Terms & Conditions
GENERAL TERMS AND CONDITIONS OF SALE AND DELIVERY
Amsterdam, 1 January 2021
Download the original text in Dutch here
Translated with Google Translate and subject to incorrect translations!
1.1 These terms and conditions apply to all offers from eXcelleRes, to all interim
eXcelleRes and the client concluded agreements, as well as on all (legal) acts
preparation or implementation thereof.
1.2 Applicability of any general terms and conditions or stipulations of the client is expressly
1.3 Changes or additions to these terms and conditions and/or the agreement are only of
effective if and insofar as these have been confirmed in writing by eXcelleRes.
2.1 Offers and/or quotations are not binding on eXcelleRes and are considered an invitation to place
of an assignment.
2.2 The validity period of quotations is, unless otherwise agreed, 30 days, with
on the understanding that an agreement is only concluded if and insofar as eXcelleRes
in accordance with the provisions of article 3.3, an order placed by the client within that period (until the
providing training or providing other services).
2.3 After the validity period has expired, no rights can be derived from the offer.
3. Registrations for training courses, conclusion of (other) agreements
3.1 Applications for training courses must be made in writing by signing the
3.2 The registration for a training must be submitted by eXcelleRes at least 10 working days before the start
received from the training.
3.3 An agreement (to provide training or provide other services)
is only established if and insofar as eXcelleRes receives an order (or registration for a
training) has accepted in writing.
4.1 If a training, regardless of the reason, is received within a period of 10 to 6 working days before
commencement of the agreed date of the training is cancelled, 50% of the
course fee (course fee is understood to mean: the reimbursement for the training and the
study material). If a training is canceled after this period, or if the
If the student does not show up, 100% of the course fee is due.
4.2 If a client requests within 10 to 6 working days before the start of the training
shift the training and eXcelleRes agrees to this shift, then 25% of the
course fee. If a training is scheduled within 5 working days before the start
shifted, 50% of the course fee is due. Cancellation during the course
the missed hours.
4.3 Once shifted training sessions cannot be rescheduled or cancelled.
4.4 Cancellations and shifts can only be made in writing and must be
to be in possession of eXcelleRes for the above terms.
4.5 If a training is carried out by a partner of eXcelleRes, notwithstanding the
above, the partner’s cancellation policy applies.
5.1 For all courses and other services offered by eXcelleRes, the prices or
the rates, as stated in the eXcelleRes training program. All prices are, as far as
applicable, exclusive of VAT.
5.2 These prices and rates are based on the
contract conditions. If those circumstances after the closing of the
If you change the agreement, eXcelleRes reserves the right to change its prices
adjust accordingly. (If and insofar as the prices thus increase by more than 15%
are increased, the client has the right to dissolve the agreement.)
6.1 The Client shall pay the amounts charged to him within 10 working days of the invoice date, but
meet eXcelleRes at least before the start of the training. All billed to client
amounts charged must be paid without discount or deduction. Client is not authorized
until settlement. Furthermore, the Client is not entitled to any payment obligation towards
eXcelleRes to suspend.
6.2 The client is in default by the mere expiry of a payment term. In that case, all
claims, for whatever reason, of eXcelleRes on the client are immediately due and payable.
6.3 The Client is liable for all amounts that have not been paid at the latest on the last day of the payment term
from that day, default interest is due equal to the rate applicable in the Netherlands at that time
statutory interest, plus a surcharge of 3%.
6.4 If the client is in default towards eXcelleRes, he is obliged to inform eXcelleRes that the extrajudicial and
to reimburse legal costs in full. The extrajudicial costs to be reimbursed by the client
amount to at least 10% of the unpaid amount, with a minimum of EUR 113.45,
to be increased by the turnover tax due. Any amount transferred from the client
received will first of all serve to pay all interest and costs that may be owed.
6.5 Client undertakes to cooperate with eXcelleRes at the first request of eXcelleRes
of proper security.
eXcelleRes guarantees to the client that the training and other
services comply with what has been agreed. Complaints must be submitted immediately after discovery
of the defects to be reported to eXcelleRes. Provided it is timely and correct
complained and it has been sufficiently demonstrated that the training and/or other services are not satisfactory
to what has been agreed, eXcelleRes will provide these training courses and/or other services again
perform properly. By satisfying that achievement, eXcelleRes is on the matter of its
obligations towards the client fully discharged and to no further (damage) compensation
8. Liability and Indemnification
8.1 eXcelleRes is furthermore not liable, either on the basis of the law or by agreement for
so-called consequential damage that the client or a third party with regard to the execution of the agreement or
(the use of) the training and/or other services, including
business damage, environmental damage or immaterial damage. In all cases, the liability of
eXcelleRes limited to the invoice amount of that part of the agreement from which the damage is
8.2 This is without prejudice to the liability of eXcelleRes under Title 3, Section 3, Book 6
Civil Code (Product Liability). Furthermore, eXcelleRes will not rely on the
included limitations of liability, if and insofar as the damage is directly
is the result of intent or gross negligence on the part of eXcelleRes or its management personnel.
8.3 Unless the damage is caused by intent or gross negligence on the part of eXcelleRes or its manager
staff will indemnify client eXcelleRes against all claims from third parties, direct or indirect
related to the execution of the agreement or (the use of) the courses
and/or other services and he will compensate eXcelleRes for all damage that eXcelleRes suffers as a result of
of such claims.
9. Intellectual Property
9.1 Client does not acquire any intellectual property rights with regard to the training and other
services, or the materials made available, regardless of whether they
intellectual property rights are held by eXcelleRes or by another party.
9.2 eXcelleRes declares that to the best of its knowledge the training and other services do not infringe
on intellectual property rights of third parties applicable in the Netherlands. In case of
claims of third parties in respect of an infringement of such rights, eXcelleRes may, if necessary,
replace or change the relevant courses and other services, or
terminate the agreement in whole or in part. Client only has the right to terminate the agreement
to dissolve it insofar as it cannot reasonably be expected to maintain it.
9.3 Client shall immediately notify eXcelleRes of any claim by a third party in this regard
of an infringement of intellectual property rights with regard to the training and other
services. In that case, eXcelleRes is authorized to defend against this also on behalf of the client or
to take legal action against that third party, or to reach an amicable settlement with that third party
meet. In all cases, the client will provide eXcelleRes with its optimal cooperation.
10. Default and dissolution
10.1 In the event of default of the client or in one of the cases referred to in Article 10.2, eXcelleRes is authorized to
to suspend the execution of any agreement and/or to wholly or partially
dissolution of any agreement.
10.2 In the event of a (provisional) suspension of payments, bankruptcy, shutdown or liquidation of (the
company of) client, all agreements will be legally dissolved, unless eXcelleRes
within a reasonable period of time to demand fulfillment of (a part of) the agreement.
10.3 The provisions of articles 10.1 and 10.2 do not affect the other rights of eXcelleRes to
under the law and the agreement.
10.4 In the event of an event as referred to in (i) 10.1 or (ii) 10.2, respectively (i) all
claims of eXcelleRes against the client under the relevant agreement(s) and (ii) all
claims of eXcelleRes on the client are immediately due and payable in full (and eXcelleRes is
entitled to take back the products concerned. In connection therewith, eXcelleRes and
its authorized representative(s) are entitled to enter the client’s premises and buildings in order to:
to take possession of the products. The Client is obliged to take the necessary measures in order to
to enable eXcelleRes to enforce its rights.)
11. Force majeure
11.1 If eXcelleRes does not comply with it due to a non-attributable shortcoming (force majeure).
obligations towards the client, the fulfillment of those obligations will be suspended
for the duration of the force majeure situation. eXcelleRes will notify client as soon as possible
establishing the force majeure situation.
11.2 If the force majeure situation lasts 7 days, both parties have the right to cancel the agreement
to dissolve in whole or in part, insofar as the force majeure situation justifies this.
11.3 In the event of force majeure, the client is not entitled to any (damage) compensation, not even if
eXcelleRes should have any advantage as a result of the force majeure.
11.4 Force majeure is understood to mean any circumstance independent of the will of eXcelleRes,
as a result of which the fulfillment of its obligations towards the client is wholly or partially
prevented or as a result of which the fulfillment of its obligations is not reasonably for eXcelleRes
may be required, whether or not that circumstance at the time of the conclusion of the
agreement was foreseen. These circumstances also include: war, riots,
flood, fire, strikes, lockouts, blockade, riot, stagnation or other problems in
production at eXcelleRes or its suppliers, problems at its own or by third parties
arranged transport, devaluation, increase in import duties and/or excise duties and/or taxes,
measures by any governmental authority, the absence of any governmental
obtaining permits, accidents, computer failures; all this at eXcelleRes as well as on the
location where the training takes place.
12. Teacher’s Disease
12.1 In the event of illness and/or incapacity of a teacher, eXcelleRes will, if possible, within a reasonable
period for an equivalent replacement.
12.2 If replacement proves not to be possible, eXcelleRes will inform the client of this within 24 hours
and the client can reschedule the training free of charge in consultation with eXcelleRes.
As a cancellation policy with regard to the accommodation, the Uniform Conditions
of the catering industry.
14. Applicable law and choice of law
14.1 These terms and conditions, as well as the agreement, are governed by Dutch law.
14.2 The applicability of the Vienna Sales Convention 1980 (CISG) is excluded.
14.3 All disputes arising as a result of the agreement or these conditions will,
unless otherwise urgently prescribed by law, are subject to the judgment
of the competent court in Amsterdam, on the understanding that eXcelleRes has the right
to bring claims against the client, whether or not simultaneously, before other courts
colleges authorized to hear such claims.