ELIANNE

General Terms & Conditions

General Terms and Conditions for the provision of art therapy/ visual arts therapy a.o.

Article 1. Definitions

1. In these general terms and conditions, the following terms shall have the following meanings:

§ contractor: Elianne Online that uses these general terms and conditions for the provision of services;

§ client: the person, company or institution that issues the order for the work;

§ services: all products and services delivered by the contractor to the client, including coaching and other forms of guidance or advice, all in the broadest sense of the word, as well as all other work performed for the benefit of the client of any nature whatsoever, carried out within the framework of an order, including work that has not been performed at the express request of the client;

§ coachee: the person who participates in a guidance, advice or coaching process, the latter if he is not the client himself.

Article 2. Applicability of these terms and conditions

1. These general terms and conditions apply to all offers and agreements in which the contractor offers or provides services. Deviations from these conditions are only valid if they have been explicitly agreed in writing;

2. Not only the contractor but also all persons or companies that are involved in the execution of any assignment for the client, can invoke these general conditions;

3. These general conditions also apply to additional assignments and follow-up assignments from the client;

4. Any purchasing or other general conditions of the client do not apply, unless they have been expressly accepted in writing by the contractor.

Article 3. Quotations

1. The quotations made by the contractor are without obligation; they are valid for 30 days, unless otherwise indicated. The contractor is only bound by the quotations if the acceptance thereof is confirmed in writing by the other party within 30 days;

2. The prices in the quotations mentioned are exclusive of VAT, unless otherwise indicated;

3. Quotations are based on the information available to the contractor.

Article 4. Execution of the agreement

1. Agreements concluded with the contractor result in an obligation of effort for the contractor, not in an obligation of result, whereby the contractor is obliged to fulfill its obligations in such a way that can be expected of the contractor according to standards of care and professionalism at the time of fulfillment. The contractor will comply with the guidelines and codes of conduct of the NOBCO to the best of its knowledge and ability;

2. If and to the extent that proper execution of the agreement requires this, the contractor has the right to have certain work performed by third parties. This will always be done in consultation with the client;

3. The client ensures that all data that the contractor indicates are necessary or that the client should reasonably understand are necessary for the execution of the agreement, are provided to the contractor in a timely manner. If the data required for the execution of the agreement are not provided to the contractor in a timely manner, the contractor has the right to suspend the execution of the agreement and/or charge the additional costs resulting from the delay to the client at the usual rates;

4. The contractor is not liable for damage of any nature whatsoever, because the contractor has assumed incorrect and/or incomplete data provided by the client, unless this incorrectness or incompleteness should have been apparent to the contractor;

Article 5. Contract duration and termination

1. If the agreement concluded between the parties relates to the delivery of the same service more than once, it is deemed to have been entered into for an indefinite period unless expressly agreed otherwise in writing.

2. Either party may terminate the agreement in writing at any time. If the duration of the assignment is one year or longer, the parties must observe a notice period of at least 3 months.

Article 6. Amendment of the agreement

1. If during the execution of the agreement it appears that for a proper execution it is necessary to amend or supplement the work to be performed, the parties will adjust the agreement accordingly in a timely manner and in consultation;

2. If the parties agree that the agreement will be amended or supplemented, the time of completion of the execution may be affected. The contractor will inform the client of this as soon as possible;

3. If amendment or supplementation of the agreement has financial and/or qualitative consequences, the contractor will inform the client of this in advance;

4. If a fixed fee has been agreed, the contractor will indicate to what extent the change or addition to the agreement will result in an excess of this fee.

Article 7. Confidentiality

1. The parties are obliged to maintain confidentiality of all confidential information that they have obtained from each other or from other sources in the context of their agreement. Information is considered confidential if this has been communicated by the other party or if this results from the nature of the information.

2. The contractor will not refer to the assignment externally without the permission of the client.

Article 8. Intellectual property

1. To the extent that copyright, trademark, model, trade name or other intellectual property rights rest on the services provided by the contractor in the performance of the agreement, the contractor is and remains the holder or owner of these rights. The client may only use the material carriers of these rights for the purpose for which they were provided to the client, may not reproduce them and may not change or remove any copyright, brand, model, trade name or other indications;

2. The contractor reserves the right to use the knowledge acquired during the performance of the work for other purposes, provided that no confidential information is brought to the attention of third parties.

Article 9. Payment

1. Unless otherwise agreed in writing, payment must be made within 14 days of the invoice date, in a manner to be specified by the contractor in the currency in which the invoice was issued. Payment will be made without deduction, compensation or suspension for any reason whatsoever;

2. If the client has not paid the amounts due by the due date at the latest, he will automatically be in default, without any further notice of default being required. In the event of default of payment by the client, the contractor is entitled to cease or suspend all work to be performed for the client with immediate effect, without being liable to pay damages to the client in any way.

3. In the event of default of payment, the client is also liable to pay default interest on the outstanding claims equal to the statutory interest;

4. In the event of liquidation, bankruptcy or suspension of payments of the client, the claims of the contractor and the obligations of the client towards the contractor will be immediately due and payable;

5. Payments made by the client always serve to settle in the first place all interest and costs due, and in the second place the oldest outstanding invoices, even if the client states that the payment relates to a later invoice;

6. If the contractor is required to make more than the usual effort to execute the agreement, the contractor may demand payment (or equivalent security) before commencing its activities.

Article 10. Collection costs

If the client is in default with the full payment of the amounts charged by the contractor to the client, the client is liable to pay the contractor extrajudicial costs, whereby the following applies: To the extent that the client did not act in the exercise of a profession or business, the contractor is entitled to an amount equal to the legally permitted maximum compensation for extrajudicial collection costs, as determined in and calculated in accordance with the Decree on compensation for extrajudicial Collection Costs, to the extent that the outstanding amount – after the default has occurred – is not paid after a reminder within 14 days calculated from the day after the day of the reminder by the contractor. To the extent that the client acted in the exercise of a profession or business, the contractor is entitled to compensation for the extrajudicial (collection) costs, which costs in that case, in deviation from article 6:96 paragraph 4 BW and in deviation from the Decree on compensation for extrajudicial collection costs, are now for then set at an amount equal to 15% of the total outstanding principal sum with a minimum of EUR 75.00 for each partially or fully unpaid invoice.

Article 11. Liability

1. The Contractor accepts no liability whatsoever for damage caused by or in connection with services provided by it, unless the client demonstrates that the damage was caused by intent or gross negligence on the part of the Contractor.

2. The Contractor’s liability is limited to the invoice value of the assignment, or at least that part of the assignment to which the liability relates;

3. Notwithstanding the provisions of paragraph 2 of this article, in the case of an assignment with a term longer than six months, the liability is further limited to the invoice amount due over the last six months,

4. If damage is caused to persons or property by or in connection with the performance of services by the Contractor or otherwise, for which the Contractor is liable, that liability will be limited to the amount of the payment under the general liability insurance concluded by the Contractor, including the deductible that the Contractor bears in connection with that insurance.

5. Any liability of the contractor for business damage or other indirect damage or consequential damage, of whatever nature, is expressly excluded.

Article 12. Cancellation/termination of the agreement

1. The contractor has the right to cancel a course, training, guidance or coaching trajectory without giving any reason or to refuse participation by a client or to refuse the coachee designated by the client, in which cases the client is entitled to reimbursement of the full amount paid by the client to the contractor;

2. The client for a course, training, guidance or coaching trajectory has the right to cancel participation in or the assignment for a course, training, guidance or coaching trajectory;

3. Cancellation by the client of the assignment can be done free of charge up to 4 weeks before the start of the course or training. In the event of non-cancellation, the client is obliged to pay the total amount of the course, training, guidance or coaching trajectory.

4. In the event of cancellation within 4 weeks up to and including 1 week before the start of the course or training, the contractor is entitled to charge 50% of the amount due and in the event of cancellation within one week, the full amount.

5. If the client or the coachee designated by the client terminates participation prematurely after the start of the course, training, guidance or coaching trajectory or otherwise does not participate, the client is not entitled to any refund, unless the special circumstances of the case, in the opinion of the contractor, justify otherwise.

5. An individual guidance or coaching session can be cancelled or rescheduled free of charge up to 24 hours before the start of the session. In the event of cancellation or rescheduling within 24 hours, the contractor is entitled to charge 50% of the amount due that was agreed for the session. If the client or the designated coachee does not appear at the scheduled session, the same rates will be applied.

6. If one of the parties fails to fulfill its obligations and, after having been explicitly notified of this by the other party, fails to fulfill this obligation within a reasonable period, the other party is authorised to terminate the agreement without the terminating party owing any compensation to the defaulting party. The services provided up to the termination will be paid in the agreed manner.

Article 13. Personal data

By entering into an agreement with the contractor, the contractor is granted permission for the automatic processing of the personal data obtained from the agreement. The contractor will use these personal data exclusively for its own activities.

Article 14. Dispute resolution

1. Dutch law applies to every agreement between the contractor and the client;

2. Disputes arising from agreements to which these conditions apply and which do not fall within the jurisdiction of the subdistrict court, will be submitted to the competent court of the district in which the contractor is established.

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