General Terms & Conditions
Definitions
- OREQ: OREQ, established in Hilversum under Chamber of Commerce no. 60272937.
- Client: the party with whom OREQ has entered into an agreement.
- Parties: OREQ and the client together.
- Consumer: a client who is also a natural person acting as a private individual.
Applicability of these terms
These terms apply to all quotations, offers, activities and deliveries. Deviations are only possible by explicit written agreement. Additional terms of the client or third parties are excluded.
Offers and quotations
Offers are without obligation unless stated otherwise and are valid for a maximum of one month. If an offer is not accepted within that period, it lapses. Offers do not automatically apply to repeat orders without written agreement.
Acceptance
OREQ reserves the right to withdraw an offer up to three days after acceptance. Verbal acceptance only binds OREQ after written confirmation.
Prices
Prices are in euros, excluding VAT and other costs unless stated otherwise. OREQ may change prices at any time. Services are based on a target price unless a fixed price is agreed in writing. A deviation of up to 10% of the target price is permitted; a higher deviation requires timely explanation, and the client may cancel the part above the target price plus 10%. Annual price adjustments are possible, subject to prior notice. Consumers may terminate the agreement in the event of a price increase.
Payments and payment term
OREQ may request an advance of up to 50%. Payment afterwards is due within one month of delivery. Payment terms are strict deadlines; failure to pay results in default by operation of law. OREQ may demand immediate payment or the provision of security.
Consequences of late payment
In the event of default, statutory interest is due, as well as extrajudicial collection costs and compensation in accordance with the applicable Dutch regulation. OREQ may suspend its obligations until payment is made. In the event of liquidation or bankruptcy of the client, claims are immediately due and payable.
Right of suspension / set-off
A client who is not a consumer waives the right of suspension and the right of set-off.
Insurance
The client insures against fire, explosion, water and theft: the delivered goods required for performance, OREQ goods present at the client, and goods under retention of title. The client shows the insurance policy on request.
Warranty
Service agreements contain only a best-efforts obligation, not an obligation to achieve a specific result.
Performance of the agreement
OREQ performs to the best of its knowledge and in accordance with good workmanship, and may outsource work to third parties. Performance takes place in mutual consultation after written agreement and payment. The client is responsible for enabling OREQ to start on time; additional costs or hours due to delay are at the client's expense.
Information provided by the client
The client makes relevant information and documents available in good time and guarantees their accuracy, completeness and reliability. OREQ returns documents on request. Delays caused by insufficient information are at the client's expense.
Duration of a service agreement
An agreement runs for 12 months unless otherwise apparent. After expiry it is tacitly converted into an agreement for an indefinite period, unless terminated with a notice period of two months (client) or one month (consumer). Agreed performance periods are not strict deadlines; written notice of default is required.
Terminating a fixed-term service agreement
Termination is not possible earlier than after one year: a client may terminate with a three-month notice period after one year; a consumer with a one-month notice period after one year. An agreement of less than one year cannot be terminated prematurely.
Intellectual property
OREQ retains all intellectual property rights unless agreed otherwise in writing. The client may not copy, show or use these rights without permission.
Confidentiality
The client keeps all OREQ information confidential, including information of which a confidential character may reasonably be assumed, and takes appropriate measures to ensure confidentiality. This does not apply to information that is already public or must be disclosed by law. Confidentiality applies during the agreement and for three years afterwards.
Penalty clause
A breach of the confidentiality or intellectual property provisions results in an immediately payable penalty of €1,000 (consumer) or €5,000 (legal entity), plus 5% of that amount for each day the breach continues, without notice of default or legal proceedings being required. The right to claim damages remains in addition to the penalty.
Indemnification
The client indemnifies OREQ against third-party claims relating to the products or services delivered.
Complaints
The client examines the product or service immediately for shortcomings and reports any shortcoming within one month of discovery (consumers: within two months), with a detailed description. The client must demonstrate that the complaint relates to the agreement. A complaint about ongoing work does not lead to different work.
Notice of default
Notice of default must be communicated to OREQ in writing. The client is responsible for the actual (timely) receipt.
Joint and several liability
If there are several clients, each is jointly and severally liable for the full amount.
Liability of OREQ
OREQ is only liable for damage caused by intent or deliberate recklessness, and only for direct damage arising from the agreement. OREQ is never liable for indirect damage, consequential damage or lost profit. Liability is limited to the insurer's payout or, failing that, the invoice amount. Images and photos on the website are indicative only and provide no grounds for compensation.
Limitation period
The right to compensation lapses 12 months after the event (without prejudice to Article 6:89 of the Dutch Civil Code).
Right of dissolution
The client may dissolve the agreement in the event of an attributable shortcoming of OREQ, unless it is minor. Where performance is impossible, dissolution is only possible after default. OREQ may dissolve in the event of the client's non-performance or the risk thereof.
Force majeure
A shortcoming of OREQ is not attributable in situations beyond its control, including emergencies, supplier errors, power failures, strikes and natural disasters. Obligations are suspended for the duration of the force majeure. After 30 calendar days of force majeure, both parties may dissolve the agreement. OREQ owes no compensation in cases of force majeure.
Amendment of the agreement / these terms
After conclusion, changes are made in mutual consultation. OREQ may change or supplement these terms; minor changes are always possible, and major changes are discussed in advance where possible. Consumers may dissolve the agreement in the event of a material change.
Transfer of rights
The client's rights cannot be transferred without OREQ's written consent (with effect under property law, Article 3:83(2) Dutch Civil Code).
Consequences of nullity or voidability
If a provision is null or void, the remaining provisions remain in force. A void provision is replaced by the closest equivalent valid provision.
Applicable law and competent court
Dutch law applies. The Dutch court in the district of OREQ's place of business has exclusive jurisdiction.
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