General terms and conditions Female Works

E-mail: info@femaleworks.com 

Website: www.femaleworks.com 

Definitions 

1. Female Works: Female Works, established in Amsterdam, Chamber of Commerce no. 77935667.

2. Customer: the party which Female Works has entered into an agreement with.

3. Parties: Female Works and customer together. 

4. Consumer: a customer who is an individual acting for private purposes. 

Applicability 

1. These terms and conditions will apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of Female Works.

2. Parties can only deviate from these conditions if they have explicitly agreed upon in writing.

3. The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the customer or of third parties.

Prices

1. All prices used by Female Works are in euros, are exclusive of VAT and exclusive of any other costs such as administration costs, levies and travel-, shipping- or transport expenses, unless expressly stated otherwise or agreed otherwise.

2. Female Works is entitled to adjust all prices for its products or services, shown in its shop, on its website or otherwise, at any time.

3. The parties agree on a total price for a service provided by Female Works. This is always a target price, unless the parties have explicitly agreed upon in writing on a fixed price, which cannot be deviated from.

4. Female Works is entitled to deviate up to 10% of the target price.

5. If the target price exceeds 10%, Female Works must let the customer know in due time why a higher price is justified.

6. If the target price exceeds 10%, the customer has the right to cancel the part of the order that exceeds the target price by 10%.

7. Female Works has the right to adjust prices every 6 months.

8.Female Works will communicate price adjustments to the customer prior to the moment the price increase becomes effective.

9. The consumer has the right to terminate the contract with Female Works if she does not agree with the price increase.

Payments and payment term 

1. Female Works may, at the conclusion of the agreement, require a down payment of up to 50% of the agreed amount. 

2. The customer must have paid the full amount within 1 days, after delivery. 

3. Payment terms are considered as fatal payment terms. This means that if the customer has not paid the agreed amount at the latest on the last day of the payment term, he is legally in default, without Female Works having to send the customer a reminder or to put him in default.  

4. Female Works reserves the right to make a delivery conditional upon immediate payment or to require adequate security for the total amount of the services or products. 

Consequences of late payment

1. If the customer does not pay within the agreed term, Female Works is entitled to charge an interest of 2% per month  for non-commercial transactions and an interest of 8% per month for commercial transactions from the day the  customer is in default, whereby a part of a month is counted for a whole month. 

2. When the customer is in default, he is also due to extrajudicial collection costs and may be obliged to pay any compensation to Female Works.  

3. The collection costs are calculated on the basis of the Reimbursement for extrajudicial collection costs. 

4. If the customer does not pay on time, Female Works may suspend its obligations until the customer has met his payment obligation.  

5. In the event of liquidation, bankruptcy, attachment or suspension of payment on behalf of the customer, the claims of Female Works on the customer are immediately due and payable.  

6. If the customer refuses to cooperate with the performance of the agreement by Female Works, he is still obliged to pay the agreed price to Female Works.  

Suspension of obligations by the customer 

The customer waives the right to suspend the fulfillment of any obligation arising from this agreement.

Settlement  

The customer waives his right to settle any debt to Female Works with any claim on Female Works. 

Insurance 

1. The customer undertakes to insure and keep insured the following items adequately against fire, explosion and water damage as well as theft: 

goods delivered that are necessary for the execution of the underlying agreement

goods being property of Female Works that are present at the premises of the customer 

goods that have been delivered under retention of title  

2. At the first request of Female Works, the customer provides the policy for these insurances for inspection. 

Guarantee 

When parties have entered into an agreement with services included, these services only contain best-effort  obligations for Female Works, not obligations of results. 

Performance of the agreement 

1. Female Works executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.  

2. Female Works has the right to have the agreed services (partially) performed by third parties.

3. The execution of the agreement takes place in mutual consultation and after written agreement and payment of the possibly agreed advance by the customer.  

4. It is the responsibility of the customer that Female Works can start the implementation of the agreement on time.

5. If the customer has not ensured that Female Works can start the implementation of the agreement in time, the resulting additional costs and/or extra hours will be charged to the customer. 

Duty to inform by the customer 

1. The customer shall make available to Female Works all information, data and documents relevant to the correct execution of the agreement to in time and in the desired format and manner. 

2. The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, unless otherwise ensuing from the nature of the agreement. 

3. If and insofar as the customer requests this, Female Works will return the relevant documents.

4. If the customer does not timely and properly provides the information, data or documents reasonably required by Female Works and the execution of the agreement is delayed because of this, the resulting additional costs and extra  hours will be charged to the customer. 

Duration of the service agreement 

1. The agreement between Female Works and the customer is entered into for the duration of 6 months, unless it results otherwise from the nature of the agreement or if the parties have expressly agreed otherwise in writing.

2. If a fixed-term contract has been entered into, it will be tacitly converted into an open-ended contract at the end of the term, unless 1 of the parties terminates the contract with due observance of a notice period of 2 month(s), or if a consumer terminates the agreement with due observance of a notice period of 1 month causing the agreement to end  at the end of the fixed term. 

3. If the parties have agreed upon a term for the completion of certain activities, this is never a strict deadline, unless specified explicitly otherwise in writing. If this term is exceeded, the customer must give Female Works a written reasonable term to terminate the activities, before it may either terminate the contract or claim damages. 

Intellectual property 

1. Female Works retains all intellectual property rights (including copyright, patent rights, trademark rights, design and design rights, etc.) on all designs, drawings, writings, data carriers or other information, quotations, images, sketches, models, scale models, etc., unless parties have agreed otherwise in writing.  

2. The customer may not copy or have copied the intellectual property rights without prior written permission from Female Works, nor show them to third parties and / or make them available or use them in any other way. 

Penalties 

1. If the customer violates the articles of these general terms and conditions about secrecy or intellectual property, then  he forfeits on behalf of Female Works an immediately due and payable fine of € 1.000 if the customer is a consumer and € 5.000 if the customer is a company, for each violation and in addition an amount of 5% of the aforementioned  amount for each day that this violation continues.  

2. No actual damage, prior notice of default or legal proceedings are required in forfeiting the fine referred to in the  first paragraph of this article.  

3. The forfeiture of the fine referred to in the first paragraph of this article shall not affect the other rights of Female  Works including its right to claim compensation in addition to the fine. 

Indemnity 

The customer indemnifies Female Works against all third-party claims that are related to the products and/or services supplied by Female Works.  

Complaints 

1. The customer must examine a product or service provided by Female Works as soon as possible for possible shortcomings. 

2. If a delivered product or service does not comply with what the customer could reasonably expect from the agreement, the customer must inform Female Works of this as soon as possible, but in any case within 1 month after  the discovery of the shortcomings.  

3. Consumers must inform Female Works of this within two months after detection of the shortcomings.

4. The customer gives a detailed description as possible of the shortcomings, so that Female Works is able to respond adequately.  

5. The customer must demonstrate that the complaint relates to an agreement between the parties.

6. If a complaint relates to ongoing work, this can in any case not lead to Female Works being forced to perform other work than has been agreed.

Giving notice 

1. The customer must provide any notice of default to Female Works in writing. 

2. It is the responsibility of the customer that a notice of default actually reaches Female Works (in time).  

Joint and several Client liabilities 

If Female Works enters into an agreement with several customers, each of them shall be jointly and severally liable for the full amounts due to Female Works under that agreement.  

Liability of Female Works 

1. Female Works is only liable for any damage the customer suffers if and insofar as this damage is caused by intent or gross negligence.  

2. If Female Works is liable for any damage, it is only liable for direct damages that results from or is related to the execution of an agreement. 

3. Female Works is never liable for indirect damages, such as consequential loss, lost profit, lost savings or damage to third parties. 

4. If Female Works is liable, its liability is limited to the amount paid by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damages the amount of the liability is limited to the (part of the) invoice to which the liability relates. 

5. All images, photos, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot lead to any compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation. 

Expiry period 

Every right of the customer to compensation from Female Works shall, in any case, expire within 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions in article 6:89  Dutch Civil Code. 

Dissolution 

1. The customer has the right to dissolve the agreement if Female Works imputably fails in the fulfillment of his obligations, unless this shortcoming does not justify termination due to its special nature or because it is of minor significance.  

2. If the fulfillment of the obligations by Female Works is not permanent or temporarily impossible, dissolution can only take place after Female Works is in default.  

3. Female Works has the right to dissolve the agreement with the customer, if the customer does not fully or timely fulfill his obligations under the agreement, or if circumstances give Female Works good grounds to fear that the customer will not be able to fulfill his obligations properly.  

Force majeure 

1. In addition to the provisions of article 6:75 Dutch Civil Code, a shortcoming of Female Works in the fulfillment of  any obligation to the customer cannot be attributed to Female Works in any situation independent of the will of Female Works, when the fulfillment of its obligations towards the customer is prevented in whole or in part or when the fulfillment of its obligations cannot reasonably be required from Female Works .  

2. The force majeure situation referred to in paragraph 1 is also applicable - but not limited to: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of power, electricity, internet, computer or telecoms; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages. 

3. If a situation of force majeure arises as a result of which Female Works cannot fulfill one or more obligations towards the customer, these obligations will be suspended until Female Works can comply with it. 

4. From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the  greement in writing in whole or in part.  

5. Female Works does not owe any (damage) compensation in a situation of force majeure, even if it has obtained any advantages as a result of the force majeure situation. 

Modification of the agreement 

If, after the conclusion of the agreement and before its implementation, it appears necessary to change or supplement its contents, the parties shall timely and in mutual consultation adjust the agreement accordingly.  

Changes in the general terms and conditions 

1. Female Works is entitled to amend or supplement these general terms and conditions.  

2. Changes of minor importance can be made at any time.  

3. Major changes in content will be discussed by Female Works with the customer in advance as much as possible.

4. Consumers are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions.  

Transfer of rights 

1. The customer cannot transfer its rights deferring from an agreement with Female Works to third parties without the prior written consent of Female Works.  

2. This provision applies as a clause with a property law effect as referred to in Section 3:83 (2) Dutch Civil Code.  

Consequences of nullity or annullability 

1. If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions of these terms and conditions.  

2. A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what Female Works had in mind when drafting the conditions on that issue. 

Applicable law and competent court 

1. Dutch law is exclusively applicable to all agreements between the parties.  

2. The Dutch court in the district where Female Works is established is exclusively competent in case of any disputes between parties, unless the law prescribes otherwise. 

Attribution 

These terms and conditions were created using a document from Rocket Lawyer (https://www.rocketlawyer.com/nl/nl).

Drawn up on 14 september 2023.