General Terms and Conditions WM Digital Services
Article 1 Applicability
1.1. These terms and conditions are used by WM Digital Services.
1.2. These terms and conditions apply to all offers, agreements and commitments that are entered into or arise by WM Digital Services as a contractor within the framework of the execution of the work. Changes to these terms and conditions must be explicitly confirmed in writing by WM Digital Services.
1.3. Any general terms and conditions of the Client are excluded.
Article 2 Execution assignment
2.1. Unless expressly agreed otherwise in writing, WM Digital Services determines the manner in which and by which person (s) the assignment is carried out. WM Digital Services will, if possible, take into account timely and responsible instructions from the Client regarding the execution of the assignment.
2.2. WM Digital Services is not liable for damage of any nature whatsoever caused by the fact that WM Digital Services relied on incorrect and / or incomplete data provided by the Client.
2.3. Numbers, (delivery) data or periods issued by WM Digital Services are not of a fatal nature and are approximate. In the event of an alleged exceeding by WM Digital Services, a written notice of default is always required.
Article 3 Payment
3.1. Payment of the invoice amount by the Client must be made within the agreed periods, but in no case later than fourteen days after the invoice date, in the indicated currency, at the offices of WM Digital Services or by means of a deposit in favor of a person to be designated by WM Digital Services. bank or giro account, without any right to discount, deduction or set-off.
3.2. If the Client has not paid within the aforementioned period or within the agreed period, it is legally in default. WM Digital Services is then entitled, without further notice of default and without prejudice to the other rights of WM Digital Services, to charge the statutory commercial interest plus 2% from the due date until the date of full payment, all this without prejudice to the further rights which WM Digital Has services.
3.3. All judicial and extrajudicial (collection) costs incurred by WM Digital Services as a result of the Client's non-compliance with its payment obligations will be borne by the Client.
Article 4 Complaints
4.1. WM Digital Services will perform its activities to the best of its ability, taking into account the care that can be expected from a professional.
4.2. Complaints with regard to the work performed and / or the invoices sent must be submitted in writing within fourteen days after the date of dispatch of the documents or information about which the Client complains, or within fourteen days after the discovery of the defect if the Client demonstrates that it cannot reasonably be expected to have the defect. to discover earlier, to be made known to WM Digital Services.
4.3. Complaints as referred to in the previous paragraph do not suspend the payment obligation of the Client.
4.4. If the complaint is not filed in time, all rights of the Client in this regard will lapse.
Article 5 Liability
5.1. WM Digital Services is not liable for any direct damage suffered by the Client in any way related to or caused by non-execution, late or improper performance of the assignment, unless WM Digital Services intent or gross negligence equivalent to it.
5.2. WM Digital Services is not liable for damage caused by the Client providing incorrect or incomplete information.
5.3. WM Digital Services is never liable for all indirect damage, consequential damage as well as stagnation in the regular course of events in the Client's company.
5.4. WM Digital Services has the right at all times, if and to the extent possible, to undo the damage of the Client.
5.5. WM Digital Services is not liable for damage or destruction of documents during transport or during dispatch by post, regardless of whether the transport or dispatch is carried out by or on behalf of the Client, WM Digital Services or third parties.
5.6. The Client indemnifies WM Digital Services against claims from third parties for damage caused by the fact that the Client has provided WM Digital Services with incorrect or incomplete information, unless the Client demonstrates that the damage is not related to culpable acts or omissions on its part or is caused by intent or gross negligence. fault of WM Digital Services.
5.7. Any liability of WM Digital Services is at all times limited to an amount equal to what WM Digital Services has invoiced for the order in question, without counting the costs of third parties, or to the maximum of the amount that any insurer of WM Digital Services in pays the appropriate case if and insofar as the benefit is higher.
Article 6 Force majeure
6.1. If WM Digital Services is unable to meet its obligations under the agreement, or not timely or properly due to a cause that is not attributable to it, including but not limited to stagnation in the regular course of affairs within its company, those obligations will be suspended up to the moment that WM Digital Services is still able to comply with this in the agreed manner.
6.2. Client has the right, in case the situation as referred to in the first paragraph occurs, after setting a final term of two weeks in writing, to cancel the agreement in whole or in part in writing, but without prejudice to the obligation to pay what has already been invoiced and work in progress and without refund or compensation.
Article 7 Suspension and termination
7.1 WM Digital Services is authorized to suspend the fulfillment of all its obligations, including the delivery of documents or other goods to the Client or third parties, until the moment that all due and payable claims against the Client have been paid in full.
7.2 WM Digital Services is entitled to terminate the agreement if the Client does not strictly comply with any (payment) obligation, or if the Client is in a state of bankruptcy, suspension of payment or undercurrence order or the client's (company's) closure or liquidation or if any requested security is not provided.
In the event of dissolution pursuant to this article, 7.3 WM Digital Services is entitled to compensation even without prior notice of default.
In the event of dissolution pursuant to this article, whether or not as compensation, 7.4 WM Digital Services is entitled to payment of all that WM Digital Services would have been allowed to invoice under the assignment with the Client without the dissolution.
Article 8 Forum selection
8.1. All agreements between the Client and WM Digital Services to which these general terms and conditions apply are governed by Dutch law.
8.2. All disputes related to agreements between the Client and WM Digital Services will be settled by the competent court of the Court of Maastricht, or, at the option of WM Digital Services, by the court that is relatively competent by law.
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