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General and special conditions for B2C, 2015 Version

 

General terms and conditions of sale and delivery and special conditions for maintenance and support.

 

Table of Content:

 

• Article 1   - Definitions

• Article 2   - Identity of the Business Owner

• Article 3   - Applicability

• Article 4   - The Offer

• Article 5   - The Contract

• Article 6   - Right to Cancel

• Article 7   - Obligations of the consumer the cooling-off period

• Article 8   - Exercising the right to cancel by the consumer and the relating costs

• Article 9   - Obligations of the business owner in case of cancellation

• Article 10 - Exclusion of the Right to Cancel

• Article 11 - The price

• Article 12 - Fulfilment and Execution

• Article 13 - Continuing Performance Contract: duration, cancellation and extension

• Article 14 - Payment

• Article 15 - Complaints

• Article 16 - Disputes

• Article 17 - Special conditions for maintenance and support

• Article 18 - Definitions

• Article 19 - Support Agreement (additional work)

• Article 20 - (Restrictions) license

• Article 21 - (Professional) Regulations

• Article 22 - Decommissioning



Article 1 - Definitions

 

In these Terms and Conditions, the following shall be understood to mean:

 

1.   Contract: a contract whereby the consumer acquires products, digital content and / or services in connection with a distance contract.

2.   Cooling-off Period: the period within which the consumer can exercise his right to cancel

3.   Consumer: a natural person who is acting for purposes which are outside that person's trade, business, craft, or [...] profession.

4.   Day: calendar day.

5.   Digital Content: data produced and delivered in digital format.

6.   Continuing Performance Contract: a contract which encompasses the regular delivery of goods, services and / or digital content for a certain period of time.

7.   Durable Medium: any device including email which enables the consumer or business owner to store information that is addressed to him personally in a way that makes it accessible for future reference or use, for a period adequate for the purpose of the information and which allows the unchanged reproduction of the stored information.

8.   Right to cancel: the ability for the consumer to waive the distance contract within the cooling-off period.

9.  Business Owner: the natural person or legal entity that offers products, (access to) digital content and/or services to consumers at a distance.

10. Distance Contract: a contract closed between the business owner and the consumer within the framework of an organized system for distance selling of products, digital content and / or services, where up to and including the conclusion of the contract one or more means of distance communication are solely or partly used

11. Model Form for Cancellation: the European model set out in Appendix I of these conditions for cancellation

12. Technology for remote communication: means that can be used to conclude a contract without the necessity for the consumer and business owner to be simultaneously present at the same location

 

Article 2 - Identity of the business owner

 

Name business owner : TresBizz Ltd.

 

Operating under the name / names :

 

-  TresBizz

 

Business address :

TresBizz Ltd.

World Trade Center

P.J. Oudweg 4

1314 CH, Almere

The Netherlands

Telephone number : + 44 203 608 91 02

Email address : info-uk@tresbizz.com

Chamber of Commerce number : 57949301

VAT number : NL852806115B01

Availability : Monday – Friday from 09.00 to 17.00

 

Article 3 - Applicability

 

  1. These general conditions apply to each offer from the business owner and to distance contract between business owner and consumer.
  2. Before the distance contract is concluded, the text of these general conditions are made available to the consumer. If this is not reasonably possible, the business owner will indicate before the distance contract is concluded how his general conditions can be viewed and that they will be sent free of charge at the request of the consumer electronically or otherwise.
  3. When a distance contract is concluded by electronic means, can, notwithstanding the preceding paragraph and before the distance contract is concluded, the text of these terms and conditions be made available electronically to the consumer in such a way that it can be stored easily by the consumer on a data storage device. If this is reasonably not possible, shall, before the distance contract is concluded, be indicated where the general conditions can be read electronically and that they will be provided at the request of the consumer free of charge by electronic means or otherwise.
  4. In the event that besides these general conditions also specific product or service conditions apply, the second and third paragraph shall apply and the consumer can always rely in the event of conflicting terms on the applicable provision that is for him the most favourable one.

 

Article 4 - The Offer

 

  1. If an offer has a limited duration or subject to conditions, this will be explicitly stated in the offer.
  2. The offer includes a complete and accurate description of the offered products, digital content and / or services. The description is sufficiently detailed to allow a proper assessment of the offer by the consumer.If the business owner uses images, those will be a true representation of the products, services and / or digital content. Obvious mistakes or errors in the offer do not bind the business owner.
  3. Each offer contains such information that it is clear to the consumer what rights and obligations which are attached to acceptance of the offer.

 

Article 5 - The Contract

 

  1. The contract is subject to the provisions of paragraph 4, concluded at the time the consumer accepts the offer and meet the corresponding conditions.
  2. If the consumer has accepted the offer electronically, the business owner will immediately acknowledge electronic receipt of acceptance of the offer. Until this acceptance has not been confirmed by the business owner, the consumer may rescind the contract.
  3. If the agreement is created electronically, the business owner must take appropriate technical and organisational measures to protect the electronic transmission of data and to create a secure web environment. If the consumer can pay electronically, the business owner will observe appropriate security measures.
  4. The business owner can research within the law if the consumer can meet its payment obligations, as well as of all those facts and factors that are important to a sound conclusion of the distance contract. If the business owner on the basis of this research has sound reasons not to enter into the agreement, then that business owner is entitled to implement an order or request to refuse or reject an order or request, or to impose special conditions.
  5. De business owner will be obligated to provide upon delivery of the product, service or digital content to the consumer, the following information in writing or in such a way that it can be stored by the consumer in an accessible manner on a durable medium:
    • the business address of the business owner where the consumer can file complaints;
    • the conditions that allow the consumer to exercise his right to cancel or a clear statement regarding the exclusion of the right to cancel;
    • information about guarantees and after-sales service;
    • the price including all taxes of the product, service, or digital content; in so far as applicable, the costs of delivery as well as the method of payment, delivery or execution of the distance contract;
    • the requirements for terminating the agreement if the agreement has a duration of more than one year or for an indefinite period;
    • If the consumer has the right to cancel, the applicable model cancellation form.
  1. In case of an ongoing transaction, the provision in the previous paragraph only applies to the first delivery.

 

Article 6 - Right to Cancel

 

In case of products:

 

  1. The consumer may terminate a contract concerning the purchase of a product during a cooling-off period of 14 days without giving any reason. The business owner might ask the consumer about the reason for cancellation, but that customer is not obliged to state his reason(s).
  2. The cooling-off period mentioned in paragraph 1 will start the day after the consumer or a designated third party who is not the carrier, has received the product providing:
    • the consumer has ordered several product in the same order: the day on which the consumer, or a third party designated by him, has received the latest product. The business owner may, provided that he has informed the consumer hereof prior to the ordering process in a clear manner, refuse an order of multiple products with different delivery times.
    • if the delivery of a product consists of multiple shipments or parts: the day on which the consumer, or a third party designated by him, has received the latest shipment or the latest part;
    • in case of contracts for regular delivery of goods during a certain period: the day on which the consumer, or a third party designated by him, has received the first product.

 

With services and digital content which are not supplied on a tangible medium:

  1. The consumer can dissolve a service contract and a contract for the delivery of digital content which is not supplied on a tangible medium during 14 days without giving any reason. The business owner may ask the consumer about the reason for cancellation, but he in turn is not committed to state his reason(s).
  2. The cooling-off period mentioned in paragraph 3 starts on the day following the conclusion of the contract.

 

Article 7 - Obligations of the Consumer during the cooling-off period

 

  1. During the cooling-off period, the consumer will handle the product and packaging with care. He will only unpack or use the product to the extent necessary to establish the nature, characteristics and functioning of the product. The premise is that the consumer can only handle and inspect the product as he would be allowed to do so in a store.
  2. The consumer is only liable for the reduced value of the product when the consumer’s handling of the product exceeds the conditions mentioned in paragraph
  3. The consumer is not liable for the reduced value of the product when the business owner did not provide him before or during the conclusion of the contract with all legally required information relating to the right to cancel.
  4. The consumer’s right to cancel is not applicable when the consumer has connected or activated the product.

 

Article 8 - Exercising the right to cancel by the consumer and the relating costs

 

  1. When the consumer exercises his right to cancel, he shall report this to the business owner within the cooling-off period by using the standard cancellation form or any other unequivocal manner.
  2. As soon as possible, but within 14 days from the day following the notification referred to in paragraph 1, the consumer shall return the product, or hand it over to (a representative of) the business owner. This does not apply if the business owner has offered to collect the product himself. The consumer has respected the return period in any case if he returns the product before the cooling-off period has expired.
  3. The consumer returns the product with all supplied accessories; where feasible in original condition and packaging, and in accordance with the business owner’s reasonable and clear instructions.
  4. The risk and the burden of proof for the correct and timely execution of the right to cancel remains with the consumer.
  5. The consumer bears the direct cost of returning the product. If the business owner has not informed that the consumer has to bear those costs or if the business owner has indicated to bear the costs itself, then the consumer does not have to bear the cost of return.
  6. If the consumer cancels after first having expressly requested that the provision of the service or the supply of gas, water or electricity are not put up for sale in a limited volume or certain quantity starts during the cooling-off period, then the consumer is obligated to pay the business owner a sum in proportion to that part of the commitment which is fulfilled by the business owner at the time of cancellation, compared to the full fulfilment of the obligation.
  7. The consumer shall bear no cost for the performance of services or the supply of water, gas or electricity, that are not put up for sale in a limited volume or quantity, or supply of district heating, if:
    • de business owner has not provided the consumer with the regulatory information concerning the right to cancel, the reimbursement of costs in case of cancellation or the model cancellation form, or;
    • the consumer did not explicitly request the start of the delivery of the service or supply of gas, water, electricity or district heating during the cooling-off period.
  8. The consumer shall bear no cost for the full or partial delivery of digital content not supplied on a tangible medium, if:
    • prior to their delivery, he has not expressly consented to the start of the fulfilment of the contract before the end of the cooling-off period;
    • he had not acknowledged that he forfeits his right of cancellation when giving his consent; or
    • the business owner has failed to confirm this statement from the customer.    

  If the consumer exercises his right to cancel, any supplemental agreements shall be automatically terminated.

 

Article 9 - Obligations of the business owner in case of cancellation

 

  1. If the business owner makes the notification of cancellation by the consumer electronically available, he will send immediately a confirmation of receipt after receiving this message.
  2. The business owner shall reimburse all payments made by the consumer, including any delivery costs charged by the business owner for the returned product, promptly but within 14 days following the day on which the consumer notifies him of the cancellation. Unless the business owner offers to collect the product himself, he may wait with reimbursement until he has received the returned product or until the consumer proves that he has returned the product, whichever occurs first.
  3. The business owner uses for reimbursement the same payment method that the consumer used, unless the consumer agrees to a different method. The reimbursement is free of charge for the consumer.
  4. If the consumer has chosen a more expensive method of delivery compared to the least expensive standard delivery, the business owner is not obligated to reimburse the additional costs resulting from the more expensive method.

 

Article 10 - Exclusion of the Right to Cancel

 

The business owner may exclude the following products and services from the right to cancel, but only when the business owner has stated this clearly in the offer, or at least before the conclusion of the contract:

  1. Service contracts, after full completion of the service, but only if:
  • The delivery started after explicit prior consent of the consumer; and
  • the consumer has stated that he will forfeit his right to cancel once the contract has been fully fulfilled by the business owner;
  1. The delivery of digital content other than on a tangible medium, but only if:
  • the execution has started with the explicit prior consent of the consumer; and
  • the consumer has stated that he thus forfeits his right to cancel.

 

Article 11 - The Price

  1. During the validity mentioned in the offer, the prices of the offered products and / or services will not be raised, except for price changes due to changes in VAT rates.
  2. Notwithstanding the preceding paragraph, the business owner may offer variable prices for products or services whose prices are subject to fluctuations in the financial market and over which the business owner has no influence. These fluctuations and the fact that the stated prices could be indicative, must be stated in the offer.
  3. Price increases are only allowed within 3 months after the conclusion of the contract if they result from legislation or regulations.
  4. Price increases after 3 months from the date of conclusion of the contract are only allowed if the business owner has stipulated this, and:
    • these are the result of legislation or regulations; or
    • the consumer has the right to terminate the agreement as of the date that the price increase comes into effect.
  5. The prices in the offer for products or services include VAT.

 

Article 12 - Fulfilment and Execution

 

  1. The business owner will take the greatest possible care when receiving and executing orders for products and when assessing requests for services.
  2. The location for delivery is the address that the consumer has made known to the business owner.
  3. Subject to the terms stated in Article 4 of these general conditions, the business owner shall carry out accepted orders expeditiously but not later than 30 days, unless a different delivery time has been agreed upon. If delivery is delayed, or when an order cannot or only partially be fulfilled, the consumer shall be informed to that effect not later than 30 days after placing the order. The consumer has in this case the right to terminate the contract without penalty and might be entitled to compensation.
  4. After termination in accordance with the preceding paragraph, the business owner will reimburse immediately the amount that consumer has already paid.
  5. The risk of damage and / or loss of products remains with the business owner until the moment of delivery to the consumer or to a prior appointed representative (of which the business owner was informed), unless otherwise expressly agreed upon.

 

Article 13 - Continuing Performance Contract: duration, cancellation and extension

 

Cancellation:

  1. Private: The consumer may terminate a contract of definite duration which includes the regular delivery of products (including electricity) or services at any time at the end of the fixed term, subject to the agreed termination conditions and a notice of up to one month.
  2. Business: The business owner may terminate a contract of definite duration which includes the regular delivery of products (including electricity) or services at any time at the end of the fixed term, subject to the agreed termination conditions and a notice of up to three months.

 Duration:

  1. If a contract has a duration of more than one year, the consumer is allowed to terminate it after one year at any time with a notice of up to three months, unless such a termination before the end of the agreed-upon duration is deemed to be unreasonable.

 

Article 14 - Payment

  1. Unless otherwise specified in the contract or additional terms and conditions, the amounts due must be paid by the consumer within 14 days after the start of the cooling-off period, or in the absence of such a cooling-off period within 14 days after the conclusion of the contract. In case of a contract to provide a service, this timeframe starts the day after the consumer has received the confirmation of the agreement.
  2. When selling products to consumers, the consumer can never be required to advance payments of more than 50% under the general conditions. When an advance payment has been agreed upon, the consumer cannot assert any rights regarding the delivery of the ordered service(s) before the advance payment has been made.
  3. The consumer has the duty to inform the business owner immediately of any inaccuracies in provided payment information.
  4. If the consumer is unable to make his payment(s) in time, he is allowed to meet his payment obligations within 14 days after the business owner had informed him of the overdue payment(s). After failing to pay within this 14-day period, statutory interest will be charged over the outstanding amount and the business owner is entitled to charge the extrajudicial collection costs he incurred. These extrajudicial collection costs cannot exceed: 15% on outstanding amounts up to € 2,500; 10% over the next € 2,500 and 5% on the next € 5,000 with a minimum of € 40, =. The business owner may deviate to the benefit of the consumer of the said amounts and percentages.
  5. In case of a business owner, the extra judicial collection costs will be calculated according to the Rapport Voorwerk II and the statutory interest will be due from the date of first failure to fulfil the obligation.

 

Article 15 - Complaints

  1. De business owner shall have a sufficiently notified complaints procedure and shall handle the complaint in accordance with this complaint procedure.

  2. Complaints about the performance of the contract must be submitted to the business owner with a full and clear description within a reasonable time after the customer has discovered the faults.
  3. The complaints submitted to the business owner shall be answered within a period of 14 days after the date of receipt. Should a complaint demand a foreseeable longer time for handling, the business owner shall respond within 14 days with a notice of receipt and an indication when the customer can expect a more detailed reply.
  4. If the complaint cannot be solved by mutual agreement within a reasonable timeframe not exceeding 3 months, it will turn into a dispute that is open to the dispute settlement rules.

 

Article 16 - Disputes

The contracts between the business owner and the consumer that are subject to these general conditions, are governed solely by Dutch law and the jurisdiction is the location of TresBizz, unless otherwise stipulated by mandatory law.

 

Article 17 - Special conditions for maintenance and support

The following general conditions apply to Software Support and Maintenance services provided by TresBizz Ltd.

 

1. Technical Support. In case the customer has submitted a request for support for installing software and / or removal of malware, and / or computer- related problems, the following conditions apply:

 

      • 1.1: TresBizz Ltd will do its utmost to solve the problem, install software correctly or, if necessary, provide the customer with other solutions.

 

      • 1.2: TresBizz Ltd is not responsible for lost files on the customer’s PC. TresBizz Ltd recommends the customer to make a backup before that customer starts with support.

 

 

2. Software Maintenance. If problems occur after installation, customers can contact TresBizz Ltd during office hours from 9:00 to 17:00. These times may vary under special circumstances.

 

 

3. Restrictions

 

      • 3.1: TresBizz Ltd has the right to refuse to offer support if customers do not accept the general conditions.

 

      •3.2 TresBizz BV cannot be held liable for any hardware problems after a support session.

 

      • 3.3: Due to the limited time available for the necessary daily support, it could be possible that TresBizz Ltd cannot complete the support with one session. TresBizz Ltd therefore asks its customers to be flexible concerning a second session.

 

      • 3.4: The customer must allow the TresBizz Ltd support team remote access to his computer via TeamViewer in order for them to provide optimal support regarding software installations or problems. Therefore, the Team Viewer ID and password of the customer is required.

 

4. Contact. Customers must contact TresBizz Ltd in person when they need support. Customers should respond with their personal e-mail or corporate email in the attached document sent by TresBizz BV, in which they ''agree'' to the general conditions regarding support for installation and solutions for technical issues. Email IDs of third parties are not allowed.

 

5. Cancellation. If customers do not need support anymore, they can cancel the support of TresBizz Ltd at least one hour before the session. TresBizz BV technical support will enable customers to cancel a session.

 

6. Applicable Law. These general conditions shall be governed by and are in accordance with Dutch law.

 

Article 18 - Definitions

  1. Contractor: the private company TresBizz Ltd;
  2. Customer: the legal entity or natural person, who enters with TresBizz Ltd into a maintenance and support contract;
  3. Assignment Contract: the distance contract that commits TresBizz Ltd to deliver against payment of an agreed purchase price, wages, or wages calculated in the usual way, or a reasonable wage, other than an employment contract;
  4. Force Majeure: includes situations of malfunction or breakdown of the Internet, the telecommunications infrastructure, SYN flood, network attacks, DoS or DDoS attacks, power failures, civil unrest, mobilisation, war, traffic jams, strikes, lockouts, business interruptions, supply delays, fire, flood, import and export barriers, in which case TresBizz Ltd can never be held liable;
  5. Maintenance Fee: the regular fixed fee that the customer pays for maintenance, as specified in the maintenance contract;

 

Article 19 - Support Agreement (additional work)

1. A support contract between parties that does not affect the responsibility of the client for the management and the manner of use of the product.

2. In case of a malfunction, the customer will inform TresBizz Ltd immediately with a detailed description of the failure.

3. Customer will provide TresBizz Ltd with all required cooperation for the necessary maintenance and support, including the temporary suspension of use of the product. In case of failing to do so, TresBizz Ltd may suspend or limit the maintenance or support.

4. If TresBizz Ltd upon request or with prior consent from customer has conducted work or other activities that go beyond the content or scope of the support contract, the customer will reimburse the work or activities according to the agreed upon rates and in the absence thereof, in accordance with the usual rates of TresBizz Ltd.

5. TresBizz B.V. is not obliged to comply with such an additional request and may demand a separate written contract. 

Unless otherwise agreed, the obligations of TresBizz Ltd do not include software maintenance and / or providing support to the users of the software.

 

Article 20 - (Restrictions) license

1. Customer shall never circumvent technical provisions intended to protect the software against illegal or unauthorized use.

2. The customer is not allowed to sell, lease, dispose of or grant limited rights of the software and relating data carriers in any manner or for any purpose whatsoever or make available to any third party. The customer will also refrain (whether or not remotely) from granting access to the software or to let the software e hosted by a third party, even if that third party uses the software for that customer only.

3. TresBizz Ltd is not obligated near or after the expiration of the user license to assist the customer with data conversion required by the customer.

4. Unless otherwise agreed in writing and notwithstanding exceptions set out by law, the customer is not allowed to modify the software in whole or in part without prior written consent of TresBizz Ltd. TresBizz Ltd is entitled to refuse its consent or to add conditions to its consent, including conditions concerning the manner and quality of implementation of the modifications required by the customer.

5. Customer is fully responsible for the risks of the modifications made by him or by a third party (with or without permission from TresBizz Ltd).

 

Article 21 - (Professional) Regulations

1. Customer shall provide full cooperation regarding the obligations of TresBizz Ltd under the applicable (professional) regulations.

2. Customer is aware that TresBizz Ltd:

  • a. under applicable laws and regulations may be required to provide certain transactions as specified in legislation and regulations that surfaced during his performance of his duties, to the relevant authorities;
  • b. under applicable laws and regulations in certain situations will have to report fraud;
  • c. may be required under applicable laws and regulations to conduct an investigation into the (identity of) customer or the consumer.

3. TresBizz Ltd excludes all liability for damages caused during the fulfilment of his duties at the customer resulting from compliance by TresBizz Ltd with the laws applicable to him and (professional) regulations

 

Article 22 - Decommissioning

1. TresBizz Ltd has the right to (temporarily) decommission and / or restrict the use of products and services if the customer meet a contractual obligation with TresBizz Ltd or is in breach of these general conditions, or in case it is necessary to carry out maintenance and related work.

2. TresBizz Ltd will notify the client of this in advance in writing, unless this cannot reasonably be required from TresBizz  Ltd.

3. The obligation for payment remains during decommissioning.

4. If the service is stopped due to non-payment, the service will resume once the customer has fulfilled his obligations within the time period determined by TresBizz  Ltd and has paid a tentative fixed amount for reactivation charged by TresBizz Ltd.

5. TresBizz Ltd reserves the right to delete or exclude clauses which might endanger the performance of TresBizz Ltd.

6. Activities conducted for examining or repairing malfunctions of or in connection with use due to errors, incorrect use or modifications of the product, use of the product contrary to the applicable conditions, overdue maintenance, or external causes such as defects in communication lines, network connections or power facilities, or connections with hardware / software or materials that are not covered by the maintenance contract, are not part of the contract and will be considered as additional work and the customer will be charged according to TresBizz Ltd usual rates.

7. TresBizz Ltd is never required to restore damaged or lost data due to disruptions and / or maintenance.