting, having its registered office at 2 Rue Gabriel Lippman, 5365 Munsbach, Luxembourg, to all clients or providers
VAT LU 25500419
Trade and Companies Register: b166127

Article 1: Application of our general terms and conditions

These terms and conditions shall govern the contractual relations by and between Adro Consulting SARL with its clients. Any service provided, in any way whatsoever, shall entail that the client accepts these general terms and conditions.

Article 2: Object

These general terms and conditions define the operating procedures as well as the rights and obligations of the Parties for the use of services provided by Adro Consulting SARL, the provision of services by capacity suppliers, and the rights and obligations of clients.

Article 3: Quotes and services

3.1. Unless stipulated in writing otherwise, quotes shall be valid for one month. Beyond this time limit, the price quoted shall be binding for Adro Consulting SARL only if it was reconfirmed in writing  when or after the client’s order was placed.
3.2. Any service shall be binding only insofar as it is accepted in writing.

Article 4: Terms of delivery

The client and/or provider shall assume between them all previous and subsequent risks relating to their business relations, even if Adro Consulting SARL assumes the logistics.

Article 5: Deadline for making logistics available

Unless expressly guaranteed in writing, the consulting deadlines shall be approximate only and Adro Consulting SARL or its representative may not be held liable if they are exceeded.

Article 6: Prices

6.1. Unless otherwise stipulated in writing, prices shall be quoted in euros.
6.2. The prices shall pertain only to the services described in the corporate object of Adro Consulting SARL.
6.3. The prices shall be adjusted automatically in the event of an increase in salary, indexing, VAT, social security charges, wages or prices of materials.  

Article 7: Payment

7.1. Unless stipulated otherwise in writing, invoices shall be payable on the account of Adro Consulting SARL. Any late payment that exceeds fifteen days from the date of invoice shall entitle collection thereof and the charging of fees and expenses without prior notice.  
7.2. If an invoice is not paid when due, all invoices issued to the provider shall become immediately payable, even if the latter’s client has not settled the provisions or invoices sent to him.
7.3. All invoices not paid when due shall accrue, by operation of law and without prior notice, interest for late payment at a rate of 10% per month. The amount shall moreover be increased, by operation of law and without prior notice, by a flat-rate compensation of 10% with a minimum of €100.00 of the outstanding amount by way of contractual damages.

Article 8: Obligations of the client and Guarantees

8.1. Once the storage facilities have been reserved, the client may not refuse or cancel a reservation after these general terms and conditions have been signed.
8.2. The client and the provider undertake to maintain the facilities compliant with their statements and in a good condition.
8.3. The client and the provider shall proceed with the performance of the services under their responsibility and with all such diligence as required and shall attest that they have the professional qualifications to that end. They shall safeguard Adro Consulting SARL against any liability which might ensue on the occasion or by reason of the provision of services, including any loss or damage to the handling units and to the products, delays, and damages to persons, and shall compensate Adro Consulting, its representatives and insurers at once upon request for any expenses incurred to that end, including legal expenses.
8.4. The storage services may not be outsourced.
8.5. Adro Consulting SARL may not be held liable for any deterioration caused in the storage area or under any other service provided, irrespective of the cause.
8.6. Any claims or disputes shall under no circumstances exclude payment.

Article 9: Collection of goods

Upon the expiry of the term of the service and unless explicitly extended in writing, duly accepted by Adro Consultation SARL, likewise in writing, the client shall collect all its goods in the storage areas. Otherwise, the client shall accept, as of now, that Adro Consulting SARL is entitled to apply a 15% surcharge on the price. Adro Consulting SARL may proceed in parallel and at its discretion, without formalities, to the relocation of products and/or services at the exclusive expense of the client (including insurance, transport, rental and handling costs, etc.) after service of notice granting a three day period to collect the products and/or goods.

Article 10: Cancellation of the sale

Adro Consulting SARL shall be entitled to cancel the sale by relevant notice served by registered letter in the event of failure on the part of the client to fulfil one of its contractual obligations, in particular to avail itself of the storage space within the contractual period, or otherwise, within a reasonable period, in case of late payment of an invoice, if it turns out that the client will not fulfil or seriously risks not to fulfil one of its main obligations, even before said obligation is due.
In the event of cancellation of sale pursuant to the foregoing subparagraph, the client shall be liable to Adro Consulting SARL for damages fixed on a contractual and flat-rate basis at a minimum of 15% of the selling price, without prejudice to the company’s right to claim higher damages if a more serious prejudice is established.

Article 11: Exoneration from liability

Adro Consulting SARL shall not be held liable for non-fulfilment of contractual obligations when such non-fulfilment is due to an event beyond its control which could not be reasonably expected to be taken into consideration at the time the sale was concluded, or that we could prevent or overcome it, even when said event does not make the fulfilment of contractual obligations totally impossible, but considerably more difficult or onerous, in particular in case of strike, fire, bad weather, general lack of supplies, exceptional delay by suppliers, etc.

Article 12: Applicable law

The contractual relations with the client shall be governed by Luxembourgish law.

Article 13: Competent courts

Any and all disputes relating directly or indirectly to the contractual relations with clients shall be referred exclusively to the Luxembourgish courts.

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