Terms and conditions
TERMS AND CONDITIONS Stichting SFE Netherlands (Surfrider Foundation Netherlands)
Article 1. GENERAL
1. These general terms and conditions apply to all agreements that the SFE Netherlands Foundation, hereinafter referred to as “Surfrider Foundation Netherlands”, concludes with another organization; quotations, assignments, services, agreements of (sale) purchase, partnership (both financial and in services and materials), agreements of (rent) rental and deliveries, including.
2. These conditions can only be deviated from if this is agreed in writing and exclusively for the agreement in which the deviating provisions were made.
3. “Client” means the party for which Surfrider Foundation Netherlands has carried out the work to which these general terms and conditions relate and/or supplies products to.
Article 2. QUOTES / FORMATION OF AGREEMENT
1. All quotations from Surfrider Foundation Netherlands, in whatever form, are entirely without obligation, unless expressly stated otherwise. Surfrider Foundation Netherlands can withdraw a quotation as long as the client has not accepted the quotation. A quotation has a limited period of validity.
2. An agreement will only be concluded by written confirmation by Surfrider Foundation Netherlands, or by carrying out the assignment.
3. For activities for which no offer or order confirmation is possible due to their nature and scope, the invoice serves as order confirmation, which is deemed to accurately and completely reflect the agreement. Unless otherwise demonstrated in writing, the administration kept by Surfrider Foundation Netherlands will be decisive.
4. Surfrider Foundation Netherlands is entitled to suspend its work if the client, at its request, does not provide security for payment and other obligations arising from the agreement, without prejudice to the client's obligation to reimburse work already performed and costs incurred by Surfrider Foundation Netherlands.
5. Misunderstandings with regard to the content and execution of the agreement, resulting from the client not specifying the assignment, not specifying it correctly, not specifying it on time or making incomplete statements, are at the expense and risk of the client, even if that assignment and /or communications have been made via any technical means, such as e-mail or other transmission media.
6. In the event of force majeure, Surfrider Foundation Netherlands cannot be held responsible for any shortcoming.
7. Force majeure includes: State of emergency, government measures, transport problems, bad weather conditions.
Article 3. PAYMENT / COLLECTION
1. Payment must be made in the agreed manner and within the agreed term(s)
2. If payment of the total amount due has not been made on time, the client is in default without any notice of default being required. The client owes interest of 1.5% per month from the date of default until the day of full payment, unless the statutory interest is higher, in which case the statutory interest is due.
3. In the event of liquidation, bankruptcy, suspension of payment, administration or attachment on the part of the client, the claims of Surfrider Foundation Netherlands on the client are immediately due and payable.
4. If the client fails to comply with the agreement, all costs incurred by Surfrider Foundation Netherlands in and out of court in order to obtain satisfaction / compliance will be borne by the client. The extrajudicial (collection) costs start with a minimum of € 250.
Article 4. LIABILITY
1. Surfrider Foundation Netherlands is not liable, either towards the client or towards third parties, for any damage resulting from the (execution of) the agreed work, unless there is intent or gross negligence on the part of Surfrider Foundation Netherlands, where conditional intent is not considered intent. Surfrider Foundation Netherlands is never liable if the shortcoming is due to force majeure.
2. Even in the event of intent or gross negligence on the part of Surfrider Foundation Netherlands, Surfrider Foundation Netherlands is never liable, either to the client or to third parties, for consequential damage, damage due to delays, damage in the form of lost profits, or immaterial damage.
3. The liability of Surfrider Foundation Netherlands is limited to the total price agreed for an assignment (excl. VAT and other levies), but with a maximum of € 1,250,000.
Article 5. DISSOLUTION
1. Surfrider Foundation Netherlands is entitled to suspend its activities or to dissolve the agreement in whole or in part without notice of default being required if:
- The client is in default of paying the agreed price, including the interest and costs due; and/or
- The client is in default of receiving the delivered goods; and/or
- Circumstances that come to Surfrider Foundation Netherlands' attention after concluding the agreement give good reason to fear that the client will not fulfill the obligations, including the circumstance that it appears that the client is insufficiently creditworthy;
- The client fails to fulfill his/her obligations under the agreement; and/or
- The client is declared bankrupt; and/or
- The client applies for a suspension of payments; b. If the agreement is dissolved pursuant to this article, the client is immediately liable to pay 30% of the agreed price for compensation for damage, without prejudice to the client's obligation to reimburse work already performed and costs incurred by Surfrider Foundation Netherlands and without prejudice to the right from Surfrider Foundation Netherlands to claim the entire damage in court. In the event of dissolution pursuant to this article, all installments received will primarily be deducted from the costs, subsequently from accrued interest and finally from the principal amount and current interest.
Article 6. CANCELATION
Cancellation of an agreement by the client must be done as promptly as possible. Surfrider Foundation Netherlands calculates:
- 25% of the agreed price if canceled 11-21 days before the start of the work.
- 50% of the agreed price if canceled 6-10 days before starting work.
- 100% of the agreed price if canceled 1-5 days before starting work.
Article 7. INTELLECTUAL RIGHTS
1. The client must inform himself in advance of the conditions set and to be set by the copyright organization the BUMA/STEMRA Foundation and the neighboring rights organization the SENA Foundation with regard to the reproduction of image and/or sound carriers and related matters.
2. The client guarantees Surfrider Foundation Netherlands that compliance with the agreement, including the duplication and/or publication of information carriers, logos, image and sound carriers, computer software, data files, etc., will not infringe the rights of third parties.
3. The client is responsible for obtaining permission from the rights holder(s) for the assignment in question. If the client does not obtain the required permission, or fails to request permission, or if Surfrider Foundation Netherlands has reasonable doubt about the existence or otherwise of that permission, Surfrider Foundation Netherlands is entitled to immediately terminate the agreement or suspend its activities.
4. The client indemnifies Surfrider Foundation Netherlands against all claims or damages from third parties based on violation of intellectual property rights.
5. Unless expressly agreed otherwise in writing, Surfrider Foundation Netherlands remains entitled to the copyright that may arise on the works produced by it in compliance with the agreement, such as copies, types, design drawings, models, working and detailed drawings, information carriers, computer software, data files, photographic recordings, films and similar production and aids.
6. After delivery of the works produced under the agreement, the client obtains non-exclusive use of those items, which use is limited to normal use and in particular not the duplication of those items in the context of any production process.
Article 8. CONFIDENTIALITY
1. Both parties are obliged to maintain confidentiality of all confidential information that they have obtained from each other or from another source in the context of their agreement. Information is considered confidential if this has been communicated by the other party or if this arises from the nature of the information.
2. If Surfrider Foundation Netherlands, on the basis of a legal provision or a court decision, is obliged to provide confidential information to third parties designated by law or the competent court, and Surfrider Foundation Netherlands cannot rely on a legal or the competent court recognizes or permits the right of non-disclosure, then Surfrider Foundation Netherlands is not obliged to pay compensation or indemnification, and the other party is not entitled to terminate the agreement on the basis of any damage caused as a result.
Article 9. MISCELLANEOUS
Changes to, additions to, or cancellation of this agreement are only valid if agreed in writing. Oral side agreements are not valid to the extent that they conflict with the above provisions.
Article 10. APPLICABLE LAW
Any legal relationship between Surfrider Foundation Netherlands and the client will be governed by Dutch law.
Article 11. DISPUTES
All disputes arising from an agreement with Surfrider Foundation Netherlands, or an agreement that may be the result thereof, will, to the exclusion of any other judicial authority, be submitted to the district court in the district of the place of business of Surfrider Foundation Netherlands, unless the subdistrict court has jurisdiction. In that case, the subdistrict court in the place of business of Surfrider Foundation Netherlands has jurisdiction.