Terms and Conditions

Article 1 - Definitions
In these General Terms and Conditions the following definitions shall apply:
1. Portula Bouw & Ontwikkeling B.V.: the company as defined in Article 2
of these General Terms and Conditions, hereinafter referred to as 'Portula';
2. Other Party: the client with whom Portula has entered into an Agreement
or the person who is (has entered into) negotiations with Portula about this;
3. Agreement: any agreement or assignment between Portula and the Other Party;
4. Party(ies): The Other Party and Portula together or each as an individual contracting party;
5. Written: notice by e-mail, by (registered) mail or by WhatsApp;
6. Third party/parties: other natural or legal persons who are not parties to the
7. Services: the entire process of realizing a home in
Norway, but not limited to:
- Choice of plot;
- Trial living with accompanying supervision on location by an employee of, or a
hired Third Party by, Portula;
- Design of the home;
- Preparing and discussing the offer;
- Assistance with (co-)financing by (a) Third Party (Parties);
- Construction of the home;
- Completion of the home.
8. Home: the (vacation) home built or to be built by Portula.

Article 2 - Identity of Portula Bouw & Ontwikkeling
Name of company: Portula Bouw & Ontwikkeling
Street name and number: Van der Houven van Oordtlaan 2
Postcode and place of business: 7316 AH Apeldoorn
KvK number: 08210863

Article 3 - General Provisions
1. These general conditions apply to every offer and all
(legal) acts of Portula and to every Agreement concluded between
Portula and the Other Party.
2. If the Agreement is concluded electronically, then, contrary to the
previous paragraph and before the Agreement is concluded, the text of these general
conditions may be made available to the Other Party electronically
in such a way that it can be stored by the Other Party in a simple manner
on a durable data carrier. If this is not reasonably possible
then, before the Agreement is concluded, it will be
indicated where the general terms and conditions can be inspected electronically
and that at the request of the Other Party they will be sent free of charge electronically
or otherwise.
3. Unless expressly agreed otherwise and in Writing, the applicability
of other (general) terms and conditions is excluded.
4. Departures from or additions to these General Terms and Conditions shall only be valid if
they have been expressly agreed in Writing.
5. If Portula does not always require strict compliance with these General Terms and Conditions,
this does not mean that the provisions thereof do not apply, or that
Portula would to any extent lose the right to require strict
compliance with the provisions of these General Terms and Conditions in other cases.
6. If and in so far as, on grounds of reasonableness and fairness or the unreasonably
onerous nature of any provision of these General Terms and Conditions, no appeal can be made to
then the provision in question shall in any event be accorded a meaning corresponding as far as possible to its content
and purport, so that
it can be appealed to.
7. Portula cannot guarantee that the work it carries out
will always achieve the result desired by the Other Party. The accepted
assignment expressly leads only to an obligation to perform to the best of one's ability and not to an
obligation to achieve a result. Portula does, however, guarantee that it is at all times the
objective to realize the Other Party's wish as much as possible.
8. Portula is entitled to engage Third Parties for the execution of the Agreement
9. The operation of articles 7:404 and/or 7:407 paragraph 2 of the Civil Code is/are
expressly excluded.

Article 4 - The offer
1. If an offer has a limited period of validity or is made under certain
conditions, this will be explicitly stated in the offer.
2. The offer contains a complete and accurate description of the
Home offered and the Services to be provided. The description is sufficiently
detailed to enable a proper assessment of the offer by the Other Party
. Obvious mistakes or obvious errors concerning, for example,
amounts displayed shall not bind Portula.

Article 5 - The Agreement
1. The Agreement is established at the moment of acceptance by the
Other Party of the (unchanged) offer and the fulfilment of any conditions stipulated thereby
2. If any provision of these general terms and conditions or an Agreement proves to be invalid
or is nullified, this will not affect the validity of the entire
general terms and conditions or Agreement. The parties shall enter into consultations with a view to agreeing
a new provision to replace the invalid or nullified provision
in which the object and purport of the invalid
or nullified provision are taken into account as far as possible.
3. Portula reserves the right not to implement a concluded
Agreement, for example if it has reasonable doubt or information that
the Other Party will not or will not be able to meet its (financial) obligations. If
Portula refuses then it will notify the Other Party of the refusal in writing within a reasonable period after the conclusion
of the Agreement.
4. Before Portula is going to execute the Agreement, the Other Party
must cooperate in completing - truthfully and completely - an
intake form.
5. These general terms and conditions also apply to future, additional
and/or follow-up assignments.
6. Agreed delivery deadlines are always indicative deadlines. The deadlines for
completion are not deadlines. Exceeding a term therefore does not entitle the
Other Party to compensation.
7. If the Other Party has accepted the offer electronically,
Portula shall immediately confirm electronically the receipt of the
acceptance of the offer.

Article 6 - Dissolution
1. If the Other Party fails to meet one or more of its obligations, does not meet them on time or does not
properly, is declared bankrupt, applies for (temporary)
suspension and/or deferment of payment, proceeds to wind up its business, as well as
when its assets are seized in whole or in part
Portula shall be entitled to suspend the execution of the Agreement or to terminate and/or dissolve the
Agreement by operation of law and without prior notice of default wholly or
partially by means of a Written Declaration, one
and the other at its discretion and always with retention of any right to which it is entitled
compensation for costs, damage and interest.
If the Agreement is terminated on the grounds of force majeure, as referred to in Article 8
of these general terms and conditions, Portula shall be entitled to payment of the hours already worked or investments made
at the time of termination of the Agreement.

Article 7 - Liability
1. Portula's total liability is limited to compensation for damages to
a maximum of the amount of the fee
(including VAT) stipulated for that Agreement. Under no circumstances shall the total compensation for damages exceed
the amount to be paid out by Portula's liability insurance.
2. Not limited is Portula's liability for damages resulting from
intentional or deliberate recklessness of Portula.
3. A condition for the emergence of any right to compensation is always that
the Other Party reports the loss in writing to
Portula as soon as possible after it has arisen. Any claim for damages against Portula shall lapse by the
mere expiry of 12 (twelve) months after the occurrence of the claim.
4. Portula shall not be liable for damage caused by auxiliary persons as referred to
in Article 6:76 of the Civil Code.
5. Portula shall not be liable for loss or damage of any kind whatsoever because Portula has
relied on incorrect and/or incomplete data provided by the Customer or
if the Customer has supplied this data too late.

Article 8 - Force majeure
1. In addition to the provisions of Article 6:75 of the Civil Code,
a failure by Portula in the fulfilment of any obligation towards
the Other Party cannot be attributed to Portula in the event of a circumstance beyond Portula's control
as a result of which the fulfilment of its
obligations towards the Other Party is wholly or partly prevented or
as a result of which the fulfilment of its obligations cannot reasonably be required of Portula
. Such circumstances shall include non-performance
of suppliers or other Third Parties, shortage of (building) materials, unforeseen
circumstances in the preparation of the building site, (power) failures,
computer viruses, extreme weather conditions, natural disasters including
earthquakes or volcanic eruptions, fire (danger), (imminent) danger of war,
pandemics, epidemics, quarantines, absenteeism, incapacity for work,
strikes, government measures and the breakdown of bicycles and
equipment with which the Dwellings must be transported or assembled.
2. If a situation as referred to in paragraph 1 of this Article arises as a result
of which Portula cannot fulfil its obligations to the Other Party, then
those obligations shall be suspended for as long as Portula is unable to
fulfil its obligations. If the force majeure situation has lasted for 30 (thirty) calendar days,
both Parties have the right to dissolve the Agreement In Writing in full or in part
. In that case Portula shall not be obliged to compensate any loss,
even if Portula enjoys any advantage as a result of the force majeure situation.

Article 9 - Guarantee
1. Portula guarantees that the Houses comply with the Agreement, the specifications stated in the
offer, with the reasonable requirements of soundness and/or
usability and the Norwegian statutory provisions and/or government regulations existing on the date of the conclusion of the
2. The guarantee lapses when:
a. The Other Party has installed, repaired and/or
modified the delivered Dwelling itself or has had it installed, repaired and/or modified by Third Parties;
b. The delivered Dwelling has been exposed to abnormal conditions or
otherwise carelessly treated or is contrary to Portula's
c. The delivered Dwelling becomes damaged or breaks down at the hands of
circumstances that cannot be attributed to Portula,
including, but not limited to, for example, weather conditions
such as, but not limited to, a storm with high winds that causes
d. The defectiveness is wholly or partly the result of regulations which
the government has imposed or will impose with regard to the nature or quality
of the materials used.

Article 10 - Fees/Prices
1. All amounts are in Norwegian Kroner and include sales tax and other
levies imposed by the government unless otherwise agreed in Writing
between the Parties.
2. Portula reserves the right to apply an inflation correction
once every six months.
3. The agreed amounts are based on cost-determining factors at
the time of the offer.
Portula reserves the right, 3 (three)
months after the conclusion of the Agreement, to pass on to the Other Party any changes in
cost-determining factors over which Portula cannot reasonably
exercise any influence, such as the purchase price of (building) materials, increases in excise duty,
social security charges, insurance premiums or turnover tax, up to a maximum of 20% of the original amount.
4. Portula is also entitled to increase the amounts, as mentioned in the offer,
above the maximum of 20% as in the previous paragraph. In that case
the Other Party has a right of immediate dissolution at the moment the price change
takes effect. Portula will always notify the Other Party of such a price change 1 (one) month before the
price change takes effect.
5. A composite quotation does not oblige Portula to perform a
part of the Agreement at a corresponding part of the specified
6. If there are specific or additional requirements of the Other Party with respect to
the completed Dwelling, for which Portula must incur extra costs
in order to realize these requirements, Portula reserves the right to pass on these
costs to the Other Party on the basis of Additional Work, as referred to in
article 18 of these general terms and conditions.
7. Discounts and quoted amounts do not automatically apply to future

Article 11 - Payment and Invoicing
1. Insofar as not otherwise stipulated in the Agreement or supplementary conditions,
the amounts owed by the Other Party must be paid within 14
(fourteen) days after the invoice date.
2. Invoicing of the ground work to prepare the land for building,
shall, unless otherwise agreed in writing, be done in the 2 (two) following
- 50% of the total invoice amount for the ground work shall be invoiced
at the start of (excavation) work;
- 50% of the total invoice amount for the ground work shall be invoiced
after completion of the ground work, such that the
foundation of the Dwelling can be placed.
3. Invoicing for the construction work shall, unless otherwise agreed in Writing
, be made in the 4 (four) following installments:
- 25% of the total invoice amount for the construction work shall be invoiced
after the signing of the quotation;
- 45% of the total invoice amount for the construction work shall be invoiced
after the delivery of the construction set, the basic materials for the
construction of the Dwelling, at the relevant location;
- 25% of the total invoice amount for the construction work shall be invoiced
after the Dwelling has been made wind and watertight. This is the moment
when the skeleton construction is in place, with the windows installed, the roof closed
and the exterior panels mounted;
- 5% of the total invoice amount for the construction work is invoiced
after the Dwelling is delivered. This invoice is sent to
Counterparty after going through and signing the delivery list together in the
delivered Dwelling with Counterparty.
4. If, after going through the delivery list, adjustments have to be made to the delivered Dwelling at the Other Party's request
, this does not suspend the Other Party's
payment obligation.
5. The Other Party is obliged to report to Portula immediately any inaccuracies in payment details provided or stated
If the Other Party fails to fulfil its payment obligation(s) on time,
it will be notified of the late payment by Portula and the Other Party will be given a period of 14 (fourteen) days to still fulfil its payment obligations
. After failure to pay within this fourteen-day period, the
Other Party shall be in default. As a result, the Other Party shall also owe the statutory (commercial) interest on the amount still owed
. In addition, Portula shall be entitled to charge the
extrajudicial collection costs incurred by it.
7. In the event of (a reasonable prospect of) bankruptcy, liquidation or suspension of payments or
debt restructuring under the WSNP, Portula's claims against
the Other Party and the Other Party's obligations towards Portula shall be immediately due and payable.
The payments made by the Other Party shall always serve in the first place to settle all interest and costs owed, in the second place to settle payable
invoices that have been outstanding the longest, even if the Other Party indicates that the
payment relates to a later invoice.

Article 12 - Completion
1. At the moment the Dwelling is ready for delivery, the Parties shall go through the
delivery list together. If the completion list is signed by both Parties, the
Home has been successfully completed. In the event that the signing on the part of
the Other Party takes longer than 7 (seven) days, this will be considered as
tacit acceptance and therefore a successful completion.
2. Any subsequent wishes of the Other Party that are still to be carried out do not affect
the successful completion.
3. If the Other Party rejects the Dwelling, for objective reasons,
the Other Party must substantiate this In Writing and send it to Portula.
4. If the Other Party occupies the Dwelling, then - even if the delivery list
has not been signed by the Other Party - the Dwelling may be considered successfully delivered
5. At the time of successful delivery, the Dwelling is at the risk of the
Other Party.
6. Defects recognized by Portula shall be remedied by Portula as soon as possible, but within
reasonable time.
7. If there is an exceeding of the delivery period or date agreed upon jointly by Portula and the Other Party
, no right
to any (compensation) arises from that exceeding insofar as there may be damage, if the exceeding
arises from an event beyond Portula's reasonable control.

Article 13 - Complaints
The Other Party may no longer invoke a defect in the performance if
the Other Party has not protested to Portula about it within 2 (two) months after the Other Party has
discovered or should reasonably have discovered the defect. If there is a visible defect on delivery or completion, a
period of 48 (forty-eight) hours shall apply.
2. The Other Party must give Portula at least 4 (four) weeks to resolve the
complaint by mutual agreement. However, this does not imply that Portula is also
obliged to make, for example, an
construction adjustment within this 4 (four) week period. In such cases, Portula must schedule a date for a repair within 4 (four)
weeks, which date may also be somewhat further into the
3. If a complaint has not been reported to
Portula within the time limits specified in the preceding paragraphs, the Dwelling and the Services shall be deemed to meet the
Agreement and to function in accordance with the Agreement.
4. Complaints expressly do not suspend the Other Party's payment obligation,
if the Other Party is acting in the exercise of a profession or business.

Article 14 - Transfer
1. Rights and obligations of the Counterparty under this Agreement cannot be
transferred without the prior Written consent of the other party.
This provision is deemed to be a clause with effect under property law as referred to in
article 3:83 paragraph 2 of the Civil Code.

Article 15 - Retention of title
1. Ownership of all the
Dwellings sold and delivered by Portula to the Other Party shall remain with Portula:
a. for as long as the Other Party has not paid any claims arising from the Agreement or previous
or subsequent similar Agreements;
b. and as long as the Other Party has not paid Portula's claims on account of failure in
the performance of such obligations, including
claims in respect of penalties, interest and costs, all this
as referred to in article 3:92 of the Civil Code.
2. The Other Party is not authorized to pledge or otherwise encumber the items falling under the retention of title
3. Portula shall be entitled to
unhindered access to the Property when exercising the retention of title. The Other Party shall provide Portula with all co-operation
in order to enable Portula to exercise the retention of title from
. The Other Party hereby gives its unconditional and irrevocable
permission to Portula or a Third Party to be appointed by Portula, in all
cases in which Portula wishes to exercise its retention of title, to enter all those places
where the property will then be located and to take those items with it to
If the Other Party has acquired ownership of the items delivered under retention of title by way of accession or mixing and the Other Party has not yet paid the claims
referred to in paragraph 1, the Other Party shall be obliged at the request of Portula
to transfer ownership of the items delivered back to Portula.
If this requires the establishment of a right of superficies as referred to in Article 5:101 of the
Dutch Civil Code, the Other Party shall be obliged to cooperate.
5. If Third Parties levy attachment on the items delivered under retention of title
or wish to create or enforce rights thereon, the Other Party shall be obliged to notify
Portula of this as soon as may reasonably be expected

Article 16 - Additional Work
1. If at the request of the Other Party or at its own request, with
prior Written consent of the Other Party, Portula has carried out work or other
performance that falls outside the content or scope of the
Agreement, then this work or performance shall be paid for by the Other Party
in accordance with Portula's customary rates. The Other Party shall never
be obliged to comply with such a request and may require that a separate Agreement in writing be concluded
for that purpose. Examples of this
are, but are not limited to:
- Modifications to the Home that fall outside the initial offer;
- Costs involved in realizing changes or wishes requested by the Other Party such as transport costs or labor costs.

2. Changes concerning the Dwelling can only be coordinated with your
Dutch contact person of Portula, namely primarily the project manager and
otherwise one of the directors.
3. The Other Party accepts that work or performance as referred to in paragraph 1
of this article may
affect the agreed objectives and expectations. For example, the completion date of the Dwelling may possibly be postponed, if additional work has to be performed
by Portula, or the Dwelling may deviate from the
original drawings and/or examples, if adjustments have been made
to the original design.
4. Insofar as a fixed amount has been agreed for the Services or for the realization of the agreed
completed Dwelling, Portula shall always inform the
Other Party in Writing in advance of the financial consequences of the
additional work.

Article 17 - Intellectual Property
1. All intellectual property rights relating to and/or resulting
from the Agreement executed by Portula rest with Portula. The Other Party
acquires only the Portula rights of use expressly granted by these general conditions
and the law. Any other or further right of
the Other Party is excluded.
2. The design created by Portula, or by the technical
illustrator hired by Portula, remains the property of Portula. Distributing or submitting the design to
any other companies is not permitted and constitutes a direct violation of
Portula's intellectual property right.
3. The documents provided by Portula to the Other Party are intended exclusively to
be used by the Other Party. The Other Party is not permitted to publish and/or reproduce
information obtained in any form
whatsoever. This includes processing, selling, making available for
, distributing and integrating - whether or not after processing - in
networks, except that such publication and/or
reproduction is permitted In Writing by Portula and/or such
publication and/or reproduction arises from the nature of the
Agreement with Portula.
4. With the permission of the Other Party, Portula is authorized to publish images of the
completed Dwelling as advertising or reference.
5. The Other Party indemnifies Portula against the claims of Third Parties concerning intellectual
property rights.
6. If the Other Party acts in violation of this article, the Other Party shall owe an immediately
claimable penalty in the amount of 20,000.00 (twenty thousand) euros, with
an increase of 500.00 (five hundred) euros for each day that the violation
continues with a maximum of 50,000.00 (fifty thousand) euros, without prejudice to Portula's
right to damages.

Article 18 - Management
1. Portula is at all times entitled to make changes to the technical
facilities with respect to the Services.
2. Portula is entitled to modify the non-technical facilities of its Services.
3. A change that in the reasonable opinion of Portula requires a substantial, non-temporary, adjustment on the part of the Other Party will be made known to the Other Party as soon
as possible. The Other Party may not
claim compensation or damages, but shall have the right
to terminate the Agreement with effect from the day of the
announced change.
4. Portula reserves the right to discontinue/remove technical Services,
if they cause a failure or delay of the system. Portula
assesses whether there is such a malfunction or delay and may, without
prior notice to the Other Party, block the technical Services, or
otherwise take measures to remove the malfunction or delay.
The Other Party shall under no circumstances in these circumstances be entitled to claim damages
or compensation.
5. Portula is entitled, without prior notice, to take its Services (temporarily)
out of use or to restrict their use insofar as this
is necessary for the maintenance reasonably required or for the
adjustments or improvements to be made to the
Services necessary by Portula without this giving rise to any right to damages or compensation from
the Other Party vis-à-vis Portula.

Article 19 - Confidentiality
1. Confidentiality of all confidential information, which the Other Party has obtained from Portula in the context of
the Agreement, is mandatory for the Other Party.
Information is confidential if this has been notified by Portula or if this
reasonably follows from the nature of the information.
2. If the Counterparty breaches paragraph 1 of this provision, the Counterparty shall owe Portula, irrespective of whether the
breach can be attributed to the Counterparty and without prior
notice of default or legal proceedings, an immediately
payable penalty of 20,000.00 (twenty thousand) Euros for each
breach without the need for any form of damages without prejudice to
Portula's other rights, including its right to claim compensation in addition to the penalty

Article 20 - Employee clause
1. During the term of the Agreement, as well as for 1 (one) year after
its termination, the Other Party shall not employ
any of Portula's employees who are or have been involved in the performance of the
Agreement, or otherwise have them work for it, directly or indirectly,
, except with Portula's prior Written consent.
2. Where appropriate, Portula will not withhold the permission in question if
the Other Party has offered appropriate compensation. Appropriate
compensation is defined as at least compensation of 10 (ten)
monthly salaries.

Article 21 - Exclusivity
1. For the duration of the Agreement the Other Party grants Portula the exclusive
right to execute the assigned Agreement.
Article 22 - Applicable law
1. Agreements between Portula and the Other Party shall be governed exclusively by Dutch law

2. Disputes between the Parties shall as far as possible be resolved by means of proper consultation
. All disputes between the Other Party and Portula shall
be settled exclusively by the competent court in the district in which
Portula has its registered office or, if the Other Party is not acting in the name of a company or
profession, in the place of residence of the Other Party.

Article 23 - Survival
1. The provisions of these general conditions and the Agreement that have the purport
to retain their validity after the termination of the Agreement shall remain in full force after
the termination of the Agreement.
Article 24 - Amendments or supplements
1. Portula is entitled to unilaterally amend or supplement these General Terms and Conditions
. In that case Portula shall notify the Other Party in good time of the
amendments or additions.
2. There will be at least 30 (thirty) days between this notification and the entry into force of the amended or supplemented
3. If the amendment gives Portula the authority to provide a performance that
differs substantially from the promised performance, the Other Party has the right to refuse the
amended conditions or to dissolve the Agreement.