Terms and Conditions 

General Terms and Conditions – Esther ter Avest

Email: [email protected]
Website: www.estherteravest.nl

Definitions
Esther ter Avest: Esther ter Avest, located in Zaltbommel, registered with the Dutch Chamber of Commerce under number 66829062.
Client: the party with whom Esther ter Avest has entered into an agreement.
Parties: Esther ter Avest and the client jointly.
Consumer: a client who is also an individual acting as a private person.

Article 1 – Applicability of Terms and Conditions
These terms and conditions apply to all quotations, offers, work, orders, agreements and deliveries of services or products by or on behalf of Esther ter Avest.
Parties may only deviate from these terms if expressly agreed upon in writing.
The applicability of any additional and/or differing general terms of the client or third parties is explicitly excluded.

Article 2 – Offers and Quotations
Offers and quotations by Esther ter Avest are non-binding unless explicitly stated otherwise.
An offer or quotation is valid for a maximum of 2 weeks unless a different acceptance period is stated.
If the client does not accept the offer within the valid timeframe, the offer expires.
Offers do not automatically apply to repeat or additional orders unless agreed upon in writing.

Article 3 – Acceptance
Upon acceptance of a non-binding offer, Esther ter Avest reserves the right to withdraw the offer within 3 days without the client acquiring any rights.
Verbal acceptance binds Esther ter Avest only after written (or electronic) confirmation by the client.

Article 4 – Prices
All prices are in euros, including VAT and excluding any other costs such as administration, levies, travel, shipping, or transport, unless explicitly stated otherwise.
All published prices may be adjusted at any time.
Unless a fixed price is explicitly agreed upon, parties agree on a target amount.
Esther ter Avest may deviate up to 10% from the target amount.
If the target is exceeded by more than 10%, the client will be informed and has the right to cancel the exceeding portion of the order.
Esther ter Avest may adjust prices annually.
Price adjustments will be communicated in advance.
A consumer has the right to terminate the agreement if they do not agree with the price increase.

Article 5 – Payment and Terms
Products are paid for immediately.
For services, a deposit of up to 50% may be required.
Invoices must be paid within 14 days unless stated otherwise.
Payment terms are strict deadlines. Failure to meet the deadline results in default without prior notice.
Esther ter Avest may demand immediate payment or a security deposit.

Article 6 – Consequences of Late Payment
Default interest of 2% per month (consumers) or 8% per month (businesses) applies from the due date.
Additional costs such as extrajudicial collection fees are borne by the client.
Esther ter Avest may suspend performance until payment is received.
Insolvency or refusal to cooperate results in immediate payment obligations.

Article 7 – Right of Reclamation
Upon default, Esther ter Avest may reclaim delivered goods.
Reclamation must be communicated in writing.
Client must immediately return products at their own expense unless agreed otherwise.

Article 8 – Right of Withdrawal
Consumers may withdraw from online purchases within 14 days if: - It is not a custom-made product; - The product is unused; - It is not a lottery or gambling service; - They did not waive their withdrawal right; - Services were not fully performed within 14 days with explicit consent; - It is not a digital product unless otherwise stated. The 14-day period starts: - The day after receipt of the product; - Upon entering into a service agreement. Withdrawal must be communicated via [email protected].
Products must be returned within 14 days of withdrawal notice.

Article 9 – Reimbursement of Shipping and Return Costs
If withdrawal is exercised on time, any shipping costs for the full order will be refunded within 14 days.
Return costs are only reimbursed if the full order is returned.

Article 10 – Right of Suspension
Unless the client is a consumer, they waive the right to suspend any obligations.

Article 11 – Right of Retention
Esther ter Avest may retain products until all due payments are fulfilled.
Retention also applies to previous unpaid agreements.
Esther ter Avest is not liable for damage resulting from exercising this right.

Article 12 – Set-off
Unless the client is a consumer, they waive the right to set off any claims against amounts due to Esther ter Avest.

Article 13 – Retention of Title
Ownership remains with Esther ter Avest until all payments are fulfilled.
Until then, products may not be sold, pledged or transferred.
Violation allows Esther ter Avest to dissolve the agreement and claim damages.

Article 14 – Delivery
Delivery is subject to availability.
Delivery occurs at Esther ter Avest or another agreed location.
Online product deliveries are sent to the address provided by the client.
Non-payment allows for suspension of obligations.

Article 15 – Delivery Time
Delivery times are indicative.
Exceeding the delivery time does not entitle the client to compensation unless explicitly agreed otherwise.
Delivery time starts after confirmation of the signed quotation.
Only if delivery fails after a 14-day written notice can the agreement be dissolved.

Article 16 – Actual Delivery
Client must ensure timely receipt of products.

Article 17 – Transport Costs
Transport costs are borne by the client unless agreed otherwise.

Article 18 – Packaging and Shipping
If packaging is opened or damaged, this must be reported upon receipt.
If the client arranges transport, visible damage must be reported in advance.

Article 19 – Insurance
Client must insure the following: - Delivered items required for the agreement;
- Property of Esther ter Avest at the client’s location;
- Products delivered under retention of title.
Insurance policies must be shown on request.

Article 20 – Storage
Late collection of products is at the client’s risk.
Additional costs for early or late collection are charged to the client.

Article 21 – Warranty
Services are a best-effort obligation.
Product warranty applies only to manufacturing defects.
Normal wear, misuse, and unclear causes are not covered.
Risk transfers upon legal or actual delivery.

Article 22 – Exchanges
Exchange is possible if:
- Within 14 days with original receipt; - In original packaging with tags;
- Product is unused.
Discounted, digital, perishable, custom or completed services/products cannot be exchanged.

Article 23 – Execution of Agreement
Esther ter Avest delivers services to the best of her abilities.
She may subcontract parts of the work.
Agreement starts after written consent and (if applicable) deposit.
Delays caused by the client are their financial responsibility.

Article 24 – Client Information
Client must timely provide all necessary information.
Client guarantees accuracy and completeness of submitted documents.
Failure to provide timely information may result in additional charges.

Article 25 – Duration of Agreement
Service agreements run for one year unless stated otherwise.
Automatically renewed agreements can be terminated:
- By businesses with 2 months’ notice;
- By consumers with 1 month’s notice.
Agreed timelines are not strict deadlines unless stated.

Article 26 – Termination of Fixed-Term Services
Termination is only possible after one year.
After one year, notice period is:
- 3 months for businesses;
- 1 month for consumers.
Services under one year cannot be terminated early.

Article 27 – Intellectual Property
All intellectual property rights remain with Esther ter Avest.
Clients may not copy, distribute or share any materials without prior written consent.

Article 28 – Confidentiality
Client must keep all received information confidential.
This includes all sensitive or business-related materials.
Exceptions only apply to public information or legal obligations.
Confidentiality lasts for the duration of the agreement and three years afterward.

Article 29 – Penalty Clause
Violation of intellectual property or confidentiality results in a fine: - €1,000 for individuals; - €5,000 for legal entities;
Plus 5% per day until resolved.
Fines do not require prior notice or proof of damage.

Article 30 – Indemnity
Client indemnifies Esther ter Avest against third-party claims related to her services or products.

Article 31 – Complaints
Client must examine products/services promptly.
Complaints must be submitted:
- Within 1 month by businesses;
- Within 2 months by consumers.
Detailed descriptions are required.
Ongoing work cannot be suspended due to complaints.

Article 32 – Notice of Default
Notices of default must be made in writing.
Client bears responsibility for proper delivery.

Article 33 – Joint Liability
If multiple clients sign an agreement, all are jointly liable for the total amount due.

Article 34 – Liability
Esther ter Avest is only liable for damage caused by intent or gross negligence.
She is liable only for direct damages.
Indirect damages are excluded.
Liability is limited to insurance payout or invoice amount.

Article 35 – Limitation Period
Any claim for damages expires 12 months after the cause arose.

Article 36 – Right of Termination
Client may terminate the agreement if Esther ter Avest materially breaches obligations.
Termination only applies after notice and non-compliance.

Article 37 – Force Majeure
Force majeure includes all situations beyond control preventing fulfillment.
This includes but is not limited to war, pandemics, strikes, power failures, government actions, etc.
Obligations are suspended during force majeure.
If it lasts over 30 days, both parties may terminate the agreement.

Article 38 – Modification of Agreement
Agreement changes are made by mutual consent unless otherwise agreed.

Article 39 – Amendments to Terms and Conditions
Esther ter Avest may update these terms.
Minor changes may be made at any time.
Significant changes will be discussed with the client beforehand.

Article 40 – Transfer of Rights
Client may not transfer rights to third parties without written consent.
This clause is legally binding under Dutch property law.

Article 41 – Invalidity of Provisions
If any provision is void, others remain valid.
Invalid provisions will be replaced with similar enforceable ones.

Article 42 – Applicable Law and Competent Court
Dutch law applies to all agreements.
Disputes will be handled by the court in the district where Esther ter Avest is established, unless mandatory law dictates otherwise.

Drafted on 13 April 2023 in Zaltbommel