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Terms & Conditions

May 24, 2023

Article 1. Definitions
In these general terms and conditions, the following terms are used in the following meaning, unless expressly stated otherwise:
1. Client: the counterparty of WhinWhin.
2. Agreement: the agreement between the client and WhinWhin.

Article 2. Applicability
1. These general terms and conditions apply to all offers, quotations, contracts concluded by WhinWhin, services provided, and all other actions performed by WhinWhin.
2. By signing an agreement with WhinWhin, the client declares that he has taken note of these general terms and conditions of WhinWhin and agrees to them.
3. All offers are non-binding unless expressly stated otherwise in the offer.
4. The applicability of any purchasing or other conditions of the client is expressly rejected.
5. If any provision of these general terms and conditions is void or declared void, the other provisions of these general terms and conditions shall remain in full force and WhinWhin and the client shall consult to agree on new provisions to replace the void or voided provisions, taking into account the purpose and scope of the void or voided provision as much as possible.

Article 3. Offers and quotations
1. The quotations made by WhinWhin are non-binding; they are valid for 14 days, unless otherwise stated.
2. WhinWhin is only bound by the quotations if the acceptance thereof by the client is confirmed in writing and signed within 14 days to WhinWhin, unless otherwise stated.
3. Changes to the originally concluded agreement between the client and WhinWhin are only valid from the moment these changes have been accepted by both parties through a supplementary or amended agreement.
4. A composite quotation does not oblige WhinWhin to perform part of the assignment for a corresponding part of the quoted price.
5. Offers or quotations do not automatically apply to future assignments.

Article 4. Prices, invoicing, and payments
1. In case of an agreement in which the client is required to pay periodic amounts, WhinWhin is entitled to adjust the applicable prices and rates by means of a written notification at least two months in advance.
2. Rate changes may occur due to changes in the content of the assignment, extension of the assignment, or changes in legislation and regulations applicable to WhinWhin.
3. Invoicing of maintenance costs, hosting, and domain name takes place annually in advance. All other amounts are invoiced upon delivery as described in the quotation.
4. One month after invoicing, the website is considered complete, and further changes to the website will no longer be made free of charge.
5. Payment of the invoice amount must be made within 14 days after the invoice date, in the currency in which it was invoiced, in the manner specified by WhinWhin. Objections to the amount of the invoices do not suspend the payment obligation.
6. All costs associated with payment, including exchange and bank charges, are borne by the client.
7. The signatory of a quotation is jointly and severally liable with the client, natural or legal person on behalf of and for the account of whom he acts, in case of abuse of power, as well as in case of a lack of complete identification of this customer. The agreement between the parties is considered concluded from the moment the customer has signed the quotation.
8. If the client fails to pay the amounts due within the agreed period, reminder costs will be charged. These reminder costs amount to €15.00. If the client remains negligent in paying the claim after notice of default, the claim can be handed over to a collection agency, in which case the client, in addition to the then due total amount, will also be obliged to fully compensate extrajudicial and judicial costs.

Article 5. Subscriptions
1. These conditions apply to a one-year subscription concerning domain names, hosting, website maintenance, and website support.
2. Maintenance of the website refers to the monthly updating and backing up of the website.
3. Support of the website refers to solving content and function-related issues on existing pages.
4. In all other cases, costs will be charged to the client on an hourly basis.
5. Subscription costs are valid for one year and must be paid in advance, within 14 days after signing the subscription.
6. The notice period for a subscription is 2 months before the end of the subscription date. 3 months before the end of the subscription date, the client will receive a reminder. If there is no written response within the notice period of 2 months, the subscription with the same specifications will be tacitly renewed for 1 year.

Article 6. Obligations of the client
1. The client ensures timely delivery of the material.
2. WhinWhin may use the client's website for promotion and/or publicity, unless otherwise agreed.

Article 7. Execution of the agreement
1. WhinWhin will make every effort to perform the service with care, if applicable in accordance with the agreements made in writing with the client.
2. If the agreement is entered into for the purpose of execution by a specific person, WhinWhin will always be entitled to replace this person with one or more other persons with the same qualifications.
3. The client ensures that all data, which WhinWhin indicates is necessary or which the client should reasonably understand is necessary for the execution of the agreement, is provided to WhinWhin in a timely manner. If the data necessary for the execution of the agreement is not provided to WhinWhin in a timely manner, WhinWhin is entitled to suspend the execution of the agreement and/or charge the client for the extra costs resulting from the delay.
4. WhinWhin is not liable for damages of any kind caused because the user relied on incorrect and/or incomplete data provided by the client, unless this inaccuracy or incompleteness should have been known to WhinWhin.
5. WhinWhin will deliver services and products within the term indicated in the quotation, unless otherwise agreed during the execution. By signing the quotation, the client undertakes to cooperate in this. If the client fails to do so, the total amount will be invoiced in full after the expiration of the delivery period.
6. If work is carried out on the premises of the client or a location designated by the client by WhinWhin or third parties engaged by WhinWhin as part of the assignment, the client shall provide the facilities requested by those employees free of charge.
7. The client indemnifies WhinWhin against any claims from third parties, who suffer damage in connection with the execution of the agreement, which is attributable to the client.

Article 8. Amendments and Additional Work
1. If WhinWhin, at the request or with the prior consent of the client, performs work or provides other services that fall outside the scope of the agreed services and products, these activities or services shall be compensated by the client to WhinWhin at the usual rates of WhinWhin, as per the General Terms and Conditions. However, WhinWhin is not obligated to comply with such a request and may require a separate written agreement for it.
2. Insofar as a fixed price has been agreed upon for the products and services, and the parties intend to conclude a separate agreement regarding additional work or services, WhinWhin shall inform the client in writing in advance about the financial consequences of such additional work or services.
3. Tariff changes may occur upon changes to the content of the assignment, extension of the assignment, or changes in the applicable laws and regulations for WhinWhin.

Article 9. Duration and Termination
1. Subscriptions have a minimum term of 1 year and are automatically renewed for 1 year each year. After the expiration of the minimum term, the agreement can be terminated in writing at any time, with a notice period of 2 months.
2. WhinWhin may terminate an agreement with the client immediately if the client does not, improperly, or incompletely comply with the agreements concluded with WhinWhin, including the associated terms and conditions.
3. WhinWhin has the right to temporarily or entirely suspend the use of delivered products and services and/or restrict their use if the client fails to fulfill the agreement and obligations towards WhinWhin or violates these general terms and conditions. WhinWhin shall notify the client of this in advance, unless this cannot reasonably be expected of WhinWhin. The obligation to pay the amounts due remains in place even during the suspension of use.

Article 10. Delivery and Delivery Time
1. Unless explicitly agreed otherwise, the dispatch of goods is at the expense and risk of the client, even if the transport is carried out by us and/or at our expense.
2. Exceeding the delivery time shall never be considered a breach of contract and does not affect the obligation of the client to accept the goods. Under no circumstances is the client entitled to cancel the agreement, refuse receipt of the goods, refuse payment thereof, or claim damages.

Article 11. Copyright
1. All goods provided to the client by WhinWhin will be returned to the client upon request.
2. All products and services developed by WhinWhin may be used by WhinWhin for its own promotional purposes unless otherwise agreed upon in writing with the client.

Article 12. Liability and Indemnification
1. WhinWhin and persons working on behalf of WhinWhin to execute the agreement, including our staff, cannot be held liable by the client in any way for any damages, including consequential damages, suffered by anyone, arising from or related to the products or services delivered or made available by us, unless such damage is attributable to intent or gross negligence.
2. The liability of WhinWhin will at all times be limited to the amount invoiced or yet to be invoiced to the client.

Article 13. Force Majeure
1. In case of force majeure, WhinWhin is entitled to consider the agreement as dissolved, without judicial intervention and without being obliged to pay compensation.
2. Force majeure to fulfill our obligations includes any external cause that cannot be attributed to us and which prevents the performance of the agreement, or makes it so difficult or burdensome that performance cannot reasonably be required from us.
3. WhinWhin is not liable for the consequences of events at a hosting provider, domain name registrant, or others over which WhinWhin cannot exert influence.
4. WhinWhin is never liable for the loss or destruction of data, documents, photos, etc., whether by hackers or otherwise, unless this is due to intent and/or gross negligence of WhinWhin or its executive management personnel at the director level. The counterparty must at all times ensure that they retain the original or a copy of the information provided to the user.

Article 14. Miscellaneous Provisions
1. Should any provision of these terms and conditions be deemed inapplicable or contrary to public policy or law by the competent court, only the relevant provision shall be considered null and void, and the parties shall replace it with one or more provisions that most closely resemble the conflicting provision(s), and otherwise these general terms and conditions shall remain in full force.
2. Dutch law applies to all our offers and agreements concluded with us.
3. WhinWhin has the right to temporarily suspend delivered products and services if maintenance work is necessary.

Article 15. Third Parties
1. WhinWhin is not liable for price changes made by hosting providers or third parties. These prices are adjusted by WhinWhin without notice.
2. WhinWhin is not liable for the consequences of registering (with personal data) a domain name and hosting with a hosting provider and/or domain name registrant.

Article 16. Reservation of Ownership
1. The client is and remains the owner of all passwords and other documents obtained relating to the product or service to be produced for the client. This data will not be provided to third parties without the express prior consent of the client.
2. The product or service manufactured by WhinWhin remains the property of the client after payment of the agreed fee.
3. Scripts and programs developed by WhinWhin or others used in and/or for the creation of the website remain the property of WhinWhin.

Article 17. Privacy Provisions
1. Your personal data will only be used by WhinWhin to request your registration for a domain name and hosting. The data will not be made available to third parties unless with your express prior requested and given consent.
2. Your personal information, submitted documents, images, and audiovisual material remain confidential. WhinWhin never provides information such as name, address, email address, telephone number, etc., to third parties without your express prior requested and given consent.