Below the general conditions for any agreement with Intakt BV are stated. Any relation between Intakt BV and its customers is subject to these general conditions of sales and delivery as far as special conditions that parties may have agreed on in writing do not apply.
Principal: the person or legal person who enters into agreement with Intakt BV for the delivery of its products and services.
Intakt BV's products and services: products and services delivered or to be delivered by Intakt BV, allowing consultation of electronic information made available by the principal and exchanging electronic messages among users; this includes, among other things, production, placement and promotion of a website, data transfer, internet access, and any other additional and supporting product or service.
Agreement: any mutual acceptance, either confirmed in writing, by phone or by electronic mail, of the delivery of one or several products or services of Intakt BV
The articles below apply to any offer, order or agreement made by or with Intakt BV, provided that no specific conditions have been agreed on by both parties in writing. General conditions of the principal or third parties have no binding effect on Intakt BV, nor do these apply.
3. Offer and acceptance
All offers and quotations made by or on behalf of Intakt BV are free of obligations, except when stated otherwise in writing or by electronic mail by Intakt BV. An offer or quotation made by Intakt BV is valid for 30 days, unless stated otherwise.
4. Start of the agreement
An agreement is made on the day the following condition has been met: The application form needs to be filled in completely, signed by the principal and sent to Intakt BV by electronic mail, regular post or fax. Once the contract is received and accepted by Intakt BV, the agreement is binding. Parties are free to prove an agreement has been made by using other means. Any addition to or adjustment of the agreement can be made only and exclusively in writing.
5. Duration and termination
The agreement is made for an indefinite period of time, with a minimum of 6 months, unless agreed otherwise. The agreement can only be terminated in writing, taking into account one month's period of notice.
Intakt BV has the right to terminate the agreement immediately if the principal fails to meet one or several of its obligations towards Intakt BV adequately or fully, or acts in violation of these obligations. Intakt BV has the right to terminate the agreement immediately without proof of default or judicial interference if the principal has been declared bankrupt, has applied for or received a moratorium, or has lost free management or its capital otherwise. In that situation, the latter party has no right to compensation.
Without prejudice to the provisions in article 14, Intakt BV has the right to terminate the agreement immediately and without judicial interference if:
- the principal makes improper use of Internet
- the principal distributes information that is in violation of (inter)national laws and regulations
- the principal distributes information that is in violation of generally accepted norms and values
- the principal distributes information that discriminates with regard to appearance, race, religion, gender, sexual preference, culture, origin, or can be called hurtful otherwise
- If the principal is unreachable by any common means of communication, or if Intakt BV is of the opinion that the principal is not taking, in Intakt BV's perception, adequate measures to improve the situation, Intakt BV has the right to terminate the agreement without judicial interference.
Intakt BV will terminate the agreement when Intakt BV feels obliged to report the principal to the judiciary because of his or her actions.
6. Force majeure
With respect to the agreement, force majeure involves anything that is considered as such in terms of law and jurisprudence. If Intakt BV is unable to meet its obligations resulting from the agreement due to force majeure, it does not need to comply with them. In that case, the agreement is annulled.
All prices mentioned on the website, as well as prices agreed on individually, are exclusive of VAT and other levies that have been imposed by the government, unless otherwise stated.
Intakt BV has the right to change the tariffs. These changes are made known to the principal at least three months before their starting dates. The principal has the right to terminate the agreement before the starting date of the new price.
8. Payment conditions
Payment obligations on the part of the principal start on the day the agreement starts. Payment relates to the period that starts on the day the products and services of Intakt BV are made available.
The amount due, based on the agreement, is exclusive of VAT and other possible levies resulting from legal regulations. The principal is due to pay these levies.
Depending on the duration of the agreement, the amount due is to be paid in advance â€“ unless stated otherwise in the agreement- by means of an invoice. If payment is not received in full, Intakt BV retains the right to (temporarily) interrupt the services. Other costs are invoiced every quarter of a year on the basis of a post-calculation.
For each period of payment, an invoice for the costs resulting from the agreement is sent to the principal by Intakt BV. The invoice needs to be paid in full within 30 days.
If the principal fails to pay timely, this is communicated to the principal and a new payment term is set. If the principal fails to pay within that period, it is in default without notice.
9. Payment disputes
If the principal is of the opinion that the invoiced costs are not correct, it can object to them within two weeks of the date mentioned on the invoice. After receiving the objection, Intakt BV will start an investigation into the correctness of the amount invoiced.
Intakt BV is dependent on the cooperation, services and supply by third parties in its activities. Intakt BV can by no means influence these external processes, and is therefore in no way liable for any damages resulting from the agreement with Intakt BV or the termination of the agreement, regardless of the damages arising or becoming known during or after the agreement with Intakt BV.
In case of attributable default based on the agreement, Intakt BV can only be held liable for replacement damages, i.e. damages for the value of the performance that was not delivered. Intakt BV cannot be held liable for any other form of damages, including supplementary damages in any form whatsoever, indirect or consequential damages, or damages relating to a loss of turnover or profit. The principal indemnifies Intakt BV against any third-party liability for damages resulting from unlawful or careless use of the products and services delivered to the principal by Intakt BV.
Considering the large number of junctions on the Internet that involve human intervention, the use of local networks and wireless communication, it should be taken into account that any information obtained from or sent by the Internet can be accessed freely. Intakt BV is not liable for any form of damage caused by sending confidential or secret information. Intakt BV is not liable for any security or third-party misuse of stored data.
11. Transfer rights
Parties are not entitled to transfer any of their rights or duties resulting from an agreement to third parties without prior written consent from the other party.
12. The principal's freedom with regard to content
The principal is free to publish any information electronically, including the exchange of information, however taking into account the declarations in Article 5 and with the exception of pornographic material. In case Intakt BV discovers any pornographic material, the principal will be asked to remove these files from her server. Intakt BV has the right to remove certain material herself in exceptional cases.
13. Suspension of services
Intakt BV has the right to suspend any delivered products and services temporarily for the purpose of maintenance. All reasons for termination of the agreement postulated in section 5 give Intakt BV the right to temporarily block the principal's access to services in order to limit damages on Intakt BV's part.
In case of visible defects or incompleteness of the product, the principal needs to notify Intakt BV within 30 days of supply. If this term is exceeded, Intakt BV does no longer hold any liability for the defects. In the case of invisible defects, Intakt BV ought to be notified in writing by means of registered mail within 30 days after the defect has been ascertained. If this is not done, Intakt BV is not liable for the defects. Provided that the principal's claim is justified, the product will be adjusted, replaced or reimbursed after consultation with the principal. A complaint on the principal's part does not adjourn the principal's obligations as determined in the agreement.
15. Change of conditions
Intakt BV reserves the right to change these conditions or make additions to them. Any changes made also apply to agreements already in effect subject to 30 days notice from the date the change was communicated in writing. If the principal is not willing to accept a change of conditions, he can annul the agreement up to the date the new conditions come into effect, meaning the agreement to end on that date, or on the date that the cancellation is received if this is to take place after the new conditions have come into effect.
16. Dispute regulation and applicable law
If one or several articles of these conditions are declared void by a court, the remaining terms of these general conditions will remain fully valid. Moreover, Intakt BV and the principal will consult with each other for the purpose of agreeing on new terms to replace the void ones, taking into account the objectives and contents of the latter ones as much as possible. The agreement is solely subject to Dutch law.
December 10, 2013