General Terms and Conditions Josien Galama
DEFINITIONS
Josien Galama (
SEO Specialist): Josien Galama
Client: Any natural legal person to whom Josien Galama makes an offer for the delivery of goods or services or an agreement is concluded for the delivery of goods or services.
Agreement: any agreement to which these general terms and conditions apply.
1.1 - These terms and conditions apply, to the exclusion of terms and conditions of third parties, to all deliveries of goods or services from Josien Galama to the Client, in addition to all related agreements and legal acts.
1.2 - If any provision of these general terms and conditions of the agreement is not legally valid, the parties will negotiate the content of a new provision, which provision approximates the content of the provision as closely as possible.
OFFERS
2.1 - All offers (quotations) from Josien Galama are without obligation, unless expressly stated otherwise by Josien Galama.
2.2 - If an offer (quotation) from Josien Galama is accepted by the Client, Josien Galama has the right to revoke the offer of the quotation within fourteen working days after receipt of the acceptance.
PRICES & compare
3.1 - If prices and rates of price-determining factors, such as wages, materials, currency changes, undergo an increase, for whatever reason, Josien Galama is entitled to increase the price or rate accordingly.
3.2 - If work is not included in the original assignment or order confirmation at the request of, or in consultation with the Client, the resulting costs will be charged at the time at which prices are charged by Josien Galama.
LEVER
4.1 - Delivery times stated by Josien Galama will never be regarded as deadlines. In the event of late delivery, Josien Galama must be given notice of default in writing or electronically within fourteen (14) days, whereby Josien Galama must still be offered a reasonable term for delivery.
4.2 - Josien Galama is entitled to postpone new deliveries until the Client has fulfilled all his outstanding payment obligations towards Josien Galama and the Client has been informed of the outstanding payment obligations.
4.3 - Josien Galama delivers the product or service within 5 working days after receiving the payment.
CONFIDENTIALITY
All information, in whatever form, provided by Josien Galama to the Client, is exclusively intended for internal use by the Client. This information may not be used for any other purpose than the purpose for which the delivery was made. This information will be treated as strictly confidential by the Client.
PAYMENT
6.1 - The value day stated on Josien Galama's bank statements is decisive and is regarded as the day of payment.
6.2 - The Client is not entitled to set off what Josien Galama has to claim from him with regard to what he believes he has against Josien Galama.
INTELLECTUAL PROPERTY
7.1 - All intellectual property rights to the displayed are vested in Josien Galama. The Client is therefore not permitted to use the works of Josien Galama, which are protected by these rights, without the permission of Josien Galama, other than in the context of the normal use provided for by the agreement. For this normal use, Josien Galama grants the Client a non-transferable license, under the conditions as stated in the agreement and these General Terms and Conditions. This license is not (partly) granted to affiliated companies or institutions unless otherwise agreed in writing.
7.2 - If the Client infringes the intellectual property rights of Josien Galama and / or third parties, then the Client is liable for all resulting damage.
7.3 - The Client indemnifies Josien Galama against any liability due to (alleged) infringement of those rights. In cases, Josien Galama has the right to suspend delivery to the Client until clarity has been obtained about the alleged infringement.
COLLECTION
8.1 - The Client is obliged to cooperate with the delivery, to receive the displayed item. In the absence of a name indicated by the Client, Josien Galama reserves the right to charge a specific cost to the Client.
8.2 - Insofar as services / goods supplied by Josien Galama are to be installed on hardware made available by the Client, this hardware must meet all technical requirements set by Josien Galama, as well as the normal traffic. requirements.
8.3 - In cases such as those referred to in this article, Josien Galama does not consider itself liable for any damage caused by or towards the Client or third parties.
CONFIDENTIALITY
9.1 - The Client is aware that the goods delivered by Josien Galama contain confidential information and trade secrets of Josien Galama and the Client undertakes not to disclose or use the delivered confidential information and trade secrets to any third parties. The Client will instruct its personnel accordingly and ensure that only those of its employees are aware of the delivered goods where this has been offered by virtue of their work for the Client.
9.2 - Josien Galama is obliged to observe secrecy towards third parties with regard to the information provided to it by the Client and to regard this as confidential. Josien Galama will instruct its personnel accordingly and ensure that only those of its employees are aware of the activities and data of the Client where this is necessary for Josien Galama by virtue of their work.
9.3 - Josien Galama and the Client guarantee that all information received from each other that is known or should be known to be of a confidential nature will remain secret, unless a legal obligation prohibits disclosure of such information. The party that receives confidential information will only use it for the purpose for which it was provided. Information is in any case considered confidential if it is indicated as such by the parties.
PROHIBITION OF TRANSFER
The rights and obligations arising from the agreement may not be transferred by the Client to third parties.
NON-TAKE-OVER OF STAFF
During the term of the agreement and one year after the termination of the agreement, the Client will not employ or employ personnel who are employed by Josien Galama or who otherwise perform work for Josien Galama, unless otherwise agreed with Josien Galama. In the event of violation of this provision, the Client will owe an immediate and non-compensatory fine of EUR 25,000 per event.
FORCE MAJEURE
Neither Josien Galama nor the Client is obliged to fulfill any obligation if he is prevented from doing so as a result of force majeure. Force majeure also includes failures in telecommunication connections (including internet), failure of the power supply, failures in the equipment of Josien Galama, failure to properly fulfill obligations of suppliers prescribed by the Client to Josien Galama, as well as deficiencies in goods , materials, software of third parties, the use of which is prescribed by the Client to Josien Galama.
LIABILITY
13.1 - Josien Galama is not liable for damage suffered by the Client, of whatever nature, arising in connection with the delivered goods, unless that damage is caused by intent or gross negligence on the part of Josien Galama. In any case, intent or gross negligence does not include damage suffered by the Client or a third party as a result of incorrectness or incompleteness of the information contained in the delivered information.
13.2 - The Client is aware of the limitations and risks of the use of the internet or any other medium with which the delivered items are made available now and in the future. He is also aware of the risks of digitally storing and transferring information, including the loss of data. The Client accepts that Josien Galama is not liable for any damage as a result of the above-described risks.
13.3 - Damage that, in the opinion of the Client, is the result of intent or gross negligence on the part of Josien Galama, must be reported to Josien Galama in writing as soon as possible, but no later than thirty (30) days after the occurrence thereof. Damage that is not notified to Josien Galama within this period will only be eligible for compensation if the Client has made it plausible that he could not report the damage earlier.
13.4 - If and insofar as Josien Galama is liable for an attributable shortcoming in the fulfillment of the agreement, then this liability is limited to compensation of direct damage up to a maximum of the amount of the price stipulated for that agreement (excl. VAT) for the duration of one calendar year. Under no circumstances will the total compensation for direct damage amount to more than EUR 5,000.
13.5 - Any liability of Josien Galama for trading loss or other indirect damage, including loss of profit, missed savings, loss of data, time invested by the Client or costs of third parties engaged without the prior written consent of Josien Galama, is expressly excluded.
AMENDMENT
14.1 - Josien Galama has the right to change these general terms and conditions unilaterally. Changes also apply to agreements already concluded. Changes take effect one month after publication by means of a written notification.
14.2 - After the time of entry into force, the customer is deemed to have accepted the changes - tacitly.
APPLICABLE LAW AND COMPETENT COURT
15.1 - The agreement is governed by Dutch law.
15.2 - The District Court in Zwolle, the Netherlands, has jurisdiction to rule on disputes arising from the agreement, to the exclusion of other courts.
