General Terms and Conditions - Arntz Advice & Coaching

General Terms and Conditions for the delivery of coaching and services
Article 1. Definitions
1. In these general terms and conditions the following definitions apply: contractor: Arntz Advies & Coaching, Chamber of Commerce number 543.991.65, who uses these general terms and conditions to offer services; client: the other party of the contractor. agreement: a contract between the client and the contractor regarding an agreed service.
Article 2. Applicability of these conditions
1. These conditions apply to every offer and every agreement between the contractor and a client to which the contractor has declared these conditions applicable, insofar as the parties have not expressly and in writing deviated from these conditions;
2. The present conditions also apply to all agreements with the contractor, for the execution of which third parties must be involved.
Article 3. Quotations
1. The quotations made by the contractor are without obligation; they are valid for 30 days, unless otherwise stated. The contractor is only bound by the quotations if their acceptance has not been rejected in writing by the other party within 7 working days. 2. The prices in the quotations mentioned are exclusive of VAT, unless stated otherwise;
3. Quotations are based on the information available to the contractor.
Article 4. Execution of the agreement
1. The contractor will execute the agreement to the best of his knowledge and ability and in accordance with the requirements of good workmanship;
2. If and insofar as proper execution of the agreement requires this, the contractor has the right to have certain work carried out by third parties. This will always be done in consultation with the client;
The client ensures that all information that the contractor indicates is necessary or of which the client should reasonably understand that it is necessary for the execution of the agreement is provided to the contractor in a timely manner. If the information required for the execution of the agreement has not been provided to the contractor in a timely manner, the contractor has the right to suspend the execution of the agreement and/or to charge the client for the additional costs resulting from the delay in accordance with the usual rates. ;
4. The contractor is not liable for damage of any nature whatsoever because the contractor relied on incorrect and/or incomplete information provided by the client, unless this incorrectness or incompleteness should have been known to it;
Article 5. Contract duration; execution period
1. The agreement is entered into for an indefinite period unless the parties expressly agree otherwise in writing; If a term has been agreed within the term of the agreement for the completion of certain work, this is never a strict deadline. If the execution period is exceeded, the client must therefore give the contractor written notice of default.
Article 6. Changes to the agreement
1. If during the execution of the agreement it appears that for proper execution it is necessary to change or supplement the work to be performed, the parties will adjust the agreement accordingly in a timely manner and in mutual consultation.
2. If the parties agree that the agreement will be changed or supplemented, the time of completion of the execution may be affected. The Contractor will inform the client of this as soon as possible.
3. If the change or addition to the agreement has financial and/or qualitative consequences, the contractor will inform the client of this in advance.
4. If a fixed fee has been agreed, the contractor will indicate to what extent the change or addition to the agreement will result in this fee being exceeded.
5. Notwithstanding paragraph 3, the contractor will not be able to charge additional costs if the change or addition is the result of circumstances that can be attributed to it.
Article 7. Confidentiality
1. Both parties are obliged to maintain confidentiality of all confidential information that they have obtained from each other or from another source in the context of their agreement. Information is considered confidential if this has been communicated by the other party or if this arises from the nature of the information.
2. The contractor will not refer to the assignment externally without the client's permission, with the exception of consultation with the company doctor involved, in the event of illness and/or absenteeism.
Article 8. Intellectual property
1. Without prejudice to the provisions of Article 7 of these conditions, the contractor reserves the rights and powers that accrue to it under the Copyright Act.
2. All documents provided by the contractor, such as exercises, tests, reports, assessments, sketches, drawings, software, etc., are exclusively intended for use by the client and may not be reproduced, made public by him without the contractor's prior permission. made or brought to the attention of third parties, with the exception of reports approved by the coach to the company doctor, in the event of illness and/or absenteeism.
3. The contractor also reserves the right to use the knowledge gained through the performance of the work for other purposes, insofar as no confidential information is brought to the attention of third parties.
Article 9. Termination
1. Both parties can terminate the agreement in writing at any time. If the duration of the assignment is one year or longer, the parties must observe a notice period of at least 3 months.
Article 10. Termination of the agreement
1. The contractor's claims on the client are immediately due and payable in the following cases: ? if, after concluding the agreement, circumstances come to the attention of the contractor that give the contractor good reason to fear that the client will not fulfill his obligations; ? if the contractor has asked the client to provide security for compliance when concluding the agreement and this security is not provided or is insufficient.
2. In the cases mentioned, the contractor is entitled to suspend further performance of the agreement or to dissolve the agreement, without prejudice to the contractor's right to claim damages.
Article 11. Defects, complaint periods
1. Complaints about the work performed must be reported in writing by the client to the contractor within 8 days of discovery, but no later than 14 days after completion of the work in question.
2. If a complaint is justified. the contractor will still carry out the work as agreed; unless this has now become demonstrably pointless for the client. The latter must be communicated in writing by the client.
3. If it is no longer possible or useful to provide the agreed services, the contractor will repay the agreed fee in whole or in part.
Article 12. Fee
1. Paragraphs 2, 5 and 6 of this article apply to offers and agreements in which a fixed fee is offered or has been agreed. If no fixed fee is agreed, paragraphs 3 to 6 of this article apply.
2. Parties can agree on a fixed fee when concluding the agreement. The fixed fee is exclusive of VAT.
3. If no fixed fee is agreed, the fee will be determined on the basis of hours actually spent. The fee is calculated according to the usual hourly rates of the contractor, applicable for the period in which the work is performed, unless a different hourly rate has been agreed.
4. Any cost estimates are exclusive of VAT.
5. The costs due will be charged partly in advance and partly afterwards unless otherwise agreed in writing.
6. If the contractor agrees on a fixed fee or hourly rate with the client, the contractor is nevertheless entitled to increase this fee or rate. The contractor may pass on price increases if the contractor can demonstrate that significant price changes have occurred between the time of offer and delivery with regard to, for example, wages and/or comparable market rates.
Article 13. Payment
1. Payment must be made within 21 days after the invoice date, in a manner to be specified by the contractor in the currency in which the invoice was issued.
2. After 21 days have elapsed after the invoice date, the client is in default; From the moment of default, the client owes interest of 2.5 % per month on the amount due.
3. In the event of liquidation, bankruptcy or suspension of payment of the client, the contractor's claims and the client's obligations towards the contractor will be immediately due and payable.
4. Payments made by the client always serve firstly to settle all interest and costs due, and secondly to settle due and payable invoices that have been outstanding the longest, even if the client states that the payment relates to a later invoice.
Article 14. Collection costs
1. If the client is in default or fails to fulfill one or more of his obligations, all reasonable costs incurred in obtaining payment out of court will be borne by the client. In any case, the client owes: . about the first Euro 3,000,- 15%. on the excess up to Euro 6,000,- 10%. on the excess up to Euro 15,000,- 8%. about the multiple 5%
2. If the contractor demonstrates that it has incurred higher costs that were reasonably necessary, these will also be eligible for reimbursement.
Article 15. Liability
If the contractor is liable, then that liability is limited as follows:
1. The liability of the contractor is limited to the invoice value of the assignment, or at least that part of the assignment to which the liability relates.
2. Notwithstanding what is stated above in paragraph 1 of this article, for an assignment with a term longer than six months, liability is further limited to the invoice amount due for the last six months,
3. The limitations of liability included in these conditions do not apply if the damage is due to intent or gross negligence on the part of the contractor or its subordinates.
4. The contractor is never liable for consequential damage.
Article 16. Force majeure
1. In these general terms and conditions, force majeure means, in addition to what is understood in this regard in law and case law, all external causes, foreseen or unforeseen, over which the contractor has no influence, but as a result of which the contractor is unable to fulfill its obligations. come. This includes strikes in the contractor's company.
2. The contractor also has the right to invoke force majeure if the circumstance that prevents (further) compliance occurs after the contractor should have fulfilled its obligation.
3. During force majeure, the contractor's obligations are suspended. If the period in which fulfillment of the obligations by the contractor is not possible due to force majeure lasts longer than 2 months, both parties are entitled to terminate the agreement without there being any obligation to pay compensation in that case.
4. If, when the force majeure occurs, the contractor has already partially fulfilled its obligations, or can only partially fulfill its obligations, it is entitled to invoice separately for the part already carried out or executable and the client is obliged to pay this invoice as if it were a separate contract. However, this does not apply if the already executed or executable part has no independent value.
Article 17. Applicable law
Dutch law applies to every agreement between the contractor and the client.
Article 18. Changes to the conditions
The version that applied at the time of the conclusion of the present assignment always applies.