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General Conditions

Version 2018.3

1. Definitions

In these conditions the following definitions apply:

1.1 Cooling-off period: the period within which the consumer can make use of his right of withdrawal;

1.2 Consumer: the natural person who does not act in the exercise of a profession or business and enters into a distance contract with Blinqlab Direct;

1.3 Day: calendar day;

1.4 The Software: Software and / or application (s) used by Blinqlab Direct, but not specially developed for the Client.

1.5 Durable data carrier: any means that enables the consumer or entrepreneur to store information that is addressed to him personally in a way that makes future consultation and unaltered reproduction of the stored information possible.

1.6 Right of withdrawal: the possibility for the consumer to waive the distance contract within the cooling-off period;

1.7 Office hours: on weekdays from 9 a.m. to 5 p.m.

1.8 Client: the person who enters into an agreement (whether or not remotely) with Blinqlab Direct

1.9 Distance Contract: an agreement whereby, within the framework of a system organized by Blinqlab Direct for the distance selling of products and / or services, up to and including closing the agreement only uses one or more techniques for distance communication;

1.10 Software: computer programs recorded on computer-readable material and the accompanying documentation, all including any updates to be provided.

1.11 Technology for distance communication: means that can be used for concluding an agreement, without the Client and Blinqlab Direct coming together in the same room at the same time.

1.12 Business Days: Monday to Friday with the exception of legally recognized holidays.

2. Identity of the entrepreneur

By Proxy BV acting under the name Blinqlab Direct
Establishment and visiting address: Hengeveldstraat 29, 3572 KH Utrecht, The Netherlands
Phone: 088-678 678 8
Accessible on working days between 9:00 and 17:00 CET
Chamber of Commerce Amsterdam 34202730
VAT NL.812940.842 .B01

3. Applicability, offers and agreements

  • 3.1 These general terms and conditions apply to all offers, deliveries and agreements made by or concluded with Blinqlab with regard to the provision of presentation services and / or software.
  • 3.2 Before the agreement (whether or not remotely) is closed, the text of these general terms and conditions will be made available to the Client. If this is not reasonably possible, it will be indicated before the distance contract is concluded that the general terms and conditions at Blinqlab can be inspected and they will be sent free of charge as soon as possible at the request of the Client.
  • 3.3 If the distance contract is concluded electronically, in derogation from the previous paragraph and before the distance contract is concluded, the text of these general terms and conditions can be made available electronically to the Client in such a way that the Client can be easily stored on a durable data carrier. If this is not reasonably possible, before the distance contract is concluded, will be indicated where of the general terms and conditions electronically can be taken note and that at the request of the Client by electronic means or otherwise will be sent free of charge.
  • 3.4 In the event that specific product or service conditions apply in addition to these general terms and conditions, the second and third paragraphs shall apply mutatis mutandis and the Client may in the event of conflicting general terms and conditions always invoke the applicable provision that is most applicable to him. favorable.
  • 3.5 These terms and conditions can only be deviated from explicitly in writing. In the event of deviation from one or more provisions of these general terms and conditions, the other provisions will remain in full force, unless expressly agreed otherwise.
  • 3.6 All offers, quotations, etc. made by Blinqlab, as well as announcements regarding the nature and the duration of the services to be delivered, which can only be given roughly on the basis of normal circumstances, are entirely without obligation, unless explicitly stated otherwise. All specifications and specifications on websites, in brochures, quotations, etc. are done as accurately as possible. However, Blinqlab is in no way liable for the consequences of any errors. The client must take into account changes in this.
  • 3.7 Any general terms and conditions used by the Client are explicitly rejected.
  • 3.8 If Blinqlab (partly) acts as buyer of goods and / or services and / or Blinqlab, for the benefit of (legal) actions which Blinqlab must perform for the Client, the general terms and conditions applicable in that aforementioned relationship whether these are from Blinqlab or from another party) also apply in addition to these general terms and conditions on the legal relationship between the Client and Blinqlab. In the event that these general terms and conditions are in conflict with the above conditions of third parties, these general terms and conditions prevail. The conditions of third parties (or the different conditions of Blinqlab that may apply) will be sent to the Client on his first request.
  • 3.9 If and in so far as Blinqlab makes third-party software available to the Client, the terms and conditions of those third-parties will also apply with regard to that software, with the provisions in these General Terms and Conditions being waived. Insofar as the Client enters into a (license) agreement with these third parties, this license agreement applies between the relevant third parties and the Client. The Client accepts the terms and conditions and, if applicable, the license agreement of these third parties. The conditions are available for inspection by the Client at Blinqlab and Blinqlab will send these General Terms and Conditions free of charge to the Client at his request.
  • 3.10 Blinqlab does not guarantee the soundness of the delivered software that forms the subject of the license agreement that the Client enters into with any third party.

4. Price and payment

  • 4.1 All prices are exclusive of sales tax (VAT) and other levies imposed by the government, unless otherwise indicated. Any change in the factors affecting the price, including purchase prices, exchange rates, import and export duties and other levies, insurance rates, freight rates and other levies or taxes due on import or export, can be passed on to the Client by Blinqlab.
  • 4.2 All invoices will be paid by the Client in accordance with the payment conditions stated on the invoice. In the absence of specific conditions, the Client will pay within 14 days of the invoice date. Payment will take place without deduction, compensation or suspension for whatever reason.
  • 4.3 Blinqlab reserves the right to require that a Client pay in advance an amount to be determined.
  • 4.4 If the Client is not a consumer, he can cancel an order by notifying Blinqlab by email or telephone. A cancellation is effective in such cases if Blinqlab has deregistered it as such in its systems. Any costs involved in the cancellation will be confirmed in the order confirmation or in agreements with the Client. With a cancellation no costs will be involved if:
  • 4.4.1 A start has been made with the agreed activities, and;
  • 4.4.2 The product or service has not yet been delivered in full or in part, or;
  • 4.4.3 If the cancellation relates to an appointment on location and the cancellation takes place no later than 5:00 pm two working days before the appointment date.
  • 4.5 If the Client does not pay the amounts due within the agreed period, the Client is automatically in default by the mere expiry of the term, the entire claim, including any future installments, is immediately due and Blinqlab (at the option of Blinqlab) is entitled to the relevant agreement and / or entitled to increase the claim with an interest rate of 1.5% per month, starting on the day after the expiration of the payment term, whereby a part of a month is counted for a full month.
  • 4.6 In the event that the Client is in default with the full payment of the amounts invoiced to the Client by the Blinqlab, the Client will owe the extrajudicial (collection) costs to the Blinqlab, as explained below:
  • 4.6.1 For Insofar as the Client is a consumer, Blinqlab is entitled to an amount equal to the statutory maximum allowable reimbursement in respect of the extrajudicial collection costs, as determined in and is calculated in accordance with the Reimbursement for extrajudicial collection costs, insofar as the outstanding amount – after the the commencement of the default – not yet after reminder within 14 days from the day after the day of reminder by the Blinqlab are met.
  • 4.6.2 In so far as the Client acted in the exercise of a profession or business then the Blinqlab, in derogation of article 6:96, paragraph 5 of the Dutch Civil Code, also, in derogation of the Decree on compensation for extra-judicial collection costs, is entitled to compensation and payment of the extrajudicial (collection) costs, which will now be set at an amount equal to 15% of the total outstanding principal sum with a minimum of € 40.00 for the first invoice that is partially or completely unpaid.
  • 4.7 A payment first deducts from the collection costs, then from the interest due and then from the principal sum.
  • 4.8 If a staggered payment arrangement has been entered into with the client and / or a direct debit authorization has been issued, payment will be made in accordance with the agreed frequency and / or period. If a collection attempt is reversed for whatever reason, Blinqlab has the right to charge € 7.50 reversal costs.
  • 4.9 All prices in the offers mentioned by Blinqlab, as referred to in article 3.6, only apply to these offers and can be revised up to the moment the agreement has been accepted by Blinqlab.
  • 4.10 Prices may be increased after the conclusion of the agreement on the basis of external factors, such as an increase in taxes, external deliveries, prices, currency rates, freight costs, wages and / or social charges, import duties, levies or other charges.
  • 4.11 Blinqlab is entitled to suspend the delivery and / or further performance of the work, as long as the Client has not fulfilled all its obligations towards Blinqlab. This right of suspension applies until the time that the Client has fulfilled his obligations, unless Blinqlab has in the meantime made use of his right to dissolve the agreement. This is without prejudice to Blinqlab’s right to compensation.
  • 4.12 Blinqlab is entitled to increase the agreed fees annually by means of a written notification to the Client with a percentage equal to the CBS price index figure (CBI all households).

5. Right of withdrawal for consumers

  • 5.1 If the Client is a consumer, he has the possibility to invoke his right of withdrawal.
  • 5.2 The consumer can make an agreement with regard to the purchase of a product, or with regard to the purchase of a service that has not been delivered on a tangible medium, during a cooling off period of 14 days of reasons. Blinqlab may ask the consumer about the reason for withdrawal, but does not require them to state their reason (s).
  • 5.3 The cooling-off period referred to in paragraph 5.2 goes into:
  • 5.3.1 For a product: on the day after the consumer, or a third party designated by the consumer in advance, has received the product, or if the consumer has ordered several products in the same order: the day on which the consumer, or a designated third party has received the last product.
  • 5.3.2 For a service that is not delivered on a tangible medium: on the day following the conclusion of the contract.

6. Exercise of the right of withdrawal by the consumer and costs thereof

  • 6.1 If the consumer exercises his right of withdrawal, he notifies Blinqlab by means of an email or other unambiguous manner within the reflection period.
  • 6.2 The risk and the burden of proof for the correct and timely exercise of the right of withdrawal lies with the consumer.
  • 6.3 The consumer shall bear no costs for the full or partial delivery of a product or a service not delivered on a tangible medium, if:
  • 6.3.1 The revocation takes place no later than at the latest two working days before the date that an appointment for a service is planned. with the consumer or a third party designated by the consumer in advance, or;
  • 6.3.2 The consumer has not explicitly agreed to commence the performance of the agreement before the end of the cooling-off period and has not acknowledged to lose his right of withdrawal when giving his consent; or
  • 6.3.3 Blinqlab has failed to confirm the declaration of the consumer referred to in ii.
  • 6.4 If the consumer exercises his right of withdrawal, all additional agreements will be dissolved by operation of law.

7. Blinqlab's obligations in the event of withdrawal

  • 7.1 If Blinqlab makes the notification of withdrawal by the consumer possible electronically, it will immediately send an acknowledgment of receipt after receipt of this notification.
  • 7.2 Blinqlab will reimburse all payments of the consumer by Blinqlab, without delay but within 14 days following the day on which the consumer notifies him of the withdrawal.
  • 7.3 Blinqlab uses the same payment method that the consumer has used for reimbursement, unless the consumer agrees to another method. The reimbursement is free of charge for the consumer.

8. Exclusion of right of withdrawal

  • 8.1 Blinqlab may exclude the following products and services from the right of withdrawal, but only if Blinqlab has clearly stated this in the offer, at least in time for the conclusion of the agreement:
  • 8.1.1 Service agreements, after full implementation of the service but only if the performance has begun with the express prior consent of the consumer; and the consumer has stated that he loses his right of withdrawal as soon as the entrepreneur has fully executed the agreement;
  • 8.1.2 Products manufactured according to the consumer’s specifications, which are not prefabricated and which are manufactured on the basis of an individual choice or decision of the consumer, or which are clearly intended for a specific person;
  • 8.1.3 Products which by their nature are irrevocably mixed with other products after delivery;
  • 8.1.4 The delivery of digital content other than on a tangible medium, but only if the performance has begun with the express prior consent of the consumer and the consumer has declared that he thereby loses his right of withdrawal.

9. Retention

  • 9.1 All items delivered to the Client remain the property of Blinqlab until the Client has fully paid Blinqlab the invoice (s) relating to the delivery of the aforementioned goods, including the claims on the Client in this respect. of the work performed (under an agreement) for his benefit (relating to the delivery of the aforementioned goods) and claims due to shortcomings in the performance, including all collection costs and the interest on the costs, of the agreement concluded between Blinqlab and the Client.
  • 9.2 The Client is not entitled to alienate all or part of the goods delivered subject to retention of title, to pledge them to third parties or to transfer them as property for security purposes.
  • 9.3 If the Client breaches Blinqlab, then Blinqlab is entitled to take back the goods delivered immediately and without any formality, and / or to take them back, and the Client is obliged to allow Blinqlab access to all spaces in use in that company, all this without prejudice to the right of Blinqlab to claim compensation from the Client.
  • 9.4 In the event of suspension of payment, application for suspension of payments, bankruptcy or liquidation of items of the Client, Blinqlab has the right described above.

10. Cooperation by the Client

  • 10.1 Due to the necessity that the Client cooperates with the execution of the agreement, the Client will always provide Blinqlab with all the correct, useful and necessary data or information, as well as inform about the developments that are going on within its organization.
  • 10.2 The Client is responsible for the use and proper application in its organization of the equipment, software and of the services to be provided by Blinqlab.
  • 10.3 If it has been agreed that the Client will make equipment, materials or data available (whether or not on information carriers), they will comply with the specifications necessary for carrying out the work. The supplied data must be correct, complete and consistent at all times, unless explicitly stated otherwise.
  • 10.4 If information necessary for the execution of the agreement is not available, not timely or not in accordance with the agreements, or if the Client does not fulfill its obligations in any other way, this may lead to suspension of the execution of the agreement and may additional costs according to Blinqlab’s usual rates will be charged.
  • 10.5 The Client shall provide assistance, consisting of the provision of sufficient manpower and capacity, including: connections, hardware and other facilities required to establish the connection with the Software as a Service (SaaS) applications and stand.
  • 10.6 If the Client does not, not fully and / or not timely make available the required capacity or the required information or the required employees to Blinqlab, Blinqlab is entitled to suspend the work and this may lead to a delay of the work and / or hitches in the provision of (software) applications, without Blinqlab being obliged to pay any compensation for damage. The client owes any (additional) costs to Blinqlab.
  • 10.7 The Client shall at all times ensure that the used equipment and (system) software, both at the Client itself and at its clients who make use of the applications offered by Blinqlab via the Client, at all times comply with the minimum requirements set by Blinqlab. requirements.
  • 10.8 The Client is responsible for the correct use and proper application of the (software) applications within its company and its customers, as well as for the supervision and control of the applicable security procedures.

11. Delivery term

  • 11.1 All (delivery) terms mentioned by Blinqlab are indicative and to the best of knowledge, and can never be regarded as a deadline unless expressly agreed otherwise. If the (delivery) term is exceeded, Blinqlab will inform the Client of this as soon as possible. An exceeding of the delivery time does not entitle the Client to compensation. Nor can the Client claim termination of the agreement.

12. Liability of Blinqlab

  • 12.1 Blinqlab can not be held liable for errors or omissions in the software used by them, including explicitly but not limited to The Software. Blinqlab only accepts liability in accordance with the provisions of this Article.
  • 12.2 The Client accepts that digital drawings via whatever software or in whatever form or capacity are “as is” without express or implicit guarantee (s), other than as referred to in Article 20 of these general terms and conditions.
  • 12.3 Blinqlab can not guarantee that the software used by them, including explicitly included but not limited to The Software, will go uninterrupted and / or error free.
  • 12.4 If the Client makes a specific software choice, it bears full responsibility for the selection of this software, even if this choice was made on the basis of the information provided by Blinqlab.
  • 12.5 Blinqlab is never liable for any indirect damage of the Client, including consequential damage, immaterial damage, trading loss, loss of orders, loss of profit and the like.
  • 12.6 Direct damage within the meaning of this article is exclusively understood to mean:
  • 12.6.1 The reasonable costs that the Client has demonstrated to have the performance of Blinqlab correspond to the agreement concluded between the parties.
  • 12.6.2 The reasonable costs incurred to determine the cause and extent of the damage, insofar as the determination relates to direct damage within the meaning of this article;
  • 12.6.3 The reasonable costs incurred to prevent or limit damage, insofar as the Client demonstrates that these costs have led to the limitation of direct damage within the meaning of this article.
  • 12.7 Blinqlab’s liability, as referred to in the previous paragraph, as well as any other liability arising from other facts or circumstances, shall in any event never go beyond the reimbursement of the invoice value (excluding VAT) of the relevant delivered service for the preceding month. or re-delivery of that service, at the option of Blinqlab and in so far as Blinqlab is able to supply similar products and / or services.
  • 12.8 The liability of Blinqlab is also limited to the amount that will be paid in a given case by any liability insurance of Blinqlab in respect of the relevant damage.
  • 12.9 Notwithstanding the provisions of the preceding paragraphs of this article Blinqlab is never liable for any damage, for whatever reason, arising from facts and / or circumstances attributable to third parties appointed by the Client, regardless of whether these third parties (ultimately) commissioned by Blinqlab.
  • 12.10 The Client is fully and completely responsible for its own choice with respect to these third parties and the activities performed by these third parties are entirely at the expense and risk of the Client or those third parties.
  • 12.11 The Client indemnifies Blinqlab against all claims that these third parties may invoke in respect of damage that has arisen in any way as a result of the Client’s use of software supplied by Blinqlab.
  • 12.12 Any action, for whatever reason and whether or not in law, must be instituted within one month after the relevant incident by virtue of which the Client is of the opinion that Blinqlab is liable for the damage suffered by the Client.

13. Delivery term

  • 13.1 If Blinqlab can not fulfill its obligations towards the Client due to a non-attributable shortcoming (“force majeure”), those obligations shall be suspended for the duration of the force majeure situation.
  • 13.2 Force majeure means any circumstance independent of the will of Blinqlab even though it was already foreseeable at the time of the conclusion of the agreement, which prevents compliance with the agreement permanently or temporarily, or as a result of which compliance with the agreement can not reasonably or no longer be observed. full consignment of Blinqlab can be demanded, as well as to the extent not already included, not, not complete and / or delayed delivery by (suppliers) suppliers of Blinqlab, import and export prohibitions, measures of Dutch and / or foreign government bodies carrying out the execution of making the agreement more difficult and / or costly than foreseen at the conclusion of the agreement, work strikes and / or company occupations, traffic jams, loss or damage during transport, fire, theft,failures in the supply of energy, defects in machines, everything in the company of Blinqlab as well as in the suppliers and furthermore all other causes which arise outside the will and / or cause of Blinqlab.
  • 13.3 In the event that one of the parties can not fulfill its obligations arising from the agreement concluded with the Client due to force majeure, Blinqlab has the right to terminate this agreement in whole or in part and / or to suspend its performance without any compensation whatsoever. also to be held.