Terms and Conditions Staff and Beyond

 

 

Definitions

1. Staff and Beyond: Staff and Beyond, established in Cadier en Keer under Chamber of Commerce no. 80701558.

2. Customer: the person with whom Staff and Beyond has entered into an agreement.

3. Parties: Staff and Beyond and customer together.

4. Consumer: a customer who is also an individual and who acts as a private person.

 Applicability of general terms and conditions

1. These terms and conditions apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of Staff and Beyond.

2. Parties can only deviate from these terms and conditions if they have expressly agreed in writing.

3. The parties explicitly exclude the applicability of additional and / or deviating general terms and conditions of the customer or third parties.

Offers and quotations

1. Offers and quotations from Staff and Beyond are without obligation, unless explicitly stated otherwise therein.

2. An offer or quotation is valid for a maximum of 2 weeks, unless a different acceptance period is stated in the offer or quotation.

3. If the customer does not accept an offer or quotation within the applicable term, the offer or quotation will lapse.

4. Offers and quotations do not apply to repeat orders, unless the parties have agreed explicitly and in writing.

 

Acceptance

1. Upon acceptance of a quotation or offer without obligation, Staff and Beyond reserves the right to withdraw the quotation or offer within 3 days of receipt of the acceptance, without the customer being able to derive any rights from this.

2. Verbal acceptance of the customer only binds Staff and Beyond, after the customer has confirmed this in writing (or electronically).

 

Prices

1. All prices that Staff and Beyond uses are in euros, are inclusive of VAT and exclusive of any other costs such as administration costs, levies and travel, shipping or transport costs, unless explicitly stated otherwise or agreed otherwise.

2. All prices that Staff and Beyond uses for its products or services, on its website or that are otherwise announced, can be changed by Staff and Beyond at any time.

3. The price for a service is determined by Staff and Beyond on the basis of the hours actually spent.

4. The price is calculated according to the usual hourly rates of Staff and Beyond, valid for the period in which he performs the work, unless a different hourly rate has been agreed.

5. If the parties have agreed on a total amount for a service by Staff and Beyond, this is always a target price, unless the parties have explicitly agreed in writing on a fixed price, which cannot be deviated from.

6. Staff and Beyond is entitled to deviate up to 10% of the target price.

7. If the target price is more than 10% higher, Staff and Beyond must inform the customer in good time why a higher price is justified.

8. If the target price is more than 10% higher, the customer has the right to cancel the part of the order that exceeds the target price plus 10%.

9. Staff and Beyond has the right to adjust prices annually.

10. Staff and Beyond will communicate price adjustments to the customer prior to its commencement.

11. The consumer has the right to cancel the agreement with Staff and Beyond if he does not agree with the price increase.

 

Consequences not paying on time

1. If the customer does not pay within the agreed term, Staff and Beyond is entitled to charge interest of 1% per month from the day that the customer is in default, whereby part of a month is counted as a whole month. .

2. If the customer is in default, he will also owe extrajudicial collection costs and any compensation to Staff and Beyond.

3. The collection costs are calculated on the basis of the Decree on compensation for extrajudicial collection costs.

4. If the customer does not pay on time, Staff and Beyond may suspend its obligations until the customer has fulfilled his payment obligation.

5. In the event of liquidation, bankruptcy, seizure or moratorium on the part of the customer, the claims of Staff and Beyond on the customer are immediately due and payable.

6. If the customer refuses to cooperate with the execution of the agreement by Staff and Beyond, he is still obliged to pay the agreed price to Staff and Beyond.

 

Right of suspension

 

Unless the customer is a consumer, the customer waives the right to suspend performance of any obligation arising from this agreement.

Settlement 

Unless the customer is a consumer, the customer waives its right to set off any debt owed to Staff and Beyond against a claim on Staff and Beyond.

 

Insurance

1. The customer undertakes to adequately insure the following items and to keep them insured against, among other things, fire, explosion and water damage as well as theft:

o goods delivered that are necessary for the performance of the underlying agreement

o matters of Staff and Beyond that are present at the customer

o items that are delivered under retention of title

2. The customer will provide the policy of these insurance policies for inspection at the first request of Staff and Beyond.

Guarantee

 

When the parties have entered into an agreement of a service nature, this only contains best efforts obligations for Staff and Beyond, not obligations to achieve results.

 

Execution of the agreement

 

. Staff and Beyond will execute the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.

2. Staff and Beyond has the right to have the agreed services (partially) performed by third parties.

3. The execution of the agreement takes place in mutual consultation and after written agreement and payment of any agreed advance by the customer.

4. It is the responsibility of the customer that Staff and Beyond can start implementing the agreement on time.

5. If the customer has not ensured that Staff and Beyond can start implementing the agreement on time, the resulting additional costs and / or extra hours will be borne by the customer.

 

Information provided by the customer

1. The customer will make all information, data and documents relevant to the correct execution of the agreement available to Staff and Beyond in a timely manner and in the desired form and in the desired manner.

2. The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if these originate from third parties, insofar as the nature of the agreement does not dictate otherwise.

3. If and insofar as the customer requests this, Staff and Beyond will return the relevant documents.

4. If the customer does not, not timely or not properly provide the information, data or documents reasonably required by Staff and Beyond and the execution of the agreement is delayed as a result, the resulting extra costs and extra hours will be borne by the customer. customer.

 

Duration of the contract for a service

1. The agreement between Staff and Beyond and the customer regarding a service or services is entered into for an indefinite period of time, unless the nature of the agreement dictates otherwise or the parties have explicitly agreed otherwise in writing.

2. If an agreement has been entered into for a definite period, it will be tacitly converted into an agreement for an indefinite period after the expiry of the period, unless 1 of the parties cancels the agreement with due observance of a notice period of 3 months, or a consumer the agreement. cancels with due observance of a notice period of 1 month, whereby the agreement ends by operation of law.

3. If the parties have agreed on a term for the completion of certain work within the term of the agreement, this is never a strict deadline. If this term is exceeded, the customer must give Staff and Beyond written notice of default.

 

Terminate the service contract for an indefinite period

1. The customer can terminate an agreement for a service that has been entered into for an indefinite period at any time with due observance of a notice period of 3 months.

2. A consumer has the right to terminate an agreement for an indefinite period of time with due observance of a notice period of 1 month.

 

Intellectual property

1. Staff and Beyond retains all intellectual property rights (including copyright, patent law, trademark law, drawing and model law, etc.) on all designs, drawings, writings, carriers with data or other information, quotations, images, sketches, models, etc. models, etc., unless the parties have agreed otherwise in writing.

2. The customer may not copy the said intellectual property rights or have them copied, show them to third parties and / or make them available or use them in any other way without the prior written consent of Staff and Beyond.

 

Confidentiality

 

1. The customer keeps secret any information he receives (in whatever form) from Staff and Beyond.

2. The same applies to all other information regarding Staff and Beyond of which it knows or can reasonably suspect that it is secret or confidential, or of which it can expect that its distribution could cause damage to Staff and Beyond.

3. The customer takes all necessary measures to ensure that he keeps the information referred to in paragraphs 1 and 2 confidential.

4. The duty of confidentiality described in this article does not apply to information:

o which was already public before the customer learned of this information or which later became public without this being the result of a breach of the customer's confidentiality obligation

o which is made public by the customer on the basis of a legal obligation

5. The duty of confidentiality described in this article applies for the duration of the underlying agreement and for a period of 3 years after its expiry.

 

Penalty clause

1. If the other party violates the article of these general terms and conditions on confidentiality or on intellectual property, he will forfeit an immediately payable fine for each violation on behalf of trade name.

• if the other party is a consumer, this fine will be € 1,000

• if the other party is a legal entity, this fine is € 5,000

2. In addition, the other party forfeits an amount of 5% of the amount referred to in paragraph 1 for each day that the violation continues.

3. No prior notice of default or legal proceedings are required for forfeiting this fine. Nor does there need to be any form of damage.

4. The forfeiture of the fine referred to in the first paragraph of this article does not affect the other rights of Staff and Beyond, including its right to claim compensation in addition to the fine.

 

Disclaimer

 

The customer indemnifies Staff and Beyond against all claims from third parties related to the products and / or services delivered by Staff and Beyond.

 

Complaints

1. The customer must examine a product or service provided by Staff and Beyond as soon as possible for possible shortcomings.

2. If a delivered product or service does not comply with what the customer could reasonably expect from the agreement, the customer must inform Staff and Beyond of this as soon as possible, but in any case within 1 month after discovery of the shortcomings. set.

3. Consumers must inform Staff and Beyond of this within 2 months after discovery of the shortcomings.

4. The customer will provide a description of the shortcoming that is as detailed as possible, so that Staff and Beyond is able to respond adequately.

5. The customer must demonstrate that the complaint relates to an agreement between the parties.

6. If a complaint relates to ongoing activities, this cannot in any case lead to Staff and Beyond being obliged to perform other activities than agreed.

 

Notice of default

 

1. The customer must make notice of default known in writing to Staff and Beyond.

2. It is the responsibility of the customer that a notice of default actually reaches Staff and Beyond (on time).

Joint and several liability of the customer

 

If Staff and Beyond enters into an agreement with multiple customers, each of them is jointly and severally liable for the full amounts owed to Staff and Beyond under that agreement.

 

Liability Staff and Beyond

1. Staff and Beyond is only liable for any damage suffered by the customer if and insofar as this damage is caused by intent or deliberate recklessness.

2. If Staff and Beyond is liable for any damage, it is only liable for direct damage arising from or related to the performance of an agreement.

3. Staff and Beyond is never liable for indirect damage, such as consequential damage, lost profit, missed savings or damage to third parties.

4. If Staff and Beyond is liable, this liability is limited to the amount that is paid out by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damage amount, the liability is limited to the (part of the ) invoice amount to which the liability relates.

5. All images, photos, colors, drawings, descriptions on the website or in a catalog are indicative only and are only approximate and cannot give rise to compensation and / or (partial) dissolution of the agreement and / or suspension of any commitment.

Expiration period

 

Any right of the customer to compensation from Staff and Beyond expires in any case 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions of article 6:89 of the Dutch Civil Code.

 

Right to cancel

1. The customer has the right to dissolve the agreement if Staff and Beyond imputably fails to fulfill its obligations, unless this shortcoming does not justify termination in view of its special nature or minor significance.

2. If the fulfillment of the obligations by Staff and Beyond is not permanently or temporarily impossible, dissolution can only take place after Staff and Beyond is in default.

3. Staff and Beyond has the right to dissolve the agreement with the customer if the customer does not fully or not timely fulfill his obligations under the agreement, or if Staff and Beyond has taken cognizance of circumstances that give it good grounds to fear that the customer will not be able to properly fulfill his obligations.

 

Force of the majority

1. In addition to the provisions of Article 6:75 of the Dutch Civil Code, a failure on the part of Staff and Beyond in the fulfillment of any obligation towards the customer cannot be attributed to Staff and Beyond in any of the will of Staff and Beyond. independent situation, as a result of which the fulfillment of its obligations towards the customer is wholly or partially prevented or as a result of which the fulfillment of its obligations cannot reasonably be expected of Staff and Beyond.

2. The force majeure situation referred to in paragraph 1 also includes - but is not limited to -: emergency (such as civil war, uprising, riots, natural disasters, etc.); defaults and force majeure on the part of suppliers, deliverers or other third parties; unexpected power, electricity, internet, computer and telecom failures; computer viruses, strikes, government measures, unforeseen transportation problems, bad weather and work stoppages.

3. If a force majeure situation arises as a result of which Staff and Beyond cannot fulfill 1 or more obligations towards the customer, then those obligations will be suspended until Staff and Beyond can meet them again.

4. From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part.

5. Staff and Beyond does not owe any (damage) compensation in a force majeure situation, not even if it enjoys any advantage as a result of the force majeure situation.

 

Amendments to the agreement

 

If, after the conclusion of the agreement for its implementation, it appears necessary to change or supplement its content, the parties will adjust the agreement accordingly in good time and in mutual consultation.

 

Changes to general terms and conditions

 

1. Staff and Beyond is entitled to amend or supplement these general terms and conditions.

2. Changes of minor importance can be made at any time.

3. Staff and Beyond will discuss major substantive changes with the customer as much as possible in advance.

4. Consumers are entitled to a substantial change to the general terms and conditions

 

Transfer of Rights

 

1. Rights of the customer under an agreement between the parties cannot be transferred to third parties without the prior written consent of Staff and Beyond.

2. This provision applies as a clause with property law effect as referred to in Article 3:83, second paragraph, of the Dutch Civil Code.

 

Consequences of nullity or voidability

1. If one or more provisions of these general terms and conditions appear to be invalid or voidable, this will not affect the other provisions of these terms and conditions.

2. A provision that is void or voidable will in that case be replaced by a provision that comes closest to what Staff and Beyond had in mind when drawing up the conditions on that point.

 

Applicable law and competent court

 

1. Dutch law is exclusively applicable to every agreement between the parties.

2. The Dutch court in the district where Staff and Beyond is established / has a practice / has its office has exclusive jurisdiction to hear any disputes between the parties, unless the law requires otherwise.

 

Prepared on October 1, 2020