General terms and conditions for the activities of Oberman Groep BV
- General
1.1 Oberman Groep, hereinafter referred to as ‘Oberman’, is an agency offering courses, training, coaching and advice, inter alia in the field of logical reporting, as well as additional services, including writing texts and/or offering support in the creation of publications, or independently producing these publications. Courses and trainings can take place in a classroom setting or (partially) online.
1.2 Client is the person, company, organisation or body commissioning the service.
1.3 Student is the person who is a participant in a course, either as an employee of the Client or as hired self-employed person, or as Client. All conditions applicable to the Client also apply to the Student, if the latter is participating in the capacity of Client.
1.4 These general terms and conditions apply to all offers, work and quotations of Oberman, all contracts between Oberman and Client, and all contracts between Oberman and Student.
- Training courses
2.1 The courses for (the Student(s) of) Client will be provided using study and practice materials prepared by Oberman, on the basis of a programme drawn up by Oberman and Client in consultation, or (partly) via an online learning environment.
2.2 The location where the course days take place will be determined by mutual agreement between the parties. This may be in a classroom setting or (partly) online.
- Expenses
3.1 Oberman’s fee includes course materials, such as syllabus, exercises and/or online learning environment (unless otherwise agreed).
3.2 Other costs shall be borne by Client (unless otherwise agreed), such as: travel expenses, costs for renting the location, including day package, writing materials, presence of laptops for each Student, a beamer or screen and a flipchart.
- Copyright
4.1 The copyright to the course material used and developed in the context of this agreement, consisting of, inter alia, syllabus, videos, instruction sheets, exercises, etc., is vested in Oberman, unless third parties can claim a better right to it.
4.2 Client and Student are not permitted to publish the works referred to in 4.1, make them available for use by others and/or reproduce them other than for the purpose of an Oberman course under this agreement, for the agreed number of participants. Nor are Client and Student permitted to make changes to the course material without Oberman’s prior consent. Client and Student shall ensure that any access to an online learning environment is strictly personal and that the account is only used by the person who created it.
- Payment
5.1 After the first course meeting, Oberman will send Client an invoice for the full agreed amount, free of VAT but plus any expenses, such as travel and accommodation costs. Client shall ensure that the amount mentioned in the invoice is transferred to Oberman’s account within 14 days. For courses that take place (entirely) online, Client shall owe the agreed amount in advance.
5.2 In the event that, at the request of the Client, the parties have decided in good mutual consultation to postpone the first course meeting, Oberman is entitled to send the invoice mentioned in the previous paragraph as if the first course meeting had taken place on the initially planned date. The same payment conditions will then apply.
5.3 In the event of late or incomplete payment, the Client shall owe statutory interest on the outstanding amount without further notice. In addition, the Client will then owe extrajudicial costs in the amount of 15% (fifteen per cent) on the outstanding amount, with a minimum of €500.
5.4 Subsequent course days, follow-up sessions or other parts of an assignment already invoiced, shall be deemed to take place within one year of the invoice date. Thereafter, the claims of the Client to fulfil the remaining parts shall lapse, unless otherwise agreed, for example in the event that Oberman is unable to fulfil requests from the Client in time.
5.5 Oberman undertakes to make any refunds within thirty days after the parties have agreed on this refund.
- Illness
6.1 In the event of illness of the teacher or other unforeseen circumstances, the course leadership will be taken over by another Oberman teacher if possible, or catch-up arrangements will be made.
6.2 If ex art. 6.1 costs arise from cancellation and/or rebooking of a venue, these costs shall be borne by Client.
- Duty of confidentiality
Both during and after termination of this agreement, Oberman, Client and Student undertake vis-à-vis any third party to maintain strict confidentiality regarding the business operations of Client, confidential information provided by Student and the course methods and content of Oberman’s course material. In addition, Oberman undertakes to treat with the utmost care the reports of Students made available to it in the context of the course. Oberman shall ensure that the teacher signs a corresponding confidentiality agreement.
- Non-competition clause
8.1 Client and Student are forbidden to develop and/or provide (or arrange for the development of) courses based on Oberman’s syllabus, videos, online learning environment and/or other course material in any way directly or indirectly for payment or free of charge.
8.2 Neither Client nor Student shall in any way, during the term of the contract, as well as for three years after its termination, employ Oberman’s employees or otherwise have them work for them, directly or indirectly, except in cases where Oberman has expressly granted permission to do so.
8.3 In the event of breach of the prohibition in art. 8.1 and/or 8.2, the Client or Student shall forfeit immediately and without further notice of default or judicial intervention an onerous fine of €5,000 per breach, increased by €500 for each day the breach continues and without prejudice to Oberman’s right to claim compensation for the entire loss instead of the fine.
- Force majeure
In the event of force majeure, including strikes, fire, explosion, water damage, natural disasters and other circumstances which could not reasonably have been prevented by the party involved, compliance by the parties with the obligations arising from this contract shall be suspended in full or in part for the duration of such force majeure, without the parties being mutually obliged to pay any compensation in this respect, provided the party involved notifies the other party in writing of (the background of) the force majeure as soon as possible. If the performance of the agreement is suspended for more than three months due to force majeure of either party, the other party shall be entitled to terminate the agreement without being liable to pay any compensation.
- Cancellation
10.1 Should a booked course be cancelled by Client, the following cancellation policy shall apply:
– Client shall owe 25 per cent (twenty-five per cent) of the agreed fees in case of cancellation up to three months before the date of the first course day.
– Client is liable to pay 50% (fifty per cent) of the agreed fees if cancelled up to two months before the date of the first course day.
– Client shall owe the agreed fees in full in case of cancellation within two months before the date of the first course day.
10.2 A course is considered booked when Client has agreed to the offer, by e-mail, telephone or in any other way, even if the exact course days are not yet fixed.
10.3 If, for example due to cancellations, fewer persons than the agreed number turn out to take part in the course, payment to Oberman shall be made as if the originally stated number of participants had been present on the course.
- Complaints procedure
In the event of complaints, for example about the services provided by Oberman, Oberman shall respond as soon as possible, but at the latest within a period of four weeks. Oberman shall endeavour to deal with all complaints in full within the aforementioned period and, if it is not possible to provide a satisfactory response within this period, will provide the Client with an explanation and indicate when the Client can expect such a response. A complaint is inadmissible if it relates to an incident that took place more than six months ago or a situation that has been going on for more than six months. Oberman further undertakes to treat all complaints confidentially and to keep them for a period of two years from the time the complaints first reached Oberman. In the event that Client and Oberman do not reach a solution by mutual agreement, Client may appeal to Mirjam Decoz of Vos & Vennoten Advocaten, Nieuwe Gracht 45-47, Haarlem, mirjam.decoz@vvadvocaten.nl. She will investigate the complaint. After hearing all parties involved, Mirjam Decoz makes a ruling. This ruling is binding on Oberman. Any consequences will be swiftly implemented by Oberman.
- Duration and termination of the agreement
12.1 This agreement is entered into for a period during which Oberman first provides a course to (Student(s) of) Client. For each subsequent course or follow-up assignment, the parties shall enter into an ad hoc agreement referring to this agreement, and the provisions of this agreement shall apply.
12.2 Notwithstanding the provisions of the preceding paragraph, each party has the right to terminate this agreement by registered letter without judicial intervention and with immediate effect if the other party:
– acts in breach of any provision of this agreement and has not complied in full with its obligations within 30 (thirty) days of being notified of its breach by registered letter;
– is dissolved, applies for or obtains a moratorium or is declared bankrupt.
- Final provisions
13.1 This agreement is governed by Dutch law.
13.2 If any provision of these general terms and conditions turns out to be invalid, this shall not affect the validity of the entire agreement. The parties shall replace it with a new provision, which as far as possible reflects the intention of the original agreement.
13.3 In the event of disputes arising from the present or agreements based thereon, other than complaints (as described in article 11), the parties shall attempt to resolve such disputes in the first instance with the aid of mediation by a certified mediator in accordance with the rules of the Netherlands Mediation Institute, as they read on the commencement date of such mediation. The costs of such mediation shall be borne jointly by the parties, each for an equal share. The outcome shall be binding on both parties.
13.4 If the aforementioned mediation does not lead to a resolution of the dispute, the District Court of Amsterdam shall have jurisdiction.
13.5 In the event of any differences or differences in meaning between the Dutch text and the English translation of these terms and conditions, the Dutch text shall prevail.