General terms and conditions Blue-analytics.net
Email: info@blue-analytics.com
Website: www.blue-analytics.net
Article 1 - Definitions
1. Blue-analytics.net: Blue-analytics.net, located in Ouderkerk aan de Amstel, Chamber of Commerce number 91098483.
2. Customer: the party with whom Blue-analytics.net has entered into an agreement.
3. Parties: Blue-analytics.net and Customer together.
4. Consumer: a Customer who is also an individual and who acts as a private person.
Article 2 - Applicability
1. These terms and conditions apply to all quotations, offers, work, orders, agreements and deliveries of services or products by or on behalf of Blue-analytics.net.
2. Blue-analytics.net and the Customer may only deviate from these conditions if this has been agreed in writing.
3. Blue-analytics.net and the Customer expressly exclude the applicability of the general terms and conditions of the Customer or others.
Article 3 - Offers and quotations
1. Offers and quotations from Blue-analytics.net are without obligation, unless expressly stated otherwise.
2. An offer or quotation is valid for a maximum of 2 weeks, unless a different term is stated in the offer or quotation.
3. If the Customer does not accept an offer or quotation within the applicable period, the offer or quotation will lapse.
4. Offers and quotations do not apply to repeat orders, unless Blue-analytics.net and the Customer agree this in writing.
Article 4 - Acceptance
1. If a non-binding offer or quotation is accepted, Blue-analytics.net may still withdraw the offer or quotation within 3 days of receipt of acceptance, without the Customer being able to derive any rights from this.
2. Oral acceptance by the Customer only binds Blue-analytics.net after the Customer has confirmed this in writing or electronically.
Article 5 - Prices
1. Blue-analytics.net uses prices in euros and excluding VAT and any other costs such as administration or shipping costs, unless otherwise agreed in writing.
2. Blue-analytics.net may always change the prices of its services and products on its website and in other communications.
3. The price for a service is determined by Blue-analytics.net based on the actual hours spent.
4. The price is calculated according to the usual hourly rates of Blue-analytics.net, applicable for the period in which he carries out the work, unless a different hourly rate has been agreed.
5. When Blue-analytics.net and the Customer agree on a total amount for the services, this is always a guideline price, unless otherwise agreed in writing.
6. Blue-analytics.net may deviate up to 10% from the target price.
7. Blue-analytics.net must inform the Customer in a timely manner why a higher price is justified, if the target price is more than 10% higher.
8. The Customer may cancel the part of the order that exceeds the target price (increased by 10%) if the target price increases by more than 10%.
9. Blue-analytics.net may adjust its prices annually.
10. Blue-analytics.net will communicate price adjustments to the Customer prior to their entry into force.
11. The consumer may terminate the agreement with Blue-analytics.net if he does not agree with the price increase.
Article 6 - Payments and payment terms
1. When entering into the agreement, Blue-analytics.net may request a down payment of up to 50% of the agreed amount.
2. The Customer must have made a subsequent payment within 14 days after delivery.
3. The payment terms used by Blue-analytics.net are fatal payment terms. This means that if the Customer has not paid the agreed amount by the last day of the payment term, he is automatically in default and in breach, without Blue-analytics.net having to send the Customer a reminder or put him in default.
4. Blue-analytics.net may make a delivery dependent on immediate payment or require security for the total amount of the services or products.
Article 7 - Consequences of late payment
1. If the Customer does not pay within the agreed term, Blue-analytics.net may charge the statutory interest per month for commercial transactions from the day the Customer is in default, whereby a part of a month is counted as a whole month.
2. If the Customer is in default, he must also pay extrajudicial collection costs and any damages to Blue-analytics.net.
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, Blue-analytics.net may suspend its obligations until the Customer has paid.
5. In the event of liquidation, bankruptcy, attachment or suspension of payments on the part of the Customer, Blue-analytics.net's claims on the Customer shall be immediately due and payable.
6. If the Customer refuses to cooperate with the execution of the agreement by Blue-analytics.net, he must still pay the agreed price.
Article 8 - Right of suspension
1. The Customer hereby waives the right to suspend the performance of any obligation arising from this agreement.
Article 9 - Settlement
1. The Customer waives its right to offset any debt to Blue-analytics.net against any claim on Blue-analytics.net.
Article 10 - Insurance
1. The Customer must adequately insure and keep insured the following items against, among other things, fire, explosion and water damage, and theft:
· delivered goods that are necessary for the performance of the underlying agreement
· Blue-analytics.net matters that are present at the Customer
· goods delivered under retention of title
2. The Customer shall provide Blue-analytics.net with the policy of these insurances for inspection upon first request.
Article 11 - Warranty
1. When the Customer and Blue-analytics.net have entered into an agreement with a service-providing nature, this only contains an obligation of effort for Blue-analytics.net and therefore no obligation of result.
Article 12 - Execution of the agreement
1. Blue-analytics.net will execute the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
2. Blue-analytics.net may have the agreed services performed in whole or in part by others.
3. The agreement will be implemented in consultation and after written agreement and payment of any advance payment by the Customer.
4. The Customer must ensure that Blue-analytics.net can commence the execution of the agreement on time.
5. If the Customer does not ensure that Blue-analytics.net can start on time, the resulting additional costs will be borne by the Customer.
Article 13 - Provision of information by the Customer
1. The Client shall make all information, data and documents relevant to the correct execution of the agreement available to Blue-analytics.net in a timely manner and in the desired form and manner.
2. The Customer is responsible for the accuracy and completeness of the information, data and documents provided, even if these originate from third parties, unless the nature of the agreement dictates otherwise.
3. When and to the extent the Customer requests this, Blue-analytics.net will return the relevant documents.
4. If the Customer does not, does not timely or does not properly provide the information, data or documents reasonably requested by Blue-analytics.net and the execution of the agreement is delayed as a result, the resulting additional costs and additional hours will be charged to the Customer.
Article 14 - Confidentiality
1. The Customer shall keep confidential any information, in whatever form, received from Blue-analytics.net.
2. The same applies to all other information concerning Blue-analytics.net of which the Customer knows or could reasonably suspect that it is secret or confidential, or of which he could expect that its dissemination could harm Blue-analytics.net.
3. The Customer shall take all necessary measures to ensure that it keeps the information in paragraphs 1 and 2 confidential.
4. The confidentiality obligation described in this article does not apply to information:
· which was already public before the Customer learned such information or which subsequently became public without this being the result of a breach of the Customer's duty of confidentiality
· which is made public by the Customer on the basis of a legal obligation
5. The confidentiality obligation described in this article applies for the duration of the underlying agreement and for a period of 3 years after its expiry.
Article 15 - Penalty clause
1. If the Customer breaches the article on confidentiality or intellectual property, he must pay Blue-analytics.net an immediately due fine for each breach.
2. If the Customer is a consumer, the fine in paragraph 1 is: € 1,000.
3. If the Customer is not a consumer, the fine in paragraph 1 is: € 5,000
4. In addition, the Customer shall pay an amount equal to 5% of the applicable amount in paragraph 2 or 3 for each day that such breach continues.
5. The Customer must pay the fine in paragraph 1 without the need for a notice of default or legal proceedings. Nor does it have to be a case of damage.
6. In addition to the fine in paragraph 1, Blue-analytics.net may also claim damages from the Customer.
Article 16 - Indemnification
1. The Customer indemnifies Blue-analytics.net against all claims from others relating to the products and/or services supplied by Blue-analytics.net.
Article 17 - Complaints
1. The Customer must examine any product or service provided by Blue-analytics.net as soon as possible for any deficiencies.
2. If a delivered product or service does not meet what the Customer could reasonably expect, the Customer must inform Blue-analytics.net of this within 1 month of discovering the shortcoming.
3. A consumer must notify Blue-analytics.net of the shortcoming within 2 months of discovering it.
4. The Customer shall provide as detailed a description as possible of the shortcoming , so that Blue-analytics.net can respond appropriately.
5. The Customer must demonstrate that the complaint relates to an agreement between the Customer and Blue-analytics.net.
6. If a complaint concerns ongoing work, the Customer cannot demand that Blue-analytics.net perform work other than that agreed upon.
Article 18 - Notice of default
1. The Customer must notify Blue-analytics.net in writing of any notice of default.
2. The Customer is responsible for ensuring that his notice of default actually reaches Blue-analytics.net on time.
Article 19 - Customer Liability
1. When Blue-analytics.net enters into an agreement with multiple Customers, each of them is jointly and severally liable for fulfilling the agreements in that agreement.
Article 20 - Liability Blue-analytics.net
1. Blue-analytics.net is only liable for damage suffered by the Customer if that damage is caused by intent or deliberate recklessness.
2. If Blue-analytics.net is liable for damages, this only applies to direct damages related to the performance of an underlying agreement.
3. Blue-analytics.net is not liable for indirect damages, such as consequential damages, lost profits or damages to third parties.
4. If Blue-analytics.net is liable, this liability is limited to the amount paid out by a concluded (professional) liability insurance. If no insurance is concluded or no amount of damages is paid out, then the liability is limited to the (part of the) invoice amount to which the liability relates.
5. All images, photos, colours, drawings, descriptions on the website or in a catalogue are only indicative and cannot lead to any compensation, dissolution or suspension.
Article 21 - Expiry period
1. Any right of the Customer to compensation from Blue-analytics.net expires 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of article 6:89 BW.
Article 22 - Dissolution
1. The Customer may cancel the agreement if Blue-analytics.net is culpably in breach of its obligations, unless this breach does not justify termination due to its special nature or minor significance.
2. If Blue-analytics.net is still able to fulfil its obligations, dissolution can only take place after Blue-analytics.net is in default.
3. Blue-analytics.net may cancel the agreement with the Customer if the Customer does not fully or timely fulfil its obligations under the agreement, or if Blue-analytics.net has become aware of circumstances that give it good reason to assume that the Customer will not fulfil its obligations.
Article 23 - Force Majeure
1. In addition to Article 6:75 of the Dutch Civil Code, a shortcoming of Blue-analytics.net by the Customer cannot be attributed to Blue-analytics.net in the event of force majeure.
2. The force majeure situation in paragraph 1 also includes:
- an emergency such as a civil war or natural disaster
- default or force majeure of suppliers, deliverers or others
- power, electricity, internet, computer or telecom failures
- computer viruses
- strikes
- government measures
- transport problems
- bad weather conditions
- work stoppages
3. If a force majeure situation occurs as a result of which Blue-analytics.net cannot fulfil one or more obligations to the Customer, those obligations will be suspended until Blue-analytics.net can fulfil them.
4. From the moment that a force majeure situation has lasted for at least 30 calendar days, both the Customer and Blue-analytics.net may cancel the agreement in writing in whole or in part.
5. In the event of force majeure, Blue-analytics.net is not obliged to pay any compensation to the Customer, even if Blue-analytics.net benefits from this.
Article 24 - Amendment of agreement
1. If it is necessary to change a concluded agreement for its execution, the Customer and Blue-analytics.net may adjust the agreement.
Article 25 - Amendment of general terms and conditions
1. Blue-analytics.net may change these terms and conditions.
2. Blue-analytics.net may always implement changes of minor importance.
3. Blue-analytics.net will discuss major changes with the Customer in advance as much as possible.
4. A consumer may terminate the underlying agreement in the event of a major change to the general terms and conditions.
Article 26 - Transfer of rights
1. The Customer may not transfer any rights under an agreement with Blue-analytics.net to others without the written consent of Blue-analytics.net.
2. This provision applies as a clause with property law effect as in Article 3:83 paragraph 2 of the Dutch Civil Code.
Article 27 - Consequences of nullity or voidability
1. If one or more provisions of these general terms and conditions prove to be null and void or voidable, this will not affect the other provisions of these terms and conditions.
2. A provision that is null and void or voidable will in that case be replaced by a provision that comes closest to what Blue-analytics.net had in mind when drawing up the conditions on that point.
Article 28 - Applicable law and competent court
1. These general terms and conditions and any underlying agreement between the Customer and Blue-analytics.net are governed by Dutch law.
2. The court in the district where Blue-analytics.net is established has exclusive jurisdiction to hear any disputes between the Customer and Blue-analytics.net, unless the law provides otherwise.
Created on September 27, 2024.