Time is essential for the purposes of the supplier`s obligations under the contract. If, for any reason, the supplier expects difficulties in meeting an agreed delivery date or otherwise in accordance with a contract requirement, the supplier immediately informs the buyer in writing. The supplier will do everything in its power to meet a reasonable buyer`s request, to set confirmed delivery dates or to modify other parts of an agreement. At the buyer`s request, the supplier will provide immediately written information on the status of an order, deliveries and payments due, as well as commercial flows between supplier and buyer, as the buyer may request. The supplier undertakes to immediately inform the buyer if it anticipates restrictions on its delivery capacity in the delivery ordered by the Buyer, in which case the supplier will give the buyer reasonable assurances that its requirements are properly met. The agreement is governed by Dutch law. All disputes arising from or related to the agreement are first tempted by the supplier and the buyer to be resolved in good faith and in a spirit of mutual cooperation through consultation and negotiation. Any dispute that is not resolved in this way within thirty (30) days from the date of the first dispute may be late with the competent court of Arnhem, in the event that the supplier is in default, under contract, the buyer can inform the supplier of its intention to have the goods manufactured directly by the manufacturer or subcontractor designated supplier of the supplier (hereafter referred to as “subcontracting”) or by a third party designated by the buyer if it is the buyer It`s the case. The delay is not corrected within fourteen (14) days or if, within the same time frame, no provision is made by the supplier to the reasonable satisfaction of the buyer in order to avoid future delays for an identical or substantially similar cause. If the supplier does not eliminate this delay during these fourteen (14) days, the buyer has the right to have the product manufactured or to have services provided directly to the buyer by the subcontractor. At the same time, the buyer has the right to contact the subcontractor and cooperate with the subcontractor to ensure that the subcontractor is prepared to ship goods to the buyer or provide immediate services to the buyer if the supplier does not exploit the delay or does not take, to the buyer`s satisfaction, measures to avoid future defaults with the same or substantially similar cause within the 14 days.
In the event that the supplier does not use a subcontractor to manufacture the property or provide services, or if the subcontractor is unable or unwilling to manufacture and sell the goods directly to the buyer or to provide services directly to the buyer, the supplier will immediately make all materials available to the buyer. , specifications and other objects. which are necessary for the buyer or a third party designated by the buyer to manufacture, support, distribute, distribute, license and sell the products or to provide the services (“materials”). In addition, the supplier grants the purchaser a worldwide right, free of charge, irrevocable and non-exclusive, under all the required intellectual property rights, (i) to use, export, reproduce and prepare works derived from materials for the production, manufacture and assistance of goods and services, (ii) to distribute and sell these products and (iii) to authorize , on behalf of the buyer, one of the above measures. Materials are made available to the third-party supplier or the buyer`s service provider as part of a confidentiality agreement and that third-party manufacturer or service provider is only authorized to use the materials for the manufacture of the goods or to provide services to the purchaser. The supplier agrees to accept its guarantee and compensation obligations in accordance with Sections 4 and 10 of these