Terms and Conditions and Waving Withdrawal Rights

Tiny-Server.com

George Gershwinstraat 170

1544 NZ Zaandijk

hereinafter referred to as: User

Article 1 Definitions

1. In these general terms and conditions, the following terms are used in the following meaning, unless expressly stated otherwise.

User: the user of the general terms and conditions.

Client: the other party of the user.

Agreement: The agreement to provide services.

Article 2 General

1. These conditions apply to every offer, quotation and agreement between the user and a client to which the user has declared these conditions applicable, insofar as the parties have not expressly and in writing deviated from these conditions.

2. These terms and conditions also apply to all agreements with the user, for the execution of which third parties must be involved.

3. Any deviations from these general terms and conditions are only valid if they have been expressly agreed in writing.

4. The applicability of any purchasing or other conditions of the client is expressly rejected.

5. If one or more of the provisions in these general terms and conditions are void or annulled, the other provisions of these general terms and conditions remain fully applicable. The user and client will then enter into consultation in order to agree on new provisions to replace the void or annulled provisions, whereby the purpose and scope of the original provision will be taken into account as much as possible.

Article 3 Offers and quotations

1. All offers are without obligation, unless a term for acceptance is stated in the offer.

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

3. The prices in the mentioned offers and quotations are exclusive of VAT and other government levies, as well as any costs to be incurred in the context of the agreement, including shipping and administration costs, unless stated otherwise.

4. If the acceptance deviates (on minor points) from the offer included in the quotation, the user is not bound by it. The agreement will then not be concluded in accordance with this deviating acceptance, unless the user indicates otherwise.

5. A composite quotation does not oblige the user to carry out part of the assignment for a corresponding part of the stated price.

6. Offers or quotations do not automatically apply to future assignments.

Article 4 Execution of the agreement

1. User will execute the agreement to the best of his knowledge and ability and in accordance with the requirements of good workmanship. This is based on the state of science known at that time.

2. If and insofar as proper execution of the agreement requires this, the user has the right to have certain work carried out by third parties.

3. The client ensures that all information that the user indicates is necessary or which the client should reasonably understand is necessary for the execution of the agreement, is provided to the user in a timely manner. If the information required for the execution of the agreement has not been provided to the user in a timely manner, the user has the right to suspend the execution of the agreement and/or to charge the client for the additional costs resulting from the delay according to the usual rates. .

4. The user is not liable for damage of any nature whatsoever because the user relied on incorrect and/or incomplete information provided by the client, unless the user should have been aware of this incorrectness or incompleteness.

5. If it has been agreed that the agreement will be executed in phases, the user can suspend the execution of those parts that belong to a subsequent phase until the client has approved the results of the preceding phase in writing.

6. If the user or third parties engaged by the user carry out work in the context of the assignment at the client's location or a location designated by the client, the client will provide the facilities reasonably desired by those employees free of charge.

The client indemnifies the user against any claims from third parties who suffer damage in connection with the execution of the agreement and which is attributable to the client.

Article 5 Changes to the agreement

1. If during the execution of the agreement it appears that it is necessary for proper execution to change or supplement the work to be performed, the parties will adjust the agreement accordingly in a timely manner and in mutual 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 user will inform the client of this as soon as possible.

3. If the change or addition to the agreement will have financial and/or qualitative consequences, the user will inform the client of this in advance.

4. If a fixed fee has been agreed, the user will indicate to what extent the change or addition to the agreement will result in this fee being exceeded.

5. Notwithstanding paragraph 3, the user will not be able to charge additional costs if the change or addition is the result of circumstances that can be attributed to the user.

Article 6 Contract duration; execution period

1. The agreement between the user and a client is entered into for a fixed period, unless the nature of the agreement dictates otherwise or the parties expressly agree otherwise in writing.

2. If a term has been agreed within the term of the agreement for the completion of certain work, this is never a strict deadline. If the execution period is exceeded, the client must therefore give the user written notice of default.

Article 7 Fee

1. Paragraphs 2, 5 and 6 to 11 of this article apply to offers and agreements in which a fixed fee is offered or has been agreed. If no fixed fee is agreed, paragraphs 3 to 11 of this article apply.

2. Parties can agree on a fixed fee when concluding the agreement.

3. If no fixed fee is agreed, the fee will be determined on the basis of hours actually spent. The fee is calculated according to the user's usual hourly rates, applicable for the period in which the work is performed, unless a different hourly rate has been agreed.

4. The fee and any cost estimates are exclusive of VAT.

5. For orders with a term of more than 3 months, the costs due will be charged periodically.

6. If the user agrees on a fixed fee or hourly rate with the client, the user is nevertheless entitled to increase this fee or rate.

7. The user is entitled to pass on price increases if the user can demonstrate that between the time of offer and delivery, the rates with regard to, for example, wages have increased significantly.

8. In addition, the user may increase the fee if, during the performance of the work, it appears that the originally agreed or expected amount of work was insufficiently estimated at the time of concluding the agreement, and this is not attributable to the user, which could not reasonably be expected to the user may be expected to carry out the agreed work for the originally agreed fee.

9. In the event of a price increase, the Client is entitled to terminate the agreement if the fee or rate is increased within three months after entering into the agreement. After this period has expired, the client is entitled to terminate the agreement if the increase is more than 10%. The Client is not entitled to dissolve if the increase in the fee or rate results from an authority under the law.

10. The user will inform the client in writing of its intention to increase the fee or rate. The user will indicate the size and date on which the increase will take effect.

11. If the client does not wish to accept the increase in the fee or rate communicated by the user, the client is entitled to terminate the agreement in writing within seven working days after the aforementioned notification, or to cancel the assignment at the price stated in the user's notification. date on which the price or rate adjustment would come into effect.

Article 5 Changes to the agreement

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

3. If the change or addition to the agreement will have financial and/or qualitative consequences, the user will inform the client of this in advance.

4. If a fixed fee has been agreed, the user will indicate to what extent the change or addition to the agreement will result in this fee being exceeded.

5. Notwithstanding paragraph 3, the user will not be able to charge additional costs if the change or addition is the result of circumstances that can be attributed to the user.

Article 6 Contract duration; execution period

1. The agreement between the user and a client is entered into for a fixed period, unless the nature of the agreement dictates otherwise or the parties expressly agree otherwise in writing.

Article 7 Fee

1. Paragraphs 2, 5 and 6 to 11 of this article apply to offers and agreements in which a fixed fee is offered or has been agreed. If no fixed fee is agreed, paragraphs 3 to 11 of this article apply.

2. Parties can agree on a fixed fee when concluding the agreement.

4. The fee and any cost estimates are exclusive of VAT.

5. For orders with a term of more than 3 months, the costs due will be charged periodically.

6. If the user agrees on a fixed fee or hourly rate with the client, the user is nevertheless entitled to increase this fee or rate.

7. The user is entitled to pass on price increases if the user can demonstrate that between the time of offer and delivery, the rates with regard to, for example, wages have increased significantly.

10. The user will inform the client in writing of its intention to increase the fee or rate. The user will indicate the size and date on which the increase will take effect.

Article 8 Payment

1. Payment must be made within 14 days after the invoice date, in a manner to be specified by the user in the currency in which the invoice was declared. Objections to the amount of the invoices do not suspend the payment obligation.

2. If the client fails to make payment within the period of 14 days, the client is legally in default. The Client will then owe 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 the client is in default until the moment the full amount is paid.

3. In the event of liquidation, bankruptcy, attachment or suspension of payment of the client, the user's claims on the client are immediately due and payable.

4. The user has the right to have payments made by the client firstly deducted from the costs, then from the accrued interest and finally from the principal sum and the current interest. The user can, without being in default, refuse an offer of payment if the client designates a different order for the allocation. The User may refuse full repayment of the principal amount if the accrued and current interest as well as the costs are not also paid.

5. If payment is made within 7 days after the invoice date, the user will not charge any surcharge.

6. If payment is made after 7 days, the client owes a surcharge of 2%, unless the parties agree otherwise in writing.

Article 9 Retention of title

1. All goods supplied by the user, including designs, sketches, drawings, films, software, (electronic) files, etc., remain the property of the user.

2. The client is not authorized to pledge or encumber in any other way the items falling under the retention of title.

3. If third parties seize the goods delivered under retention of title or wish to establish or enforce rights thereon, the client is obliged to inform the user of this as soon as can reasonably be expected.

4. The client undertakes to insure the goods delivered under retention of title and to keep them insured against fire, explosion and water damage as well as against theft and to make the policy of this insurance available for inspection upon first request.

5. Goods supplied by the user, which are subject to retention of title pursuant to the provisions of 1. of this article, may never be transferred in the context of normal business operations in the event of a business takeover or similar situations and may never be used as a means of payment.

6. In the event that the user wishes to exercise his ownership rights referred to in this article, the client now gives unconditional and irrevocable permission to the user or third parties to be designated by him to enter all those places where the user's property is located and which to take things back.

Article 10 Collection costs

1. If the client is in default or in default in the (timely) fulfillment of his obligations, all reasonable costs incurred in obtaining payment out of court will be borne by the client. In any case, the client owes collection costs in the event of a monetary claim. The collection costs are calculated in accordance with the collection rate as advised by the Dutch Bar Association in collection cases.

2. If the user has incurred higher costs that were reasonably necessary, these are also eligible for reimbursement.

3. Any reasonable judicial and enforcement costs incurred will also be borne by the client.

Article 11 Research, complaints

1. Complaints about the work performed must be reported to the user by the client within 8 days after discovery, but no later than 14 days after completion of the work in question, in writing or, if possible, via the Customer Portal on the user's Internet Site. The notice of default must contain as detailed a description as possible of the shortcoming, so that the user is able to respond adequately.

2. If a complaint is justified, the user will still carry out the work as agreed, unless this has become demonstrably pointless for the client. The latter must be made known by the client pursuant to Article 1.

3. If it is no longer possible or useful to carry out the agreed work, the user will only be liable within the limits of Article 15.

Article 12 Termination

1. Both parties can terminate the agreement in writing at any time, unless otherwise stated contractually.

2. If the agreement is terminated prematurely by the client, the user is entitled to compensation for the resulting and demonstrable loss of occupancy, unless there are facts and circumstances underlying the termination that can be attributed to the user. Furthermore, the client is then obliged to pay the invoices for work performed to date. The provisional results of the work carried out to date will therefore be made available to the client subject to conditions.

3. If the agreement is terminated prematurely by the user, the user will, in consultation with the client, ensure that work still to be performed is transferred to third parties, unless there are facts and circumstances underlying the termination that are attributable to the client.

4. If the transfer of the work entails additional costs for the user, these will be charged to the client.

Article 13 Suspension and dissolution

1. User is entitled to suspend fulfillment of the obligations or to dissolve the agreement if: - Client does not or does not fully fulfill the obligations under the agreement. - circumstances that come to the user's attention after concluding the agreement give good reason to fear that the client will not fulfill the obligations. If there is good reason to fear that the client will only partially or improperly comply, suspension is only permitted to the extent that the shortcoming justifies it. - upon concluding the agreement, the client has been requested to provide security for the fulfillment of its obligations under the agreement and this security is not provided or is insufficient.

2. Furthermore, the user is entitled to dissolve the agreement if circumstances arise that are of such a nature that compliance with the agreement is impossible or can no longer be required according to standards of reasonableness and fairness, or if other circumstances arise that are of the same nature. are of such a nature that unchanged maintenance of the agreement cannot reasonably be expected.

3. If the agreement is dissolved, the user's claims on the client are immediately due and payable. If the user suspends compliance with the obligations, he retains his rights under the law and the agreement.

4. User always reserves the right to claim damages.

Article 14 Return of items made available

1. If the user has made items available to the client during the execution of the agreement, the client is obliged to return the delivered goods in their original condition, free of defects and in full within 14 days. If the client does not comply with this obligation, all resulting costs will be at his expense.

2. If the client, for whatever reason, after a reminder to that effect, still fails to comply with the obligation mentioned under 1., the user has the right to recover the resulting damage and costs, including the costs of replacement, from the client.

Article 15 Liability

1. If the user is liable, this liability is limited to what is regulated in this provision.

2. If the user is liable for direct damage, then that liability is limited to a maximum of the amount of the payment to be provided by the user's insurer, or at least to a maximum of twice the invoice amount, or at least that part of the assignment to which the liability relates. . The user's liability for direct damage is at all times limited to a maximum of € 2000 (in words: TWO THOUSAND euros).

3. Notwithstanding what is stated under 2. of this article, for an assignment with a term longer than six months, liability is further limited to the part of the fee owed for the last six months.

4. Direct damage is exclusively understood to mean: - the reasonable costs of determining the cause and extent of the damage, insofar as the determination relates to damage within the meaning of these conditions; - any reasonable costs incurred to ensure that the user's defective performance complies with the agreement, unless these cannot be attributed to the user; - reasonable costs incurred to prevent or limit damage, insofar as the client demonstrates that these costs have led to limitation of direct damage as referred to in these general terms and conditions.

5. The user is never liable for indirect damage, including consequential damage, lost profits, missed savings and damage due to business stagnation.

6. The limitations of liability for direct damage included in these conditions do not apply if the damage is due to intent or gross negligence on the part of the user or his subordinates.

Article 16 Indemnities

1. The client indemnifies the user against claims from third parties with regard to intellectual property rights to materials or data provided by the client, which are used in the execution of the agreement.

2. If the client provides the user with information carriers, electronic files or software, etc., it guarantees that the information carriers, electronic files or software are free of viruses and defects.

Article 17 Transfer of risk

1. The risk of loss or damage to the goods that are the subject of the agreement is transferred to the client at the time at which they are legally and/or actually delivered to the client and are therefore under the power of the client or of a party to be appointed by the client. third parties are brought.

Article 18 Force majeure

1. Parties are not obliged to fulfill any obligation if they are prevented from doing so as a result of a circumstance that is not attributable to their fault, and which is not their responsibility under the law, a legal act or generally accepted views.

2. In these general terms and conditions, force majeure means, in addition to what is understood in law and case law, all external causes, foreseen or unforeseen, over which the user has no influence, but as a result of which the user is unable to fulfill its obligations. to come. This includes strikes in the user's company.

3. The user also has the right to invoke force majeure if the circumstance that prevents (further) compliance occurs after the user should have fulfilled his obligations.

4. Parties may suspend the obligations under the agreement during the period that the force majeure continues. If this period lasts longer than two months, either party is entitled to terminate the agreement, without obligation to compensate the other party for damages.

5. Insofar as the user has already partially fulfilled his obligations under the agreement at the time

Article 19 Confidentiality

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

2. If, on the basis of a legal provision or a judicial decision, the user is obliged to provide confidential information to third parties designated by law or the competent court, and the user cannot rely on a legal or competent court's right in this regard. If the right of non-disclosure is recognized or permitted by a court, the user is not obliged to pay compensation or indemnification and the other party is not entitled to terminate the agreement on the basis of any damage caused as a result.

Article 20 Intellectual property and copyrights

1. Without prejudice to the other provisions of these general terms and conditions, the user reserves the rights and powers vested in that user under the Copyright Act.

2. All documents provided by the user, such as reports, advice, agreements, designs, sketches, drawings, software, etc., are exclusively intended for use by the client and may not be reproduced or made public by him without the user's prior consent. , or brought to the attention of third parties, unless the nature of the documents provided dictates otherwise.

3. The user reserves the right to use the knowledge gained through the performance of the work for other purposes, insofar as no confidential information is brought to the attention of third parties.

Article 21 Samples and models

1. If a sample or model has been shown or provided to the client, it is presumed to have been provided only as an indication, unless it is expressly agreed that the product to be delivered will correspond to it.

2. In the case of an order regarding immovable property, indication of the surface area or other dimensions and indications is also presumed to be intended only as an indication, without the product to be delivered having to correspond to these.

Article 22 Non-transfer of personnel

1. During the term of the agreement and for one year after termination thereof, the client will not, in any way, except after proper business consultation has taken place with the user, employees of the user or companies on which the user has relied for the implementation of this agreement and who are (have been) involved in the execution of the agreement, employ them or otherwise have them work for them, directly or indirectly.

Article 23 Disputes

1. The judge in the user's place of business has exclusive jurisdiction to hear disputes, unless the subdistrict court has jurisdiction. Nevertheless, the user has the right to submit the dispute to the competent court according to the law.

2. The parties will only appeal to the court after they have made every effort to settle a dispute by mutual agreement.

Article 24 Applicable law

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

Article 25 Changes and location of the conditions

1. These conditions have been filed at the office of the Chamber of Commerce in ......... . The most recently filed version or the version that applied at the time the agreement was concluded always applies.