TERMS AND CONDITIONS

Definitions

1.   Provider: S.E. Kadar actuality coach, established in the Netherlands, Chamber of Commerce no. 78631041.

2.   Client: the person with whom Provider has entered into an agreement.

3.   Parties: Provider and Client together.

 

Applicability

1.   These terms and conditions will apply to all quotations, offers, activities, orders, agreements, and deliveries of services or products by or on behalf of Provider. 

2.   Parties can only deviate from these conditions if they have explicitly agreed upon in writing.

3.   The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the customer or of third parties.

 

Prices

1.   All prices used by Provider are in euros, are inclusive of VAT and exclusive of any other costs such as administration costs, levies, and travel-, shipping- or transport expenses unless expressly stated otherwise or agreed otherwise.

2.   Provider is entitled to adjust all prices for its products or services, shown on its website, or otherwise, at any time.

3.   The price with regard to services is determined by the Provider on the basis of the actual working hours. 

4.   Provider will communicate price adjustments to the Client prior to the moment the price increase becomes effective.

5.   The Client has the right to terminate the contract with the Provider if they do not agree with the price increase.

Payments and payment term

1.   Provider may require a down payment of the agreed amount. 

2.   Payment terms are considered as fatal payment terms. This means that if Client has not paid the agreed amount at the latest on the last day of the payment term, they are legally in default, without Provider having to send Client a reminder or to put them in default. 

3.   Provider reserves the right to make a delivery conditional upon immediate payment or to require adequate security for the total amount of the services or products.

 

Consequences of late payment

1.   If the Client does not pay within the agreed term, Provider is entitled to charge an interest of 1% per month from the day the customer is in default, whereby a part of a month is counted for a whole month.

2.   When the Client is in default, they are also due to extrajudicial collection costs and may be obliged to pay any compensation to Provider. 

3.   The collection costs are calculated on the basis of the Reimbursement for extrajudicial collection costs. 

4.   If the Client does not pay on time, the Provider may suspend its obligations until the Client has met their payment obligation. 

Delivery 
If the agreed price is not paid on time, the Provider has the right to suspend its obligations until the agreed price is fully paid. 

Guarantee

When parties have entered into an agreement with services included, these services only contain best-effort obligations for Provider, not obligations of results.

 

Performance of the agreement

1.   Provider executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship. 

2.   The execution of the agreement takes place in mutual consultation and after written agreement and payment of the possibly agreed advance by the customer. 

 

Duration of the agreement 

1.   The agreement between Provider and Client is entered into for the duration of 12 months, unless it results otherwise from the nature of the agreement or if the parties have expressly agreed otherwise in writing.

2.   If the parties have agreed upon a term for the completion of certain activities, this is never a strict deadline, unless specified explicitly otherwise in writing. If this term is exceeded, the Client must give Provider a written reasonable term to terminate the activities, before it may either terminate the contract or claim damages.

 

Intellectual property 

1.   Provider retains all intellectual property rights. 

2.   Client may not copy or have copied the intellectual property rights without prior written permission from Provider, nor show them to third parties and/or make them available or use them in any other way.

 

Indemnity

The customer indemnifies Provider against all third-party claims that are related to the products and/or services supplied by Provider. 

 

Complaints

1.   Client must examine a product or service provided by the Provider as soon as possible for possible shortcomings.

2.   If a delivered product or service does not comply with what the Client could reasonably expect from the agreement, the customer must inform Provider of this as soon as possible, but in any case within 1 month after the discovery of the shortcomings. 

3.   Client gives a detailed description as possible of the shortcomings, so that Provider is able to respond adequately. 

4.   The customer must demonstrate that the complaint relates to an agreement between the parties.

5.   If a complaint relates to ongoing work, this can in any case not lead to Provider being forced to perform other work than has been agreed. 

 

Liability of Provider

1.   Provider is only liable for any damage Client suffers if and insofar as this damage is caused by intent or gross negligence. 

2.   If Provider is liable for any damage, it is only liable for direct damages that results from or is related to the execution of an agreement.

3.   Provider is never liable for indirect damages, such as consequential loss, lost profit, lost savings, or damage to third parties.

4.   If Provider is liable, its liability is limited to the amount paid by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damages the amount of the liability is limited to the (part of the) invoice to which the liability relates.

5.   All images, photos, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and can not lead to any compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

 

Expiry period

Every right of the customer to compensation from Provider shall, in any case, expire within 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions in article 6:89 of the Dutch Civil Code.

 

Dissolution

1.   The customer has the right to dissolve the agreement if Provider imputably fails in the fulfillment of its obligations, unless this shortcoming does not justify termination due to its special nature or because it is of minor significance. 

2.   Provider has the right to dissolve the agreement with the customer, if the customer does not fully or timely fulfill its obligations under the agreement, or if circumstances give Provider good grounds to fear that the customer will not be able to fulfill its obligations properly. 

 

Force majeure

1.   In addition to the provisions of article 6:75 Dutch Civil Code, a shortcoming of Provider in the fulfillment of any obligation to Client cannot be attributed to Provider in any situation independent of the will of Provider, when the fulfillment of its obligations towards the customer is prevented in whole or in part or when the fulfillment of its obligations cannot reasonably be required from Provider . 

2.   The force majeure situation referred to in paragraph 1 is also applicable - but not limited to: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of power, electricity, internet, computer or telecoms; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages. 

3.   If a situation of force majeure arises as a result of which Provider cannot fulfill one or more obligations towards the customer, these obligations will be suspended until Provider can comply with it. 

4.   From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part. 

5.   Provider does not owe any (damage) compensation in a situation of force majeure, even if it has obtained any advantages as a result of the force majeure situation.

 

Modification of the agreement

If, after the conclusion of the agreement and before its implementation, it appears necessary to change or supplement its contents, the parties shall timely and in mutual consultation adjust the agreement accordingly. 

 

Changes in the general terms and conditions

1.   Provider is entitled to amend or supplement these general terms and conditions. 

2.   Changes of minor importance can be made at any time. 

3.   Major changes in the content will be discussed by Provider with Clients in advance as much as possible.

4.   Clients are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions. 

 

Transfer of rights

1.   The customer can not transfer its rights deferring from an agreement with Provider to third parties without the prior written consent of Provider. 

2.   This provision applies as a clause with a property law effect as referred to in Section 3:83 (2) Dutch Civil Code. 

 

Consequences of nullity or annullability

1.   If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions of these terms and conditions. 

2.   A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what Provider had in mind when drafting the conditions on that issue.

 

Applicable law and competent court

1.   Dutch law is exclusively applicable to all agreements between the parties. 

2.   The Dutch court in the district where Provider is established is exclusively competent in case of any disputes between parties, unless the law prescribes otherwise.