TERMS AND CONDITIONS

Definitions

  1. Brand on Point, established in Hengelo under Chamber of Commerce no. 78309034.

  2. Customer: the person with whom Brand on Point has entered into an agreement.

  3. Parties: Brand on Point and the 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 Brand on Point.

  2. Parties can only deviate from these terms and conditions if they have explicitly agreed to do so in writing.

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

Prices

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

  2. All prices that Brand on Point uses for its products or services, on its website or that are otherwise made known, Brand on Point can change at any time.

  3. The price with regard to a service is determined by Brand on Point on the basis of the hours actually spent.

  4. The price is calculated according to the usual hourly rates of Brand on Point, 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 Brand on Point, this is always a target price, unless the parties have explicitly agreed in writing on a fixed price, which cannot be deviated from.

  6. Brand on Point is entitled to deviate up to 10% of the target price.

  7. If the target price is more than 10% higher, Brand on Point must let the customer know 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. Brand on Point has the right to adjust the prices annually.

  10. Prior to its commencement, Brand on Point will communicate price adjustments to the customer.

  11. The consumer has the right to cancel the agreement with Brand on Point 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, Brand on Point is entitled to charge an 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 Brand on Point.

  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, Brand on Point may suspend its obligation until the customer has fulfilled his payment obligation.

  5. In the event of liquidation, bankruptcy, seizure or suspension of payments to the customer, the claims of Brand on Point on the customer are immediately due and payable.

  6. If the customer refuses to cooperate with the implementation of the agreement by Brand on Point, he is still obliged to pay the agreed price to Brand on Point.

Right of suspension

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

Settlement

Unless the customer is a consumer, the customer waives the right to set off any debt owed to Brand on Point against the claim on Brand on Point

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;

  • Delivered goods that are necessary for the execution of the underlying agreement

  • Items of Brand on Point that are present at the customer

  • Goods delivered under retention of title.

  1. The customer will provide the policy of these insurance policies for inspection at Brand on Point's first request.

Guarantee

When the parties have entered into an agreement of a service nature, this only contains best efforts obligations for Brand on Point, not obligations for results.

Execution of the agreement

  1. Brand on Point will execute the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.

  2. Brand on Point has the right to have the agreed services (partially) performed by third parties.

  3. The implementation 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 Brand on Point can start the execution of the agreement on time.

  5. If the customer has not ensured that Brand on Point can start the execution of the agreement on time, the resulting additional costs and / or hours will be borne by the customer.

Provision of information by the customer

  1. The customer will make all information, data and documents that are relevant for the correct execution of the agreement available to Brand on Point 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 earlier, insofar as the nature of the agreement does not dictate otherwise.

  3. If and insofar as the customer requests this, Brand on Point 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 Brand on Point and the execution of the agreement is delayed as a result, the resulting additional costs and extra hours will be borne by the customer.

Intellectual property

  1. Brand on Point retains all intellectual property rights (including copyright, patent law, trademark law, drawing and model law, etc.) to all designs, drawings, writings, carriers with data or other information, quotations, images, sketches, infographics, models, 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 prior written permission from Brand on Point.

Penalty Notice

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

  • if the other party is a consumer, this fine will be € 1000.

  • If the other party is a legal entity, these fines amount to € 5000.

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

  2. Forfeiture of this fine requires prior notice of default or legal proceedings. Nor does there need to be any form of damage.

  3. The forfeiture of the fine referred to in the first paragraph of this article does not affect the other rights of Brand on Point, including its right to claim compensation in addition to the fine.

Disclaimer

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

Complaints

  1. The customer must examine a product or service provided by Brand on Point 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 Brand on Point of this as soon as possible, but in any case within 14 days after discovery of the shortcomings.

  3. Consumers must inform Brand on Point of this within 1 month after discovery of the shortcomings.

  4. The customer will provide a detailed description of the shortcoming, so that Brand on Point is able to respond adequately.

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

  6. If a complaint relates to ongoing work. In any case, this cannot lead to Brand on Point being obliged to perform other work than agreed.

Notice of default

  1. The customer must notify Brand on Point in writing of notice of default.

  2. It is the responsibility of the customer that a notice of default actually reaches Brand on Point (on time).

Joint and several liability of the customer

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

Liability Brand on Point

  1. Brand on Point is exclusively liable for any damage that the customer suffers if and insofar as that damage is caused by intent or deliberate recklessness.

  2. If Brand on Point is liable for any damage, it is only liable for direct damage arising from or related to the performance of an agreement.

  3. Brand on Point is never liable for indirect damage, such as consequential damage, lost profit, missed savings or damage to third parties.

  4. If Brand on Point is liable, this liability is limited to the amount that is paid out by a closed (professional) liability insurance policy and in the event of defects in (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, infographics, logos and packaging on the website or in a catalog are only indicative and are only approximate and cannot give rise to compensation and / or (partial) dissolution of the agreement and / or suspension of any obligation.

Expiration period

Any right of the customer to compensation from Brand on Point 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 Brand on Pont 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 Brand on Point is not continued or is temporarily impossible, dissolution can only take place after Brand on Point is in default.

  3. Brand on Point 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, Brand on Point must be aware of circumstances that give it good grounds to fear that the customer will not be able to properly fulfill its obligations.

Force of the majority

  1. In addition to the provisions of Article 6:75 of the Civil Code, a shortcoming of Brand on Point in the fulfillment of any obligation towards the customer cannot be attributed to Brand on Point in a situation independent of the will of Brand on Point, as a result of which the fulfillment of his obligations towards the customer is wholly or partially prevented or as a result of which the fulfillment of his obligations cannot reasonably be expected of Brand on Point.

  2. The force majeure situation referred to in paragraph 1 also includes - but is not limited to - the following: emergency (such as civil war, uprising, riots, natural disasters, etc.): non-performance 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 Brand on Point cannot fulfill 1 or more obligations towards the customer, then those obligations will be suspended until Brand on Point can meet them again.

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

  5. Brand on Point does not owe any (damage) compensation in a force majeure situation, 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 amend 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. Brand on Point is entitled to change or supplement these general terms and conditions.

  2. Changes to the minor interest can be made at any time.

  3. Brand on Point will discuss major substantive changes with the customer as much as possible in advance.

  4. Consumers are entitled to cancel the agreement in the event of 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 earlier without the prior written consent of Brand on Point.

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

Consequences of nullity or voidability

  1. If one or more provisions of these general terms and conditions turn out 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 Brand on Point 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 Brand on Point is established / holds a party / maintains its office has exclusive jurisdiction to hear any disputes between the parties, unless the law requires otherwise.

Brand on Point

Prepared on May 31, 2020