How can we help you? Clipper Interall - General terms and conditions of delivery for the sale and delivery of products by Clipper Interall B.V.
Version dated 16 December 2025
1. Article 1 Definitions.
1.1 In these general terms and conditions of delivery (the ‘Terms and Conditions’) the following terms are defined as follows:
· GDPR: the General Data Protection Regulation;
· Clipper Interall: the private limited company Clipper Interall BV, with registered office in (5708 HR) Helmond, at Panovenweg 12;
· Day: a calendar day;
· Incoterms: the terms and conditions of delivery for transport communicated by Clipper Interall;
· Information: all designs, drawings, models, sketches, lithographs, clichés, photographs, samples and examples that have been made available to the Client or developed under the Agreement;
· Delivery: the transfer of the Products to a professional carrier;
· Offer: the Written offer from Clipper Interall to supply a specific quantity of goods at a specific price, or to provide a service that has been exhaustively defined in advance. The term ‘Offer’ also includes all offers posted on the Clipper Interall Website;
· Client: any natural or legal person on whose behalf Clipper Interall supplies Products, or with whom Clipper Interall enters into an agreement, or with whom Clipper Interall negotiates or is in talks about entering into an agreement;
· Order: the order to deliver, or depending on the situation, the acceptance by the Client of Clipper Interall's Offer;
· Order Confirmation: the confirmation of the Order that is sent from Clipper Interall to the Client, after which the Agreement is concluded.
· Agreement: any agreement between Clipper Interall and the Client, any amendment or supplement thereto, as well as all (legal) acts for the purpose of preparing and performing that agreement;
· Products: all goods, including documentation, drawings, models, sketches, samples, proofs and all (other) results of the service provided by the Client, which are the subject of an agreement;
· Parties: Clipper Interall and the Client;
· Written/In Writing: electronic data transfers and/or messaging by fax and/or messaging by post, or other delivery of written documents; and
· Website: the Clipper Interall website at www.clipperinterall.com
2. Article 2 Applicability.
2.1 These Terms and Conditions apply to all Orders and agreements concerning the sale and delivery of Products by Clipper Interall.
2.2 Before the distance Agreement is concluded, these Terms and Conditions will be made available to the Client. If this is not reasonably possible, Clipper Interall will indicate before the distance Agreement is concluded how the Terms and Conditions can be consulted at Clipper Interall and that they will be sent free of charge to the Client as soon as possible upon request.
2.3 If the distance Agreement is concluded electronically, notwithstanding the previous paragraph and before the distance Agreement is concluded, these Terms and Conditions may be made available to the Client electronically in such a way that it can be easily stored by the Client on a durable data carrier.
2.4 In the event of any conflict between the Terms and Conditions and the Agreement, the provisions of the Agreement will take precedence.
2.5 Applicability of any general (purchase) conditions used by the Client – under whatever name – is expressly rejected by Clipper Interall, unless their applicability has been expressly accepted In Writing by Clipper Interall.
2.6 These Terms and Conditions may be amended by Clipper Interall. Clipper Interall agrees to notify the Client In Writing of amendments and these will take effect thirty (30) days after the notification, unless the notification specifies a different date. The Client hereby agrees to the content and applicability of the general terms and conditions as amended from the effective date indicated in the notification.
2.7 If any provision of these Terms and Conditions is found to be void, this will not affect the validity of the entire Terms and Conditions. In that case, the parties will draft one or more new provision(s) in replacement, which will reflect the intention of the original provision as much as legally possible.
3. Article 3 Offers, Orders and Agreement.
3.1 All Offers, in whatever form, are without obligation for Clipper Interall, unless they contain a condition for acceptance, and are based on delivery under normal circumstances and during normal office hours.
3.2 The content of the Website and the product range have been compiled with the utmost care. However, Clipper Interall cannot guarantee that all information on the website is correct and complete at all times. Images, catalogues, drawings and other data provided to or by Clipper Interall are subject to change without notice and are not binding on Clipper Interall.
3.3 Clipper Interall will only be bound after it has confirmed the Order In Writing in the order confirmation sent to the Client (the ‘Order Confirmation’), whereby the Agreement is concluded. After the Client has placed an Order on the Website, the Client will first receive an automated confirmation of receipt. This confirmation of receipt does not constitute an Order Confirmation and does not imply that Clipper Interall is already bound by the Order.
3.4 If a non-binding Offer is accepted by placing an Order, Clipper Interall has the right to revoke the Offer within three (3) days after receipt of the Order. Clipper Interall will immediately communicate such revocation to the Client.
3.5 If the Agreement is concluded electronically, Clipper Interall will take appropriate technical and organisational measures to secure the electronic transfer of data and will provide a secure web environment. If the Client pays electronically, Clipper Interall will take appropriate security measures.
3.6 The Client guarantees that details supplied by the Client for the purpose of proofs, including but not limited to logos and texts, are correct and complete.
3.7 Clipper Interall has branches in the United Kingdom, Germany and France. These branches are part of the Clipper Interall group, of which Clipper Interall B.V. is the head office. Orders from the Client at a local branch can be processed, provided that the Agreement, upon Order Confirmation, is always concluded with Clipper Interall and not with the local (sales) branch.
3.8 Clipper Interall has no obligation to accept any Order and does not guarantee that there will be sufficient stock of the Products being offered.
4. Article 4 Price and price revision.
4.1 The agreed prices and rates are in euros, unless otherwise agreed In Writing.
4.2 Unless agreed otherwise In Writing, prices quoted by Clipper Interall will be based on delivery ex works, warehouse or other storage location, but exclusive of VAT, import duties, or other taxes, (packaging) levies or obligations and exclusive of the costs of loading, unloading, freight costs and insurance. Prices include proofs unless it is indicated that costs relating to proofs are not included.
4.3 A price quoted by Clipper Interall in the Offer is not binding on Clipper Interall and only serves as an invitation for the Client to place an Order.
4.4 Clipper Interall reserves the right to, at any time, decide that certain articles will only be supplied in certain minimum quantities.
4.5 Clipper Interall may pass on to the Client any change in factors affecting Clipper Interall's price, including the purchase price, exchange rates, import and export duties and other levies resulting from import and export, insurance rates, freight rates and other levies or taxes, even if the Agreement has already been concluded.
4.6 If application of the previous clause leads to a price increase of 10% or more within a period of 3 months after entering into the Agreement, the Client is entitled to terminate the Agreement by registered letter within seven (7) working days after being notified of the price increase, without being entitled to any compensation.
4.7 The Client agrees to indemnify Clipper Interall against all costs and losses that Clipper Interall may incur as a result of the fact:
(a) that the Client is not properly registered for VAT or a comparable tax in a relevant EU Member State; and/or
(b) that the Client provides incorrect or untimely information to Clipper Interall and/or the authorities in the field of VAT or a comparable tax in a relevant EU Member State.
4.8 Any discounts are valid only once and do not bind Clipper Interall in any way for a follow-up order or subsequent agreement, unless otherwise agreed In Writing.
4.9 Clipper Interall may at any time decide to unilaterally change the range and price of Products on the Website. This means that Clipper Interall will not be liable towards the Client for any changes to this product range.
5. Article 5 Delivery time.
5.1 Delivery times stated are for information purposes only and will never be regarded as a strict deadline, unless expressly agreed otherwise. In the event of late delivery, Clipper Interall must, therefore, be issued a Written notice of default and must be granted an additional reasonable period of at least 15 days to still proceed with delivery before it can be in default.
5.2 The Client agrees to ensure that there are no obstacles on its part to complying with certain agreed conditions, including delivery and acceptance conditions.
5.3 The delivery time starts at the latest of the following times:
(a) the day of Written approval of the proof by the Client, if this is required under the Agreement,
(b) the day of dispatch of the Order Confirmation,
(c) the day of receipt by Clipper Interall of amounts payable in advance under the Agreement, including but not limited to an advance payment or security for payment.
6. Article 6 Delivery.
6.1 Delivery will take place in accordance with the terms and conditions of delivery for transport communicated by Clipper Interall (‘Incoterms’), 2020 edition, or the most recent version issued by the International Chamber of Commerce (ICC) and/or in accordance with the Incoterms stated in the Order Confirmation.
6.2 Clipper Interall reserves the right to deliver and invoice a maximum of 5% more or less than the agreed quantity in the case of Products that are custom made for the Client, or, where applicable, specifically assembled Products.
6.3 Part deliveries by Clipper Interall are permitted after proper prior consultation, with each part delivery payable separately by the Client.
6.4 Unless otherwise agreed In Writing, Delivery of Products will be ex works, ex warehouse, in which case Products will be deemed to have been delivered by Clipper Interall and accepted by the Client once they have been handed over to a professional carrier.
6.5 Unless agreed otherwise In Writing, transport will take place at the expense and risk of the Client, even if the freight forwarder has explicitly stipulated that all transport documents must state that all damage resulting from transport is at the expense and risk of the carrier (ex works).
6.6 If Clipper Interall shows or provides a model, sample or example, this is for illustrative purposes only. The properties of the Products to be delivered may differ from the sample, model or example. The provision in Article 3.2 applies accordingly.
6.7 If the Client does not take delivery of the Products or does not take delivery of them on time, the Client will be in default, without notice of default being required. In that case, Clipper Interall will be entitled to store the Products at the risk and expense of the Client, or to sell them to a third party, including the risk of loss of quality. The Client will remain liable to pay the purchase price, plus interest and collection costs, as compensation. However, to the extent the opportunity arises, the compensation payable will be reduced by the net proceeds of the sale to that third party.
7. Article 7 Delivery of printed goods.
7.1 In the event that Clipper Interall has been commissioned to supply products specifically manufactured or assembled for the Client, the Client will be obliged to supply readily reproducible material of good quality, including but not limited to logos, before shipment. As long as the Client has not fulfilled this obligation, Clipper Interall will be entitled to suspend its obligations under the Agreement.
7.2 Clipper Interall will only be obliged to send the Client a proof for approval in advance if this has been stipulated In Writing by the Client when entering into the Agreement. In that case, Clipper Interall undertakes to submit a proof to the Client no later than five weeks after entering into the Agreement and after receipt of the materials to be processed, which proof will be deemed to have been approved if there has been no Written response to the proof within five working days.
7.3 All costs of printing or related thereto will be charged separately and are not included in the agreed price, unless expressly agreed otherwise.
8.1 If the Delivery is wholly or partially prevented by force majeure, Clipper Interall will be entitled to suspend Delivery or to terminate the Agreement wholly or partially In Writing, insofar as it has not been performed and to demand payment for the parts that have been performed, all this without being obliged to pay the Client any kind of compensation.
8.2 The parties agree to inform each other as soon as possible of any situation of force majeure.
8.3 If this situation of force majeure has lasted for three (3) months, both Parties will have the right to terminate the Agreement In Writing in whole or in part.
8.4 Force majeure in these Terms and Conditions means: any circumstance beyond the control of Clipper Interall, even if this circumstance could already have been foreseen when the Agreement was drawn up, which permanently or temporarily prevents performance of the Agreement, including, but not limited to: epidemics, war, threat of war, civil war, riots, strikes, exclusion of employees, transport problems, flooding, power outages, fire and/or serious interruptions of business activities at Clipper Interall or its suppliers.
9. Article 9 Complaints.
9.1 Complaints regarding visible defects must be made In Writing within eight (8) days after delivery of the goods, after which Clipper Interall will not be obliged to provide any form of compensation. Defects that could not reasonably be determined within the aforementioned period must be notified to Clipper Interall In Writing immediately after they have been discovered, but no later than thirty (30) days after arrival of the Products.
9.2 After discovering any defect, the Client is obliged to immediately stop the use and/or further Delivery to third parties of the Products in question.
9.3 Products can only be returned if Clipper Interall has agreed to this In Writing. The costs of returning the goods fall to the Client and the Products remain at the Client's risk. Returns never imply any admission of liability.
9.4 The Client will provide all assistance as requested by Clipper Interall for the investigation into the complaints, including by offering Clipper Interall an opportunity to conduct an investigation or to have a third party conduct an investigation, or by returning certain representative defective Products at Clipper Interall's expense.
9.5 If Clipper Interall considers a complaint to be justified, Clipper Interall will, at Clipper Interall's discretion, after consultation with the Client, repair or replace the relevant Products, or refund the Client in full or in part the amount already paid for those Products, or credit the relevant invoice amount.
9.6 Defects concerning an individual batch of Products, which is part of a delivery consisting of multiple batches, only entitles the Client to cancel the entire Agreement if the Client cannot reasonably be expected to maintain the remaining part of the Agreement.
10. Article 10 Warranty.
10.1 If Clipper Interall supplies Products to the Client that Clipper Interall has received from its suppliers, Clipper Interall will never be obliged to provide any further guarantee or liability to the Client than what Clipper Interall can claim from its supplier.
10.2 The Products remain entirely at the Client's risk in the event that repairs are carried out on the Products by Clipper Interall, unless the repairs are the result of defective performance by Clipper Interall and the Client cannot reasonably be expected to insure the Products against the aforementioned risk.
11. Article 11 Retention of title.
11.1 All Products delivered to the Client remain the property of Clipper Interall, but are at the expense and risk of the Client from the moment of Delivery, until all amounts due under the Agreement as well as claims arising from the Client's failure to comply with this or other agreement(s), including interest and collection costs, have been paid in full by the Client.
11.2 If Clipper Interall, in the context of the Agreement concluded with the Client, carries out work for the benefit of the Client which must be paid for by the Client, Article 11.1 also applies until the Client has fully paid the amount due to Clipper Interall.
11.3 As long as title to the delivered Products has not been transferred to the Client, the Client is not permitted to process the Products, remove them from its actual control, alienate, pledge or otherwise encumber them. The Client will, furthermore, take all appropriate measures to separate these Products and keep them separate from other items present on the Client’s premises. Furthermore, the Client may not grant any rights to the goods to a third party, other than in the normal course of business. In the event of a sale on credit, the Client agrees to require its customers to retain title on the basis of the provisions of this article and will do everything necessary to prevent mixing, accession or formation of a title.
11.4 The Client is obliged to carefully store the Products delivered under retention of title as the recognisable property of Clipper Interall, and to insure them against risks such as fire, explosion, damage and theft. At Clipper Interall’s first request, the Client will assign all rights towards the insurers involved to Clipper Interall.
11.5 The Client is obliged to inform, In Writing, any third parties who wish to recover the Products supplied by Clipper Interall of Clipper Interall’s retention of title thereto. The Client must inform Clipper Interall of this In Writing without delay.
11.6 If and as long as Clipper Interall is the owner of the Products under the retention of title, the Client will immediately notify Clipper Interall In Writing if any part of the Products has been lost or damaged, or if (any part of) the Products has been seized and/or otherwise claimed. Furthermore, the Client will inform Clipper Interall at Clipper Interall’s first request of the location of the Products to which Clipper Interall retains title.
11.7 If the Client fails to fulfil its payment obligations within the period specified in Article 12.1, it is obliged, without prejudice to any other right of Clipper Interall, and without further notice of default, to immediately make the Products delivered under retention of title available to Clipper Interall free of charge at Clipper Interall's first request. In that case, Clipper Interall and its employees have the right to enter the Client's premises to take actual possession of the Products delivered under retention of title.
11.8 In the event of seizure, (provisional) suspension of payment or bankruptcy, the Client will immediately inform the seizing bailiff, the administrator or the statutory receiver of Clipper Interall’s retention of title.
12. Article 12 Payment.
12.1 Unless agreed otherwise In Writing and without prejudice to the provisions of the following paragraph, payments to Clipper Interall must be made within a net thirty (30) days after the invoice date, which date will be considered a strict deadline. The date when the amount is credited to Clipper Interall's bank account will be considered the payment date.
12.2 Unless expressly agreed otherwise, all payments by the Client, however made, will first go towards covering the costs, subsequently towards reducing any accrued interest and finally towards reducing the amount due on any unpaid invoices.
12.3 Clipper Interall must be notified In Writing of any objections to invoices, specifications, descriptions and prices within 8 days of the invoice date. If this is not possible, regardless of the cause, which cannot be attributed to the Client, the Client will in any case inform Clipper Interall In Writing of its objections as soon as this is reasonably possible.
12.4 Offsetting of debts or other forms of settlement are never permitted without Clipper Interall’s express Written consent. Clipper Interall will always have the right, prior to Delivery or before continuing Delivery, to request from the Client – at Clipper Interall’s discretion – sufficient advance payment or security for the fulfilment of the payment obligation, whereby Clipper Interall will be entitled to postpone further deliveries if the Client does not meet these requirements, even if a fixed delivery time has been agreed, all without prejudice to Clipper Interall’s right to claim compensation for late fulfilment or, depending on the circumstances, non-fulfilment of the Agreement.
12.5 If the Client fails to pay within the agreed term, the Client will be in default without any notice of default being required and Clipper Interall will be entitled – without any notice of default – to charge the Client interest from the date of the unpaid invoice(s), at a rate of 2% above the statutory commercial interest rate.
12.6 If the Client is in default with regard to its obligations under the Agreement or these Terms and Conditions, all payment obligations of the Client towards Clipper Interall, regardless of whether an invoice has already been sent, will become immediately due and payable from that moment on.
12.7 All extrajudicial collection costs incurred by Clipper Interall will be borne by the Client and will be calculated in proportion to the outstanding amount in the manner set out below, on the understanding that these will amount to at least EUR 70. The extrajudicial collection costs will be calculated on the principal amount as follows:
(a) 15% on the first EUR 3,000;
(b) 10% on the amount between EUR 3,000 and EUR 6,000;
(c) 8% on the amount between EUR 6,000 and EUR 15,000;
(d) 5% on the amount between EUR 15,000 and EUR 60,000; and
(e) 3% on the amount above EUR 60,000.
13. Article 13 Advice and product development.
13.1 Clipper Interall can, if requested by the Client, provide advice. Clipper Interall is hereby obliged to protect the Client’s interests to the best of its knowledge and ability. Clipper Interall is entitled to invoice this separately to the Client by means of a fee at an hourly rate, which must be agreed in advance between the Parties, regardless of whether the advice relates to Products produced and/or delivered by or on behalf of the Client under the Agreement.
13.2 In the case of product development, advice on promotional products to be used, advice on creative concepts, quotations for extensive projects with or without printed products, national or international market research on specific products or product information concerning products not specifically described, the provisions of paragraph 1 of this article will apply in full.
14. Article 14 Intellectual property.
14.1 All intellectual and industrial property rights (including trademark rights, design rights and patents) on all designs, drawings, models, sketches, lithographs, clichés, photographs, samples and examples (the ‘Information’), which have been made available to the Client or developed under the Agreement, remain the exclusive property of Clipper Interall. This also applies if the Client has placed an Order for this, the Agreement has been concluded and the resulting financial obligations have been met, unless expressly agreed otherwise In Writing.
14.2 The Client will indemnify Clipper Interall against third-party claims concerning intellectual property rights with regard to the Information originating from the Client.
14.3 Clipper Interall states that, to the best of its knowledge, the Products do not infringe third-party intellectual property rights applicable in the Netherlands. Clipper Interall cannot indemnify the Client for any infringement of third-party intellectual property rights.
14.4 Clipper Interall is entitled, from the moment of delivery of the Products, to use designs, working methods, presentations, advice, models, images, drawings, sketches, photographs, prototypes, models, mood boards, printed matter, files, websites, brochures and catalogues and the like for the benefit of its portfolio, publicity and promotion, as well as to exhibit them at exhibitions.
14.5 The Client agrees to maintain confidentiality with regard to all information, specifications, all company information and know-how made available to the Client for the performance of the Agreement concerning and originating from Clipper Interall. Upon request, the Client will immediately transfer the confidential information and all copies or other reproductions thereof to Clipper Interall.
15. Article 15 Typesetting proof, printing proof and other proofs.
15.1 At the request of Clipper Interall or otherwise, the Client is obliged to carefully check the received typesetting proofs, printing proofs and other proofs for errors and/or weaknesses and, if errors and/or weaknesses are found, to return them to Clipper Interall as soon as possible, corrected or approved.
15.2 Approval of the proofs by the Client will be deemed to be recognition that Clipper Interall has carried out the work preceding the proofs on time and correctly.
15.3 Clipper Interall is not liable for any defects, shortcomings or errors that may have gone unnoticed in the proofs approved or corrected by the Client.
15.4 Any proof produced at the express request of the Client will be charged in addition to the agreed price, unless it has been expressly agreed that the costs of these proofs are included in the price.
16. Article 16 Return of unprinted goods.
16.1 Unprinted goods may be returned within fourteen (14) days after the shipping date provided a returns form is completed in full and includes the order number and track & trace information.
16.2 Return shipment is at the expense and risk of the Client and never implies any acknowledgement of liability on the part of Clipper Interall.
16.3 Both the costs of returning the unprinted items to Clipper Interall and the original transport costs of the order will not be credited and are at the expense and risk of the Client.
16.4 Clipper Interall reserves the right to charge 5% of the net order amount for actions to be performed, with a minimum charge of €15 excluding VAT.
17. Article 17 Responsibilities of the Client.
17.1 The Client agrees to provide Clipper Interall, in a timely manner, with all details necessary for the performance of Clipper Interall's work and guarantees its accuracy and completeness.
17.2 The Client agrees not to remove, in whole or in part, the trademark and/or distinctive markings from the Products or make them invisible.
18. Article 18 Personal data processing.
18.1 Personal data will be processed by Clipper Interall in a proper, careful and confidential manner, in compliance with applicable national and international laws and regulations, including the General Data Protection Regulation (the ‘GDPR’). This also includes cooperating with legitimate requests from data subjects within the meaning of the GDPR.
18.2 In addition, personal data will not be further processed by Clipper Interall in a manner that is incompatible with the purposes for which they were obtained, nor will they be retained or processed for longer than necessary.
18.3 Clipper Interall will implement appropriate technical and organisational security measures to ensure that personal data are protected against destruction, loss or any form of unlawful processing, taking into account the state of the art and the nature of the processing.
18.4 If applicable, the Client will, at Clipper Interall's first request, cooperate in concluding an agreement to be provided by Clipper Interall as referred to in Article 28 of the GDPR (a data processor agreement) for the performance of the processing of personal data by Clipper Interall, insofar as an agreement existing between the parties does not already qualify as such an agreement.
18.5 Clipper Interall agrees to notify the Client as soon as possible, or at least without unreasonable delay, of a personal data breach, insofar as it concerns personal data that Clipper Interall has obtained from the Client or is processing in the context of an Agreement between the parties and/or concerns persons to whom that Agreement relates.
19. Article 19 Liability.
19.1 Unless there is gross negligence or intent on the part of Clipper Interall, or of managerial subordinates of Clipper Interall, Clipper Interall will not be liable for any costs, damages or interest resulting from acts of negligence by the aforementioned persons or by other subordinates of Clipper Interall, or by persons charged by Clipper Interall with the performance of the agreement.
19.2 Any liability of Clipper Interall for loss of profits, loss of goodwill or loss of business, or for indirect damage, is expressly excluded.
19.3 Clipper Interall's liability towards the Client, for whatever reason, per event (whereby a connected series of events is considered as one event) is limited to the total amount of the Agreement (excluding VAT). If no total amount of the Agreement can be specified, Clipper Interall's liability will be limited to the amount it will receive from the insurer with which Clipper Interall has taken out business liability insurance.
19.4 In the event of force majeure as referred to in Article 8.4, Clipper Interall is never liable for any damage whatsoever under these Terms and Conditions.
19.5 Unless expressly agreed otherwise In Writing, all legal claims under the Agreement and these Conditions will lapse after one year from the date of Delivery.
20. Article 20 Termination.
20.1 In the event of a (provisional) suspension of payment, bankruptcy, closure or liquidation of the Client's company, all Agreements with the Client will be validly terminated, unless Clipper Interall notifies the Client within a reasonable time (if the opportunity arises at the request of the receiver or trustee) to demand performance of (part of) the relevant Agreement(s), in which case Clipper Interall will be entitled, without notice of default:
(a) to postpone performance of the relevant Agreement(s) until payment has been sufficiently secured; and/or
(b) to postpone any and all of its obligations towards the Client; without prejudice to Clipper Interall’s other rights under any Agreement with the Client, and without Clipper Interall being obliged to pay any compensation.
20.2 If the Client fails to fulfil any obligation whatsoever, fails to fulfil any obligation in full, in Clipper Interall’s opinion, or fails to fulfil any obligation within the specified period as stated in the Agreement, or otherwise fails to fulfil any obligation whatsoever on time, which may arise for the Client from any Agreement whatsoever, the Client will be in default and Clipper Interall will be entitled, without notice of default or legal intervention:
(a) to suspend performance of that Agreement and directly related Agreements until payment has been sufficiently secured; and/or
(b) to terminate this Agreement and any directly related Agreements in whole or in part; without prejudice to any other rights of Clipper Interall under any Agreement and without Clipper Interall being obliged to pay any compensation.
20.3 If an event occurs as specified in paragraph 1 and paragraph 2 of this article, all claims of Clipper Interall against the Client and the claims specified in the relevant Agreement(s) will become immediately and fully due and payable, and Clipper Interall will be entitled to reclaim the relevant Products (in accordance with Article 11). In that case, Clipper Interall and its authorised representative(s) will be entitled to enter the Client's premises and enter the Client's buildings to take possession of the Products. The Client is obliged to take the necessary measures to enable Clipper Interall to exercise its rights.
20.4 Printed orders and custom orders cannot be cancelled by the Client. Agreements under which these Products are offered cannot be terminated. If the Client cancels a printed order or custom order, all costs will be charged to the Client.
21. Article 21 Disputes, competent court and applicable law.
21.1 Disputes between the Parties, including those considered as such by just one Party, will be settled as much as possible by mutual agreement.
21.2 Disputes arising out of or in connection with these Terms and Conditions and the Agreement will, insofar as the Parties cannot reach an amicable resolution, be submitted to the competent court according to law.
21.3 These Terms and Conditions and all Offers and Agreements to which these Terms and Conditions apply are governed exclusively by Dutch law. The UN Convention on Contracts for the International Sale of Goods (often referred to as the Vienna Sales Convention) does not apply.
22. Article 22 Language.
22.1 These Terms and Conditions have been drafted and filed both in Dutch and in English. In the event of any differences in interpretation or contradictions between the Dutch and English text, the Dutch text takes precedence.