Algemene leveringsvoorwaarden

1 Applicability
1.1 The following general terms and conditions are applicable to all offers, assignments and agreements regarding advice or services to be provided by Safety Speakers unless otherwise agreed upon in writing between Safety Speakers and the client.
agreements regarding advice or services to be provided by Safety Speakers
unless otherwise agreed upon in writing between
Safety Speakers and the client.
1.2 All articles are applicable. Changes in, additions to and/or extensions of (parts of)
this agreement are only binding in so far as this has been expressly agreed in writing
between the parties.

2 Offer and conclusion of agreement
2.1 An offer or quotation from the Safety Speakers should be regarded as an
invitation to potential clients to place an order.
2.2 Offers made by Safety Speakers are non-binding and are valid for 60 days.
2.3 An agreement is formed after Safety Speakers has accepted an assignment from the client
or by Safety Speakers executing the agreed upon assignment.
2.4 The subject matter of the agreement is determined by the description of the work included
in the written offer. Changes in, additions to and/or extensions of the
agreement are only binding after they have been agreed in writing by the parties.
2.5 If during the execution of the agreement the client gives further instructions
or wishes to change the existing agreement, this will only be possible
if Safety Speakers accepts these changes
and the client reimburses the costs incurred.

3 Execution of the Agreement
3.1 The agreement shall be performed within the (estimated) term stated in the offer
in consultation with the client, unless this proves impossible in all reasonableness.
3.2 If there is a risk of the term being exceeded,
the client will be notified as soon as possible.
3.3 The client is obliged to provide the data and documents required
for the agreement in an adequate manner.
3.4 Safety Speakers is entitled, after consultation with the client, to change the
composition of the project team used to execute the agreement

4 Confidentiality
4.1 Safety Speakers is required to maintain the confidentiality of all information received from the client that
Safety Speakers has been told is confidential or that Safety Speakers
can reasonably be expected to understand is confidential.
4.2 This confidentiality obligation does not apply to the extent Safety Speakers is required to disclose
such information by law, the rules of any stock exchange or a court order or any other
competent government authority.
4.3 The confidentiality shall apply for a period of 5 years after completion of the assignment.
4.4 The provisions of this article do not apply to data of which Safety Speakers was aware
prior to granting the assignment, or which were legally obtained from a third party or parties
or which were independently obtained by Safety Speakers, or which have become (publicly) known,
and which are not the result of an act or omission by
Safety Speakers.
4.5 The responsibilities resulting from this article also extend to the services
Safety Speakers uses in the execution of the agreement,
unless other agreements have been made and the client is
aware of them.
4.6 When processing personal data, Safety Speakers observes
the applicable legal provisions. When processing personal data, Safety Speakers takes
at least observe the relevant legal provisions.
4.7 One (electronic) copy of all documents relating to the performed contract shall be
retained for legal, IT, legislative and supervisory purposes.

5. Rights to results
5.1 The client has full and free disposal over the results of the agreement,
as delivered to the client by Safety Speakers,
unless otherwise agreed upon in writing.
5.2 Safety Speakers reserves all intellectual and copyright property rights
and the like with regard to the products or services it provides.
5.3 Goods and products delivered by Safety Speakers
to the client remain its property until all amounts owed to Safety Speakers,
including those for work performed, have been paid by the client.
5.4 The client is not allowed to use or make available to third parties the services provided
as mentioned in section 3 of this article without the prior
consent of Safety Speakers.

6. Cancellation and relocation
6.1 If the assignment is cancelled by the client, the costs already
incurred will be charged to the client. If applicable, Article 6.2 shall apply in addition.
6.2 The following applies when an agreed presentation, education, training or exercise date is moved or cancelled.
If a request is cancelled or postponed within 10 working days prior to the execution date, Safety Speakers will charge 100%
of the execution costs (‘reserved capacity’).
Between four and two weeks before the execution date, Safety Speakers will charge 50%
of the execution costs. The execution of the rescheduled activity must take
place within 6 months of the original execution date. In all other cases, Safety Speakers
reserves the right to make a new quotation.
6.3 In case of cancellation of an individual (‘open’) registration for an education, training or
practice activity, the following applies. Cancellation involves the participant cancelling the registration
or not participating in one of the training days
(unless it is possible to catch up on the training). We apply the following cancellation policy:
After Safety Speakers has confirmed your application for a course,
you have 14 working days in which to cancel without
giving any reason.
You can cancel in writing without charge up to 28 working days before the start of the first training day.
In the event of cancellation equal to or less than 28 working days before the start of the first training day,
100% of the training price will be charged (excluding arrangement costs).
In the event of cancellation on or less than 8 working days before the start of the first training day,
the arrangement costs will also be charged.
This cancellation rule does not apply if another employee of your organisation participates
in your place.
6.4 Consumers have the right to cancel the agreement at any time
within 14 days of its conclusion,
without charge and without giving any reasons.

7. Premature termination
7.1 Within the framework of this agreement, both parties are entitled to terminate
the agreement unilaterally. Such a termination needs to be announced in writing
and by registered mail. Safety Speakers will only make use of this right if it cannot reasonably
be expected to complete the agreement due to facts
or circumstances beyond its control.
7.2 If the client fails to meet one or more of its obligations, fails to meet them on time or adequately,
is declared bankrupt, applies for a (temporary) moratorium, liquidates its business,
or if its assets are wholly or partially seized,
Safety Speakers shall be entitled to suspend the execution of the agreement or to dissolve the agreement
in whole or in part by means of a written statement without prior notice of default,
at its own discretion and without prejudice to any right
Safety Speakers may have to claim compensation for costs, damages and interest. In these cases,
all Safety Speakers claims against the client are immediately due and
payable.
7.3 Unilateral termination by the client is only possible if this is explicitly
provided for in the agreement.
7.4 If the client gives notice of termination, Safety Speakers is entitled to be reimbursed for costs incurred
in the meantime at the price specified in the agreement and/or the prevailing rates
and to a surcharge for loss of profit.
7.5 Unilateral termination by the client is possible,
even if the agreement does not provide for this, if Safety Speakers fails to meet any essential requirements
of the agreement, but not until the client has sent a written,
registered message to this effect,
in which Safety Speakers is given a reasonable time to meet its requirements.

8. Price, rates and payment
8.1 The offer may be made on the basis of “fixed price” or on the basis of “subsequent calculation”. If a
“fixed price” is included in the offer, this price shall apply as the agreed price. If the
offer does not include a “fixed price”, then the amount to be paid will be determined on the basis of subsequent calculation
in accordance with Safety Speakers’ usual rates and methods. If a
“guide price” is included in the offer,
the amount mentioned is no more than a non-binding estimate of the costs.
8.2 Unless otherwise stated, all amounts mentioned by Safety Speakers
in offers, order confirmations and/or agreements
are exclusive of sales tax and other government levies.
8.3 The client is obliged to pay in euros within 30 days of the
invoice date, unless otherwise agreed in writing in advance.
8.4 If the agreement does not contain any further agreements about the payment conditions,
the following rules apply:
Fixed price: 50% at the start of the assignment, 50% after completion of the assignment;
Subsequent calculation: monthly invoice in arrears.
8.5 Safety Speakers is entitled to change its rates and charges
annually on January 1. Modified rates and costs apply from the moment they are introduced,
unless otherwise agreed.
8.6 In the case of an agreement with a duration of more than one year or in the case of an uninterrupted
continuation of agreements that together exceed a duration of one year, Safety Speakers’ hourly rate or the agreed upon price will
– unless otherwise agreed upon in writing –
be adjusted annually on 1 January to at least equal the wage index for financial institutions
and business services. This does not apply to assignments with a
fixed fee project price.
8.7 Payments must be made by the client without any discount or setoff.
The existence of alleged claims, demands and/or complaints against Safety Speakers
or its group of companies does not relieve the client of its payment obligation(s). If the payment term is exceeded,
the client will owe Safety Speakers interest
on the unpaid invoice amount, equal to the current
official ECB Euro deposit rate plus 3.75%,
calculated from the day(s) that payment should have been made until the day of payment,
without any reminder or notice of default being required.
8.8 Both judicial and extrajudicial collection costs shall amount to at least € 250.00,
which shall be borne entirely by the client if the client fails to make timely and/or full payment.

9. Liability
9.1 The results of applying and using the advice and services provided by Safety Speakers
depend on many factors beyond its control. Although the agreement
will be executed to the best of its knowledge and ability and in accordance with the requirements of good craftsmanship,
Safety Speakers cannot give any guarantees
concerning the results of the advice and services provided by Safety Speakers.
9.2 If Safety Speakers, or a third party contracted by Safety Speakers,
makes an error in the execution of an assignment, Safety Speakers shall be liable
to the client for all damages incurred by the latter insofar as such damage is the direct and immediate consequence
of the error made by Safety Speakers or the third party contracted. An error is understood to mean:
negligence, error, omission or negligence in the execution
of the contract which could have been avoided
under normal circumstances, with normal knowledge and experience and with due regard for normal alertness
and professional practice.
9.3 Natural persons associated with Safety Speakers cannot be held liable
in any way in connection with the agreement or its execution.
9.4 The client is required to ensure that no claim or demand of any kind whatsoever
related to the agreement or its execution
is made or enforced other than
by the client against Safety Speakers. If natural persons associated with Safety Speakers or third parties contracted by Safety
Speakers to execute the agreement are nevertheless
held liable by the client, they shall be entitled to invoke all rights of defence
deriving from the agreement and these general terms and conditions as if they
were parties to the agreement.
9.5 The client shall indemnify Safety Speakers, its associated natural persons and the third parties contracted to execute the agreement,
against all claims from third parties related to the execution of the agreement
by Safety Speakers, insofar as such claims
are more or different than those to which the client is entitled against Safety Speakers.
9.6 Except in the case of intentional acts or omissions by Safety Speakers or its managers,
Safety Speakers’ liability for consequential, indirect or special damages is excluded at all times.
Safety Speakers is not liable for damages of any kind if:
the client does not strictly comply with his contractual obligations
the client has made changes to the delivered products that were not
authorized by Safety Speakers;
the client did not report imperfections immediately so that Safety Speakers
could not take appropriate measures to prevent or limit the damage.
9.8 In all cases where Safety Speakers is nevertheless obliged
to pay damages, these shall never exceed the price agreed upon for the services through
or in connection with which the damage was caused.
9.9 All claims against Safety Speakers, except those acknowledged by Safety Speakers,
lapse twelve months after the claim arose,
but in any case twelve months after the date of Safety Speakers’ final invoice.

10 Force majeure
10.1 Safety Speakers cannot be held liable if and insofar as contracts
cannot be fulfilled due to force majeure. Force majeure is understood to be any strange cause
or circumstance that should not be at
Safety Speakers’ risk, including delays at or failures
by its suppliers, transport problems and strikes.
10.2 If Safety Speakers is unable to execute the agreement (in time) due to force majeure,
Safety Speakers shall be entitled to execute the agreement at a later date or,
in the event of permanent impediment, to dissolve the agreement
in whole or in part without judicial intervention and without
being required to pay the client damages.
10.3 If a conflict of interest arises in any way on the part of Safety Speakers during the performance of the assignment, Safety Speakers will report this immediately to the client(s).
Such a conflict of interest can also arise if several clients request Safety Speakers to provide services
regarding the same situation. This conflict of interest may also occur if different clients
request Safety Speakers services regarding the same situation. Safety
Speakers reserves the right to act for one of the parties at all times.
In that case, Safety Speakers will make every effort to find a suitable service provider for the
other party or parties.

11 Guarantee
11.1 Warranty obligations shall apply insofar as they have been
expressly agreed in writing and for a specific period.
11.2 The warranty consists of the obligation of Safety Speakers to repair faults and defects in the product
or to perform the service again or to still
achieve the set objective.
11.3 The guarantee obligation laid down in the
previous paragraphs of this article does not extend to the client’s customers.
11.4 The guarantee obligation shall lapse if:
• the client does not strictly comply with its contractual obligations;
• the client has made changes to the delivered products or services that were not
authorized by Safety Speakers;
• the client has not immediately reported any imperfections to Safety Speakers.
11.5 If one of the parties fails to comply with any essential obligation under the agreement,
other than as provided for above, the other party shall send written notice
of default and shall give the party in default a reasonable period of time to fulfil its obligations.
If the defaulting party fails to comply with its obligations within the period set, its rights under the agreement
shall lapse and the other party shall no longer
be bound to comply
with any obligation resting on it.

12 Competent court and applicable law
12.1 All disputes arising from the agreement or any related agreements will be settled
by the competent court in the Netherlands, to the exclusion of any other forum, unless
Safety Speakers prefers another competent court.
12.2 Dutch law is applicable to all relations between
Safety Speakers and the client. .