General Terms and Conditions Marivani

Email: [email protected]
Website: marivani.nl

Article 1 – Definitions

Marivani: Marivani, located in Biddinghuizen, Chamber of Commerce number 90025148.

Customer: the party with whom Marivani has entered into an agreement.

Parties: Marivani and Customer together.

Consumer: a Customer who is also an individual and acts as a private person.

Article 2 – Applicability

These conditions apply to all quotations, offers, activities, orders, agreements, and deliveries of services or products by or on behalf of Marivani.

Deviation from these conditions is only possible if agreed upon in writing by Marivani and the Customer.

Marivani and the Customer explicitly exclude the applicability of the Customer’s general terms and conditions or others.

Article 3 – Offers and Quotations

Offers and quotations from Marivani are non-binding unless explicitly stated otherwise.

An offer or quotation is valid for a maximum of 2 weeks, unless a different period is specified.

If the Customer does not accept an offer or quotation within the specified period, the offer or quotation expires.

Offers and quotations do not apply to subsequent orders unless agreed upon in writing by Marivani and the Customer.

Article 4 – Acceptance

Upon acceptance of a non-binding offer or quotation, Marivani may withdraw the offer or quotation within 3 days after receiving the acceptance, without the Customer having any rights derived from it.

Oral acceptance by the Customer binds Marivani only after the Customer confirms it in writing or electronically.

Article 5 – Prices

Marivani quotes prices in euros and excludes VAT and any other costs unless otherwise agreed upon in writing.

Marivani may change the prices of its services and products on its website and in other communications at any time.

The price for a service is determined by Marivani based on the actual hours spent.

The price is calculated according to Marivani’s standard hourly rates applicable during the period of performing the work unless a different hourly rate is agreed upon.

If Marivani and the Customer agree on a total amount for the service, it is always an estimated price unless otherwise agreed upon in writing.

Marivani may deviate up to 10% from the estimated price.

Marivani must inform the Customer promptly why a higher price is justified if the estimated price exceeds 10%.

The Customer may cancel the part of the order that exceeds the estimated price (plus 10%) if the estimated price exceeds 10%.

Marivani may adjust its prices annually and will communicate price adjustments to the Customer in advance.

The consumer may terminate the agreement with Marivani if they disagree with the price increase.

Article 6 – Payments and Payment Term

Upon entering into the agreement, Marivani may request an advance payment of up to 50% of the agreed amount.

The Customer must have paid for a delivery within 7 days after delivery.

The payment terms set by Marivani are strict deadlines. If the Customer has not paid the agreed amount by the last day of the payment term, they are automatically in default without Marivani having to send a reminder or notice of default.

Marivani may make a delivery dependent on immediate payment or may require security for the total amount of the services or products.

Article 7 – Consequences of Late Payment

If the Customer does not pay within the agreed period, Marivani may charge statutory interest of 2% per month for non-commercial transactions and 8% per month for commercial transactions from the day the Customer is in default, with a part of a month counting as a full month.

In case of default, the Customer must also pay extrajudicial collection costs and any damages to Marivani.

The collection costs are calculated in accordance with the Decree on the reimbursement for extrajudicial collection costs.

If the Customer does not pay on time, Marivani may suspend its obligations until the Customer has paid.

In the event of liquidation, bankruptcy, attachment, or suspension of payments on the part of the Customer, Marivani’s claims against the Customer are immediately due and payable.

If the Customer refuses to cooperate in the execution of the agreement by Marivani, they must still pay the agreed price.

Article 8 – Right of Withdrawal

A consumer may cancel an online purchase within 14 days of purchase without stating a reason. This right of withdrawal applies only when:

• The product has not been used.
• It is not a perishable product, such as food or flowers.
• It is not a product that has been made or adapted specifically for the consumer.
• It is not a product that cannot be returned for hygiene reasons, such as underwear or swimwear.
• The seal is still intact for data carriers with digital content, such as DVDs or CDs.
• The product or service is not related to accommodation, travel, restaurant business, transportation, catering assignment, or any form of leisure activity.
• The product is not a single magazine or newspaper.
• It is not an urgent repair.
• It does not concern bets or lotteries.

Excluded are:

• Social services and healthcare.
• Gambling activities.
• Financial services.
• Package holidays.
• Passenger transport services.
• Real estate.
• Agreements requiring a notary.
• Telephone or internet sales of products.
• Agreements for amounts less than €50.

The withdrawal period of 14 days in paragraph 1 begins:

• On the day after the consumer received the last product or part of 1 order.
• Once the consumer has concluded the service delivery agreement.
• Once the consumer has confirmed that he will be acquiring digital content via the internet.

The consumer can indicate that he wants to use his right of withdrawal by returning an email to [email protected], possibly using the withdrawal form available on the Marivani website, marivani.nl.

The consumer must return the product to Marivani within 14 days after sending the email in paragraph 3.

If the consumer does not return the product, his right of withdrawal lapses.

Article 9 – Refund of Delivery Costs

If the consumer has used his right of withdrawal on time and returned the complete order to Marivani on time, Marivani will refund any shipping costs paid by the consumer within 14 days after receiving the returned order.

Delivery costs are only borne by Marivani to the extent that the complete order is returned.

Article 10 – Right of Withdrawal (Service for a Limited Period)

A consumer may cancel an online purchase within 14 days of purchase without stating a reason. This right of withdrawal does not apply when:

• The service concerns accommodation, travel, restaurant business, transportation, catering assignment, or any form of leisure activity.
• It is an urgent repair.
• It concerns bets and/or lotteries.
• The consumer has waived his right of withdrawal.
• It is a service that, with the consent of the Customer, is fully performed within the cooling-off period, and the Customer has expressly waived the right of withdrawal.

The withdrawal period of 14 days in paragraph 1 begins:

• Once the consumer has concluded an agreement for the delivery of a service.
• Once the consumer has confirmed that he will be acquiring digital content via the internet.

The consumer can use his cooling-off period by sending an email with that subject to [email protected], possibly using the withdrawal form available on the Marivani website, marivani.nl.

Article 11 – Right of Suspension

Unless the Customer is a consumer, they hereby waive the right to suspend the performance of any obligation arising from this agreement.

Article 12 – Setoff

Unless the Customer is a consumer, they waive the right to set off a debt to Marivani against a claim on Marivani.

Article 13 – Insurance

The Customer must sufficiently insure and keep insured the following items against, among other things, fire, explosion, water damage, and theft:

• Delivered items necessary for the execution of the underlying agreement.
• Items from Marivani present at the Customer’s location.
• Items delivered under retention of title.

Upon Marivani’s first request, the Customer must provide the policies of these insurances for inspection.

Article 14 – Warranty

If the Customer and Marivani have entered into an agreement with a service-providing character, it only involves a best efforts obligation for Marivani and not an obligation to achieve a specific result.

Article 15 – Execution of the Agreement

Marivani performs the agreement to the best of its knowledge and ability and in accordance with the requirements of good craftsmanship.

Marivani may have the agreed services performed in whole or in part by others.

The execution of the agreement takes place in consultation and after written approval and payment of any advance by the Customer.

The Customer must ensure that Marivani can start the execution of the agreement on time.

If the Customer does not ensure that Marivani can start on time, the resulting additional costs will be borne by the Customer.

Article 16 – Information Provided by the Customer

The Customer makes all information, data, and documents relevant to the correct execution of the agreement available to Marivani in a timely manner and in the desired form and manner.

The Customer is responsible for the accuracy and completeness of the information, data, and documents made available, even if they come from third parties, unless the nature of the agreement dictates otherwise.

Upon the Customer’s request, Marivani will return the relevant documents.

If the Customer does not, not on time, or not properly provide the information, data, or documents reasonably requested by Marivani and this causes a delay in the execution of the agreement, the resulting additional costs and extra hours will be borne by the Customer.

Article 17 – Duration of Service Agreement

The agreement between Marivani and the Customer for a service is entered into for a period of 6 months unless the nature of the agreement dictates otherwise or something else is agreed upon in writing.

After the expiry of the term in paragraph 1, the agreement is automatically converted into an agreement for an indefinite period unless the Customer or Marivani terminates the agreement with a notice period of 2 months. If the Customer is a consumer, a notice period of 1 month applies.

Article 18 – Termination of Fixed-Term Service

The Customer cannot terminate an agreement for a fixed-term service earlier than after 1 year.

After the minimum term of 1 year has expired, the Customer may terminate the agreement in paragraph 1 with a notice period of 2 months.

After the minimum term of 1 year has expired, a consumer may terminate the agreement in paragraph 1 with a notice period of 1 month.

If the agreement for a service is concluded for less than 1 year, the agreement cannot be terminated prematurely.

Article 19 – Indemnification

The Customer indemnifies Marivani against all claims from third parties related to the products and/or services delivered by Marivani.

Article 20 – Complaints

The Customer must examine a product or service delivered by Marivani for possible deficiencies as soon as possible.

If a delivered product or service does not meet what the Customer could reasonably expect, the Customer must inform Marivani of this within 1 month after discovering the deficiency.

A consumer must notify Marivani of this within 2 months after discovering the deficiency.

The Customer must provide a detailed description of the deficiency so that Marivani can respond appropriately.

The Customer must demonstrate that the complaint relates to an agreement between the Customer and Marivani.

If a complaint concerns ongoing work, the Customer cannot demand that Marivani performs other work than agreed upon.

Article 21 – Notice of Default

The Customer must notify Marivani of any notice of default in writing.

The Customer is responsible for ensuring that their notice of default actually reaches Marivani on time.

Article 22 – Liability of the Customer

If Marivani enters into an agreement with multiple Customers, each of them is jointly and severally liable for fulfilling the agreements in that agreement.

Article 23 – Liability of Marivani

Marivani is only liable for damage suffered by the Customer if that damage is caused by intent or willful recklessness.

If Marivani is liable for damage, this only applies to direct damage related to the performance of the underlying agreement.

Marivani is not liable for indirect damage, such as consequential damage, loss of profit, or damage to third parties.

If Marivani is liable, this liability is limited to the amount paid out by a closed (professional) liability insurance. If no insurance is taken out or no damage amount is paid out, the liability is limited to the (part of the) invoice amount to which the liability relates.

All images, photos, colors, drawings, descriptions on the website or in a catalog are indicative only and cannot lead to any compensation, dissolution, or suspension.

Article 24 – Expiry Period

Any right of the Customer to compensation from Marivani lapses 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of Article 6:89 of the Dutch Civil Code.

Article 25 – Termination

The Customer may cancel the agreement if Marivani is culpably deficient in the performance of its obligations, unless this deficiency does not justify termination due to its special nature or minor significance.

If the performance of the obligations by Marivani is still possible, termination can only take place after Marivani is in default.

Marivani may cancel the agreement with the Customer if the Customer does not fully or timely fulfill its obligations under the agreement, or if Marivani becomes aware of circumstances that give it good grounds to believe that the Customer will not fulfill its obligations.

Article 26 – Force Majeure

In addition to Article 6:75 of the Dutch Civil Code, it applies that a shortcoming of Marivani cannot be attributed to the Customer if there is force majeure.

The force majeure situation in paragraph 1 also includes, among other things:

• A state of emergency such as civil war or natural disaster.
• Default or force majeure of suppliers, deliverymen, or others.
• Power, electricity, internet, computer, or telecommunication failures.
• Computer viruses.
• Strikes.
• Government measures.
• Transport problems.
• Bad weather conditions.
• Work stoppages.

If a force majeure situation arises that prevents Marivani from fulfilling one or more obligations to the Customer, those obligations will be suspended until Marivani can fulfill them.

From the moment that a force majeure situation has lasted at least 30 calendar days, both the Customer and Marivani may terminate the agreement in writing in whole or in part.

Marivani is not obliged to pay compensation to the Customer in a force majeure situation, even if Marivani benefits from it.

Article 27 – Amendment of the Agreement

If it is necessary to amend a closed agreement for its execution, the Customer and Marivani can adjust the agreement.

Article 28 – Amendment of General Terms and Conditions

Marivani may amend these general terms and conditions.

Changes of minor importance may be implemented by Marivani at any time.

Marivani will discuss significant changes with the Customer as much as possible before implementation.

In the event of significant changes to the general terms and conditions, a consumer may terminate the underlying agreement.

Article 29 – Transfer of Rights

The Customer may not transfer rights from an agreement with Marivani to others without the written consent of Marivani.

This provision applies as a stipulation with property law effect as referred to in Article 3:83 paragraph 2 of the Dutch Civil Code.

Article 30 – Consequences of Nullity or Annulment

If one or more provisions of these general terms and conditions are null and void or annulled, this does not affect the other provisions of these conditions.

A provision that is null and void or annulled will be replaced by a provision that comes closest to what Marivani had in mind when drafting the conditions on that point.

Article 31 – Applicable Law and Competent Court

Dutch law applies to these general terms and conditions and every underlying agreement between the Customer and Marivani.

The court in the district where Marivani is established has exclusive jurisdiction to hear any disputes between the Customer and Marivani, unless the law provides otherwise.

Drawn up on September 1, 2023.