General conditions

E-mail: info@oreq.nl Website: https://oreq.nl Definitions 1. OREQ: OREQ, established in Hilversum under KvK no. 60272937.
2. Client: the person with whom OREQ has entered into a contract.
3. Parties: OREQ and the Client together.
4. Consumer: a customer who is also an individual acting as a private person. Applicability of general terms and conditions 1. These terms and conditions shall apply to all quotations, offers, work, orders, contracts and deliveries of services or products by or on behalf of OREQ.
2. The parties may depart from these terms and conditions only if they have expressly agreed to do so in writing.
3. The parties expressly exclude the applicability of additional and/or deviating general terms and conditions of the Client or third parties. Offers and quotations 1. Offers and quotations by OREQ shall be without obligation, unless expressly stated otherwise therein.
2. An offer or quotation shall be valid for a maximum of 1 month, unless another acceptance period 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 shall lapse.
4. Offers and quotations do not apply to repeat orders unless the parties have expressly agreed to this in writing. Acceptance 1. If an offer or quotation without obligation is accepted, OREQ reserves the right to withdraw the offer or quotation as yet within 3 days of receipt of the acceptance, without the Customer being able to derive any rights from this.
2. Verbal acceptance by the Client shall bind OREQ only after the Client has confirmed it in writing (or electronically). Prices 1. All prices quoted by OREQ shall be in euros, exclusive of VAT and exclusive of any other costs such as administration costs, levies and travel, dispatch or transport costs, unless expressly stated otherwise or agreed otherwise.
2. All prices used by OREQ for its services, on its website or otherwise made known, OREQ may change at any time.
3. The parties shall agree a total amount for a service provided by OREQ as a guide price, unless the parties have expressly agreed in writing on a fixed price from which no deviation can be made.
4. OREQ shall be entitled to deviate from the guide price by up to 10%.
5. If the guide price is going to be more than 10% higher, OREQ must inform the Client in good time why a higher price is justified.
6. If the guide price is more than 10% higher, the Client shall be entitled to cancel that part of the order which exceeds the guide price plus 10%.
7. OREQ shall be entitled to adjust prices annually.
8. Prior to their effective date, OREQ will notify the customer of price adjustments.
9. The consumer has the right to terminate the contract with OREQ if he does not agree with the price increase. Payments and term of payment 1. OREQ may require a down payment of up to 50% of the agreed amount when concluding the contract.
2. The Client must make payments in arrears within 1 month of delivery.
3. Payment deadlines shall be regarded as deadlines for payment. This means that if the Customer has not paid the agreed amount by the last day of the payment period, he shall be in default and in default by operation of law, without OREQ having to send the Customer a reminder or issue a notice of default.
4. OREQ reserves the right to make a delivery subject to immediate payment, or to require security for the total amount of the services or products. Consequences of late payment 1. If the Client fails to pay within the agreed term, OREQ shall be entitled to charge statutory interest at 8% per month for commercial transactions from the day the Client is in default, whereby part of a month shall be counted as a whole month.
2. If the Customer is in default, he shall also owe OREQ extrajudicial collection costs and any compensation for damages.
3. Collection costs shall be calculated in accordance with the Decree on compensation for extrajudicial collection costs.
4. If the Customer fails to pay on time, OREQ may suspend its obligations until the Customer has fulfilled its payment obligation.
5. In the event of liquidation, bankruptcy, attachment or suspension of payments on the part of the Customer, OREQ’s claims against the Customer shall be immediately due and payable.
6. If the Customer refuses to cooperate in OREQ’s performance of the contract, the Customer shall still be obliged to pay OREQ the agreed price.
Right to suspend performance Unless the customer is a consumer, the customer waives the right to suspend performance of any obligation arising from this contract.
Set-off Unless the Customer is a consumer, the Customer waives its right to set off a debt owed to OREQ against a claim against OREQ.
Insurance 1. The Customer undertakes to adequately insure and keep insured the following items against, inter alia, fire, explosion and water damage as well as theft: ◦ delivered items that are necessary for the performance of the underlying contract ◦ items belonging to OREQ that are on the Customer’s premises ◦ items delivered under retention of title
2. The Customer shall make the policy of such insurance available for inspection at OREQ’s first request. Warranty Where the parties have entered into a contract of a service nature, it shall contain for OREQ only an obligation to perform to the best of its ability and therefore no obligation to achieve a result. Execution of the Contract 1. OREQ shall execute the contract to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
2. OREQ shall be entitled to have all or part of the agreed service provision performed by third parties.
3. The performance of the contract shall take place by mutual agreement and following written agreement and payment of any agreed advance by the Client.
4. It is the responsibility of the Customer that OREQ can begin performance of the contract in a timely manner.
5. If the Customer has not ensured that OREQ can begin performance of the contract in a timely manner, the resulting additional costs and/or additional hours shall be borne by the Customer. Provision of information by the Customer 1. The Customer shall make all information, data and documents relevant for the correct performance of the Contract available to OREQ in good time and in the desired form and manner. 2. The customer guarantees the accuracy, completeness and reliability of the information, data and documents made available, even if they originate from third parties, insofar as the nature of the agreement does not dictate otherwise.
3. If and to the extent requested by the Customer, OREQ shall return the relevant documents.
4. If the Client fails to make available any information, data or records reasonably required by OREQ, or fails to do so on time or properly, and the performance of the contract is delayed as a result, the additional costs and additional hours arising therefrom shall be payable by the Client. Term of the contract relating to a service 1. The contract between OREQ and the customer relating to a service or services shall be entered into for a term of 12 months, unless the nature of the contract dictates otherwise or the parties have expressly agreed otherwise in writing.
2. Upon expiry of the term referred to in paragraph 1 of this article, the contract shall be tacitly converted into a contract for an indefinite period of time, unless one of the parties cancels the contract with due observance of a notice period of 2 months, or a consumer cancels the contract with due observance of a notice period of 1 (one) month, as a result of which the contract shall terminate by operation of law.
3. If, within the term of the agreement, the parties have agreed on a term for the completion of certain work, this is never a deadline.
If this term is exceeded, the customer must give OREQ written notice of default. Termination of fixed-term service contract 1. The customer or consumer may not terminate a fixed-term service contract until after 1 (one) year.
2. After expiration of the minimum term of 1 (one) year, the aforementioned agreement may be terminated by the customer subject to a notice period of 3 months.
3. After expiration of the minimum term of 1 (one) year, the aforementioned agreement can be terminated by a consumer subject to a notice period of 1 (one) month.
4. If the agreement concerning a service is entered into for less than 1 (one) year, the agreement cannot be terminated prematurely. Intellectual Property 1. OREQ shall retain all intellectual property rights (including copyright, patent rights, trademark rights, design rights, etc.) to all designs, drawings, writings, carriers containing data or other information, quotations, images, sketches, 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 OREQ’s prior written consent. Confidentiality 1. The Customer shall keep secret any information (in any form whatsoever) received from OREQ.
2. The same shall apply to any other information relating to OREQ which the Customer knows or can reasonably suspect to be secret or confidential, or which he can expect to be harmful to OREQ if disclosed.
3. The Customer shall take all necessary measures to ensure that he also keeps the information referred to in paragraphs 1 and 2 secret. 4. The confidentiality obligation described in this article does not apply to information: ◦ that was already public before the customer learned of this information or that subsequently became public without being the result of a breach of the customer’s duty of confidentiality ◦ that is disclosed by the customer pursuant to 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 expiration. Penalty clause 1. If the other party violates the article of these general conditions on confidentiality or on intellectual property, he forfeits for each violation in favor of trade name an immediately payable fine.
– If the other party is a consumer, this fine amounts to € 1,000 – If the other party is a legal entity, this fine amounts to € 5,000
2. In addition, the other party forfeits an amount of 5% of the amount mentioned in paragraph 1 for each day that the violation continues.
3. No prior notice of default or court proceedings are required for the forfeiture of this penalty.
Nor does it require any form of damage.
4. Forfeiture of the penalty referred to in the first paragraph of this article shall not affect OREQ’s other rights, including its right to claim damages in addition to the penalty. Indemnification The Customer shall indemnify OREQ against all claims by third parties relating to the products and/or services provided by OREQ. Complaints 1. The Customer must examine a product supplied or service rendered by OREQ for any shortcomings as soon as possible.
2. If a product supplied or service rendered does not comply with what the customer could reasonably expect from the contract, the customer must inform OREQ thereof as soon as possible, but in any case within 1 month of discovering the shortcomings.
3. Consumers must inform OREQ within 2 months of discovering the deficiencies at the latest.
4. The Customer shall provide a description of the shortcoming that is as detailed as possible, so that OREQ is able to respond adequately.
5. The customer must prove that the complaint relates to a contract between the parties.
6. If a complaint relates to work in progress, this may in any case not result in OREQ being obliged to perform work other than that agreed upon. Notice of default 1. The Client must notify OREQ of any notice of default in writing.
2. The Client shall be responsible for ensuring that a notice of default actually reaches OREQ (in good time). Joint and several liability customer If OREQ enters into a contract with several customers, each of them shall be jointly and severally liable for the full amounts owed to OREQ under that contract. Liability OREQ 1. OREQ shall only be liable for any loss suffered by the Customer if and insofar as such loss was caused by intentional or deliberate recklessness.
2. If OREQ is liable for any loss, it shall only be liable for direct loss arising from or in connection with the performance of a contract.
3. OREQ shall never be liable for indirect damage, such as consequential damage, loss of profit, missed savings or damage to third parties. 4. If OREQ is liable, such liability shall be limited to the amount paid out by any (professional) liability insurance taken out, and in the absence of (full) payment by an insurance company of the amount of loss, liability shall be limited to the (part of the) invoice amount to which the liability relates.
5. All images, photographs, colors, drawings, descriptions on the website or in a catalog are only indicative and only apply approximately and cannot be a reason for compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation. Expiry period Any right of the Customer to compensation from OREQ shall in any case expire 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 Civil Code. Right of termination 1. The Customer shall have the right to terminate the contract if OREQ imputably fails to fulfil its obligations, unless such failure does not justify termination in view of its special nature or minor significance.
2. If performance of the obligations by OREQ is not permanently or temporarily impossible, termination may only take place after OREQ is in default.
3. OREQ shall be entitled to terminate the contract with the Client if the Client fails to fulfil its obligations under the contract in full or on time, or if OREQ becomes aware of circumstances that give it good reason to fear that the Client will be unable to fulfil its obligations properly.
Force Majeure 1. In addition to the provisions of Article 6:75 of the Civil Code, any failure on the part of OREQ to comply with any obligation in respect of the Client shall not be attributable to OREQ in a situation independent of OREQ’s will, as a result of which performance of its obligations in respect of the Client is prevented in whole or in part, or as a result of which performance of its obligations in respect of the Client cannot reasonably be required of OREQ.
2. The force majeure situation referred to in paragraph 1 shall also include, but not exclusively, the following: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); non-performance and force majeure of suppliers, deliverers or other third parties; unexpected power, electricity, internet, computer and telecom failures; computer viruses, strikes, government measures, unforeseen transport problems, adverse weather conditions and work interruptions.
3. If a force majeure situation arises that prevents OREQ from fulfilling 1 or more obligations to the Customer, such obligations shall be suspended until OREQ can again fulfil them.
4. From the moment that a force majeure situation has lasted for at least 30 calendar days, either party may terminate the contract in writing in whole or in part.
5. OREQ shall not be liable to pay any compensation or damages in a force majeure situation, even if it enjoys any advantage as a result of the force majeure situation. Amendment of the Contract 1. If after the conclusion of the contract it appears necessary for its execution to amend or supplement its contents, the parties shall amend the contract accordingly in good time and by mutual agreement.
2. The preceding paragraph does not apply to products purchased in a physical store. Amendment of general terms and conditions 1. OREQ shall be entitled to amend or supplement these general terms and conditions. 2. Changes of minor importance may be made at any time.
3. Major substantive changes will be discussed by OREQ with the customer in advance as far as possible.
4. Consumers shall be entitled to terminate the contract in the event of a material change to the General Terms and Conditions. Transfer of rights 1. The Customer’s rights under a contract between the parties cannot be transferred to third parties without OREQ’s prior written consent.
2. This provision shall apply as a clause with effect under property law as referred to in Article 3:83(2) of the Civil Code. Consequences of nullity or voidability 1. Should one or more provisions of these general terms and conditions prove to be void or voidable, this shall not affect the other provisions of these terms and conditions.
2. A provision that is void or voidable shall in such case be replaced by a provision that comes closest to what OREQ had in mind when drafting the terms and conditions on that point. Applicable law and competent court 1. Any contract between the parties shall be governed exclusively by Dutch law.
2. The Dutch court in the district where OREQ has its registered office/practices/offices shall have exclusive jurisdiction to take cognizance of any disputes between the parties, unless otherwise prescribed by mandatory law.
Drafted 01-01-2021.