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General terms and conditions IT-Recycling B.V.

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Version: February 2026
Chamber of Commerce: 83075933
These general terms and conditions (GTC) are modular and consist of Module A (General) and additional modules B through F. Module A is always applicable. Additional modules apply if and insofar as the service in question has been agreed upon or is actually performed.

Module A – General

Article 1. Definitions

Service Provider: IT-Recycling B.V., as contractor, vendor or purchaser (depending on the service performed or applicable module).
Client: any legal or natural person acting in the course of a profession or business who purchases Services or offers Goods.
Agreement: the agreement between the Parties, established in accordance with Article 3.
Quotation: any offer by Service Provider, including attachments, price lists and (online) order pages.
Order confirmation: written or electronic confirmation of the order by Service Provider.
Services means all work to be performed by Service Provider, including (non-exhaustive) collection, transportation, sorting, testing, grading, disassembly, recycling, reuse, resale, data destruction, shredding, clearance and related services.
Service On Location: at the Client’s location or a location designated by the Client (not being the Service Provider’s office).
Goods / Equipment: all (IT) hardware, (peripheral) equipment, parts, components, data carriers and other moveable property offered by the Client, as well as waste materials.
Waste Materials: items (substances or objects) which the Client disposes of or is required to dispose of, including WEEE/WEEE items.
Data carriers: including HDD/SSD drives, tapes, USB sticks, memory cards, phones/tablets with storage, servers and other items or media with (potentially) stored data.
Working day: Monday to Friday (excluding official holidays in the Netherlands).
Confidential Information means all non-public information from/about Parties, including data on Data Carriers, business information, pricing, processes, and security information.

Article 2. Applicability and ranking

These GTC apply to all Quotes, Orders, Order Confirmations and Agreements with Client, as well as to all related (legal) acts.
Applicability of (purchase) conditions of the Client is expressly rejected.
Variations shall apply only if expressly confirmed in writing by Service Provider.
Ranking order in case of inconsistencies: (i) Order Confirmation/Offer (including specific scope and rates), (ii) applicable module(s) B-F, (iii) Module A.

Article 3. Quotes, commissioning and creation

Quotes are non-binding unless otherwise expressly stated.
An Agreement is established by (i) written or electronic Order Confirmation by Service Provider, or (ii) commencement of performance by Service Provider.
Client is responsible for the accuracy and completeness of all data and specifications provided by him. Service Provider may rely thereon.

If the Client orders (in part) via telephone/email, the Order Confirmation from Service Provider shall be leading.

Article 4. Implementation, third parties and changes

Service Provider shall perform the Services to the best of its knowledge and ability. Deadlines are indicative and not deadlines, unless expressly agreed otherwise in writing.
Service Provider is entitled to engage third parties (subcontractors, processors and carriers).
The Client may modify or cancel all or part of the order only with the consent of Service Provider. Service Provider may charge any costs and work already performed. Unless Service Provider confirms otherwise in writing after a request for cancellation, if an order is cancelled, at least EUR 50.00 excluding VAT will be charged.
Additional work (including that caused by deviating volumes, deviating composition, additional data carriers, additional requirements, waiting time or additional safety measures), as well as reasonable deviations between the numbers, volumes or composition specified and those actually carried out, will be invoiced at the applicable rates. If a deviation is significant, Service Provider shall inform Client thereof in advance and, as far as reasonably possible, seek Client’s agreement, unless circumstances warrant immediate performance.
An Agreement can only be amended with the prior written consent of authorized persons (management) of Service Provider, otherwise Service Provider will not be bound. Executive personnel of Service Provider performing a Service on Location are in any case not authorized to do so.

Article 5. Obligations of Principal (general)

The Client shall ensure that Goods are available in a timely, correct and safe manner and that the location is accessible, including necessary access, (safety) instructions in written format and , to the extent required for the relevant location or performance on the part of the Client, any permits/exemptions.
Customer warrants that Goods are free from third party rights (pledge, retention of title, lease, attachment), and indemnifies Service Provider against third party claims.
Client shall report in advance any special risks, hazardous conditions or (potentially) hazardous substances or components.
If the Customer provides inaccurate or incomplete information, the Customer shall be liable to Service Provider and to relevant third parties for all damages, (additional) costs, penalties and delays incurred as a result.

Article 6. Pricing, billing and payment

All prices are exclusive of VAT and other taxes unless otherwise stated.
Service Provider is entitled to adjust prices if relevant costs increase (such as processing costs, fuel or applicable regulations) after the effective date of the Agreement.
Invoices will be provided by Service Provider via email or otherwise at the discretion of Service Provider. Service Provider is not required to use invoicing through Client portals or systems. Any additional billing requirements may be charged as additional work.
Client maintains a payment term of fourteen (14) days from invoice date, unless otherwise agreed upon.
In the event of late payment, Client shall owe statutory commercial interest and extrajudicial collection costs without notice of default.
Client is not authorized to set off or suspend, subject to mandatory law.
Service Provider is entitled to require (additional) security or prepayment and to suspend performance, for example, in case of doubt about liquidity or the Customer’s payment record.

Article 7. Digital signature and proof

Electronic communications and (digital) signatures have the same probative value as written signatures.
Service Provider’s records (e.g., with respect to weighing data, counts, scan logs, serial number lists, chain-of-custody, work orders) shall provide compelling evidence against Contractor and relevant third parties, subject to proof to the contrary by Principal.

Article 8. Secrecy (general)

The parties shall keep Confidential Information strictly confidential and shall use it solely for performance of the Agreement.
Employees and relevant third parties of Service Provider are bound by confidentiality.

Article 9. Complaints and due dates

Complaints about invoices or performance must be reported in writing within ten (10) Business Days of discovery, with sufficiently detailed substantiation that Service Provider can reasonably investigate the complaint.
Customer’s rights of claim shall expire no later than twelve (12) months after the event from which the claim arises, unless mandatory law provides otherwise.

Article 10. Liability

Service Provider is not liable for indirect damage (including in any case consequential damage, loss of profit, reputation damage, missed savings and business interruption), even if the Client points this out.
If Service Provider is nevertheless liable, such liability shall be limited to the lesser of:
- The amount paid out by the liability insurer, or
- the invoice amount (excluding VAT) of the relevant invoice of the relevant Agreement, up to a maximum of EUR 10,000.00 per occurrence.
Liability of Service Provider is in any case excluded for damage caused by: incorrect information provided by the Customer or its affiliated third parties, excluded or dangerous substances, defective or incorrectly presented Goods, actions of the Customer or its third parties on location or (technical) shortcomings of software or hardware provided by third parties that Service Provider deploys.
Exclusions do not apply in the event of intentional or deliberate recklessness on the part of Service Provider’s management.
Unless the damage is caused by intent or gross negligence on the part of Service Provider or its managerial staff, the Customer will indemnify Service Provider for all damage (including (legal) advisor costs) resulting from or related to third party claims, directly or indirectly related to (the performance of) an Agreement. To the extent necessary, Service Provider may call the Client in indemnity to that effect.
Auxiliary persons of Service Provider may (also) rely towards Client on the liability exclusions in this article, which qualifies as a third-party clause within the meaning of Section 6:253 of the Dutch Civil Code.

Article 11. Force majeure

If Service Provider cannot meet its obligations to the Customer due to a non-attributable failure, it is a force majeure situation. In addition to what is understood in the law and case law, a force majeure situation includes all external causes, foreseen and unforeseen, over which the Service Provider cannot exercise any control, as a result of which the fulfillment of its obligations to the Customer is fully or partially prevented or as a result of which the fulfillment of its obligations cannot reasonably be required from the Service Provider, regardless of whether that circumstance could be foreseen at the time of entering into the Agreement. Such circumstances shall include (the consequences of): epidemic, strike, lockout, fire, breakdown of machinery, stagnation or other problems in production by the Service Provider’s suppliers and/or measures of any governmental authority (such as recall actions), as well as the absence of any governmental permit to be obtained.
Force majeure on the part of the Service Provider shall in any case, but not exclusively, exist if, after the conclusion of the Agreement, the Service Provider is prevented from fulfilling its obligations under this Agreement or its preparations as a result of war, war damage, civil war, threat of war riots, blockade, boycott, natural disasters, epidemics, pandemics, lack of raw materials, hindrance and interruption of transport possibilities, acts of war, fire, flooding, ash cloud(s), strikes and sit-down strikes (both organized and unorganized), lock-outs, import and export impediments government measures, defects in machinery, disruptions in the supply of energy, late delivery of necessary raw materials and/or auxiliary materials (from suppliers), sickness among staff and/or absence of employees, equipment or facilities that are crucial for the delivery, all this both in the Service Provider’s business and that of third parties, such as suppliers, from whom the Service Provider has to obtain the necessary materials or raw materials in whole or in part, as well as during storage or during transport whether or not under its own management and furthermore due to all other matters that arise through no fault or risk of the Service Provider. This enumeration is not all-inclusive.
In cases of force majeure:
- Customer is not authorized to rescind the Agreement and;
- the performance of Service Provider’s obligations shall be suspended for the duration of the force majeure condition and;
- Customer is not entitled to any compensation or damages, even if Service Provider may have any advantage as a result of the force majeure.
If any force majeure condition has lasted for 2 (two) months, Service Provider shall have the right to terminate the Agreement in whole or in part in writing.
Dissolution shall not affect payment obligations for services already rendered.

Article 12. Suspension, set-off and dissolution

Client shall not be entitled to suspend or set off its obligations.
In the following cases, Service Provider’s entire claim against the Client shall become immediately due and payable, the Client shall be in default by operation of law and Service Provider shall have the right to terminate the Agreement in whole or in part – without any notice of default or judicial intervention being required – out of court:
- if Client files for bankruptcy or (provisional) suspension of payments, or is declared bankrupt, (provisional) suspension of payments is granted, or Client is placed under administration, management or guardianship by virtue of statutory provision;
- if the Client transfers, liquidates, shuts down or discontinues all or part of its business;
- if a prejudgment or executory attachment is levied against the Client;

if Service Provider has good reason to fear that the Customer will fail to fulfill its obligations.
In the event of dissolution by Service Provider under the preceding paragraph, the Customer shall by operation of law owe Service Provider a penalty of 25% of the relevant invoice value, without prejudice to Service Provider’s right to claim damages. Section 6:92 of the Dutch Civil Code shall not apply.

Article 13. Applicable law and disputes

All Agreements are governed exclusively by Dutch law. The CISG (Vienna Sales Convention) is excluded.
Only the District Court of East Brabant has jurisdiction to settle disputes arising from the Agreement.

Module B – Collection, Disposal and Recycling of IT Equipment.

This module applies to the collection, intake, transportation, sorting, processing and disposal of IT equipment, peripherals, components and related items, including any “no cost disposal” arrangements.

Article 1. Acceptance criteria and exclusions

Service Provider shall in principle accept the Goods specified in Quotation or Order Confirmation. Additional or different Goods can only be included or processed after acceptance by Service Provider.
Excluded are, unless otherwise agreed in writing: chemical waste, explosives, pressurized gas cylinders, highly flammable or explosive substances, oxidizing or caustic or toxic or radioactive substances, asbestos (suspected) material, infectious/medical waste and other materials that pose a danger to humans or the environment.
Service Provider may reject Goods or (if already taken) have them processed separately at the Customer’s expense. Customer shall indemnify Service Provider against all claims, fines and costs related to or resulting from this.

Article 2. Minimum quantities

If a minimum weight applies (e.g. 200 kilograms), then below this minimum a transportation/handling charge may be invoiced in accordance with the Quotation or Order Confirmation.
For specific “negative value” streams (e.g., certain monitors, toners, batteries), Service Provider may charge a processing fee regardless of volume.

Article 3. Weighing and sorting

Weighing, counting, sorting, testing and grading will take place at Service Provider’s facility unless otherwise agreed in writing.
The weights, numbers and specifications determined by Service Provider are binding for financial settlement.
If the Client maintains its own records and those records differ from those of Service Provider, Service Provider’s records shall prevail.

Article 4. Property transfer

Unless otherwise agreed in writing, ownership of all Goods shall pass to Service Provider upon actual handover (usually: upon loading or pickup at Client’s location).
Client waives all rights to the Goods after transfer and acknowledges that Goods will not be returned.
Excluded or hazardous substances shall be deemed not to have been validly transferred and shall remain for the account and risk of the Client, even if they are (already/yet) in the possession of Service Provider.

Article 5. Destination and processing

Service provider, after transfer, determines at its own discretion the method of processing: reuse, resale, disassembly, recycling, destruction, export (in accordance with legislation) or a combination thereof.
If the Client wishes only physical destruction of Data Carriers or Equipment, this must be agreed upon explicitly and in writing in advance. In that case, Module C and/or additional agreements shall apply to the extent relevant.

Article 6. Documentation

Client shall provide relevant cooperation in the preparation and signing of relevant documentation, such as EAD or other legally required waste, escort or transport documentation, when requested and unsolicited.
Service Provider shall provide (only where previously agreed upon) documentation such as: EAD, weighing/processing reports, environmental certificates. Any deadlines indicated are indicative.

Article 7. Data without data destruction

If the Client does not purchase a data destruction service from Service Provider, the Client remains fully responsible for any data left behind. Service Provider in that case does not accept liability for (alleged) data leaks or disclosure or exposure of data or data.

Module C – Data destruction, wiping and shredding.

This module applies if and insofar as the Service Provider performs for the Customer one or more of the following activities: (i) wiping (erasing) of data, (ii) physical destruction (shredding) of Data Carriers and/or Equipment, and/or (iii) on-site (at the location of or designated by the Customer) destruction with a mobile shredder installation. Insofar as this module applies, it applies in addition to Module A (General) and Module B (Collection, Disposal and Recycling). In case of conflict, the provisions of this Module C shall prevail.

Article 1. Ordering, instructions and (online) order flow

Data Destruction is only performed if the Client expressly orders this service and this has been confirmed by Service Provider, for example in the Quotation, Order Confirmation or via Service Provider’s (online) ordering system.
Service Provider is entitled to require as a condition of execution that the Client places the order (also) through the digital channel designated by Service Provider, so that the necessary registrations, instructions, acceptance of applicable terms and conditions and documentation can be unambiguously recorded.
The processing conditions (Attachment 1) shall apply. If Service Provider so requires, Client shall sign (digitally) an additional confidentiality and/or processing agreement. Service Provider is entitled to suspend performance for as long as this signature remains outstanding.

Article 2. Chain of custody, census and registration

Service Provider shall count and record Data Carriers as carefully as possible upon receipt or collection, and where appropriate use sealed (sealed) containers or other secure means to support chain-of-custody.
Serial numbers shall, as far as technically and practically possible, be registered (e.g. by barcode scanning or similar identification). If Data Carriers or Equipment are not provided with a barcode or other reliable identification, Service Provider shall be entitled to limit registration to category/number level or offer additional registration as additional work.
If Client provides its own inventory list and a discrepancy exists between Client’s list and Service Provider’s record, Service Provider’s registration, count and records shall prevail, subject to evidence to the contrary to be provided by Client.

Article 3. Method, standardization and implementation choices

Unless the Parties agree otherwise in writing, Service Provider shall determine in its sole discretion the most appropriate method of data destruction (wiping and/or physical destruction), taking into account the nature of the Data Carriers, the agreed scope and applicable compliance requirements.
Software wiping may be performed by overwriting with random data or other appropriate method, with Service Provider aiming to perform this offline (i.e. disconnected from the Internet) to reduce risks of data leakage.
Physical destruction shall be performed using Service Provider’s shredders or by a third party engaged by Service Provider. In the case of physical destruction, Service Provider may adjust the particle size and/or security class, to the extent actually deliverable by Service Provider and agreed upon in writing, to the agreed standard or intended security level.
If a specific standard is agreed upon in the order, Service Provider shall use that standard as a starting point and, to the extent relevant, indicate it on any destruction certificates.

Article 4. Non-wipeable or “locked” devices

Customer shall, to the extent reasonably practicable, remove BIOS/UEFI passwords, MDM registrations, iCloud/activation locks and similar blocks or provide the necessary access credentials prior to transfer. Such locks, as well as other operational, technical or functional features, may limit or prevent wiping, testing, grading, reuse or buyback….
If wiping proves technically impossible, Service Provider is entitled to (i) offer physical destruction as an alternative (whether or not at an additional cost), (ii) not perform the data destruction for that specific Equipment/Data Carrier, or (iii) limit the performance to that which is possible within the agreed scope.
If the Customer does not order additional (physical) destruction in such a case, the Customer remains fully responsible for any data left on those Equipment/Data Carriers. Service Provider then accepts no liability for the (possible) disclosure of data, without prejudice to the provisions in Module A and the other provisions in Module C.

Article 5. Certificates, reports and (indicative) deadlines

After performing the agreed data destruction, Service Provider shall provide the Client with a data destruction certificate. Only if agreed and to the extent applicable, Service Provider shall additionally provide a report (such as a serial number list and/or an overview of numbers and types of Data Carriers).
Deadlines mentioned by Service Provider for providing certificates and reports (e.g., “within 10 days”) are target deadlines, unless Parties have expressly agreed in writing and in advance on a fatal deadline.
Client acknowledges that (i) registration of non-stickered or non-scannable items, (ii) additional segregation by entity, or (iii) additional reporting requirements, may qualify as additional work and may be charged separately at Service Provider’s then current rates.

Article 6. AVG – Processor agreement and role assignment

Insofar as Service Provider qualifies as a processor within the meaning of the AVG when performing data destruction, the Processor Terms in Schedule 1 shall apply to the Agreement, unless the parties have separately agreed on a processor agreement for this service: in that case, that separate processor agreement shall prevail.
In such a case, Client remains a controller and is responsible for (i) the lawfulness of the processing, (ii) the choice to offer Data Carriers to Service Provider, and (iii) issuing any instructions necessary for proper performance.
Service Provider shall process personal data only to the extent necessary to achieve the agreed data destruction, and shall implement appropriate technical and organizational security measures as detailed in Exhibit 1.

Article 7. On-site physical destruction

If the Parties agree that physical destruction takes place at Customer’s location or a location designated by Customer, Customer shall ensure that a suitable stand and accessibility for the mobile shredder are available, and that the location is safe for Service Provider’s personnel and equipment.

Client shall arrange for all necessary permits, waivers and/or consents required for placement, parking or use of the mobile shredder and related vehicles on or near the site.
Service Provider advises Client to attend the on-site destruction. Attendance of Customer or its representative(s) shall be at its own risk and subject to all safety instructions provided by Service Provider. If the Client (or its representative) is not present, the certificate and registration documentation provided by Service Provider shall constitute proof of performance, subject to proof to the contrary.
If during on-site destruction batteries must be removed from mobile devices (such as smartphones/tablets), Service Provider shall be entitled to store such batteries separately and fireproof and dispose of them in accordance with applicable (ADR) transportation and safety regulations.
If weighing takes place on site, the established weight is leading for further processing and (if applicable) financial settlement.

Article 8. Liability in relation to data

If the Customer has not given an explicit order for data destruction for Equipment/Data Carriers, Service Provider accepts no liability for the (possible) disclosure, leakage or other accessibility of data present thereon.
Data carriers or Equipment will be accepted for data destruction only if such service is registered in advance in Service Provider’s system and confirmed by Service Provider in advance. Requests that are not made to drivers or other executive personnel until collection or on site shall not bind Service Provider and may result in an additional appointment, delay and/or additional charges.
If the Customer does give an order for data destruction, Service Provider’s liability in connection with data is limited under all circumstances in accordance with Module A. In particular, Service Provider is not liable for consequential damage, including fines, reputational damage, missed savings or trading loss, except in the event of intent or deliberate recklessness on the part of Service Provider’s management.

Module C – Appendix 1 – Conditions of processing.

Subject matter, purpose and duration. These processing conditions apply to the processing of personal data by Service Provider, insofar as Service Provider acts as a processor in the context of the agreed data destruction (except if a specific processing agreement for these services has been agreed between the parties: it will prevail in that case). The processing takes place exclusively for the purpose of securely erasing or destroying personal data on Data Carriers. This processor relationship lasts as long as Service Provider has the Data Carriers in its custody and/or performs work that (may) involve personal data.
Categories of Data and Data Subjects. Client acknowledges that the contents of Data Carriers may in principle be unknown to Service Provider and that Data Carriers may contain various categories of personal data (for example, personal data of employees, customers or other relations of Client).
Instructions. Service Provider shall process personal data solely on the basis of the Agreement, these general terms and conditions including processing conditions and any additional written instructions from the Client, insofar as those instructions do not conflict with applicable laws and regulations. If Service Provider is of the opinion that an instruction is in conflict with laws and regulations, it shall notify the Client.
Security. Service Provider shall keep the personal data it processes under the Agreement confidential. Service Provider shall further take appropriate technical and organizational measures to secure personal data against loss, unauthorized access or unlawful processing. These measures may include, but are not limited to, physical access restriction, access control to systems, logging and monitoring, secure storage and transport procedures, and staff confidentiality obligations.
Engagement of sub-processors. Service Provider is entitled to engage sub-processors (for example, for transport or processing), provided that Service Provider makes arrangements with that sub-processor that materially provide at least the same level of protection as these Processing Terms. Service Provider shall inform Client about the sub-processors deployed. If the Client cannot agree on reasonable grounds with the proposed change or addition of a particular sub-processor, the Client is permitted to object. Service Provider is permitted to offer an alternative within a period of 4 weeks.
Data Breach. Service Provider shall report a personal data breach (“Data Breach”) without unreasonable delay after becoming aware of it, providing such information as is reasonably available and may be necessary for Client to comply with its reporting obligations.
Assistance. Service Provider shall assist Client, to the extent reasonably possible and against compensation of reasonable costs and effort (if any), in handling requests from data subjects as well as in fulfilling Client’s obligations under Articles 32 to 36 AVG.
End of processing. After completion of the agreed data destruction, personal data will not be retained. Data carriers will be erased and/or physically destroyed in accordance with the agreed method, after which residual materials will be processed in accordance with legal requirements and Service Provider’s internal procedures.
Audit. Customer may, only by prior written agreement and subject to Service Provider’s reasonable security and business continuity requirements, conduct or cause to be conducted an audit with respect to the performance of these processing terms. Audits shall be at Client’s expense and shall not unreasonably interfere with Service Provider’s business operations and security.

Module D – Procurement and procurement of IT equipment.

This module applies if and to the extent that Service Provider purchases (buys) Equipment from the Customer against payment of a fee, for example because the Equipment still represents a (positive) residual value.

This module applies in addition to Module A and Module B, supplementing those modules with specific rules for valuation, underwriting and payment.

Article 1. Reservation of inspection, test and acceptance

Any price indication, value estimate or (preliminary) fee is based on the information provided by the Client and is expressly subject to initial visual inspection, possible photographic capture, further testing, grading and post-calculation by Service Provider after receipt.
Service Provider is exclusively authorized to assess whether Equipment meets the agreed specifications and conditions, and whether Equipment is accepted for buyout. Customer acknowledges that Service Provider’s assessment is in principle leading.
Client understands and accepts that Equipment may be rejected for a variety of reasons. Reasons for rejection may include, for example, (i) BIOS/MDM/activation locks, (ii) missing adapters or parts, (iii) cosmetic damage, (iv) missing labels, (v) technical defects, (vi) different characteristics from what was agreed upon or from information provided by Client.

Article 2. Rejected Equipment

If Equipment is rejected by Service Provider for redemption, Service Provider shall not owe any compensation for that Equipment.
Unless the Parties agree otherwise in writing, Service Provider shall process rejected Equipment as e-waste/recycling without charging (additional) costs to the Customer. In that case, the Customer waives any claims for restitution or compensation.

Article 3. Data destruction in relation to buyouts

Data destruction is performed only if expressly agreed or ordered, and is done under the terms of Module C.
If a Quotation states that data destruction is included in the redemption, acceptance of that Quotation shall also constitute an order for such data destruction with respect to the Equipment actually accepted by Service Provider for redemption. The costs thereof are factored into the agreed fee, unless otherwise stated in writing.
Equipment that is not purchased (for example, due to lock issues) is not automatically erased or destroyed. If Client still desires data destruction for that Equipment, Service Provider may offer it as an additional service at an additional cost or under additional conditions.

Article 4. Compensation, payment and settlement

If and to the extent that Equipment is accepted by Service Provider for buy-back, Service Provider shall determine the (final) consideration on the basis of its determined numbers, specifications, condition and market value. Service Provider may provide Customer with a test and/or valuation report as well as a credit invoice or similar document.
Payment of the fee shall be made within a reasonable period of time (at least an agreed upon or separately promised period by Service Provider) after Service Provider (i) determines final acceptance and (ii) has the correct bank details of the Client and any other administrative details required for payment.
Payment shall be made only to a bank account in the name of the Customer. If the Client provides a different account number, Service Provider is entitled to require that a signatory authorized representative of the Client expressly authorize this change.
Notwithstanding the foregoing, Service Provider may, if directed in writing by a signatory authorized representative of Client and confirmed by Service Provider, transfer all or part of the fee directly to a charity designated by the Parties, whether anonymous or not.
Service Provider is authorized to set off a fee payable to Client against amounts owed by Client to Service Provider, such as for additional services such as data destruction or transportation/processing fees.

Module E – Hazardous materials, batteries and ADR logistics.

This module is applicable if and to the extent that hazardous Goods, substances or components are involved, including lithium-ion (Li-ion) batteries or accumulators, chemical waste, corrosive or radioactive substances (including fire detectors), organic fats, carcinogenic substances, (compressed) gases or flammable substances, or if specific safety and transport regulations (such as ADR) apply to (part of) the materials offered.

For all other (non-specific) underwriting criteria and exclusions, Module B continues to apply. Article 1. Duty to report, duty to inform and classification

The Client is obliged to report fully and truthfully, prior to execution, whether the batch contains dangerous Goods, substances or components and, as far as reasonably possible, specify the types (chemistry), numbers/weight and condition (e.g. for batteries or accumulators: intact, defective, swollen, damaged or possibly short-circuited).
The Customer warrants that the information provided by it regarding (dangerous) Goods, substances and components is correct, complete and up to date. If classification, labeling or packaging is required, the Customer shall cooperate in this or perform it in accordance with the reasonable instructions given by Service Provider.
Client shall ensure that (Li-ion) batteries are stored safely prior to transfer and that measures have been taken to reduce fire or explosion risks.

Article 2. Refusal, additional conditions and security measures

If Service Provider believes that Goods or components thereof are unsafe, incorrectly declared or do not comply with laws and regulations, Service Provider is entitled to (i) refuse the relevant items in whole or in part, (ii) impose additional conditions on acceptance and transportation, and/or (iii) require additional safety measures.
If execution is only possible with additional safety measures or ADR-specific handling, Service Provider is entitled to charge the related costs to the Customer as additional work, unless expressly agreed otherwise in the Quotation/Order Confirmation.

Article 3. Documentation, transfer and turnaround times

Client shall provide all cooperation necessary to prepare and sign the relevant (waste) transport and transfer documents, including any EAD/waste document.
Service Provider shall provide to Client, if agreed upon, documentation such as an environmental certificate, a weighing/collision report and an itemized invoice. Deadlines for provision of these documents are target deadlines unless otherwise agreed in writing.

Article 4. Liability and indemnity

Customer shall be liable for all damages, costs, fines and third party claims resulting from (i) incorrect or incomplete information about (dangerous) Goods, substances or components, (ii) unsafe storage/packaging, or (iii) offering Goods, substances or components that are not permitted or not agreed upon. Customer shall fully indemnify Service Provider in this regard.

Service Provider is not liable for damage caused (in part) by the nature, quality or behavior of (Li-ion) batteries or accumulators, except for intent or deliberate recklessness of Service Provider’s management.

Module F – Clearance, disassembly and site work.

This module shall apply if and insofar as Service Provider performs for Client a company clearance, dismantling or other work on location, including the removal and disposal of movable property and/or the (partly) empty delivery of rooms.

This module applies in addition to Module A and, where applicable, Module B (disposal/recycling) and Module E (hazardous materials).

Article 1. Delivery level and acceptance

The agreed scope of clearance or dismantling shall be determined by the Quotation and/or Order Confirmation. Service Provider is entitled to require a site visit prior to the Quotation or execution. Work that is not expressly within the scope (such as repair work, painting, structural adjustments, deep cleaning or adjusting installations) is not part of the Agreement, unless otherwise agreed in writing.
If a “broom-clean,” “vacuum-clean,” or similar level of delivery is agreed upon, it means that the space is reasonably free of any movable items that have been removed and that the visible loose debris directly associated with the clearance has been removed. It does not imply professional cleaning services or delivery to construction delivery standards unless otherwise agreed in writing.
Completion shall in principle take place by a (joint) inspection after completion. Client should make any visible remaining points or objections known immediately upon completion and confirm them in writing. If Client fails to respond in a timely manner, the work shall be considered accepted.

Article 2. Client Obligations

The Client shall ensure that Service Provider obtains timely access to the site, including the provision of keys, access passes and any written internal instructions (e.g., security or FAFS procedures).
The Client guarantees that the location and transport routes are suitable and safe for execution, and that the necessary facilities (such as elevators, loading/unloading facilities and – if reasonably necessary – electricity) are available. If costs for such facilities (such as electricity) are passed on by the Client or third parties, such costs shall be borne by the Client.
Client shall report in advance any special risks or circumstances that may affect safety or performance, including (possible) presence of asbestos, unstable structures, hazardous materials, or other circumstances that may harm people, the environment or property.

Article 3. Exclusions

If Service Provider finds hazardous substances (such as asbestos) during the work or a reasonable suspicion of such substances arises, Service Provider shall be entitled to stop the work immediately. The parties will then consult on an appropriate solution. Any resulting delays and additional costs shall be borne by the Client, unless otherwise agreed in writing.
Unless the Parties agree otherwise in writing, Service Provider does not perform work on electrical installations or on fire alarm, burglar or other building-related installations. The Customer acknowledges that Service Provider therefore cannot guarantee that such installations will function undisturbed or (continue to) comply with applicable certification, inspection or statutory requirements after completion of clearance or dismantling, except in the event of intentional or deliberate recklessness on the part of Service Provider’s management.

Article 4. Nuisance and annoyance

Customer acknowledges that during clearance and dismantling, nuisance or inconvenience may arise, for example, due to transport movements, noise or temporary use of common areas. Service Provider shall make every effort to limit nuisance, but shall not be liable for any consequences of such (normal) nuisance or nuisance, except for intent or deliberate recklessness on the part of Service Provider’s management.
If the Client wishes or needs to inform third parties (such as neighbors, landlord, VvE or building management) in advance or wishes or needs to obtain permission, the Client shall be responsible for this and the Client shall indemnify Service Provider against third party claims arising from the lack thereof.

Article 5. Ownership of removed items

Unless otherwise agreed in writing, all movable items removed and disposed of by Service Provider as part of the eviction shall, upon handover or disposal, pass into the ownership of Service Provider. The Client waives any claims to these items and acknowledges that restitution is in principle not possible.
To the extent that the removed items include materials excluded under Module B or Module E (e.g., hazardous materials), such items shall be deemed not to have been validly transferred and shall remain for the account and risk of the Customer, whereby Service Provider shall be entitled to reject such items, have them processed separately and/or pass on the related costs.