General Terms and Conditions of KLEUR!
1.1 – These general terms and conditions apply to all agreements, assignments and offers whereby KLEUR! is a party, unless the parties have expressly agreed otherwise in writing.
1.2 – Deviations from these general terms and conditions only apply if they have been put in writing and if it has been expressly agreed in writing that they apply to the agreement in question.
1.3 – Any (general) terms and conditions of the other party only apply to the extent that they have been agreed by KLEUR! expressly and accepted in writing.
2. Establishment of agreement
2.1 – An agreement is concluded between the parties by an offer from one party and the written acceptance thereof by the other party, or by written confirmation by KLEUR! of an oral agreement between the parties.
2.2 – All offers from KLEUR!, including quotations, are without obligation and valid for 14 days after the date, unless expressly stated otherwise in writing in the offer. If the offer is not accepted within the stated period, it will lapse, after which KLEUR! is entitled to repeat the offer in a whether or not modified form.
2.3 – The agreement or the written confirmation by KLEUR! is deemed to fully and correctly reflect the content of the concluded agreement.
3. Mutual obligations
3.1 – The obligations of KLEUR! never go further than as confirmed in writing in the agreement.
3.2 – Any additional agreements and/or commitments after the agreement has been concluded by KLEUR! are only binding if and insofar as they are approved by KLEUR! confirmed in writing.
3.3 – The other party will always provide KLEUR! all information in a timely manner that is useful or necessary for the proper execution of the agreement and will provide to KLEUR! all cooperation to correctly perform the obligations under the agreement.
3.4 – The other party guarantees the accuracy, completeness and reliability of the information it provides, even if it comes from third parties.
3.5 – If the execution of the agreement is delayed because the other party does not fulfill its obligations under this article, the resulting damage will be borne by the other party and KLEUR! is entitled to charge the additional work/price that becomes necessary as a result.
3.6 – The other party is not entitled to transfer its rights and obligations under the agreement without prior written permission from KLEUR!.
4.1 – When executing the agreement, KLEUR! will take the reasonable wishes of the other party into account as much as possible, provided that in its opinion this is conducive to proper execution of the agreement.
4.2 – Upon entering into the agreement, KLEUR! assumes a best efforts obligation and therefore will undertake to execute the agreement to the best of its knowledge and ability and as a careful professional.
5. Fee/rate and payment
5.1 – When concluding the agreement, the parties can agree on an hourly rate or a fixed fee. The agreed rate or fee is exclusive of VAT and other levies imposed by the government.
5.2 – If (the) agreement(s) has/have been entered into for a consecutive period of twelve months or longer, KLEUR! is entitled to adjust the hourly rate and/or the price agreed with the other party once a year.
5.3 – Payment of invoices from KLEUR! must take place within 30 days of the invoice date without discount or settlement and on an account number specified by KLEUR!, failing which the other party will be in default by operation of law, without further notice of default being required.
5.4 – If the other party is in default, without prejudice to the other rights of KLEUR! – all receivables of KLEUR! are due and payable immediately and in full on the other party, even if the payment term has not yet expired. Moreover, KLEUR! in that case, has the right to suspend its services, without being liable for any damage resulting therefrom.
5.5 – If the other party is in default, KLEUR! is entitled, without further notice, to charge the other party the statutory interest per month, whereby part of a month is counted as a full month, as well as charge extrajudicial costs in an amount of 15% of the outstanding claim with a minimum of EUR 50.
5.6 – Without exception, the other party is fully liable for all judicial and extrajudicial costs actually incurred, even if and insofar as they exceed any order for legal costs, which KLEUR! must incur in connection with the collection of the amounts due under this article, including the costs of legal assistance.
5.7 – Payments by the other party will successively be deducted from the costs referred to in Article 5.5, the costs referred to in Article 5.4 and the principal sum, regardless whether the other party has designated a different order.
6. Changes to the agreement and additional work
6.1 – Unless otherwise agreed, the parties may agree in the interim that the approach and scope of the agreement and/or the obligations arising from it will be expanded and/or changed. If no further written agreements have been made about the associated costs, the rate or fee of Article 5 of these general terms and conditions will also apply to this work.
6.2 – The other party accepts that a change to the work (as referred to in the previous paragraph) may influence the agreed or expected time of completion of the work.
7. Confidentiality and due care
7.1 – Each of the parties is obliged to maintain confidentiality of all information that has come to its attention in the context of the agreement and of which the confidential nature is known, or of which the other party could reasonably have understood the confidential nature.
7.2 – Each of the parties will exercise the utmost care when using the information that has come to its attention in the context of the agreement.
8. Intellectual property
8.1 – All rights relating to products of the mind, which are developed or used by KLEUR! in the context of the agreement, including advice, methods and models, belong to KLEUR! insofar as they do not already belong to third parties.
8.2 – Except for the express prior written consent of KLEUR! the other party is not permitted to use, reproduce, disclose or exploit the aforementioned products of the mind or their recording on data carriers, whether or not together with or through the involvement of third parties.
8.3 – The other party indemnifies KLEUR! for claims from third parties regarding any infringement of third party property rights.
9. Applicable rules of conduct and regulations
9.1 – The Global Code of Ethics (IEC) provides guidelines for a professional, transparent and uniform working method for professional coaches. The IEC includes how a professional coach affiliated with NOBCO should deal with themes such as integrity, professional and excellent conduct, contracting, (personal) responsibility and confidentiality.
9.2 – KLEUR! is affiliated with the NOBCO and thus declares that it adheres to the IEC.
9.3 – If the other party finds that KLEUR! has not acted in accordance with the IEC, the other party is entitled to make this known to KLEUR! and KLEUR! will then provide a solution. If the other party is not satisfied with the solution provided by KLEUR!, the EMCC Global complaints procedure comes into effect and the other party can submit a complaint to email@example.com.
10. Applicable law and disputes
10.1 – Dutch law applies to all agreements with KLEUR!.
10.2 – All disputes between KLEUR! and the other party that may arise as a result of an agreement or as a result of agreements that may be the result thereof, will be adjudicated by the competent court in The Hague, unless KLEUR! chooses to submit the dispute to another court.
10.3 – All reasonable judicial and extrajudicial costs resulting from non-compliance by the other party with obligations arising from the agreement will be borne by the other party.
11. Final provisions
11.1 – KLEUR! is authorized to change these general terms and conditions.
11.2 – If one or more provisions of these general terms and conditions prove to be null and void or are annulled, the remaining provisions will remain fully in force. The void or voided provision(s) will then be replaced by a legally valid provision that comes as close as possible to the void or voided provision(s) in terms of content, scope and effect.