General terms and conditions
Article 1. Definitions
1. In these general terms and conditions, the following terms are used in the following sense, unless explicitly stated otherwise or if the context shows otherwise:
com: the user of these general terms and conditions: Jewebco BV having its registered office at Databankweg 26, 3821 AL in Amersfoort, the Netherlands, registered with the Chamber of Commerce under Chamber of Commerce number 63226928;
customer: the natural or legal person who enters into an agreement with Jewebco BV;
agreement: the agreement between Jewebco BV and the customer;
participant: the person taking part in a training course, as well as the person for whose benefit the customer has entered into the agreement with Jewebco BV;
training: the training, presentation, consultation, workshop, coaching activity, etc. provided by Jewebco BV;
employee: the natural person who carries out the agreement on behalf of Jewebco BV;
materials: all advice, concepts, quotations, teaching materials or (electronic) files developed or made available by Jewebco BV.
Article 2. General
2.1. These general terms and conditions apply to all quotations, offers and agreements concerning the performance of work by Jewebco BV to the customer, as well as to all (other) legal acts between Jewebco BV and the customer, including negotiation and other pre-contractual situations.
2.2. These general terms and conditions also apply to all agreements with Jewebco BV for the execution of which third parties must be involved.
2.3. The applicability of any purchase or other conditions of the customer is expressly rejected.
2.4. If one or more provisions of these general terms and conditions are null and void or should be annulled, the remaining provisions of these general terms and conditions shall remain fully applicable. The void or annulled provisions will be replaced by Jewebco BV, whereby the purpose and purport of the original provision(s) will be observed as much as possible.
2.5. If Jewebco BV does not always require strict observance of these general terms and conditions, this does not mean that the provisions thereof do not apply, or that Jewebco BV would in any way lose the right to require strict observance of the provisions of these general terms and conditions in other cases.
Article 3. Offers and tenders
3.1. All offers and quotations made by Jewebco BV are without obligation.
3.2. The customer vouches for the correctness and completeness of the requirements and specifications of the performance and other data on which Jewebco BV bases its offer or quotation.
3.3. Obvious errors or mistakes on the website, in offers, publications, e-mail messages or agreements of Jewebco BV do not bind Jewebco BV.
3.4. Anything provided by Jewebco BV in the context of a quotation remains the inalienable property of Jewebco BV and must be returned immediately by the customer at the first request of Jewebco BV.
Article 4. Realisation of the agreement
4.1. The agreement comes into effect at the moment the customer has accepted Jewebco BV’s offer in writing or by e-mail, or at the moment the customer has explicitly accepted Jewebco BV’s offer in any other way.
Article 5. Cancellation and relocation of training
5. The concluded agreement cannot be cancelled, unless expressly agreed otherwise in the offer and/or agreement.
5.2. If the customer wishes to move the training to another date and/or wants the training to be given at another location, Jewebco BV has the right to charge the customer for the extra costs resulting from this.
Article 6. Transfer of a training course by Jewebco BV and replacement
6.1. Jewebco BV reserves the right in case of force majeure, as described in article 15, to change the date, start time and/or place of the training.
6.2. The customer and the participant will be informed of the changes mentioned in article 6.1 as soon as possible by telephone or e-mail.
6.3. If, in view of the situation, it is not possible to change the date/commencement time/location of the training, for example because Jewebco BV is acting as a speaker at an event organized by the customer on a fixed date and location, or because the force majeure situation occurs shortly before the start of the training, Jewebco BV will do its utmost to arrange for a replacement. If Jewebco BV cannot find a suitable replacement in time, Jewebco BV has the right to dissolve the agreement due to force majeure. In such a case, Jewebco BV is not liable for any damage suffered by the customer as a result.
Article 7. Execution of the agreement
7.1. Every agreement leads to an obligation to perform to the best of Jewebco BV’s ability, with due care and skill. Jewebco BV does not guarantee that its activities will achieve the intended result. Success also depends on the cooperation of both parties, on the efforts of the participant and on circumstances beyond Jewebco BV’s control.
7.2. Jewebco BV has the right, without notifying the customer in advance, to have the agreement (partly) executed by third parties.
7.3. Jewebco BV will never be obliged to carry out work that is contrary to its professionalism, a right of third parties, a legal obligation or what is customary in society.
7.4. If the employee is unable to perform work for the customer due to illness, the customer will be informed as soon as possible by telephone and the provisions of Article 6 apply.
Article 8. Implementation period
8.1. In the event that a term has been agreed upon between Jewebco BV and the customer in connection with the execution of the work, this term is only approximate. Jewebco BV does not offer any guarantee with regard to agreed execution periods, and late execution does not entitle the customer to compensation for damages, dissolution of the agreement or suspension of any obligation towards Jewebco BV.
Article 9. Obligations of the customer
9.1. The customer shall ensure that all data, items and facilities, which Jewebco BV indicates are necessary for the execution of the agreement, are provided or made available to Jewebco BV in a proper, complete and timely manner. If the information, items and facilities required for the execution of the agreement are not provided or made available to Jewebco BV on time, Jewebco BV has the right to suspend the execution of the agreement and/or to charge the customer for the extra costs resulting from the delay according to the usual rates.
9.2. The customer must refrain from any behaviour that makes it impossible for Jewebco BV to carry out the assignment properly.
9.3. The customer is obliged to inform Jewebco BV immediately about facts and circumstances that may be relevant to the execution of the agreement. The customer must inform Jewebco BV of any changes in his personal details, such as a change of address and a change in his telephone number, if possible in advance, in writing or by e-mail.
9.4. The customer is obliged to ensure that the participant complies with the provisions of these general terms and conditions. The customer is responsible for the behaviour of the participant he has registered for the training.
Article 10. Training
10.1 Jewebco BV is authorised to deny a participant who misbehaves or otherwise makes it unreasonably difficult for him/her to carry out the training or to prevent him/her from further access to the training. In that case, the agreed fee remains fully due, without prejudice to Jewebco BV’s right to compensation for any damages.
10.2. The participant is expected to actively participate in the training.
10.3. The use of alcoholic beverages or drugs during training is not allowed.
10.4. Smoking is not permitted at the location where the training is given.
10.5. During the training the participant should not be disturbed by incoming telephone calls, (text) messages, or e-mail messages, unless the participant has received permission to do so from Jewebco BV.
10.6. If, for whatever reason, the participant(s) concerned are not present at the agreed place and time, the agreed fee will remain due.
10.7. Costs arising from damage and/or vandalism caused by participants will, insofar as not recoverable from the perpetrator(s) themselves, be paid by the customer who registered the participants.
Article 11. Modification of the agreement
11.1. If the agreement is amended or supplemented, it may have financial or other consequences. Jewebco BV will inform the customer about this, if possible in advance.
11.2. Jewebco BV has the right to adjust the program of the training if he deems it necessary. The customer will be informed of this.
Article 12. Prices and rates
12.1 The stated prices and rates for the Client being a company are in euros and exclusive of VAT, unless explicitly stated otherwise.
12.2. The stated prices and rates for the customer being a consumer are in euros and include VAT.
12.3. Jewebco BV has the right to adjust its prices and rates from time to time.
Article 13. Payment
13.1. The customer must pay the invoices received from Jewebco BV within the payment term stated on the invoice.
13.2. If the customer does not pay the pre-invoiced amount on time, Jewebco BV has the right to suspend the execution of the agreement until the full outstanding invoice amount has been paid. Jewebco BV is not liable for any damage suffered by the customer as a result of the suspension.
13.3. If the payment term is exceeded, the customer shall owe the statutory commercial interest, in accordance with Article 6:119a of the Dutch Civil Code, from the date on which the amount owed becomes due and payable until the time of payment. If the customer is a consumer, the customer shall owe the statutory interest in accordance with Section 6:119 of the Dutch Civil Code from the moment that the customer is in default. In addition, all costs of collection after the customer is in default, both judicial and extrajudicial, shall be borne by the customer. With the customer being a company, the extrajudicial collection costs are set at 15% of the principal amount with a minimum of € 100,-. For the customer being a consumer, the extrajudicial collection costs are set at 15% of the principal sum over the first € 2.500,-, at 10% of the principal sum over the next € 2.500,- and at 5% of the principal sum over the next € 5.000,- with a minimum of € 40,-.
13.3. Payments made by the client always serve to settle, in the first place, all interest and costs due and, in the second place, the longest outstanding invoices, even if the client states that the payment relates to a later invoice.
13.4. In the event of liquidation, bankruptcy or suspension of payment of the customer, the claims of Jewebco BV and the obligations of the customer towards Jewebco BV, will be immediately due and payable.
13.5. Jewebco BV is authorised to suspend the handing over of items that it has in its possession for the customer in connection with the execution of an agreement until all outstanding invoices have been paid by the customer.
Article 14. Complaints
14.1. Complaints about the work carried out must be made known to Jewebco BV immediately by the customer. The notice of default should contain as detailed a description of the shortcoming as possible, so that Jewebco BV is able to respond adequately.
14.2. After submitting the complaint, the customer must give Jewebco BV the opportunity to investigate the merits of the complaint and, if necessary, give Jewebco BV the opportunity to still carry out the work agreed upon.
14.3. The fact that Jewebco BV proceeds to investigate a complaint does not imply that Jewebco BV acknowledges that the work performed is faulty.
14.4. Complaints do not suspend the customer’s payment obligation.
14.5. If it is no longer possible or useful to perform the agreed activities, Jewebco BV shall only be liable within the limits of article 18 of these general terms and conditions.
Article 15. Force majeure
15.1. Jewebco BV is not obliged to fulfil any obligation if it is prevented from doing so as a result of force majeure.
15.2. Force majeure is in any case understood to mean: weather conditions; natural disasters; theft; fire; terrorism, riots or war; impediments by third parties; illness of the employee; traffic obstructions; traffic accident; strikes; internet failure; energy failure; virus infection or breakdown of computer peace by third parties; loss of data as a result of computer failure and government measures.
15.3. Force majeure should also be understood to mean a non-attributable shortcoming on the part of a third party engaged by Jewebco BV.
Article 16. Dissolution of the agreement
16.1. Jewebco BV has the right to dissolve the agreement if the customer does not fulfil his obligations towards Jewebco BV and the customer has not complied with a sent notice of default. If compliance is permanently impossible, a notice of default can be omitted.
16.2. Furthermore, Jewebco BV is authorised to dissolve the agreement (or have the agreement dissolved) if circumstances arise of such a nature that fulfilment of the agreement is impossible or can no longer be required according to standards of reasonableness and fairness, or if other circumstances arise of such a nature that unaltered maintenance of the agreement cannot reasonably be expected.
16.3. Jewebco BV is authorised to dissolve the agreement if the customer requests suspension of payment or if the customer is granted a moratorium, if the customer is declared bankrupt or a request to that effect is submitted, if the customer is unable to pay his debts, proceeds to terminate or liquidate his company, is placed under guardianship, or if an administrator is appointed.
16.4. In the event of dissolution of the agreement, Jewebco BV is not obliged to compensate any direct or consequential damage suffered by the customer.
16.5. If the agreement is dissolved or Jewebco BV suspends the execution of the agreement, the activities carried out up to the moment of the dissolution or suspension will be invoiced to the customer, without prejudice to Jewebco BV’s right to compensation for any damage he suffers or has suffered as a result of the dissolution or suspension, such as loss of turnover.
Article 17. Confidentiality
17.1. Both parties are obliged to maintain the confidentiality of all confidential information obtained from each other or from another source within the framework of their agreement. Information is considered confidential if this has been communicated by the other party or if this results from the nature of the information.
17.2. If, on the basis of a statutory provision or a court decision, Jewebco BV is obliged to provide confidential information to third parties designated by law or by the competent court and Jewebco BV cannot invoke a legal right to refuse to give evidence or a right to refuse to give evidence recognised or permitted by the competent court, Jewebco BV is not obliged to pay damages or compensation and the customer is not entitled to dissolve the agreement on the basis of any damage caused by this.
Article 18. Liability and statute of limitations
18.1. All participants are personally liable for any damage caused to themselves or third parties during the training.
18.2. Jewebco BV cannot be held liable for any damage, which is a direct or indirect result of:
an event, which is in fact beyond his control and therefore cannot be attributed to his actions and/or omissions, as described in article 15;
any act or omission on the part of the customer, his subordinates, or other persons employed by or on behalf of the customer.
18.3. The customer is under all circumstances responsible for the correctness and completeness of the data and documents supplied by him. Jewebco BV shall never be liable for any damage (partly) caused by the incorrect and/or incomplete information, documents and advice provided by the customer or by following the instructions given by the customer. The customer indemnifies Jewebco BV against all claims in this regard.
18.4. The information contained on the website may contain inaccuracies and/or typographical errors.
18.5. The participant must at all times behave in accordance with the instructions and rules of conduct given by Jewebco BV. If the participant refuses to follow these instructions or rules, the participant and the customer are responsible for any resulting damage.
18.6. Jewebco BV does not accept any liability for damage of a physical or mental nature or of any other nature to the participants in connection with participation in the training.
18.7. The participant is at all times responsible for choices made, his own behaviour and the consequences thereof, both during the time the participant and Jewebco BV spend together and afterwards.
18.8. Jewebco BV is not liable for any misinterpretation by the participant of the content of the training.
18.9. Jewebco BV can never be held liable for damage, loss, theft or loss of property of the customer or the participant on the premises of Jewebco BV or at the location where the training is given.
18.10 Jewebco BV is not liable for mutilation or loss of data as a result of sending the data by means of telecommunication facilities.
18.11. Jewebco BV cannot be held liable by the customer if the result resulting from the work carried out by Jewebco BV does not meet the customer’s expectations.
18.12. Jewebco BV can never be held liable for indirect damage, including consequential damage, loss of profit, missed savings, damage to reputation, fines imposed and damage due to business stagnation.
18.13. Should Jewebco BV be liable for any damage, the liability of Jewebco BV is limited to the amount paid out by Jewebco BV’s insurer. If, in any case, the insurer does not pay out or the damage is not covered by the insurance, the liability of Jewebco BV is limited to the amount paid by the customer for the service, at least to that part to which the liability relates.
18.14. The limitations of liability included in these general terms and conditions do not apply if the damage is due to intent or deliberate recklessness on the part of Jewebco BV or its subordinates.
18.15. All legal claims must be brought by the customer within 1 year if the customer is not satisfied with the work or actions of Jewebco BV. If the customer does not act in time, the legal claim will lapse.
18.16, In the event that the Client is in default with regard to the proper fulfilment of the obligations towards Jewebco BV or acts unlawfully towards Jewebco BV, then the Client is liable for all damage caused directly or indirectly on the part of Jewebco BV as a result.
Article 19. Intellectual property rights
19.1. Unless Jewebco BV and the customer have explicitly agreed otherwise in writing, Jewebco BV is and will remain the full and exclusive owner of the intellectual property rights to the materials.
19.2. Jewebco BV grants the customer the right to use the materials exclusively within and for the benefit of his own organization, but only after the customer has fulfilled all his (payment) obligations arising from the order.
Without prior permission from Jewebco BV, the customer is not allowed to make the materials available for inspection, make them public or reproduce them in any way whatsoever.
19.4. Jewebco BV reserves the right to use the work carried out for the customer for his own promotion.
19.5. If the customer acts contrary to the intellectual property rights of Jewebco BV, the customer is liable for all damage Jewebco BV suffers as a result.
19.6. The customer indemnifies Jewebco BV against claims from third parties regarding intellectual property rights on materials or data provided by the customer, which are used in the execution of the agreement.
19.7. Without prior permission of Jewebco BV, it is not allowed to make recordings of the training in image and/or sound.
Article 20. Applicable law and competent court
20.1. All agreements and legal acts between the customer and Jewebco BV are governed by Dutch law.
20.2. All disputes relating to agreements between the customer and com will be adjudicated by the competent court in the Netherlands within whose jurisdiction the registered office of Jewebco BV is located. The customer, being a consumer, has the option within 1 month after Jewebco BV has invoked this article in writing to choose the court that is competent according to the law.