Tim van der Vliet (Company Zen from Amsterdam) is not responsible for printing, typing, or typographical errors. Tim van der Vliet is not bound to carry out assignments against incorrectly displayed rates and/or conditions. All written agreements that deviate from these terms and conditions take precedence over these terms and conditions.
Article 1. Definitions
- The following definitions apply in these general terms and conditions:
– Services: all products and services supplied by the contractor to the client, including coaching, training, breathwork, cold exposure, and other forms of supervision, or advice, as well as all other work of whatever nature performed for the client, performed within the framework of an assignment, including work that has not been performed at the explicit request of the client.
– Client: the person, company, or authority that gives the order for the services, and/or if applicable, the person who participates in guidance/a coaching process in the field of coaching, training, breathwork, cold exposure, or related services.
– Contractor: Zen from Amsterdam/Tim van der Vliet , Chamber of Commerce number: 51362597, which uses these general terms and conditions for offering services.
Article 2. Applicability of these general terms and conditions
- 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 upon in writing.
- Not only the contractor but also all persons or companies involved in the execution of any assignment for the client can invoke these general terms and conditions.
- These general terms and conditions also apply to additional assignments and follow-up assignments from the client.
- Any purchase or other general terms and conditions of the client do not apply unless these have been explicitly accepted in writing by the contractor.
- If one or more provisions of these terms and conditions are invalid or should be destroyed, the remaining provisions of these terms and conditions remain fully applicable. Client and contractor then enter into consultation to agree on a new provision to replace the invalid or voided provision, as far as possible in accordance with the purpose and scope of the original provision.
Article 3. Offers
- The offers made by the contractor are free of obligation; the quotation states the date until which this quotation is valid, with a maximum of 30 days. The contractor is only bound by an offer if the acceptance thereof is confirmed in writing by the client within the period stated in the offer without reservation or modification, including written confirmation of the acceptance of these general terms and conditions.
- Offers are based on the information provided by the client to the contractor. The contractor may assume this to be correct and shall base his offer on this.
- Tenders made by the contractor may include; designs, drawings, models, samples, descriptions, scientific surveys, images, attachments, and other documents that are part of the collaboration. All of this, as well as tools made by the contractor in this regard, remains the property of the contractor, must be returned to the contractor on request, and may not be copied and/or distributed to third parties without explicit written permission.
Article 4. Formation of the agreement
- The agreement is established by acceptance of the offer by the client as referred to in the last sentence of Article 3, paragraph 1. The agreement is also established if the contractor confirms an agreement made between the client and the contractor in writing or if the contractor commences the work commissioned by the client through the order confirmation.
- Any additional agreements and/or promises made and/or made by the contractor and/or by persons acting as representatives only bind the contractor if these agreements and/or promises have been confirmed in writing by authorized individuals.
Article 5. Execution of the agreement
- A binding agreement in accordance with Article 3 implies an obligation of best efforts for the contractor and explicitly no obligation of result. The contractor is obliged to execute the agreement to the best of its knowledge and ability in accordance with the requirements of good workmanship.
- If and to the extent that proper execution of the agreement requires this, the contractor has the right to have certain work done by third parties.
- The client shall ensure that all data, which the contractor indicates are necessary or which the client should reasonably understand to be necessary for the execution of the agreement, is provided to the contractor in a timely manner. If the information required for the implementation of the agreement is not provided to the contractor in time, the contractor has the right to suspend the execution of the agreement and to reasonably charge the extra costs resulting from the delay to the client.
- 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.
Article 6. Contract duration and cancellation
- The agreement ends as soon as the performance has been delivered and both parties have fulfilled all obligations arising from the corresponding obligations.
Article 7. Amendment of the agreement
- If during the execution of the agreement, it appears that it is necessary to change or supplement the work to be properly performed, the parties will adjust the agreement accordingly in a timely manner and in consultation;
- If the parties agree that the agreement will be amended or supplemented, the time of completion of the implementation may be affected. The contractor will inform the client of this as soon as possible.
- If a change or supplement to the agreement has financial and/or qualitative consequences, the contractor will inform the client about this in advance.
- If a fixed fee has been agreed, the contractor will indicate to what extent the change or supplement to the agreement will result in this fee being exceeded, after which the client will be obliged to pay the changed fee.
Article 8. Confidentiality
- Parties are obliged to maintain the confidentiality of all confidential information that they have obtained from each other in the context of their agreement. Information is considered confidential in advance if this is communicated by the other party or if this results from the nature of the information.
Article 9. Intellectual property
- When copyright, brand, models, trade name, or other intellectual property rights are based on the services provided by the contractor for the execution of the agreement, the contractor is and remains the holder or owner of these rights. The client may only use the physical bearers of these rights for the purpose for which they have been provided to the client, do not multiply them and do not alter or remove authors, brand, model, trade name, and other designations and certainly not distribute them, publish, sell, rent, encumber, modify or reproduce in any way.
- The contractor reserves the right to use the knowledge gained during the performance of the work for other purposes provided that no confidential information is disclosed to third parties.
Article 10. Prices and Payment
- The fee of the contractor consists of a predetermined fixed amount per performance or service provided unless otherwise expressly agreed and/or can be calculated on the basis of hourly or daily rates.
- The Contractor reserves the right to change its rates without further notice
- All fees are exclusive of government levies such as sales tax (VAT), and exclusive of travel and other expenses incurred for the benefit of the client, including but not limited to invoices for the benefit of the contracted third parties.
- All fees are based on the cost factors applicable at the time the contract was concluded, such as wage costs, insurance premiums, taxes, and other government levies.
- The contractor reserves the right if after the date on which the agreement was concluded, but before the day of delivery, increases occur in one or more of the cost factors, these increases shall be charged to the client. Furthermore, in such a case the contractor has the right to declare the agreement wholly or partially dissolved without legal intervention being required.
- Payment must be made within 14 days after the invoice date, unless otherwise agreed in writing, in a manner to be indicated by the contractor in the currency in which the invoice was made. Payment will be made without deduction, settlement, or suspension for whatever reason.
- If the client has not paid the amounts due at the latest on the due date, then the contractor is entitled to suspend all work to be performed for the client with immediate effect, without being liable for damages in any way towards the client.
- If the client has not paid the amounts due on the due date at the latest, he will be given notice of default by the contractor and he will again be given the opportunity to settle the invoice within 14 days after the due date, failing which the contractor is in default. In such a case, the contractor is entitled to immediately dissolve the agreement, without any liability toward the client. The client is then liable for the damage suffered by the contractor.
- If agreed that the client can pay in installments, the full amount must be paid before half of the duration of the training, unless agreed otherwise.
- In the event of a payment default, the client also owes default interest on the outstanding claims equal to the statutory interest.
- In the event of liquidation, bankruptcy, or suspension of payment of the client, the claims of the contractor against the client will be immediately due and furthermore, the contractor will be entitled to immediately dissolve the agreement with the client, without any liability towards the client.
- Payments made by the client will first of all serve to settle all interest and costs owed, and secondly to settle invoices that have been outstanding the longest, even if the client states that the payment relates to a later invoice.
- The contractor is entitled to demand payment (or equivalent security) prior to commencing its work, such as but not limited to an advance to be paid by the client.
- In case there are several clients, each client is jointly and severally liable towards the contractor for payment of the total invoice amount in the event that the work has been carried out for the benefit of all these clients.
Article 11. Involvement of third parties
The contractor is at all times entitled to engage third parties without the consent of the client in the implementation of the agreement concluded with the client.
Article 12. Collection costs
- In the event that the client is in default, the contractor will be forced to collect his claim through legal channels. In that case, in addition to the principal and interest due, the client is also obliged to reimburse all reasonably incurred judicial and extrajudicial costs. This will always include the costs of collection agencies, as well as the costs and fees of bailiffs and lawyers, even if they exceed the legal costs to be allocated. The reimbursement of incurred judicial and extrajudicial costs amounts to at least 15% of the principal sum due.
Article 13. Liability
- The contractor will execute the agreement with the client to the best of his knowledge and ability on the basis of an obligation of best efforts and explicitly not on the basis of an obligation of result.
- The contractor can only be held financially liable by the client for the property damage and/or personal injury suffered by the client during the delivery of services at a location provided by the contractor if this can be attributed to an act or omission of the contractor. The contractor will never be liable for loss or damage to goods if this cannot be attributed to the contractor.
- In the event that the contractor can be held liable in accordance with Article 13.2, then the liability of the contractor (including any employees, partners, and persons with whom the contractor has entered into a partnership) is due to an attributable shortcoming in the performance of the agreement, or unlawful act, or based on any other legal basis, limited to compensating only the direct damage of the client – which does not explicitly include immaterial damage and/or business damage, including loss of profit – limited to the amount paid by the professional liability insurer of the contractor for that matter, increased with its deductible under that insurance.
- If for whatever reason, no insurance payment is made, the liability of the contractor towards the client is limited to the fee of the assignment to which the liability relates, and in the event that in law that does not stand, the maximum liability of the contractor is limited. up to an amount of 5,000.
- The contractor is never liable to the client if the damage caused is the result of an act or omission or carelessness of the client or if the client does not follow the instructions of the contractor.
- The contractor is also not liable for damage that has arisen as a result of defectiveness of the equipment, software, data carriers, registers, or other means used by it in the performance of the assignment, no exception, nor for damage caused by an interception by third parties. of audio and/or data transmissions from telephone, fax, or e-mail and the possible falsification thereof.
- The advice provided by the contractor is without obligation
- If the activities of the contractor, including the advice provided, do not lead to the result intended by the client, this is at the risk of the client and the contractor is not liable for this.
- The client indemnifies the contractor in and out of court against all claims from third parties that are in any connection with the work performed by the contractor with regard to the execution of the agreement.
- In the case of orders for processing of an existing product, the liability towards copyright holders always rests with the client.
Article 14. Cancellation / Termination of the agreement
- The contractor has the right to cancel a course, training, meditation, yoga, coaching, or coaching process or refuse the participation of a client or refuse the participant designated by the client, in which cases the client has the right to reimbursement of the full amount paid by this to the contractor after deduction of costs already incurred.
- The contract can be terminated with immediate effect by the contractor if:
- a) The client is declared bankrupt, placed under guardianship, or the client is granted a suspension of payment;
- b) Client is a legal entity and that legal entity is terminated;
- c) After concluding the agreement, the contractor becomes aware of facts and/or circumstances that give it grounds to fear that the client will not fulfill its obligations under the agreement;
- d) Client conducts his business in violation of (legal) regulations or government regulations;
- e) Client refuses to provide the security required by the Contractor;
- f) The Client also fails to fulfill its obligations under the agreement concluded with the Contractor after having been given notice of default.
- If one of the provisions in paragraph 2 of this article occurs, any claims from the contractor to the client are immediately due and payable.
- The client cannot unless the parties agree otherwise in writing and notwithstanding as stipulated here, terminate, dissolve or declare the agreement with the contractor.
- The client of a course, training, meditation, yoga, coaching, or coaching program has the right to cancel participation in or the assignment for a course, training, breathwork, cold exposure, coaching, or coaching program in writing. It is the responsibility of the client to ensure that the letter has actually been received by the contractor.
- Cancellation of the assignment by the client can take place free of charge up to 4 weeks before the start of the course, training, meditation, yoga, counseling, or coaching process unless the contractor has had to incur costs for the assignment which he can no longer cancel without costs. In such a case, the client is obliged to pay these costs.
- In the event of cancellation within 4 weeks up to and including 2 weeks before the start of the course, training, meditation, yoga, counseling, or coaching process, the contractor is entitled to charge 50% of the amount agreed upon in the assignment and in the event of cancellation within 2 weeks the full amount. In both cases, the client is also obliged to reimburse the costs incurred by the contractor for the benefit of the assignment which he can no longer reclaim from the relevant third party so that the contractor will not have any costs for this.
- If the client or the participant designated by the client terminates the participation prematurely after the start of the course, training, meditation, yoga, coaching or coaching process or otherwise does not participate in it, the client is not entitled to any reimbursement of parts of the course, training, meditation, yoga, counseling or coaching process that are not enjoyed, unless the special circumstances of the case, in the opinion of the contractor, justify otherwise.
- An individual meditation, yoga, counseling, or coaching conversation cannot be canceled or rescheduled free of charge unless the contractor agrees. In the event of cancellation or relocation, the contractor is entitled to charge the full rate that has been agreed for the lesson/conversation. If the client or the designated participant does not appear in the planned interview, the same rates will apply.
- If due to force majeure of the contractor an assignment cannot be carried out on the planned dates, the client will be informed of this. New data will then be determined in consultation. Shifting, for this reason, does not entitle you to cancellation or compensation.
- If one of the parties fails in the fulfillment of its obligations and after being explicitly pointed out by the other party, does not fulfill this obligation within a reasonable period of time, the other party is authorized to terminate the agreement without the terminating party the defaulting party owes some compensation. The services delivered until the termination are paid in the agreed manner.
Article 15. Cancellation of open training courses
- The contractor has the right to cancel a training based on open registration no later than 2 weeks before the start if the minimum number of registrations required for the proper execution of the training, such as at the discretion of the contractor, is not achieved. Such cancellation does not lead to any form of liability for damages on the part of the contractor.
- Client can cancel an (open) training free of charge no later than 4 weeks before the start of the training. In the event of later cancellation, the client must pay the full price.
- Cancellation costs for airline tickets, accommodation, and related (cancellation) costs are always borne by the client.
Article 16. Cancellation of customized (in-company) training
- For “in-company” training, the following cancellation costs are payable in the event of cancellation of the training:
– 8 weeks before the first training date: 30%
– 6 weeks before the first training date: 70%
– 4 weeks before the first training date: 100%
- Cancellation of a training must be done in writing.
- Cancellation costs for airline tickets, accommodation, and related (cancellation) costs are always borne by the client.
Article 17. Impracticability of the assignment
- If one of the parties is affected by a situation of force majeure, it will immediately inform the other party thereof. The parties will try to reach a reasonable solution in consultation.
- The contractor has the right to suspend the agreed work if, due to circumstances beyond his control or of which he was or could not have been aware at the time of the conclusion of the agreement, he is temporarily prevented from fulfilling his obligations.
- Strikes and work interruptions, weather influences, theft or loss of materials in any way are in any case circumstances as referred to in the previous paragraph.
- If performance becomes permanently impossible, the agreement can be dissolved for that part that has not yet been fulfilled. In that case, the client is not entitled to compensation for the damage suffered as a result of the dissolution.
- in the event of impracticability, the client may not hold the contractor liable for payment of compensation (including but not limited to costs incurred and cancellation costs for travel and accommodation) or otherwise as compensation.
Article 18. Number of participants per training course
- The contractor uses a maximum group size for the various training courses provided by the contractor. This maximum will be made known to the client at the conclusion of the agreement.
- The client must provide the number of participants in writing at least one month before the start of the training.
- Participants’ registrations are registered in order of receipt.
- In the event that a participant is prevented from attending, the client will still owe the full price.
- In the event that a participant is prevented from attending, the client is entitled to send a replacement. The contractor reserves the right to refuse this replacement if the level of knowledge and/or experience does not adequately match the training and/or group. The client must inform the contractor of any replacement at least 24 hours before the start of the training.
Article 19. Training dates/number of training days
- The training dates and the number of training days will be determined in consultation with the client.
- The contractor is entitled to change the dates and times at which the training courses are given no later than 3 weeks before the original start of the training course.
Article 20. Training material/training location
- At the client’s request, the training material can be supplied in the client’s corporate identity. The extra costs incurred for this are for the account of the client.
- Unless otherwise agreed in writing, the client is responsible for providing a location suitable for the training. Location costs, travel costs, and accommodation costs of participant(s) and trainer(s) of the contractor are at the expense of the client.
- Cancellation costs for airline tickets, accommodation, and related cancellation costs are always borne by the client.
Article 21. Personal data
- By entering into an agreement with the contractor, the contractor is granted permission for automatic processing of the personal data obtained from the agreement. The contractor will only use this personal data for its own activities.
Article 22. Excess
- Participation in the activities of the contractor, including any social programs, is entirely at the client’s and participant’s own risk. Client must make this known to the participants before participating. The contractor can never be held liable in the event of injury.
- If damage occurs as a result of negligence or intention by an external partner of the contractor, the external partner can be held liable by the contractor and/or its customers for demonstrable damage. In no case will the contractor be liable.
Article 23. Sound and image recordings
- Contractor reserves the right, and client and participant (s) grant permission in advance to make audio and video recordings of participants during training sessions and meetings.
- The client and the participant (s) also grant permission to the contractor to use the aforementioned sound and image recording for (future) training purposes, commercial and other promotional activities, or to share them in the public domain in any other way.
Article 24. Procedure in the event of complaints
- The client is responsible for the accuracy and completeness of any complaints and is responsible for the information provided to the contractor.
- Any complaints must be reported in writing within 7 days and with a clear statement of the content of the complaints. If this term is exceeded, any claim against the contractor will lapse.
- The submission of any complaints never relieves the client of his payment obligations towards the contractor.
Article 25. Dispute settlement
- Dutch law applies to every agreement between the contractor and the client;
- Disputes arising from agreements to which these conditions apply will be submitted to the competent court of the district in which the contractor is established.
For questions about these terms and conditions, you can contact Tim van der Vliet.