Marieke Zwinkels Ltd.
Last amended on the 26th of Januari 2023
Our General Terms listed below apply to all our products and services, for example, the use of our website or the purchase of a programme from us. These General Terms contain important information for you as a customer or user of those products and services. Therefore, please read this information carefully. We also recommend that you save or print these General Terms, so that you can re-read them at a later date. We can always be reached at firstname.lastname@example.org for any questions.
GENERAL PART FOR USERS AND CUSTOMERS
Article 1 – Definitions
1.1. General Terms: the General Terms in question.1.2. Company, ‘we’ or ‘us’: the private limited company Marieke Zwinkels Ltd., located at Lachapellestraat 53 C in (4816 AJ) Breda, registered with the Chamber of Commerce under number 88736865 and available through +31(0)624252992 and email@example.com.
1.3. User: anyone using the Website, the free Material on the Website and other functionalities of the Website that are available without a Contract with the Company being required.
1.4. Customer, ‘you’ or ‘your’: the customer, whether or not acting in the course of a profession or business, who enters into a Contract with the Company and/or who has registered on the Website and thus has access to the Online Learning Environment.
1.5. Consumer: the Customer not acting in the course of a profession or business.
1.6. Corporate customer: the Customer acting in the course of a profession or business.
1.7. Website: the Company’s websites, accessible through www.mariekezwinkels.com and/or www.tfto.nl and www.tfto.com and all corresponding and related domains and subdomains.
1.8. Online Learning Environment: the online environment to which Customers can log on, after entering into some Contracts and registering through the Website, and which is one of the ways in which the Company makes its Materials available to Customers who are entitled to those Materials under their Contract.
1.9. Materials: products and services as described in the Contract, including but not limited to tickets for events, single or multi day courses and extensive learning or coaching packages, as well as all products and services made available without charge through the Website and/or Online Learning Environment.
1.10. Contract: any agreement or contract between the Company and the Customer of which the General Terms form an integral part. The Contract may consist of one or more Materials.
1.11. Intellectual property rights: any and all intellectual property rights relating to the Company, the Website, the Online Learning Environment and/or Materials, including but not limited to copyrights, database rights, domain names, trade name rights, trademark rights, design rights, neighbouring rights, patent rights and rights to know-how.
Article 2 – Applicability of these General Terms
2.1. Our General Terms apply to all use of the Website, Online Learning Environment, Materials and all our offers, Contracts and deliveries and all related or ensuing legal or other acts, unless expressly agreed otherwise in writing.
2.2. Any provisions or terms deviating from or not included in our General Terms that you yourself have added to a request for an offer, confirmation or statement accepting an offer, will only be binding on us if and insofar as we have accepted them expressly in writing.
2.3. In addition to this part 1. of these General Terms, which applies to all Users and all Customers, Part 2. and/or Part 3. of these General Terms also apply to Customers, depending on the nature of the Contract. In the event of any contrariety between these General Terms and the Contract, the Contract always prevails.
2.4. We reserve the right to amend or supplement these General Terms. We may do so on the following underlying principles:
a) Customers are informed of any amendments by the publication of the amended General Terms on the Website and/or through the Online Learning Environment and/or by email. Receipt of these emails is at the risk and expense of the Customer themselves, where in any event it is important that you as a Customer remain registered with your email address for the mailing list of your Materials. As regards Contracts already entered into, any amendments apply each time with due observance of a thirty (30) day term after notification of the amendment.
b) Users are informed of any amendments by the publication of the amended General Terms on the Website. By continuing to use the Website after we have published amendments, you agree to the General Terms as amended.
c) Revised General Terms published on the website will each time include the date on which the amendments take effect.
d) Non-substantive amendments of minor importance may be made at any given moment and do not require any change other than that the revised General Terms are posted on the Website.
2.5. If a provision in these General Terms prove to be void, the other provisions of the General Terms will in no way be affected. In that event, We, the Users and/or the Customers will jointly establish a new provision or new provisions by way of replacement, giving shape to the purpose and scope of the original provision insofar as legally possible.
2.6. In particular cases we may opt to deviate from these General Terms to the benefit of the Users and/or Customers, from which the conclusion may never be drawn that these General Terms do not apply. Users and/or Customers may not lay claim to such a deviation, even if that did occur in a similar way in the past.
Article 3 – Use of the Website and the Materials on it at one’s own risk
3.1. The Website itself and the Materials on it include general information only which is made available free of charge and from which Users and/or Customers cannot derive any rights of whatever nature. We establish all information with a high degree of care. However we cannot guarantee the information is correct, complete and current, nor can the contents be regarded as individual and/or personal coaching and/or advice.
3.2. The use of the Website and the information made available on it, such as blogs, e-books, videos, etc. is entirely at your own risk. The Company can in no way be held liable for any damage or loss of whatever nature resulting from the use of the Website or the Materials on it. We expressly give no explicit or implicit guarantee as to the use of the Website and the Materials on it, nor as to any results as a consequence of that use. Nothing on the Website or the Materials on it are a pledge or guarantee of income or profit, personal, emotional, mental and/or spiritual growth or of any other result.
Article 4 – Links and references to third parties
4.1. The Website, Online Learning Environment or the Materials may contain links and references to internet sites maintained by third parties. Our link to third-party sites does not entail approval or sponsoring of those sites, or of the information, products or services offered on or through those websites.
4.2. In no way do we have control over or management of any information, products or services offered by third parties on or through the Website, Online Learning Environment, Materials or on the websites linked to us, nor can we guarantee the correctness and currency of information on the linked websites. The Company is in no way liable for the consequences of the use of any information on the linked websites.
4.3. If applicable, all opinions, recommendations, statements, services, offers or other information or content expressed or made available by third parties, including information providers, are those of the authors or distributors respectively, not those of the Company. We take no responsibility for the accuracy, reliability or correctness of opinions, recommendations or statements made on one of those websites.
Article 5 – Rules of conduct
5.1. Our Website and the Materials on it that are made available without charge, as well as all Contracts, the Online Learning Environment and all other Materials, are intended only for Users and Customers aged over 16. Due to the nature and content of the Materials we feel it would be irresponsible to allow under 16s to use them without the supervision of an adult. Not only we, but the legislator also, protect you if you are under 16. By using the Website and the Materials on it or by entering into a Contract with us and subsequently using the Online Learning Environment and the other Materials, you declare that you are over 16.
5.2. The Website and Online Learning Environment offer Users and Customers different and each their own specific functionalities, such as bulletin boards, weblogs, chatrooms and e-mail services, through which we (i) can have feedback and real-time interaction with Users and/or Customers, (ii) can achieve feedback and real-time interaction between Users and/or Customers themselves, and/or (iii) we can offer other options through which Users and/or Customers can communicate with us or with each other. All content of the messages and posts published and/or sent by Users and/or Customers themselves through the functionalities provided is done by the Users and/or Customers themselves and thus fully at their own risk and responsibility. We have no control over the messages, information or files that Users and/or Customers are able to supply through the Website and Online Learning Environment.
5.3. Insofar as Users or Customers use the functionalities as referred to in Article 5.2 and by reason of which they themselves send materials to us, the following applies, solely and insofar as these do not conflict with the rules of mandatory law:
a) The User and/or Customer declare that they are the owner of the material and/or that the owner of the material has given their express consent to its use, and indemnify us against all actions, claims and liability claims by third parties including all accompanying costs;
b) The User and/or Customer grant us, and everyone authorised by us, a royalty-free, perpetual, irrevocable, non-exclusive, unlimited, worldwide licence to use, copy, amend, send, sell, operate, distribute and/or publically carry out or represent in whole or in part, in any way and through any medium, the material posted by the User and/or Customer; and
c) The User and/or Customer acknowledge that we have the right, but not the obligation, to use and/or show the materials (whether on the Website and/or Online Learning Environment or not) and that we may opt at any moment and for whatever reason to stop the use and representation of such material, or a part thereof.
5.4. The Users or Customers are not permitted to use the Website and Online Learning Environment:
a) in a way that conflicts with legislation and regulations, these General Terms or in any other way that infringes on the rights of other Users, Customers and/or third parties;
b) to conduct illegal services;
c) to obtain or distribute pornographic material or to help others find such materials;
d) to post materials that are indisputably libellous, defamatory, insulting, racist, discriminating or inflammatory or in any other way result in violation of the private life of other Users, Customers and/or third parties;
e) to share commercial, charitable or non-commercial communication at one’s own initiative;
f) to post or distribute materials with malicious content, such as viruses or spyware or to otherwise gain unauthorised access to the Website, the Online Learning Environment, Customer accounts, computer systems, etc.;
g) in any way that infringes on the intellectual property rights and/or privacy rights of third parties;
h) to assist others in violating third-party rights of whatever nature.
5.5. If we receive any complaint about a violation of one of the rules of conduct in this article or we ourselves establish that this has occurred, we are free to take all measures we deem necessary to avert or prevent the threat. We may claim all reasonable costs that we incur by necessity to do so from the User or Customer in question who violated the rule(s) of conduct. In any event we are free to block temporarily or otherwise the account of the Customer in question and/or deny temporarily or otherwise that Customer’s access to certain functionalities of the Online Platform. If and when such a situation arises, we will inform the User or Customer in question about this as soon as possible. We will try – but cannot guarantee – to take measures only after consultation with the User or Customer.
Article 6 – Intellectual property rights
6.1. All intellectual property rights are and will remain vested in the Company, our associated businesses and/or our licensors. Nothing on or in the Website, the Online Learning Environment, the Materials and/or the Contract is intended to transfer any intellectual property rights of whatever nature to Users and/or Customers and/or third parties.
6.2. The Website, the Online Learning Environment and the Materials are solely intended for personal, non-commercial use and may not be used in a way that infringes on our rights. Without our express written consent, the following is not permitted including but not limited to:
a) the Online Learning Environment and/or the Materials (except the Materials we ourselves provide free of charge through the Website) may not be made available to third parties, may not be read by third parties (the blogs and e-books for example) may not be listened to (SoundCloud, for example) or watched by third parties (the webinars and Vimeo for example) or recorded and shown to third parties (for example individual or group sessions, whether online or not) nor may third parties be allowed to benefit from these or use these in any way.
b) the Material may not be changed, copied, reproduced, published or republished, uploaded, posted, sent, translated, sold or distributed in any way whatsoever through whatever medium and irrespective of whether the Material in question has been paid for or is provided free of charge by us.
6.3. To prevent any confusion or lack of clarity, we emphasise explicitly in this respect that the provisions of Article 6 mean that you are not permitted to record any Material without our express written consent, not even for personal use. The reason is that simply recording the Material means that you are copying it. It is irrelevant whether it concerns Material that is provided free of charge, online or in live individual or group sessions, Material that is provided through the Online Learning Environment, YouTube, SoundCloud or in any other way or any Material whatsoever.
Article 7 – Privacy
7.1. The Company processes the personal data of Users and Customers in accordance with its privacy statement. The statement can be found here.
7.2. The Users and Customers are obliged to only use and/or process the personal and other data they obtain through the Website and the Online Learning Environment – because other Users and Customers have posted materials on there as referred to in Article 5 – in a manner consistent with the purposes for which that personal and other data was provided. The Users and Customers are not permitted to use the obtained personal and other data for any other purpose of whatever nature.
Article 8 – Questions or complaints?
8.1. We aim to answer any questions of an administrative nature relating to the Website, Online Learning Environment, the Material and/or the Contract within five working days. Questions can be sent by email to (firstname.lastname@example.org). Naturally you may also ask your questions through another medium, such as Messenger or Signal, but we would like to point out that those questions may be seen or read less frequently. As a result the five-day term may inadvertently be exceeded. If a proper answer to your questions requires more than five working days, you will receive a notification of receipt within that term indicating when you can expect a further substantive response.
8.2. If you have any complaints or concerns about the Website, the Online Learning Environment, the Material and/or the Contract or how you were treated, please let us know through email@example.com. Together with you, we will examine what is going on and we will try to find an appropriate solution. To this end we will proceed on the basis of the following principles:
a) Is your complaint or concern about the use or otherwise of the Website and of the Materials made available on it free of charge or otherwise? We encourage you to inform us about this so that we can help you and learn from your input. However we would like to stress that you must accept the solution we find to your complaints or concerns about the use or otherwise of the Website and of the Materials made available on it free of charge or otherwise. If you are unable to accept our solution, the only other option is to go to court (see also Article 10).
b) Is your complaint or concern about a Contract and the Materials made available under that Contract? We will do our best to find an appropriate solution in consultation with you. If that proves impossible or if you are unable to accept the outcome, we offer you a possibility of appeal by engaging the services of the mediator referred to by name in Article 8.4, hereinafter: the Mediator.
8.3. If you submit a concern or complaint in accordance with Article 8.2, you will receive a response within 5 working days, after which we will make agreements with you and arrange things in a way and in a time frame you agree to. If a Mediator is called in, the time frame will depend in part on external factors over which we have no control (for example, the options for the Mediator or you yourself to schedule an appointment, illness or other setbacks for one or more of the parties involved) but we aim to fully settle the matter within 3 months.
8.4. The Mediator whose services will be engaged if necessary is:
Melchior Conflict Management Mediation
4818 AC Breda
Telefoon: (076) 750 23 61
8.5. The Mediator will respond within five working days. That response may consist of a statement that an appointment will be scheduled with the Parties, following which the Parties may take into account a term for settlement as referred to in Article 8.3.
8.6. The following applies to the Mediator’s handling as referred to in Article 8.2(b):
a) The Mediator’s decision is binding on all those involved, i.e. for the Company, the Customer and/or the User.
b) In principle the Mediator’s fees are borne jointly by the Customer and the Company, unless the Mediator decides on a different apportionment of costs.
c) If you are a Consumer, you have the legal option to decide, within one (1) month after we have confirmed in writing that we will put your complaint to the Mediator, to still file your complaint with the court in accordance with Article 10.3.
d) We can well imagine that – even if you are a Consumer – you would rather not wait out this one (1) month reflection period, but that you would rather immediately opt to appeal to the Mediator. That is possible! In that case we need a written confirmation from you stating that you (i) opt to start the appeal to the Mediator before your reflection period of one month has expired and (ii) acknowledge that in doing so you forfeit your right to opt – within that month – for an appeal to the court to settle the dispute.
8.7. All complaints whether or not handled through the Mediator, are registered and stored for a term of one year unless mandatory legal provisions dictate otherwise.
Article 9 – Assignability
9.1. These General Terms are binding on and accrue to the Company and our assignees, successors, heirs and legal representatives, respectively.
9.2. Zonder voorafgaande schriftelijke toestemming van het Bedrijf mogen Gebruikers of Klanten noch deze Algemene Voorwaard9.2. Without prior written consent by the Company, the Users or Customers may not assign these General Terms nor any rights under those Terms or under the Contract to third parties.
9.3. The Company is fully at liberty to assign all rights and obligations under these General Terms or the Contract to an associated entity or one of its subsidiaries.
Article 10 – Applicable law and competent court
10.1. The Website, the Online Learning Environment, the Materials and the use thereof, as well as the Contract and all legal and other acts thereof or connected therewith, including the complaints handling in accordance with Article 8, are governed by Dutch law.
10.2. The Company, Customers and Users undertake to at first try to resolve all concerns, complaints and disputes about or related to the Website, the Online Learning Environment, the Materials themselves and the use thereof and/or the Contract as much as possible in mutual consultation or, if applicable, through a Mediator, in the way described in Article 8.
10.3. If Article 10.2 does not lead to a solution, all disputes arising from the use of the Website, the Online Learning Environment, the Materials, as well as disputes arising from or connected with the Contract will be submitted to the competent Dutch court in the district where the company has its registered office, or, if the rules of mandatory law dictate otherwise, to the court which has jurisdiction according to Dutch law.
ADDITIONAL PROVISIONS FOR CUSTOMERS
Article 11 – Applicability
De onderstaande artikelen 12 t/m 19 zijn uitsluitend van toepassing op Klanten (zowel Zakelijke Klanten als Consumenten) en gelden niet voor Gebruikers.
Article 12 – Formation of the Contract
12.1. The contract is formed when you accept our offer and comply with the conditions set therein. Acceptance exists, including but not limited to, if and when: (i) you have placed an online order through the Website for one of our Materials, (ii) you send us an email confirming your participation in one of the Materials, or otherwise showing your agreement to purchasing or participating in one of our Materials, and/or (iii) in the event that you have shown an interest in one of our Materials and after we verify whether or not you actually wish to participate, you confirm that you do wish to purchase the Material or to participate.
12.2. The contents of the Contract are determined by the Material that you purchase. Each Material has its own set of delivery terms which are always clearly described in the e-book of the Material in question. If you purchase various Materials, different terms of delivery may apply. If, as referred to in the above Article 12.1, terms are set to a specific Material and therefore to that Contract, the e-book will list how you can comply with those terms. The e-books including the terms of delivery of all Materials are an integral part of the Contract and prevail in the case of any conflict with these General Terms. The e-books can be downloaded through the Website for your own records. Should you be unable to find the e-book on the Website, we will always send it to you by email at your first request.
12.3. If you accepted our offer electronically we will promptly confirm receipt of your acceptance electronically.
12.4. You are obligated to provide all information requested by us promptly and fully and to inform us of all facts and circumstances that you know or can reasonably understand are important for the performance of the Contract. If it appears that you provided incorrect information when entering into the Contract, we are entitled to only comply with our obligations once we have received the correct information from you.
12.5. We may conduct enquiries, within the statutory parameters, into your ability to comply with the payment obligation and also all facts and factors that are relevant to responsibly entering into the Contract. If, based on that enquiry, we have good grounds on which not to enter into this Contract, we are entitled to refuse, with reasons given, an order or request or to set specific conditions to the performance of the Contract.
Article 13 – Registration
13.1. For some Materials you will need to have an account with which to access – through the Website – the Online Learning Environment where the relevant Materials are made available. Generally you can create a personal account when the Contract is formed. In some cases we will create an account for you and we will send you an email with your account details, including but is not limited to: (i) when it concerns Material that cannot be purchased online through the Website or if you make use of a payment scheme when entering into the Contract (see also Article 16.5 on payment schemes). You can change your account details in your own account at all times.
13.2. Your account in the Online Learning Environment is strictly personal and not transferable. You are not permitted to grant third parties access to the Online Learning Environment and/or the Materials on it through your account, nor to making your login or other details available to third parties. As set out in Article 6, you are not permitted to record or download and distribute the Materials we make available to you through the Online Learning Environment to others. Should you have any questions about that last section, please reread Article 6 carefully or contact us at firstname.lastname@example.org.
13.3. The login or other details you have been given must be kept strictly confidential. We are not liable for any misuse of the login details and we may each time assume that the Customer who registers with the Online Learning Environment is in fact that Customer. All that occurs through your account falls under your responsibility and risk.
13.4. If you know or suspect that your login details have fallen into the hands of unauthorised persons, you must change your password as soon as possible and/or notify the Company so that we can take appropriate measures.
Article 14 – Performance of the Contract
14.1.Our obligations under the Contract involve only the provision of the Material you are entitled to under the Contract and an obligation to carry out the agreements contained in that Contract to the best of our knowledge and ability. The following applies in that respect:
a) the Contract involves a best-efforts obligation only and not an obligation to achieve a result;
b) Materials are made available through the Online Learning Environment and/or by providing login details and/or links to other online locations (such as SoundCloud, YouTube or Vimeo);
c) irrespective of how the Materials are initially made available, we are always at liberty to opt for another way of providing the Materials;
d) the Contract and the Materials are not a pledge or guarantee of increased income and/or profit or personal emotional, mental and/or spiritual growth;
e) nor do any of the statements about the future made on our Website, Online Learning Environment or in the Materials involve any guarantees or pledges of an actual result of whatever nature;
f) the Contract, the Online Learning Environment and Materials do expressly not offer legal, psychological, medical, financial or tax advice.
14.2. We cannot guarantee that:
a) the Website, the Online Learning Environment and/or the Materials are and will always be accessible without interruption;
b) the Website, the Online Learning Environment and/or the Materials are and will always be fully free of outages, viruses, Trojans, etc.;
c) all other Users and/or Customers using the Website and/or Online Learning Environment (including in the way referred to in Article 5.3) do so in accordance with legislation and regulations, the Contract entered into between other Users and/or Customers and us and these General Terms.
14.3. We may opt to have third parties conduct certain tasks in the Contract or have third parties assist us in another way. These General Terms are therefore entered into for the benefit of those third parties. Third parties have no power of representation.
Article 15 – Duration and end of the Contract
15.1. The Contract is entered into for the duration as determined in the e-book of the Material under the Contract. If no Contract duration has been determined, the Contract is entered into for the term necessary to deliver the Materials and to comply with the obligations under the Contract.
15.2. Once it has been formed, the Contract may no longer be cancelled. The exception to this is the Customer’s right to withdraw from the Contract as referred to and in accordance with Article 21. Furthermore, certain separate Materials under the Contract may have their own policy for cancellation and/or reimbursement. That policy can be inspected in the e-book of the relevant Materials. On failure to comply with one or more of the conditions set in the e-book of the relevant Materials to cancellation and/or reimbursement, the right to that cancellation and/or reimbursement will lapse in its entirety.
15.3. The Contract cannot be terminated early, unless indicated otherwise in the e-book of the Materials under the Contract.
15.4. If the Material under the Contract involves one or more sessions of personal counselling (online or in person) by appointment and no fixed duration has been set for the Contract, the term necessary to deliver the Material as referred to in Article 15.1 is the reasonable term within which the appointments for sessions and the sessions for personal counselling themselves can take place. The Customer is responsible for scheduling the appointments If the Customer does not schedule an appointment themselves or fails to respond to our request to make an appointment, we will send the Customer a written warning by email. That means that we will give the Customer a last chance to schedule an appointment with us within 14 days, stating that failure to do so means that the right to personal counselling sessions ceases to apply, without the Customer having any right to a refund and/or compensation.
15.5. We will give any Customer who enters into a Contract with us access to the Online Learning Environment. This acces applies to the duration of the Contract and longer, should the ebook concerning the Materials specifies as such.
Without prejudice to our obligations under the Contract itself, we are entitled at any time to take the following action regarding access to the Online Learning Environment:
a) to change and/or end the contents or functionalities of the Online Learning Environment with one month notice period;
b) to block access to the Online Learning Environment at any moment either permanently or temporarily if we have valid reasons to do so. That may be the case for example but not limited to a violation of one or more of the rules of conduct in these General Terms or a justified suspicion thereof.
We will endeavour, within the bounds of reasonableness, to inform our Customers of this promptly in the case of one of the above situations.
15.6. The Company will – partly in accordance with the privacy statement as referred to in Article 7.1. – remove the account of:
a) those Customers who have not used it for longer than six (6) months, or at least who have not logged onto the Online Learning Environment for longer than six (6) months.
b) those Customers who have unsubscribed from the mailing list which forms part of the Material under the Contract.
In those cases we assume that you do not wish to have access to the Online Learning Environment temporarily or definitively, and we do not want to process your personal data for an unnecessarily long time. In both cases, should you wish to log on to the Online Learning Environment again at some point, please contact us at email@example.com and we will create a new account for you on which we will make the Materials available to you again, to which you are entitled under your previous Contract. One exception to this is the situation where the Company by virtue of these General Terms is entitled to refuse this request in which case we will explain this to you with reasons.
15.7. We are entitled, at any time and at our own discretion, to suspend or terminate the Contract (which includes blocking or removing your account and your access to the Online Learning Environment) in the following cases:
a) if the Customer has been declared bankrupt or has been granted a moratorium or the Customer has applied for one;
b) if the Corporate Customer’s undertaking is dissolved or wound up.
c) if we are entitled to do so, pursuant to the law, the Contract and/or these General Terms, for example if you fail to meet your obligations towards us.
In all cases the following applies:
d) when exercising the rights in this article, the entire amount as referred to in the Contract becomes immediately due and payable in full;
e) the exercise of our rights under this article leaves intact any other rights and legal remedies to which we are entitled under the law, the Contract and/or these General Terms.
15.8. Obligations intended by their nature to continue even after the Contract ends will remain in full force even after the Contract ends and apply to you and your legal successors. That includes but is not limited to the obligation to respect our intellectual property rights.
Article 16 – Prices and payment
16.1. All prices listed on the Website, the Online Learning Environment and in other materials derived from the Company (such as blogs, e-books and videos) are in euros and include VAT and other levies imposed by the authorities, unless expressly stated otherwise. We do our best to provide accurate and full information, including on pricing. As we are unable to provide guarantees and as to err is human, all our prices are subject to manifest programming and typing errors.
16.2. When entering into the Contract, you are obligated to pay us in accordance with the payment methods as stated in the ordering procedure and where applicable, on the Website and/or Online Learning Environment and/or the relevant e-book. We are free in our offer of payment methods and may change these from time to time. In the case of payment after delivery, our payment term is 14 days starting on the day after delivery.
16.3. Invoice terms are deadlines whose non-observance constitutes a default. That means that if you fail to meet your payment obligation(s) default commences without a further notice of default being required.
16.4. If payment is not made in time:
a) The consumer must, after the Company has granted the Consumer a 14-day term to comply with the payment obligation, compensate the extrajudicial costs in accordance with the relevant statutory regulations, in addition to the amount due and statutory interest accrued;
b) The Corporate Customer must, without a further notice of default, 14-day letter or any other reminder, demand or correspondence being required, fully compensate, in addition to the amount due and statutory interest accrued, both the extrajudicial and court collection fees including the fees for attorneys, lawyers, bailiffs and debt collection agencies and in any case always with a minimum of 300 euros.
16.5. Under circumstances we offer – on entering into the Contract and on failure to comply on time or in full with the payment obligations – a payment scheme in instalments. The following applies in that respect:
a) We are never under any obligation to allow for a payment scheme
b) we are entitled – if we choose to allow for a payment scheme – to set all conditions to such a payment scheme as we feel is appropriate to the situation in question, this in accordance with the applicable rules of mandatory law;
c) the full amount is always immediately due and payable without any further notice of default being required, (i) on failure to comply with one of the agreed instalments or (ii) if the information provided by the Customer and on which basis we entered into the payment scheme later on appears to be incorrect, incomplete and/or misleading and (iii) the Consumers may in that case only lay claim to the instalment of 14 days referred to in Article 16.4(a) if it concerns a payment scheme agreed when the Contract is entered into and not a payment scheme offered on failure to comply with a previous payment obligation.
Article 17 – Liability
17.1. The liability restrictions in this article apply insofar as the damage and loss are the result of intent or recklessness bordering on intent by the Company.
17.2. The liability restrictions in this article apply only for Consumers if and insofar as they do not conflict with the rules of mandatory law. In the unlikely event that a situation occurs in which the full application of the liability restrictions of this article for the Consumer prove to conflict with mandatory law, we and the Consumer will jointly establish a new liability restriction or restrictions by way of replacement, insofar as legally possible giving expression to the purpose and scope of the original provision.
17.3. We are obliged to fulfil the Contract in the manner agreed in the Contract and in these General Terms (in particular Article 14 thereof). However we cannot exercise any influence on, and are therefore not liable for, the ultimate result of the fulfilment of our best-efforts obligation and/or the use by the Customer of the Materials. The results depend fully on circumstances that are at the Customer’s own risk and expense, including but not limited to the Customer’s own efforts and intentions.
17.4. We can only be liable for damage or loss with respect to the Customer resulting from an attributable failure on our part to perform our obligations under the Contract. Liability under any other grounds is thus excluded.
17.5. Our maximum and total liability with respect to a Customer, irrespective of the nature, extent or grounds thereof, is always limited to compensation not exceeding the sum (including VAT) stipulated for this Contract. For Corporate Customers that maximum is always €1,500 (including VAT) depending on which sum is lower.
17.6. Our liability is excluded for indirect loss, consequential loss or damage, lost profits, loss due to business interruption, lost savings, loss of data and/or damage or destruction of data or computer systems.
17.7. We cannot be held liable for damage or loss resulting from incorrect, incomplete and/or misleading information you provided.
17.8. Any liability, of whatever nature, arises only if you give us immediate, proper and written notice of default, and if we continue to be in breach after you have given us a reasonable term in which to resolve our breach. The notice of default should contain as detailed a description as possible of the breach so that we may be able to respond appropriately.
17.9. In addition to what is provided in this Article, the following applies to Corporate Customers:
a) any entitlement to compensation of whatever nature can only arise: (i) after the Corporate Customer has submitted a complaint in accordance with Article 8; and (ii) the Corporate Customer reports the damage or loss to the Company immediately, but no later than 5 days after the Corporate Customer learns of, or could reasonably have learned of the damage or loss; and
b) any liability of whatever nature lapses if the Corporate Customer has not reported the damage or loss to the Company within a period of six (6) months after the Material to which the loss pertains was delivered.
Article 18 – Force majeure
18.1. We cannot be obliged to fulfil any obligation under the Contract if we are prevented in the fulfilment by circumstances beyond our control. We are in no way liable for any damage or loss of whatever nature resulting from circumstances beyond our control.
18.2. Circumstances beyond our control include but are not limited to: disruptions to or outages of the internet and/or other public infrastructure (such as transport, power and energy, telecommunication etc.), internal civil commotion, mobilisation, war, terrorist attacks, strikes, business interruptions, stagnation in supply, fire, floods, pandemics, import and export barriers and the situation where we are prevented from delivering due to our own suppliers, regardless of the reasons, so that fulfilment of the Contract cannot reasonably be required of us.
18.3. If a situation of circumstances beyond our control lasts for longer than 90 days, both the Company and the Customer have the right to terminate the Contract by giving written notice. In that case, everything that has already been accomplished based on the Contract will be settled proportionately, without the parties owing each other in all other respects.
ADDITIONAL PROVISIONS FOR CONSUMERS
Article 19 – Applicability
19.1. Articles 20 to 22 below apply exclusively to Consumers and do not apply to Users or Corporate Customers.
Article 20 – General
20.1. In addition to Article 12.3, Consumers have the right to terminate the Contract as long as we have not sent the electronic confirmation referred to in the Contract.
20.2. If the Consumer has a complaint about our service, the Consumer may also, in addition to the provisions of Article 8, submit the complaint through the European Dispute Resolution platform, accessible through http://ec.europa.eu/odr/.
Article 21 – Right of withdrawal
21.1. Consumers have the right to dissolve the distance contract during 14 days, starting on the day after the Contract was entered into, without stating reasons and without charge.
21.2. The Consumer may terminate the Contract in accordance with the term set in Article 21.1 by (i) sending the standard form for withdrawal to us by email, (ii) making it known to us unambiguously that the Consumer wishes to terminate the Contract.
21.3. The risk and burden of proof of the correct and timely exercise of the right of withdrawal lies with the Consumer.
21.4. If the Consumer expressly requested that the Contract commences during the reflection period of 14 days, the Consumer will owe us a sum proportionate to the part of the Contract that we fulfilled at the time of withdrawal as compared to the full amount of the Contract. Unless the rules of mandatory law dictate otherwise, we will in that case charge an hourly rate of €111 excluding VAT (therefore € 134.31 including) VAT, or a proportionate calculation of the online programmes used (for example for a 6 month course the total sum of that programme divided by 6 for the first month). For Material made available through the Online Learning Environment, no costs will be charged if the Online Learning Environment was not logged onto within these 14 days and thus no use was made of that Material.
21.5. Sums already paid in advance by the Consumer will be refunded as soon as possible, but no later than 14 days after withdrawal from the Contract, to the Consumer in the same way in which the Consumer paid the order, unless we and the Consumer expressly agree in writing to another payment method.
21.6. The website will clearly state, well in advance before the Contract is entered into, information about applicability or not of the right of withdrawal and the preferred procedure in that case.
21.7. The right of withdrawal does not apply to:
a) Contracts for the provision of services which have already been fully conducted, if: (i) performance of the Contract commenced with the express prior consent of the Consumer and (ii) the Consumer stated that they will waive their right of termination as soon as the Company has fulfilled the Contract.
b) A Contract concerning the provision of services for making available accommodation (other than for residential purposes, transport of goods, car rental services, catering or services related to leisure activities) if the Contract provides for a specific time or specific period of performance;
c) The delivery of digital content not supplied on a tangible medium insofar as performance has started with the express prior consent of the Consumer and if the Consumer has declared that they thereby waive their right of termination.
Article 22 – Guarantee and conformity
22.1. We guarantee with respect to Consumers that the Materials comply with the Contract, with the specifications referred to in the offer, with the reasonable requirements of soundness or possibilities for use and with the legal provisions and government regulations existing on the date that the Contract was formed. If specifically agreed, we also guarantee that the Materials are suitable for uses other than for normal use.
22.2. Should the Materials fail to meet the Contract, the Consumer must notify us of this in writing and by stating reasons within a reasonable timeframe.
Translator’s note: In the event of disputes over interpretation, the Dutch text will prevail over the English text.