GENERAL TERMS & CONDITIONS
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16. PLANT BREEDER’S RIGHTS OR CONTRACTUAL PROTECTION OF ORIGINAL SPECIES 16.1. Without prejudice to the provisions of the Zaaizaad- en Plantgoedwet [Seeds and Planting Materials Act], the stipulations of the following paragraphs shall apply to plant breeder’s rights and the protection of original species, insofar as no other stipulation has been provided in a written agreement. 16.2.Parent material of species protected by any plant breeder’s right applied for or granted in the Netherlands and/or any other country, and/or by means of a perpetual clause, shall not be used for reproduction or trade. 16.3.The product, resulting from the vegetable material delivered to the Buyer shall only be sold by its name (of the species) and possible trade name. 16.4.The Buyer shall, if requested, give the Seller access to the part of its business premises where the delivered goods are located at any time, so as to enable the Seller to inspect the usage of such goods. The Seller shall notify the Buyer of its visit in a timely manner. 16.5. If the Buyer finds a mutant in the protected species, the Buyer shall report this immediately to the holder of the plant breeder’s right by registered letter. 16.6.Upon request, the Buyer shall, as soon as possible after detecting the mutant, make available to the Seller materials of the mutant for testing purposes without charge. If the Buyer maintains the mutant, the Seller shall have the right to request material of the mutant for a period of two years after the Seller has been notified in writing of the detection of the mutant by the Buyer, and the Buyer shall make such material available to the Seller without charge. 16.7. In particular, the Buyer is aware of the fact that the finder of a mutant requires the permission of the holder of the plant breeder’s right of the species from which the mutant is derived, to perform the following activities with regard to all the material of the species, including harvested material (and therefore also
19. DEFINITION OF TERMS The definitions of the terms used by the Seller, in all of its statements, which describe the response of the plants to pests and diseases are as follows: Immunity: the plant variety is not affected by a specific pest or disease. High resistance (HR): the plant variety greatly limits the growth and development of a specific pest or disease under normal pest or disease pressure, compared to susceptible plant varieties. However, these varieties can show some disease symptoms or damage when pest or disease pressure is high. Intermediary resistance (IR): the plant variety limits the growth and development of a specific pest or disease, but may show more symptoms compared to highly resistant varieties. Varieties with intermediary resistance will show less serious disease symptoms or damage than susceptible varieties under comparable environmental circumstances and/or pest or disease pressure. Susceptible: the inability of a plant variety to limit the growth and development of a specific pest or disease. Tolerance: the ability of a plant variety to bear abiotic pressure without serious consequences for its growth, appearance and yield. 20. DISPUTES 20.1. The parties shall in the first instance try to settle any disputes arising from or in connection with this agreement amicably 20.2.Any disputes arising from or in connection with this agreement shall, if the parties have mutually agreed to arbitration, be settled by the competent civil district court of in the first instance of Amsterdam, unless the applicable mandatory provisions of the law chosen in Article 22 stipulate that another court is competent. However, the Seller shall remain authorised to summon the Buyer to appear before the court declared competent according to the law of the relevant international convention. 21. MODIFICATIONS 21.1. If any stipulation of these terms and conditions is null and void, it shall automatically be replaced by a valid stipulation which, to the greatest extent possible has the same meaning as the void stipulation. 21.2. In the event that any of the stipulations of these terms and conditions is null and void, the other stipulations shall retain their validity as much as possible. 22. APPLICABLE LAW Any agreement between the Seller and the Buyer shall be governed by the law of the Seller’s country. If the Seller and Buyer have their offices in different countries, the ‘United Nations Convention on Contracts for the International Sale of Goods’ shall also apply, to the extent that it does not deviate from these terms and conditions and insofar as it is not contrary to the mandatory legislative provisions of the Seller’s country.
flowers, plants and parts of plants), namely: a. producing or multiplying (reproducing); b. conditioning for the purpose of multiplication; c. offering for sale; d. selling or otherwise marketing;
e. exporting; f. importing; g. storing for one of the purposes mentioned Sub a. and f.
16.8.The Buyer indemnifies the Seller for any damages the Seller has incurred as a result of any violation of plant breeder’s rights or other intellectual property rights and/or perpetual clauses in the framework of acts performed for the purpose of carrying out the order. 16.9.The Buyer undertakes to fully cooperate as desired by the Seller, including cooperating with the collection of evidence, in the event that the Seller is engaged in legal proceedings with regard to plant breeder’s rights or other intellectual property rights. 17. USE OF TRADEMARKS, SIGNS AND OTHER INDICATIONS 17.1. Unless agreed otherwise in writing, the Buyer is not permitted to use trademarks, signs and other marks used by the Seller to distinguish its goods from those of other businesses, and/or to use identical trademarks, signs and other marks, such with the exception of trading the goods in their original packaging on which trademarks, signs and other indications have been applied by or for the Seller itself. 17.2. If the delivered goods are resold, this stipulation shall also be imposed upon the Buyer’s own buyer, on penalty of paying damages. 18. INDEMNIFICATION 18.1. The Buyer indemnifies the Seller against any and all claims of third parties for damages which have (allegedly) been caused by or are otherwise connected with any goods delivered by the Seller, including claims filed against the Seller in its capacity as the producer of the goods pursuant to any arrangement with regard to product liability in whatever country, unless such damage is caused by gross negligence or intention on the part of the Seller. 18.2.The Buyer undertakes to take out adequate insurance against any possible claim arising from the indemnification provided for in Article 18.1 above, which insurance shall be submitted to the seller for approval at the Seller’s first request.
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