Terms and conditions
Subject matter and scope
The following General Terms and Conditions (GTC) apply to all consulting contracts and other services provided by Pink E-Learning BV. These terms and conditions are part of every contract concluded, unless otherwise agreed in detail. They also apply to future business relations with the customer without the need for their renewed express inclusion. Deviating terms and conditions of the customer as well as amendments and supplements to these GTC are only valid if they have been accepted in writing by Pink E-Learning BV.
This also applies if the customer's terms and conditions of business and/or delivery have been expressly rejected.
Content of the order
The terms of reference, the procedure and the nature of the working documents or training content to be delivered are regulated in the written agreements of the contracting parties. Pink E-Learning BV may use the services of expert third parties to fulfill its obligation.
Copyright and rights of use, ownership
All drafts, concepts, ideas, works, etc. prepared by Pink E-Learning BV are copyrighted works. All services provided by Pink E-Learning BV may therefore not be used or processed beyond the contractual purpose without the consent of Pink E-Learning BV. In the event of a transfer of rights, the scope thereof in terms of space, time and content shall be governed exclusively by the contractual agreements or the purpose of the contract. The rights shall only be transferred to the Client upon full payment of the total order. Ownership of the work results of Pink E-Learning BV shall not pass to the client until the order has been paid in full.
Exclusion of competition; secrecy
The Pink E-Learning BV is obligated to inform the client about possible conflicts of competition with other companies and, upon request, grants exclusion of competition for product and service areas to be determined in detail in favor of the Pink E-Learning BV. Pink E-Learning BV is obligated to maintain silence regarding all confidential facts that have become known to it in the course of the execution of the contract. The customer is responsible for refraining from anything that could endanger the independence of the employees of Pink E-Learning BV.
Insofar as a fixed fee has not been agreed upon, payment shall be made on the basis of the currently valid rates of Pink E-Learning BV according to actual expenditure. All expenses associated with the execution of the order shall be borne by the customer. For daily expenses and travel by car, the prices according to the currently valid price list of Pink E-Learning BV apply. The agreed prices do not include the statutory value-added tax. Invoices are payable immediately upon receipt without deduction. Offsetting with counterclaims or assertion of a right of retention are only permissible if the customer's claims are not disputed or have been legally established.
Third-party and ancillary costs, such as the costs for the involvement of competent third parties are to be reimbursed separately to Pink E-Learning BV upon presentation of proof, unless a lump-sum agreement has been made. Pink E-Learning BV is entitled to subcontract all external services required to fulfill the order in the name and for the account of the customer.
Securing the service
DThe commissioned services cannot be cancelled. Fixed dates for the execution of the commissioned service must be agreed upon and executed within a period of 12 months after the order has been placed. If the customer does not meet this obligation or does not meet it in time, he will be charged 100% of the fee. If an agreed date for the performance of the service by Pink E-Learning BV cannot be met due to force majeure, illness, accident or other circumstances for which Pink E-Learning BV is not responsible, Pink E-Learning BV is entitled to the exclusion of any obligation to pay damages, to make up for the services on a new date to be agreed upon or to have them performed by another employee. If the client is unable to meet a firmly agreed date or is in default with the acceptance of the services, the following regulation shall apply: In case of postponement in the period of 4 to 2 months before the agreed date for the performance of the service, 50%, thereafter 100% of the fee plus any third-party costs incurred will be charged as a cancellation fee.
For damages of all kinds, which are caused intentionally or grossly negligent, in cases of injury to life, body or health also simply negligent, by the client, he is liable without limitation. In the event of a simple negligent breach of an obligation, compliance with which is of recognizable special importance for achieving the purpose of the contract, the liability of Pink E-Learning BV shall be limited to the foreseeable direct damages typical for the contract. In these cases, the liability of Pink E-Learning BV, regardless of the legal grounds, is also limited to the amount of the order sum per case of damage and year. The sum of the claims of all entitled parties arising from a uniform performance is to be understood as a case of damage. Otherwise, liability for damages caused by simple negligence is excluded. If the customer wishes an insurance of the amount by a liability insurer, the customer has to point this out. In this case, the customer shall bear the costs of the higher insurance, if such insurance can be obtained. The examination of legal issues, in particular from the area of copyright, competition and trademark law, is not the responsibility of Pink E-Learning BV. Pink E-Learning BV is therefore not liable for the legal admissibility of the content and/or design of the work results. If claims are made against Pink E-Learning BV by third parties for injunctive relief or damages, etc. due to the design and/or content of the work results, the client shall release Pink E-Learning BV from liability.
The place of performance for delivery and payment as well as the place of jurisdiction for all disputes between the contracting parties shall be Amsterdam, insofar as the client is a merchant, a legal entity under public law or a special fund under public law. The place of jurisdiction shall also apply to persons other than those just mentioned if the client does not have a general place of jurisdiction in The Netherlands, moves his residence and/or place of business out of The Netherlands immediately after conclusion of the contract or if his residence and/or place of business or habitual abode is not known at the time the action is brought. The invalidity of individual terms and conditions shall not affect the validity of the remainder of the contract.
An invalid clause shall be replaced by supplementary interpretation of the contract. Unless otherwise agreed, Dutch law shall also apply to contractual relationships with foreign clients.