Terms

GENERAL TERMS AND CONDITIONS

These are the General Terms and Conditions of Small Guy BV (hereinafter referred to as “Small Guy BV”).

Small Guy BV is registered with the Chamber of Commerce under number 70358729.

Definitions

In these General Terms and Conditions, the following terms have the following meaning, unless explicitly stated otherwise:

General Terms and Conditions: these general terms and conditions as stated below.

Company: the Other Party acting in the course of a business or profession.

BW: the Civil Code.

Assignment: All activities, in whatever form, that Small Guy BV performs for or on behalf of the Other Party. 

Agreement: Any agreement concluded between Small Guy BV and the Other Party.

Counterparty: the Company that has accepted these General Terms and Conditions and has commissioned the performance of an Assignment. 

Unless the General Terms and Conditions expressly provide otherwise, in the interpretation of the General Terms and Conditions, the singular is deemed to include the plural and vice versa and a reference to a masculine form is also deemed to include a reference to a feminine form and vice versa. .

Applicability
  1. These General Terms and Conditions apply to every offer, quotation and Agreement concluded between Small Guy BV and the Other Party, unless the parties have explicitly deviated from these General Terms and Conditions in writing.
  2. These General Terms and Conditions also apply to agreements with Small Guy BV, for the implementation in which third parties must be involved.
  3. The applicability of general terms and conditions of the Other Party is explicitly rejected.
  4. Deviations from the Agreement and General Terms and Conditions are only valid if they have been explicitly agreed in writing between the parties. 
Quotations and / or offers
  1. All quotations and / or offers where the contrary is not expressly stated, are considered an offer without obligation and can always be revoked, even if they contain a term for acceptance. Offers / quotations can also be revoked in writing by Small Guy BV within seven days of receipt of acceptance, in which case no agreement has been concluded between the parties.
  2. All quotations and / or offers from Small Guy BV are valid for 4 weeks, unless stated otherwise.
  3. Small Guy BV cannot be held to its quotations and / or offers if the Other Party should have understood, on the basis of reasonableness and fairness and generally accepted views, that the quotation and / or offer or any part thereof is an obvious mistake. or error.
  4. If the acceptance deviates, whether or not on minor points, from the offer included in the quotation and / or offer, Small Guy BV is not bound by it. The Agreement will then not be concluded in accordance with this deviating acceptance, unless Small Guy BV indicates otherwise.
  5. If it concerns a quotation where the total amount excluding VAT is equal to or higher than € 500.00 (five hundred euros), a down payment of 50% of the total amount will be included in the quotation, which will be paid before the start of the work. as described in the quotation, must be submitted by the client before the work is started.
Establishment of the agreement
  1. The Agreement is established by acceptance by the Other Party of the quotation and / or offer of Small Guy BV.
  2. Quotations and / or offers can only be accepted in writing (including electronically). Small Guy BV is nevertheless entitled to accept an oral acceptance as if it had been made in writing.
  3. The moment Small Guy BV receives an order confirmation from the Other Party, an Agreement is concluded between the parties, or the moment Small Guy BV actually starts with the implementation. 
  4. The Agreement supersedes and replaces all previous proposals, correspondence, agreements or other communication, whether in writing or orally.
Implementation of the agreementexecuted
  1. The Agreement will beby Small Guy BV to the best of its knowledge and ability, in accordance with the requirements of good workmanship. With regard to the intended activities, there is a best efforts obligation on the part of Small Guy BV. The application of article 7: 404, 7: 407 paragraph 2 and 7: 409 of the Dutch Civil Code is expressly excluded.
  2. Small Guy BV determines the way in which and by which person (s) the Assignment will be carried out. Small Guy BV is entitled to have certain activities performed by third parties.
  3. Small Guy BV is entitled to execute the Agreement in phases. If the Agreement is performed in phases, Small Guy BV has the right to invoice each performed part separately. If and as long as this invoice is not paid by the Other Party, Small Guy BV is not obliged to implement the next phase and has the right to suspend the Agreement.
  4. Small Guy BV is entitled to the days off that have already been announced in advance, despite the number of minimum hours included in the Agreement.
Changes and additional work
  1. If during the execution of the Agreement it appears that it is necessary for a proper execution to amend or supplement the Agreement, Small Guy BV will inform the Other Party of this as soon as possible. The parties will then proceed to change the Agreement in good time and in mutual consultation.
  2. If the parties agree that the Agreement will be amended / supplemented, the time of completion of the performance may be affected. Small Guy BV will inform the Other Party of this as soon as possible.
  3. If the change or addition to the Agreement will have financial, quantitative and / or qualitative consequences, Small Guy BV will inform the Other Party about this in advance.
  4. If a fixed rate or fixed price has been agreed, Small Guy BV will indicate to what extent the change / supplement to the Agreement will affect the rate / price. Small Guy BV will try to make a quotation in advance, as far as possible.
  5. Small Guy BV will not be able to charge additional costs if the change / addition is the result of circumstances that can be attributed to Small Guy BV.
  6. Changes to the originally concluded Agreement between the parties are only valid from the moment that these changes have been accepted by both parties by means of an additional or amended Agreement.
Obligations of the Other Party
  1. The Other Party will ensure that all data, equipment or areas, of which Small Guy BV indicates that they are necessary or of which the Other Party should reasonably understand that they are necessary for the performance of the Agreement, are available in a timely manner. The Other Party must also grant Small Guy BV all powers and authorizations necessary to properly execute the Assignment.
  2. Small Guy BV is not liable for damage, of whatever nature, because Small Guy BV relied on incorrect and / or incomplete information provided by the Other Party, unless this inaccuracy or incompleteness should have been known to Small Guy BV.
  3. The Other Party ensures that the employees of the organization of the Other Party who are involved in the work are available in a timely manner.
  4. The Other Party must refrain from conduct that makes it impossible for Small Guy BV to properly execute the Assignment.
  5. If activities are carried out by Small Guy BV or third parties engaged by Small Guy BV in the context of the Assignment at the location of the Other Party or a location designated by the Other Party, the Other Party will provide the reasonably desired facilities free of charge.
  6. If the Other Party has not fulfilled its obligations, as included in this article, Small Guy BV has the right to suspend the execution of the Agreement and / or the additional costs arising from the delay according to the usual price or rates to the Other Party. to charge.
Prices
  1. Unless explicitly agreed otherwise in writing, the prices and rates indicated by Small Guy BV are always exclusive of VAT.
  2. The prices and rates are exclusive of shipping, travel, accommodation and other expenses, unless otherwise agreed.
  3. If a price or rate has not been explicitly agreed, the price or rate will be determined on the basis of the hours actually spent and Small Guy BV’s usual rates.
  4. Small Guy BV will provide a statement of all additional costs to the Other Party or provide information on the basis of which these costs can be passed on to the Other Party in good time before the Agreement is concluded.
  5. If Small Guy BV agrees on a fixed price or fixed rate at the conclusion of the Agreement, Small Guy BV is entitled to increase this, even if the price or rate was not originally given under reservation.
  6. In the event Small Guy BV intends to change the price or rate, it will inform the Other Party of this as soon as possible.
  7. If the increase in the price or rate takes place within three months after the conclusion of the Agreement, the Other Party can dissolve the Agreement by means of a written statement, unless:
  8. the increase results from a power or an obligation resting on Small Guy BV under the law ;
  9. the increase is caused by an increase in the price of raw materials, taxes, production costs, currency exchange rates, wages, etc. or on other grounds that were not reasonably foreseeable when the Agreement was entered into;
  10. Small Guy BV is still willing to execute the Agreement on the basis of what was originally agreed; whether it has been
  11. stipulated that the performance will be carried out more than three months after the conclusion of the Agreement.
30 day money back guarantee
  1. Are our services not working as expected or is it not something for you? Then you can claim ourwithin 30 days of purchase money back guarantee. If you choose this, your website will be converted to a ‘separate’ domain name. You will receive the paid amount, setup costs + 1x monthly subscription within 5 working days, excluding the amount for the domain name registration. For this we use a fixed amount of € 15, -.
    You are then free to transfer the domain name to another provider.
    If you had already done the domain name registration yourself and had your domain name referred to our web servers via DNS or NS referral, then this € 15 does not apply and you will receive the full amount back.
  2. Mail us at support@makelaar-website.nl for a full refund without questions within 30 days of purchase date. We would like to know where things went wrong or how we can improve this, so please provide us with additional information. Please provide your order number so that we can issue a refund as soon as possible. As soon as you send us an e-mail, you will receive an automatic reply from us, letting you know that your request has been received in good order. Once we have had the opportunity to review your request, we will contact you to confirm that the refund has been processed.
    Please note that we make every effort to process the refund as soon as possible. However, it may take up to 30 days for the financial institution to transfer the refund to your bank / card account.
Payment
  1. Payment is made by wire transfer to a bank account designated by Small Guy BV, unless otherwise agreed.
  2. Small Guy BV will send an invoice for the amounts owed by the Other Party. The payment term of each invoice is 14 days after the date of the relevant invoice, unless stated otherwise on the invoice or agreed otherwise. 
  3. Invoicing takes place monthly, unless otherwise agreed. 
  4. Small Guy BV and the Other Party can agree that payment is made in installments in proportion to the progress of the work. If payment in installments has been agreed, the Other Party must pay according to the installments and percentages as laid down in the Agreement.
  5. Objections to the amount of the invoice do not suspend the Other Party’s payment obligation.
  6. The Counterparty is not authorized to deduct any amount due from a counterclaim it has made. 
  7. In the event of non-payment or late payment, the Other Party will be in default by operation of law without notice of default. The Other Party will then owe the statutory commercial interest from the date on which the payment became due until the day of full payment, whereby interest on part of the month is calculated over a whole month.
  8. A payment made by the Other Party will first of all be deducted from all interest and costs owed and finally from due and payable invoices that have been outstanding the longest, even if the Other Party states that the payment relates to later invoices.
  9. If the Other Party is in default or omission in the (timely) fulfillment of its obligations, all reasonable costs incurred in obtaining settlement out of court will be borne by the Other Party.
  10. With regard to the extrajudicial (collection) costs, Small Guy BV is entitled to a compensation of 15% of the total outstanding principal with a minimum of € 150 for each invoice that has not been paid in whole or in part.
  11. In the event of bankruptcy, suspension of payment, liquidation, total attachment of assets, death or guardianship, the claims of Small Guy BV and the obligations of the Other Party towards Small Guy BV are immediately due and payable.
  12. Any reasonable legal costs and execution costs incurred will also be borne by the Other Party. 
Complaints
  1. The Other Party must investigate the Assignment at the time of execution, but in any case within 7 days after execution, whether the executed Assignment complies with the Agreement. 
  2. Complaints must be reported in writing to Small Guy BV within 7 days after execution of the Assignment.
  3. The right to (partial) refund of the price, replacement or compensation will lapse if the complaint is not reported within the set term, unless a longer term ensues from the nature of the Assignment or from circumstances of the case.
  4. The payment obligation will not be suspended if the Other Party notifies Small Guy BV of the complaint within the set term.
Force majeure and unforeseen circumstances
  1. A shortcoming cannot be attributed to Small Guy BV or the Other Party, as the shortcoming cannot be attributed to his fault, nor is it for his account by law, legal act or generally accepted beliefs. In this case, the parties are also not obliged to fulfill the obligations arising from the Agreement.
  2. In the General Terms and Conditions, force majeure is understood to mean, in addition to what is understood in that area in law and jurisprudence, all external causes, foreseen or not foreseen, on which Small Guy BV cannot influence and which makes Small Guy BV incapable of to fulfill the obligations.
Under force majeure of Small Guy BV is in any case understood: 
  1. Strikes;
  2. Pandemic;
  3. Disruptions in traffic;
  4. Government measures that prevent Small Guy BV from fulfilling its obligations on time or properly;
  5. Riots, riots, war;
  6. Traffic Barriers;
  7. Lack of labor;
  8. Extreme weather conditions;
  9. Fire; 
  10. Import, export and / or transit prohibited; and / or
  11. Any circumstance obstructing the normal course of business as a result of which the fulfillment of the Agreement by Small Guy BV cannot reasonably be expected by the Other Party.
Termination of the agreement
  • Parties can terminate the Agreement at any time by mutual consent. 
  • Parties can terminate the Agreement prematurely in writing with a notice period of 1 month. 
  • Parties can terminate the Agreement in writing with immediate effect, in the event of: 
  1. application by or granting of suspension of payments to the other party; 
  2. petition for bankruptcy by or bankruptcy of the other party; or
  3. liquidation of the other party or permanent cessation of the business of the other party. 
  4. If the Agreement is dissolved, the claims of Small Guy BV on the Other Party are immediately due and payable. If Small Guy BV suspends fulfillment of its obligations, it will retain its rights under the law and Agreement. Small Guy BV always reserves the right to claim compensation.
Return of goods made available
  1. If Small Guy BV has made goods available to the Other Party during the performance of the Agreement, the Other Party is obliged to return these goods in their original condition, free of defects and complete within 14 days. If the Other Party fails to fulfill this obligation, all resulting costs are for its account.
  2. If the Other Party, for whatever reason, after a reminder to this effect, still remains in default with the obligation referred to in paragraph 1 of this article, Small Guy BV is entitled to the damage and costs arising therefrom, including the costs of replacement. To recover the other party.
Liability
  1. Small Guy BV is only liable for direct damage caused by gross negligence or intent on the part of Small Guy BV, and not for more than the amount that the insurer pays out to Small Guy BV or up to a maximum of € 1,000.00.

Direct damage is exclusively understood to mean:

  1. Reasonable costs to determine the cause and extent of the damage, insofar as the determination relates to damage within the meaning of the General Terms and Conditions;
  2. Reasonable costs incurred to have the defective performance of Small Guy BV conform to the Agreement, insofar as these can be attributed to Small Guy BV; or
  3. Reasonable costs incurred to prevent or limit damage, insofar as the Other Party demonstrates that these costs have led to limitation of direct damage as referred to in the General Terms and Conditions.
  4. Small Guy BV is never liable for indirect damage, including consequential damage, loss of profit, missed savings, damage due to business interruption, damage as a result of the provision of inadequate cooperation and / or information from the Other Party, damage due to non-binding information provided by Small Guy BV or advice whose content does not explicitly form part of the Agreement and all damage that does not fall under direct damage within the meaning of these general terms and conditions.
  5. Small Guy BV is never liable for errors in the material provided by the Other Party or for misunderstandings or errors with regard to the performance of the Agreement if these are prompted or caused by actions of the Other Party, such as late or failure to provide complete, reliable and clear data / materials.
  6. Small Guy BV is never liable for errors if the Other Party has given its approval at an earlier time, or has been given the opportunity to carry out an inspection and has indicated that it does not need such an inspection.
  7. The liability limitations laid down in this article are also stipulated for the benefit of third parties engaged by Small Guy BV for the implementation of the Agreement, and Small Guy BV is never liable for damage caused by shortcomings of these engaged third parties.
  8. Small Guy BV is not liable for damage or destruction of documents during transport or during dispatch by post, regardless of whether the transport or dispatch is done by or on behalf of Small Guy BV, the Other Party or third parties.
Confidentialityobserve
  1. Both parties are obliged tosecrecy of all confidential information that they have obtained from each other or from another source in the context of the Agreement. Information is considered confidential if this has been communicated by the other party or if this arises from the nature of the information. The party who receives confidential information will only use it for the purpose for which it was provided.
  2. If, on the basis of a statutory provision or a court decision, Small Guy BV is obliged to also provide confidential information to third parties designated by law or the competent court, and Small Guy BV cannot rely on a statutory or the competent court recognizes or permitted right of refusal, then Small Guy BV is not obliged to pay compensation or compensation and the Other Party is not entitled to dissolve the Agreement on the basis of any damage caused by this. 
  3. Without prejudice to the foregoing, Small Guy BV is authorized to include the name of the Other Party on a list of relations, which is published on the website or via other communications to third parties, unless otherwise agreed.
Indemnification
  1. The Other Party indemnifies Small Guy BV insofar as the law allows, with regard to liability towards one or more third parties, which arose from and / or related to the performance of the Agreement, regardless of whether the damage by Small Guy BV or by it auxiliary person (s), auxiliary items or performed Order has been caused or inflicted. 
  2. In addition, the Counterparty indemnifies Small Guy BV, to the extent permitted by law, against all claims from third parties in connection with any infringement of intellectual property rights of these third parties.
  3. The Other Party is always obliged to make every effort to limit the damage.
Intellectual property
  1. All intellectual property rights to all products, materials, analyzes, designs, software, documentation, advice, reports, quotations, (electronic) information as well as preparatory material thereof developed or made available in the context of the performance of the Agreement ( collectively, the “IP Material”), reside solely with Small Guy BV or its licensors.
  2. The Counterparty only obtains any rights and powers with regard to the IP Material that arise from the Agreement and / or that are explicitly granted in writing. 
  3. The Other Party is not permitted to transfer any acquired right or authority with regard to the IP Material to third parties without the prior written consent of Small Guy BV.
  4. The Other Party is not permitted to remove or change any designation regarding intellectual property rights such as copyrights, trademark rights or trade names from the IE Material.
  5. Any exploitation, reproduction, use or disclosure by the Other Party of the IP Material that falls outside the scope of the Agreement or rights and powers granted, is considered a violation of the intellectual property rights of Small Guy BV. 
  6. For such a violation, the Counterparty will pay an immediately due and payable fine of € 1,000 per infringing act to Small Guy BV, which is not subject to judicial moderation, without prejudice to Small Guy BV’s right to receive compensation for damage caused by the infringement or other legal measures to be allowed to take in order to end the infringement.
  7. There will be no infringement of the intellectual property rights if the Other Party has received express written permission from Small Guy BV for the exploitation, reproduction, use or disclosure of the IP Material that falls outside the scope of the Agreement or the rights and powers granted. 
  8. All IP Material developed by Small Guy BV for the implementation of the Agreement can be used by Small Guy BV for its own promotional purposes, unless otherwise agreed with the Other Party.
Privacy
  1. Small Guy BV respects the privacy of the Other Party. Small Guy BV handles and processes all personal data that is provided to it in accordance with the applicable legislation, in particular the Personal Data Protection Act. The Counterparty consents to this processing. Small Guy BV uses appropriate security measures to protect the personal data of the Other Party. 
  2. Small Guy BV uses the personal data of the Other Party exclusively in the context of the implementation of the Agreement or the handling of a complaint.
Expiry period

For all claims and / or powers that the Other Party has against Small Guy BV and / or against any third parties engaged by Small Guy BV, contrary to the statutory limitation periods, a limitation period of one year applies from the moment at which a fact occurs that the Counterparty can exercise these rights and / or powers against Small Guy BV and / or any third parties engaged by Small Guy BV.

Transfer
  1. The Other Party is not permitted to transfer rights and obligations arising from the Agreement to third parties without having obtained written permission from Small Guy BV.
  2. Small Guy BV is entitled to attach conditions to this permission. 
Subsequent effect

The provisions of the General Terms and Conditions and the Agreement, of which it is expressly or by their nature intended that they remain in force even after termination of this Agreement, will remain in force afterwards and both parties will continue to bind.

Other
  1. Any deviations from these General Terms and Conditions can only be agreed in writing. No rights can be derived from such deviations with regard to legal relationships entered into later.
  2. The administration of Small Guy BV applies, subject to proof to the contrary, as proof of the requests made by the Other Party. The Other Party acknowledges that electronic communication can serve as evidence.
  3. If and insofar as any provision of the General Terms and Conditions and the Agreement is declared null and void or destroyed, the other provisions of these General Terms and Conditions and the Agreement will remain in full force. Small Guy BV will then determine a new provision to replace the void / voided provision, whereby the purport of the void / voided provision will be observed as much as possible.
  4. The place of performance of the Agreement is deemed to be the place where Small Guy BV is located.
Applicable law and choice of forum
  1. All Agreements, the General Terms and Conditions, and all non-contractual rights and obligations ensuing therefrom, are in all respects governed by Dutch law.
  2. All disputes between Small Guy BV and the Other Party, which may arise as a result of an Agreement and / or the General Terms and Conditions, or of agreements resulting therefrom, will in the first instance be settled by the competent court of the Amsterdam District Court.

Small Guy BV

Kraijenhoffstraat 137 A

1018 RG Amsterdam



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