version: March 2019

 

Article 1          Definitions

 

Article 2          Applicability

  1. These general terms and conditions apply to all offers made by Hustle & Heart Consultancy, quotations made, agreements concluded, services performed, other actions performed, unless otherwise agreed in writing.
  2. By signing an agreement or order confirmation with Hustle & Heart Consultancy or by agreeing via the website by placing an order or by e-mail, the Customer declares that he/she has taken note of these General Terms and Conditions of Hustle & Heart Consultancy and that he/she agrees to these General Terms and Conditions.
  3. In the event of a conflict between these General Terms and Conditions and agreements made in an agreement, the provisions of the agreement will prevail.

 

Article 3          Quotations and offers

  1. Quotations from Hustle & Heart Consultancy are valid for the term stated in the quotation. If no term is specified, the quotation is valid until 14 days after the date on which the quotation was issued.
  2. Hustle & Heart Consultancy will indicate in the quotation which services are offered and which amounts the Customer owes upon acceptance of the quotation.
  3. If it appears that the information provided by the Customer with the application or agreement was incorrect, Hustle & Heart Consultancy has the right to adjust the relevant prices and other conditions.
  4. Hustle & Heart Consultancy reserves the right to invoice the Customer a deposit of 50% of the total order before Hustle & Heart Consultancy will carry out the order.
  5. All prices communicated by Hustle & Heart Consultancy are amounts in euros, excluding VAT, excluding shipping costs and other established levies and/or fees, unless explicitly stated otherwise.
  6. Hustle & Heart Consultancy reserves the right to change prices intermediate. If the prices of the products offered increase after the Agreement has been concluded, the Customer is entitled to cancel the Agreement as of the date that the price increase takes effect. Price increases as a result of a statutory regulation or provision are hereby excluded.
  7. Hustle & Heart Consultancy reserves the right to increase prices annually by a percentage equal to the increase in the consumer price index, determined by the CBS. This increase in prices does not entitle the Customer to dissolve the Agreement.

 

Article 4       Agreement and additional work

  1. The Agreement is concluded from the moment that the Customer makes a notification in any way to Hustle & Heart Consultancy containing the acceptance of a quotation.
  2. After the conclusion of the Agreement, it can only be changed with mutual approval.
  3. After the Agreement has been concluded, Hustle & Heart Consultancy will proceed to perform the Services within a reasonable time.
  4. Hustle & Heart Consultancy has the right to have certain services performed by third parties without having to inform the Customer. If additional costs are incurred as a result of the performance of the Service by third parties, these will be passed on to the Customer.
  5. Changes to the originally concluded Agreement between the Customer and Hustle & Heart Consultancy are only valid from the moment that these changes have been accepted by both parties by means of an additional or amended written agreement.
  6. If the Customer wishes to dissolve or cancel an agreement with Hustle & Heart Consultancy, this right only accrues to him/her if he/she proceeds to compensation for the work performed up to that point or in the event of cancellation ten percent of the fee agreed in the order confirmation.
  7. If, due to circumstances unknown at the time of the quotation or the order confirmation, Hustle & Heart Consultancy must perform more work than agreed in the quotation or order confirmation, Hustle & Heart Consultancy is entitled to charge the resulting additional costs to the Customer. If the Customer objects to the additional costs that Hustle & Heart Consultancy wishes to charge, the Customer has the right to cancel the part of the assignment that has not yet been performed, whereby the Customer is obliged to reimburse the work carried out by Hustle & Heart Consultancy thus far.

 

Article 5       Rights and obligations of Hustle & Heart Consultancy

  1. Hustle & Heart Consultancy guarantees that the assignment given to it will be carried out to the best of its ability, with due care and craftsmanship.
  2. Hustle & Heart Consultancy makes every effort to secure the data that Hustle & Heart Consultancy stores for the Customer in such a way that this data is not available to unauthorized persons.
  3. In the event of complaints made by the Customer about the Services and/or products provided, Hustle & Heart Consultancy must consult with the Customer about a solution that is suitable for both Parties.
  4. Hustle & Heart Consultancy is entitled to place a name mention in/on delivered products. The Customer is not entitled to remove this attribution, except in those cases in which Hustle & Heart Consultancy has given explicit permission for removal.
  5. In addition to the provisions of article 5.4, Hustle & Heart Consultancy is also entitled to publish the Customer’s data for promotional purposes on the Hustle & Heart Consultancy website and/or other promotional expressions of Hustle & Heart Consultancy.

 

Article 6       Rights and obligations of the Customer

  1. In principle, the Customer must adhere to the provisions laid down in these General Terms and Conditions, unless otherwise agreed.
  2. The Customer must provide Hustle & Heart Consultancy with all correct data that the Customer can reasonably foresee to be necessary for the correct execution of the Agreement. The Customer is in any case obliged to inform Hustle & Heart Consultancy without delay of changes in personal data, company data or other information that Hustle & Heart Consultancy requests.
  3. If, as an exception to Article 6.2, the information required for the execution of the Agreement has not been provided to Hustle & Heart Consultancy in time, Hustle & Heart Consultancy has the right to suspend the execution of the Agreement and to charge the Customer for the additional costs resulting from the delay.
  4. The Customer will inform Hustle & Heart Consultancy immediately in writing of any changes in name, address, email and, if requested, his/her bank number.
  5. In the event of complaints about the Services and/or products provided by Hustle & Heart Consultancy, the Customer must make these complaints known to Hustle & Heart Consultancy within 7 days after delivery of the Service and/or the product, but at the latest within one month after completion of the complete assignment. The Customer indemnifies Hustle & Heart Consultancy one year after delivery against all legal claims resulting from Services and/or products provided.
  6. The Customer is strongly advised to make backup copies of all materials/data as described in article 6.2 that Hustle & Heart Consultancy needs for the execution of the Agreement. In the event of loss of these materials/data, Hustle & Heart Consultancy is not liable for the resulting damage.

 

Article 7       Delivery and delivery time

  1. The delivery term for the execution of the Agreement varies per order and is determined in consultation with the Customer. The delivery time specified by Hustle & Heart Consultancy starts after the Agreement has been concluded and after receipt of all necessary data and/or materials from the Customer.
  2. A delivery term set by Hustle & Heart Consultancy can never be regarded as a strict deadline. Hustle & Heart Consultancy will not be legally in default by the mere exceeding of a delivery term.
  3. If the delivery term is exceeded by more than thirty days, the Customer is only entitled to dissolve the Agreement if Hustle & Heart Consultancy, after a proper and as detailed as possible written notice of default, setting a reasonable term for remedying the shortcoming, imputably fails to fulfill the essential obligations under the Agreement.
  4. The Customer is obliged to do what is necessary to enable a timely delivery by Hustle & Heart Consultancy, including the supply of complete, correct, and clear data in a timely manner as stipulated in article 6.2.
  5. The delivery obligation of Hustle & Heart Consultancy will be met, subject to proof to the contrary as soon as the agreed upon Services have been delivered by Hustle & Heart Consultancy.

 

Article 8       Payment

  1. The Customer’s payment obligation commences on the day on which the Agreement is concluded.
  2. All invoices sent by Hustle & Heart Consultancy must be paid by the Customer within 14 days, unless otherwise agreed in writing. Hustle & Heart Consultancy offers the possibility to pay invoices in pre-agreed installments.
  3. If the Customer does not meet his/her payment obligation in time, the Customer is legally in default without the need for further notice of default.
  4. In the event of late payment, the Customer is obliged, in addition to the amount owed plus the statutory (commercial) interest, to pay € 50.00 excluding VAT on the second reminder and a full reimbursement of both extrajudicial and judicial collection costs, including the costs for lawyers, lawyers, bailiffs, collection agencies and any legal proceedings at the court or court of appeal.
  5. The claim for payment is immediately due and payable if the Customer:
  1. In the above cases, Hustle & Heart Consultancy also has the right to terminate or suspend the execution of the Agreement or any part thereof that has not yet been performed without notice of default or judicial intervention, without the right to compensation for damage for the Customer that may arise as a result.
  2. The Customer agrees that Hustle & Heart Consultancy will invoice electronically. If the Customer wishes to receive an invoice by post, Hustle & Heart Consultancy reserves the right to charge additional costs of €2.50 per invoice.
  3. If Parties have agreed to automatic collection but automatic collection proves impossible, for example due to insufficient balance on the Customer’s account or due to an incorrect account number provided by the Customer, the Customer will owe €2.50 administration costs per unsuccessful attempt.
  4. The Customer can make objections to the invoices sent by Hustle & Heart Consultancy in writing to Hustle & Heart Consultancy no later than 7 days after the invoice date. After receipt of the objection, Hustle & Heart Consultancy will investigate the correctness of the invoice amount. Objections to invoices sent do not suspend the Customer’s payment obligation.
  5. All products and services supplied by Hustle & Heart Consultancy remain the property of Hustle & Heart Consultancy until all amounts owed by the Customer to Hustle & Heart Consultancy have been paid.

 

Article 9       Retention of property & intellectual property

  1. All intellectual property rights to all documentation, advice, reports, quotations, strategies as well as preparatory material developed or made available in the context of the Services rest exclusively with Hustle & Heart Consultancy, unless otherwise agreed in writing.
  2. The products and/or Services supplied by Hustle & Heart Consultancy may never be reproduced or resold, in whole or in part, unless otherwise agreed in writing.
  3. The content of the Website, including but not limited to: the texts, images, design, brands and domain names, are the property of Hustle & Heart Consultancy and are protected by copyright and intellectual or industrial property rights that exist under Dutch applicable law. Users of the Website are not permitted to reproduce or make available the Website or any part thereof without permission from Hustle & Heart Consultancy.
  4. All copyrights and intellectual property on products of the human mind developed by Hustle & Heart Consultancy are and remain the exclusive property of Hustle & Heart Consultancy unless the rights are bought out or otherwise agreed.
  5. All information published by the Customer through the products supplied by Hustle & Heart Consultancy remains the property of the Customer.
  6. Hustle & Heart Consultancy is not responsible for any information/content that the Customer places on the servers of Hustle & Heart Consultancy. If the information/content posted by the Customer infringes in any way the rights of third parties or is in conflict with laws and regulations, the Customer will indemnify Hustle & Heart Consultancy against any claims for compensation that third parties may assert as a result of this act of the Customer.

 

Article 10     Liability

  1. Every Agreement between Hustle & Heart Consultancy and the Customer can be characterized as a best-efforts agreement. As a result, Hustle & Heart Consultancy can never be held liable for results not achieved.
  2. In the unlikely event that Hustle & Heart Consultancy is nevertheless held liable as stipulated in Article 10.1, any liability is limited to compensation for direct damage up to a maximum of 1 time the amount of the price stipulated for that agreement (excl. VAT). In the case of a continuing performance contract, any liability is limited to compensation for direct damage up to a maximum of the amount of the last invoice paid by the Customer.
  3. In addition to article 10.2, Hustle & Heart Consultancy is then only liable for direct damage. Direct damage should only be understood to mean:
  1. Hustle & Heart Consultancy excludes any liability for indirect damage suffered through the use of Services and/or products provided by Hustle & Heart Consultancy, with the exception of situations in which the damage is due to intent on the part of Hustle & Heart Consultancy.
  2. Hustle & Heart Consultancy is in any case never liable for: consequential damage, damage due to missed savings, damage due to business interruption, lost profit and for damage caused by loss of data during the execution of the Agreement.
  3. The Customer indemnifies Hustle & Heart Consultancy against all claims for compensation that third parties may assert in respect of damage that has arisen in any way through the unlawful or careless use by the Customer of the products and Services of Hustle & Heart Consultancy.
  4. Hustle & Heart Consultancy is never liable for the way in which the Customer has obtained/received the information (such as texts and/or images).

 

Article 11     Force majeure

  1. Hustle & Heart Consultancy is not bound by its obligations under the Agreement if fulfillment has become impossible due to force majeure. If the force majeure continues for a period of 60 days, both Parties are entitled to dissolve the Agreement. What has already been performed pursuant to the Agreement will then be settled proportionately.
  2. In its activities Hustle & Heart Consultancy is dependent on the cooperation, services and deliveries of third parties, over which Hustle & Heart Consultancy has little or no influence. Hustle & Heart Consultancy can therefore in no way be held liable for any damage whatsoever or delay in payment arising from a situation in which the shortcoming is due to a third party with whom Hustle & Heart Consultancy has entered into an Agreement.
  3. In addition to the provisions of paragraph 11.1, force majeure certainly includes all external causes and all that has been adopted in this regard in law and jurisprudence.

 

Article 12     Term of Agreement and termination

  1. If the Agreement relates to the periodic or otherwise regular provision of services, the Agreement is entered into for a period of twelve months, unless otherwise agreed.
  2. The right of premature termination of the Agreement by the Customer is excluded, without prejudice to the other provisions of these General Terms and Conditions.
  3. Both Parties are only entitled to dissolve the Agreement if the other party, after a proper and as detailed written notice of default as possible, with a reasonable term for remedying the shortcoming, imputably fails to fulfill its essential obligations under the Agreement.
  4. Hustle & Heart Consultancy can terminate the Agreement in whole or in part without notice of default and without judicial intervention by written notification with immediate effect if there are urgent reasons, including in any case the cases in which:

Hustle & Heart Consultancy will never be obliged to pay any compensation due to this termination, as stipulated in Article 12.4.

  1. If at the time of the dissolution as referred to in Articles 12.3 and 12.4 the Customer has already received performances for the execution of the Agreement, these performances and the associated payment obligations will not be subject to cancellation. Amounts that Hustle & Heart Consultancy has invoiced before the dissolution in connection with what it has already performed or delivered in execution of the Agreement, will remain due in full with due observance of the provisions of the previous sentence and will become immediately due and payable at the time of the dissolution.

 

Article 13     Conformity

  1. When executing the Agreement, Hustle & Heart Consultancy will strive for the intended result agreed in the quotation for as much as possible. If, in the opinion of the Customer, the delivered results do not correspond to the intended result agreed in the quotation, the Customer and Hustle & Heart Consultancy will consult to ensure that the delivered results meet the intended results.
  2. In addition to the provisions of article 13.1, the costs for the additional work as referred to in that article will be invoiced to the Customer in accordance with the normal rate of Hustle & Heart Consultancy, unless the Customer can demonstrate, in the opinion of Hustle & Heart Consultancy, that the deviations in the result can be attributed to the defective execution of the Agreement on the part of Hustle & Heart Consultancy.
  3. If it is established that the defects in the Services and/or products to be provided by Hustle & Heart Consultancy are at the expense of Hustle & Heart Consultancy, the Customer is not entitled to compensation or dissolution of the Agreement, except as provided in these General Terms and Conditions.

 

Article 14     Other provisions and applicable law

  1. If any provision of these General Terms and Conditions is void or voided, the other provisions of these General Terms and Conditions will remain in full force and effect and Hustle & Heart Consultancy and the Customer will consult to agree on new provisions to replace the void or voided provisions, with due observance of the purpose and intent of the void or annulled provision as much as possible.
  2. If the Customer includes provisions or conditions in his/her order that deviate from, or do not appear in, these General Terms and Conditions, these are only binding for Hustle & Heart Consultancy if and insofar as they have been expressly accepted by Hustle & Heart Consultancy in writing.
  3. If Hustle & Heart Consultancy deviates from the General Terms and Conditions on its own initiative in favor of the Customer, the Customer can never derive any rights from it.
  4. Any terms and conditions of the Customer do not apply.
  5. Rights and obligations arising from an agreement can only be transferred by the Customer to a third party if Hustle & Heart Consultancy has given written permission for this.
  6. Dutch law applies exclusively to all legal relationships to which Hustle & Heart Consultancy is a party.
  7. The Parties will first try to settle any disputes in mutual consultation and amicably before going to court.
  8. If mandatory rules do not provide otherwise, the competent court in the district of Amsterdam is initially authorized to take cognizance of disputes between the Parties.