TERMS AND CONDITIONS
General Terms and Conditions Pimcy International CommVManager: Joyce BEERIS, Tommelshof 27. 2387 Baarle-Hertog, Belgium. Regnr 0682.832.884
General Terms and Conditions Pimcy BV
Director: Joyce BEERIS, Ericssonstraat 2, 5121 ML Rijen, The Netherlands. CoC 69949611
Article 1 - Applicability
1.1 These general terms and conditions apply to all legal relationships between Joyce BEERIS, Pimcy and the Client, including all activities provided by Pimcy and in particular the services as stated in the quotation. By accepting the quotation, the General Terms and Conditions are expressly accepted by the Client.
1.2 Deviations from these general terms and conditions are only valid if they have been expressly agreed in writing.
Article 2 - Basis
Offers and activities are based on the information provided by the client. The client guarantees that he has provided all essential information for the design and execution of the assignment to the best of his knowledge. Pimcy will perform the services to be provided to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
Article 3 - Offers
3.1 All quotations are without obligation and Pimcy is only bound by the quotation if the quotation is signed by the Client and received by Pimcy within the term set in the quotation.
3.2 The prices stated in the quotation are exclusive of VAT and other government levies.
Article 4 - Confidentiality
4.1 Pimcy will observe the greatest possible care with regard to the interests of the Client when performing the work. In particular, Pimcy ensures confidentiality of all data and information made available to Pimcy by the Client in the context of the agreement.
4.2 If Pimcy is obliged to provide confidential information to third parties designated by law or the competent court and Pimcy cannot invoke a legal right or right of refusal recognized or permitted by the competent court in this matter, Pimcy is not obliged to pay compensation or compensation and the other party is not entitled to dissolve the agreement.
Article 5 - Implementation of the agreement
5.1 If and insofar as required for the proper execution of the agreement, Pimcy has the right to perform the work together with third parties.
5.2 In the event that the work is (partly) performed at the location of the Client or at a location designated by the Client, the Client will provide the reasonably desired facilities free of charge.
Article 6 - Contract Duration and Implementation Period
In the event that a term has been agreed between Pimcy and the Client in connection with the performance of the work, this term is only an approximation, unless expressly agreed otherwise in writing. Pimcy does not offer any guarantee with regard to agreed delivery times and late delivery does not entitle the Client to compensation, dissolution of the agreement or suspension of any obligation towards Pimcy.
Article 7 - Fee
7.1 The parties can agree on a fixed fee when the agreement is concluded.
7.2 If no fixed fee has been agreed, the fee will be determined on the basis of the hours actually spent. The fee is calculated according to Pimcy's hourly rates stated in the quotation, valid for the period in which the work was performed.
7.3 Any additional costs for training locations, training materials and other costs actually incurred will be invoiced separately to the Client if they are not part of the quotation.
Article 8 - Payment
8.1 Pimcy sends the invoice within 14 days after the completion of support processes. If the execution of the assignment extends over a period longer than one month, the work performed will be invoiced in the meantime at the end of each month.
8.2 Training and workshops must be paid no later than 14 days prior to the training date.
8.3 The Client is obliged to pay all invoices from Pimcy to Pimcy within 14 days of the date, unless otherwise agreed in writing. Objections to the amount of the invoices do not suspend the payment obligation.
8.4 Travel costs, travel time and any accommodation costs are not included in the prices of the support process, training courses or workshops. These amounts are stated separately on the invoice.
8.5 If the Client fails to pay within the period of 14 days, the Client is in default by operation of law. The client then owes an interest of 1% per month, unless the statutory interest is higher, in which case the statutory interest applies. The interest on the amount due will be calculated from the moment that the Client is in default until the moment the full amount is paid.
8.6 If the client continues to fail to pay the claim after notice of default, the claim can be handed over. In addition to the total amount owed, the Client will then also be obliged to pay full compensation for extrajudicial and / or judicial costs. This also concerns all costs calculated by external experts in addition to the costs established in court, in connection with the collection of this claim or the exercise of law in any other way.
Article 9 - Cancellation of support programs
9.1 Both parties can terminate the agreement in writing at any time. Cancellation is free of charge up to four weeks before the start of the first support day. In case of cancellation less than three weeks before the start of the first support day, the Client is obliged to pay half of the total price of the assignment.
9.2 If the Client terminates the process prematurely, the Client is obliged to pay the full rate of the assignment, unless otherwise agreed.
9.3 If the agreement is terminated prematurely by Pimcy, Pimcy loses its entitlement to payment, except for work already performed for the benefit of the Client.
Article 10 - Cancellation of training and workshops
10.1 Both parties can cancel the agreement in writing at any time, however, costs may be involved.
a. Cancellation up to 4 weeks before the start of the first training day: free of charge.
b. Cancellation between 4 and 2 weeks before the start of the first training day: 50% cancellation costs.
c. Cancellation less than 2 weeks before the start of the first training day: 100% cancellation costs.
10.2 Cancellation by Pimcy in connection with insufficient participation or force majeure will result in a refund of 100% of all paid costs.
10.3 In the event of company training and costs are charged by training location despite cancellation or postponement, these costs will be charged to the client.
10.4 If a participant cannot participate in an open training or workshop due to illness or force majeure, the relevant training and accommodation costs remain payable for the entire period. A replacement can participate in consultation.
Article 11 - Retention of title
11.1 All goods delivered by Pimcy, such as reports, advice, agreements, designs, software, etc., remain the property of Pimcy until the Client has fulfilled all obligations towards Pimcy.
11.2 In the event that Pimcy wishes to exercise its property rights as indicated in this article, the Client gives unconditional and irrevocable permission to Pimcy to enter all those places where Pimcy's properties are located and to take back those items.
Article 12 - Intellectual property
12.1 All documents provided by Pimcy, such as reports, advice, agreements, designs, software, etc., are exclusively intended to be used for the benefit of the Client and may not be reproduced, made public or made known by the Client without the prior consent of Pimcy. third parties, unless the nature of the documents provided indicates otherwise.
12.2 Pimcy reserves the right to use the knowledge gained through the performance of the work for other purposes, insofar as no confidential information is disclosed to third parties, unless otherwise agreed.
12.3 Pimcy is entitled, in consultation with the Client, to state the Client's name and logo as well as a reference on the website and in other promotional communications from Pimcy.
Article 13 - Complaints
13.1 Complaints about the activities must be reported verbally and in writing by the Client as soon as possible, but no later than 8 days after discovery and / or completion of the relevant activities. Any notice of default must contain as detailed a description as possible of the shortcoming stated by the Client, so that Pimcy is able to respond adequately.
13.2 If a complaint is justified, Pimcy will be given the opportunity to rectify the shortcomings in consultation with the Client. In the event that it is no longer possible to resolve shortcomings according to objective standards, Pimcy will only be liable within the limits of Article 14.
Article 14 - Liability
14.1 Given the nature of the work and the subjective assessment aspects that play a role in the work, Pimcy is not liable for any damage suffered by the Client as a result of an act or omission by Pimcy in the performance of the agreement or otherwise, unless there are there is intent or gross negligence. Consequential damage, including lost profit or losses, will never be eligible for compensation.
14.2 In the event that Pimcy is liable for damage suffered by the Client, the damage that Pimcy is obliged to compensate is never more than the invoice value of the work, the defect of which was the cause of the damage. If this cannot be determined, this will not exceed the invoice value of the activities that Pimcy performed for the benefit of the Client at the time that the damage-causing event occurred. For assignments that have a lead time of more than three months, a further limitation of the liability referred to here applies to a maximum of the invoice amount over the last three months.
14.3 Any claims of the Client in the sense referred to here must be submitted within one year of discovering the damage, failing which the Client has forfeited its rights.
14.4 Client indemnifies Pimcy against all claims from third parties for damage related to or arising from the agreement.
14.5 The exclusions and limitations of liability as stated in this article, as well as the indemnification as referred to in article 14.4, are also stipulated for and for the benefit of subordinates of Pimcy and anyone else whose assistance Pimcy uses in the performance of the work.
Article 15 - Force majeure
15.1 Force majeure is understood to mean any circumstance on the basis of which (further) fulfillment of the agreement by Pimcy cannot reasonably be expected. This includes in any case - but not exclusively - data loss as a result of computer failure, virus infection or computer breach by third parties and other calamities that prevent or limit Pimcy's business operations.
15.2 In the event that Pimcy is prevented from carrying out the activities in whole or in part due to force majeure, Pimcy has the right to suspend the execution of the activities without judicial intervention or to regard the agreement as dissolved in whole or in part, at its option, without Pimcy being obliged to compensate any damage suffered by the Client.
15.3 In the event that, at the time of the occurrence of force majeure, Pimcy has in the meantime partially fulfilled its obligations towards the Client arising from the agreement and has partially performed work for the Client, Pimcy is entitled to invoice the relevant activities separately. Client is then obliged to pay the relevant invoice from Pimcy.
Article 16 - Indemnities
The Client indemnifies Pimcy against claims from third parties with regard to intellectual property rights on materials or data provided by the Client that are used in the execution of the agreement.
Article 17 - Termination
17.1 Pimcy is entitled to fully or partially terminate or suspend the agreement, without notice of default and obligation to pay compensation, if:
a. Client is declared bankrupt;
b. Client files for suspension of payment;
c. Client proceeds to liquidate his company;
d. Client is placed under guardianship or dies; or
e. Client does not comply with any legal obligation towards Pimcy, or any obligation arising from the agreement.
17.2 In the cases referred to in article 17.1, Pimcy is entitled to immediately claim the fee owed by the Client to Pimcy in full.
17.3 The Client is obliged to immediately inform Pimcy if a circumstance within the meaning of Article 17.1 occurs. In the event that a circumstance within the meaning of article 17.1 under e. occurs, the Client is in default by operation of law and any debt to Pimcy is immediately due and payable.
Article 18 - Assignment and obligationsThe client is not entitled to transfer the rights and obligations arising from the agreement concluded under these general terms and conditions, in whole or in part, to third parties, without the prior written consent of Pimcy.
Article 19 - Applicable law Pimcy International CommV
19.1 Pimcy is authorized to change these General Terms and Conditions. The most recently accepted version of the General Terms and Conditions always applies.
19.2 In the event that one or more provisions of these General Terms and Conditions prove to be invalid or are nullified, these General Terms and Conditions will remain in force for the remainder.
19.3 In the event of a dispute, only the courts of the District of Turnhout have jurisdiction.
Article 20 - Applicable law Pimcy BV
20.1 Pimcy is authorized to change these General Terms and Conditions. The most recently accepted version of the General Terms and Conditions always applies.
20.2 In the event that one or more provisions of these General Terms and Conditions prove to be invalid or are nullified, these General Terms and Conditions will remain in force for the remainder.
20.3 In the event of a dispute, the Zeeland-West-Brabant court has jurisdiction.
Version: February 2018