CHAPTER 1: GENERAL
Article 1. Definitions
1.1. In these general terms and conditions the terms written with an initial capital letter are used
are used in the following sense, unless expressly stated otherwise or the context
AVG: General Data Protection Regulation;
Data Subject: The identified or identifiable natural person
to which the processing of personal data relates
Security Incident: A security breach that accidentally or
unlawfully results in the destruction, loss, alteration
modification or the unauthorized disclosure of or the
unauthorized access to personal data transmitted, stored or
otherwise processed personal data;
Service: The service that Webatlete provides under the Agreement
to the Customer under the Agreement, such as hosting and support;
Participant: The natural person who participates in a Training;
Content: Texts, videos, photos, graphics, corporate identity, logos,
symbols, brands, trade names, etc. provided by the Customer in connection
provided by the Customer in connection with the Work or which are placed on the
Customer on the Website;
Customer: The legal entity or the natural person acting in the
exercise of his profession or business who has entered into or wishes to enter into an
entered into or wishes to enter into an Agreement with Webatleten;
Materials: All materials developed or made available by Webathletes in the context of the Training.
or made available;
Agreement: The agreement between Webatleten and the Customer;
Written: In writing or by e-mail;
Software: The software (including instructions and updates) that and any
other work within the meaning of the Copyright Act, such as web design, that
Webatleten has developed or manufactured or has had developed or manufactured
developed or manufactured and made available to the Customer.
has made available to the Customer;
Training: The training, workshop, master class, etc. provided by Webatleten.
Webatleten: The user of these general terms and conditions: Webatleten
established at Waterloseweg 7 A in Apeldoorn, registered with
Chamber of Commerce under the Chamber of Commerce number 77034120;
Website: The website or application of the Customer or of a customer of
Customer to which the Agreement relates;
Work: All Work to be performed by Webatleten on behalf of the Customer.
1.2. Unless the context indicates otherwise, defined terms in the singular also refer
defined terms in the singular also refer to the plural.
Article 2. General
2.1. These general terms and conditions apply to all Agreements between the Customer and
and Webatleten, to all Services and to all Work.
2.2. These terms and conditions also apply to Agreements with Webatleten,
for the execution of which Webatleten engages third parties.
2.3. Once these general terms and conditions have been applicable to a legal relationship
Once these General Terms and Conditions have been applied to a legal relationship between Webatleten and the Customer.
to the applicability of these general terms and conditions to subsequently concluded and to be concluded.
to be concluded Agreements.
2.4. Deviations from these General Terms and Conditions can only be agreed in Writing.
2.5. The applicability of any purchase or other conditions of the Customer is expressly rejected.
The applicability of any purchase or other conditions of the Customer is expressly rejected.
2.6. If one or more provisions of these general terms and conditions are null and void or annulled, the
should be null and void, then the remaining provisions of these general terms and
applicable. The void or void provisions will be replaced by Webatleten.
as much as possible the purpose and meaning of the original provision(s).
The purpose and meaning of the original provision(s) will be respected.
2.7. If Webatleten does not always require strict compliance with these terms and conditions,
this does not imply that these general terms and conditions are not applicable
or that Webatlete would lose the right to require strict
require strict compliance with these general terms and conditions.
2.8. Webatlete has the right to change these general terms and conditions and to apply the new general
terms and conditions to the existing Agreement. The Customer will be
Written notice of the new general terms and conditions and of the effective date.
Article 3. Offer
3.1. Any offer made by Webatleten is without obligation.
3.2. If an offer or quotation has a certain validity period and the Customer does not agree to the offer or quotation within the validity period.
the validity period of the offer or quotation, then it is possible that
that the Work cannot be commenced within the specified period. In
such a case, the Customer will be informed of this. If the Customer agrees
with the new schedule, the Work will be performed in accordance with the new schedule.
3.3. Webatleten cannot be held to its offer if the Customer can reasonably understand
that the offer, or any part thereof, contains an obvious mistake or clerical error.
3.4. Quoted prices and rates do not automatically apply to future Agreements.
3.5. Mentioned prices and rates do not include VAT.
Article 4. Conclusion of the Agreement
4.1. The Agreement is established at the moment that:
a. The Customer and Web Athletes have signed the written agreement;
b. The Customer has expressly agreed in any other way, for example through that e-mail
with the offer of Webatlete;
c. The Customer has signed the offer (digitally);
d. The Customer has purchased hours for support Work via the website of Webatleten.
Article 5. Tariff changes
5.1. Webatlete has the right to adjust its rates and declare the adjusted rates applicable to the existing
Agreement. The Customer will be notified In Writing well in advance
of such an adjustment and of the effective date.
Article 6. Execution of the Agreement
6.1. Webatleten will execute the Agreement to the best of its knowledge and ability, based on the known state of the art at the time.
based on the then known state of science and technology.
6.2. Webatlete has the right in the execution of the Agreement to engage one or more third parties or to use the services of third parties.
6.2 Webatleten has the right to engage one or more third parties for the execution of the Agreement.
Article 7. Term of delivery
7.1. If for the execution of certain Activities a term has been agreed upon or given,
This is never a deadline. If a term is exceeded, the Customer must
Webatleten in writing. Webatleten needs to be given a reasonable
Webatleten should be given a reasonable time to still comply with the Agreement. Exceeding
of a delivery period does not give the Customer a claim for damages, such as,
but certainly not limited to, loss of turnover.
7.2. If Webatleten requires data from the Customer for the execution of the Agreement,
then the term of execution does not commence until after the Customer has made these correct and complete details available to
Webatleten has made them available to Webatleten.
7.3. In the event that a delivery period agreed by Webatleten with the Customer is
exceeded as a result of an event that is in fact beyond his control and cannot be attributed to his
can be attributed to his actions and/or omissions, as described in article 15 of these general
conditions, then this term is automatically extended by the period that it was exceeded as a result of such event.
of such event was exceeded.
7.4. If the Agreement is modified or extended at the request of the Customer, this may
result that a notified delivery date cannot be met. A
such delay due to an adjustment or extension to the Agreement can Webatleten
cannot be blamed.
Article 8. Obligations of the Customer
8.1. The Customer shall ensure that all data, which Webatleten indicates are
necessary or which the Customer should reasonably understand to be necessary for the
to execute the Agreement, are provided to Webatleten in a timely manner.
8.2. The Customer guarantees the accuracy, completeness and reliability of the data provided by him
data provided by him, even if these come from third parties.
8.3. If the Customer provides Webatleten with electronic files etc., the Customer guarantees
That this does not infringe any proprietary rights or copyrights of third parties,
as well as that the electronic files etc. are free of viruses and defects.
8.4. The Customer is responsible for the use and proper application in its organization of
the Website and for observing instructions given by Webatleten.
8.5. In case the Customer moves, the Customer has to inform Webatleten in writing of his new address as soon as possible.
8.5. If the Customer moves, the Customer must inform Webatleten of his new address in writing as soon as possible.
8.6. If the Customer makes changes to the Website or has a third party make changes to the Website,
the Customer is responsible for this.
8.7. The Customer guarantees that Webathletes is allowed to make changes to codes of the Website written by third parties.
of the Website written by a third party and that these changes do not infringe any
infringe the intellectual property rights of a third party.
8.8. The Customer indemnifies Webatlete against claims by third parties, for whatever reason, in
connection with acts and conduct of the Customer (including acts and conduct
contrary to the provisions of these general terms and conditions), his data traffic or
8.9. If the Customer imputably fails, fails to timely or properly fulfill his contractual obligations
or his obligations under the law towards Webatleten, or acts unlawfully towards Webatleten
towards Webatleten, then Customer shall compensate all damages (including costs) incurred by Webatleten.
costs) Webatleten suffers or has suffered as a result.
Article 9. Login information
9.1. In case Webatleten receives login data from the Customer, Webatleten will handle these login data responsibly.
deal with these login data.
9.2. If the Customer changes login details of an account to which Webatlete is required to have access in connection with the
Agreement, the Customer must notify Webatleten of his changed login details.
9.3. If an unauthorized third party learns of Customer login credentials and/or has access
has access to a Customer account, then Webatleten is not liable for this. In
such a case the Customer should change his login details as soon as possible and cooperate in
cooperate in limiting the damage resulting from the unauthorized use.
If Webatleten detects a hackerattack/unauthorized use of login data and/or an account of the Customer, Webatleten will not be liable.
or an account of the Customer, Webatleten will inform the Customer as soon as possible.
as soon as possible.
Article 10. SSL certificate
10.1. Webatleten does not grant an SSL certificate itself. An SSL certificate is granted by a
certificate authority. If an SSL certificate application that Webatleten has submitted for the Customer
is not honoured or if an SSL certificate is withdrawn by a
certificate authority, then Webatleten is not responsible for this and Webatleten is not
liable for the consequences.
10.2. The Customer must comply with the terms and conditions of the certificate authority.
Article 11. Domain
11.1. If the Client purchases domain name registration, Webatleten will apply for a domain name on behalf of
the Customer a domain name in his own name and for the account and risk of the Customer.
11.2. The application and use of the Customer's domain name are subject to the applicable rules and procedures
of the relevant registering authority apply. The registering authority
is responsible regarding the application of the domain name. Webathletes is
not responsible for honoring the application of the domain name. If the
application for the domain name desired by the Customer is not honored, for example
because a third party has previously applied for and/or obtained the domain name, then
Webatleten is not liable for this.
11.3. Domain registration is per year and cannot be changed.
11.4. Changing the domain registration counts as a new domain registration.
11.5. When using the domain name, the Customer shall observe all laws and regulations and all conditions set by the registering
authority to be observed. The use of the domain name
shall take place entirely under the responsibility of the Customer.
11.6. Webatleten is never liable or responsible for damages resulting from the
use of the domain name.
Article 12. Invoices and payment
12.1. Webatleten sends invoices via e-mail.
12.2. Payment should be made within 14 days after the invoice date, unless parties have explicitly
agreed upon another term of payment.
12.3. If the Customer fails to pay an invoice on time, the Customer is legally in default.
default by operation of law. The Customer shall then owe interest of 2% per month, unless
the statutory commercial interest rate is higher, in which case the statutory commercial interest rate is due.
The interest on the amount due and payable will be calculated from the time the Customer is in
default until the moment of payment of the amount due in full. In addition
all costs of collection, after the Customer is in default, both judicial and extrajudicial,
shall be borne by the Customer. The compensation for extrajudicial collection costs
is set at least 15% of the principal sum due with a minimum of € 250,-.
of € 250.
12.4. Payments made by the Customer shall first serve to pay the interest and
12.4. Payments made by the Customer shall first serve to settle any interest and costs due and subsequently any invoices which have been outstanding the longest, even if the Customer indicates a different order of
12.4. Payments made by the Customer shall first be applied to settle any interest and costs owed and then to pay any due and payable invoices which have been outstanding longest, even if the Customer indicates a different order of allocation.
12.5. Complaints about an invoice must be submitted In Writing within 10 days after the invoice date to Webatleten.
to Webatleten. Objections to the amount of an invoice do not suspend the payment obligation.
12.6. The Customer is not entitled to set off or suspend a payment.
12.7. Rights, such as user rights to the Software, are granted to the Customer under the condition
12.7. Rights, such as rights of use to the Software, are granted to the Customer under the condition that the Customer has paid in full all fees due under the Agreements concluded between the parties.
has been paid in full.
Article 13. Complaints
13.1. Complaints about the Activities, the Service or the Software must be reported by the Customer to the
as soon as possible and in any case within 14 days after delivery to
13.2. The Customer must give Webatleten the opportunity to investigate a complaint and within
a reasonable time to carry out remedial work.
13.3. Repair work carried out by a third party or by the
Customer himself will never be reimbursed and do not give the Customer the right to suspend payment.
suspension of payment.
13.4. Webatleten's liability is at all times limited to what is included in
13.5. Complaints do not suspend the Customer's payment obligation.
Article 14. Liability and limitation period
14.1. Webatleten cannot be held liable to compensate any damage which is a direct or
indirect consequence of:
a. An event which is in fact beyond his control and thus cannot be
can be attributed, as described in article 15 of these general terms and conditions.
terms and conditions;
b. Any act or omission by the Customer, its subordinates, or other persons,
employed by or on behalf of the Customer.
14.2. The Customer is responsible under all circumstances for the accuracy and completeness of the
The Customer is under all circumstances responsible for the correctness and completeness of the data and Content provided by him. Webatleten is never liable for
possible damage (partly) caused by incorrect and/or incomplete data and Content provided by the Customer.
and Content are incorrect and/or incomplete. The Customer indemnifies Webatleten against all claims
in this respect.
14.3. Webatleten is not liable for the operation of (online) services, software, systems,
themes, plug-ins, codes and products of third parties. If the Website does not or no longer
properly due to modifications in or updates to software of a third party, then
Webatleten not liable for any damage suffered by the Customer as a result.
14.4. Webatleten is never liable for any damage of whatever nature suffered by
Customer related to the (non-)functioning of a system or (internet) connections of the Customer.
(internet) connections of the Customer.
14.5. If the Customer or a third party makes changes to the Website or Software, Webatleten excludes any liability.
Webatleten excludes any liability.
14.6. Webatleten is not liable for damages caused by hacking or cyber-attack,
such as, but certainly not limited to, loss of revenue due to the Website being offline or
not functioning properly.
14.7. Webathletes does not guarantee that the Website or the Service will operate without interruptions or without
errors. Webatleten is not liable for any damages, including loss of revenue, that
resulting from the temporary unavailability of the Website, a technical error in the
Website or the Website being offline.
14.8. Webatleten is not responsible for the content of the Website. The Customer himself has to
ensure that the content of the Website is not in violation of the law and does not violate the (copyrights) of third parties.
rights of third parties.
14.9. Webatleten is not liable for the loss of login details applied by the Customer.
Webatleten is never liable for damages or costs resulting from misuse
being made of login data or of an account of the Customer.
14.10. Webatleten is not liable for the mistakes of third parties engaged for the execution
of the Agreement. The applicability of article 6:76 Civil Code (BW)
is expressly excluded.
14.11. Advice is given by Webatleten to the best of its knowledge and in good faith, however Webatleten
accepts no liability for damages, directly or indirectly resulting
from the content of the advice given by him. The Customer is solely responsible for
the decisions he makes, whether or not as a result of advice given by Webatleten.
14.12. Any liability of Webatleten for consequential damages is excluded. Consequential damage
In this context is in any case understood to mean: loss of profit, missed savings, loss of turnover,
costs incurred for prevention or determination of consequential damage, damage caused by delay,
business interruption, reputation damage, loss of data, loss of content, labor costs
and fines imposed.
14.13. In case Webatleten should be liable for any damage or in case the above mentioned
limitation of liability is not allowed by law, then the liability of Webatleten is
Webatleten's liability is limited to the amount paid out by Webatleten's insurer. If the
insurer does not pay out or the damage is not covered by the insurance, then the liability
of Webatleten is limited to a maximum of the invoice value of that part of the Agreement
to which the liability relates. If the liability relates
relates to an Agreement for a definite period of time, then the amount referred to above shall be
is set at the invoice value of the Agreement over the last 3 months.
14.14. Webatleten's liability only arises if the Customer immediately, properly and
14.14. The liability of Webatleten only arises if the Customer gives Webatleten notice of default in Writing, without delay and in a proper
deficiency and Webatleten remains in attributable breach of contract even after this deadline.
obligations. The notice of default must contain as detailed a description
description of the shortcoming, so that Webatleten is able to respond adequately.
14.15. Any legal claim due to a defect in the performance of the Agreement lapses by
lapse of 1 year after the Customer discovered or reasonably could have discovered the damage.
14.16. If the Customer provides goods and/or materials and/or facilities for the purpose of performing
14.16. In case the Customer has made goods and/or materials and/or facilities available to Webatleten for the performance of the Activities and these goods
and/or materials and/or facilities are not suitable for the purpose for which they were made available to Webatleten
have been made available, then the Customer is liable for all damages resulting therefrom.
Article 15. Force Majeure
15.1. Webatleten is not obliged to fulfill any obligation if he is prevented from doing so
as a result of force majeure. Force majeure on the part of Webatlete shall be understood to include
Force majeure exists, amongst others, if Webatleten is prevented to fulfil its obligations
to comply with its obligations under the Agreement or the preparation thereof due to: internet failure, virus infection or computer
computer breach by third parties, cyber attack, power failure, failure of e-mail traffic,
extreme weather conditions, natural disasters, traffic disruption, strikes, war, riots,
threat of war, boycott, terrorism, theft, fire, epidemics, pandemic, damage to or failure of
failure of computer equipment, government action, illness or personal (family) circumstances
of the natural person who executes or should execute the Agreement on behalf of Webatleten
or should execute the Agreement, errors in software, website or (online) services of third parties, a shortcoming of a third party engaged by Webatleten.
of a third party engaged by Webatleten, and changes in laws and regulations.
15.2. Webatleten also has the right to invoke force majeure, if the circumstance which
(further) performance occurs after Webatleten should have fulfilled its obligations.
15.3. If at the time of the occurrence of force majeure Webatleten has partially fulfilled its obligations
has already been fulfilled in part, Webatleten has the right to invoice the part already fulfilled.
Article 16. Dissolution and suspension
16.1. Webatleten is entitled to suspend the fulfilment of its obligations or to dissolve the Agreement
by means of a Written statement, if:
a. The Customer does not or not fully comply with the obligations under the Agreement;
b. Circumstances come to the knowledge of Webatleten after the conclusion of the Agreement
give good reason to fear that the Customer will not fulfil the obligations;
c. The Customer has been granted suspension of payment;
d. The Customer is in a state of bankruptcy or the Customer's bankruptcy has been filed for;
e. The Customer's business is liquidated or terminated other than for the purpose
of an acquisition or merger of companies.
16.2. Furthermore, Webatleten is entitled to terminate the Agreement if circumstances arise of such a nature that
16.2. Furthermore, Webatleten is entitled to terminate the Agreement if circumstances arise of such a nature that fulfilment of the Agreement is impossible or to
standards of reasonableness and fairness can no longer be required or if circumstances arise of such a nature that
otherwise circumstances arise which are of such a nature that unaltered maintenance of the
maintenance of the Agreement cannot reasonably be expected.
16.3. In case Webatleten proceeds to suspension or dissolution, it is in no way liable to pay
to compensation for damages and costs incurred in any way.
16.4. If the Agreement is rescinded, Webatleten's claims against the Customer become immediately due and payable.
Customer immediately due and payable. If Webatleten suspends the fulfilment of its obligations,
it retains its claims under the law and Agreement.
16.5. Webatleten always retains the right to claim damages.
Article 17. Intellectual property rights
17.1. The intellectual property rights relating to the Content are vested in the Customer or the Customer's licensor.
his licensor. The Customer grants Webathletes for the performance of the Work
A license to the Content.
17.2. The intellectual property rights, such as copyright, vested in the Software remain
property of Webatleten.
17.3. The Customer must respect the intellectual property rights of Webatleten at all times.
17.4. After the delivery of the Software and after the Customer has paid the fee for the development of
the Software to Webatlete, the Customer is granted a non-exclusive right of use
for an indefinite period of time on the Software, unless otherwise agreed.
17.5. If Webatleten makes standard Software available to the Customer, then the
term of the license and the other agreements concerning this availability will be recorded in writing, for instance in a license agreement.
recorded, for example in a license agreement.
17.6. Webatleten is permitted to use (parts of) the Software and make it available to a third party.
Webathletes are permitted to use (parts of) the Software and make it available to a third party.
17.7. The code of the Software is not provided to the Customer, unless parties have otherwise
agreed otherwise. The Customer is not allowed to copy the code.
17.8. The Software may consist of software software or (online) services that are not provided by Webatleten
made available, but by a third party. In such a case
the scope of the license of this software or (online) service is determined
by the (usage and/or license) terms and conditions of the software program or
17.9. Webatleten has, with due regard to the interests of the Customer, the freedom to use the
Website for its own publicity or promotion, such as posting on the website
of Webatleten of an image of the Website and of the name and/or logo of the
17.10. By giving an order for publication or reproduction of any material protected by the Copyright Act
or any other legal regulation in the field of intellectual property
items made available by or on behalf of the Customer himself, the
Customer declares that there is no infringement of legal regulations and/or protected rights of third parties
of third parties and indemnifies Webatleten for claims from third parties and/or for any direct and indirect
the direct and indirect consequences, both financial and otherwise, arising from the publication or reproduction.
17.11. The assignment does not include conducting research into the existence of intellectual
property rights of third parties. The same applies to research into the possibility of such
forms of protection for the Customer.
17.12. The Customer itself must verify that the Content does not infringe the intellectual property rights
of third parties.
Article 18. Secrecy
18.1. Both parties are obliged to keep confidential all confidential information which they have obtained from each other or from another source in the
framework of their Agreement from each other or from any other source. Information
is considered confidential if it has been communicated by the other party or results from the
nature of the information.
18.2. In case Webatleten, on the basis of a legal provision or a judicial decision, is obliged
to disclose confidential information to third parties designated by law or by the competent court
court and Webatleten cannot in this respect invoke a legal right or a right of attorney recognised or permitted by the competent court.
by the competent court, Webatleten is not obliged to pay damages or compensation and
compensation or indemnification and the Customer is not entitled to terminate the Agreement free of charge.
dissolution of the Agreement.
18.3. Webatleten reserves the right to use any knowledge gained by the execution of the Work for other
Webatleten reserves the right to use any knowledge gained by the execution of the Work for other purposes, as long as no confidential information is disclosed to third parties.
information to third parties.
Article 19. Due date
19.1. Unless otherwise stated in these general terms and conditions, rights of action of
Rights of the Customer for whatever reason towards Webatleten lapse in any case after 1 year after the moment
Customer became aware or could reasonably have become aware of the existence of these rights.
Article 20. Personal data
20.1. Webatleten processes personal data in accordance with the General Regulation
Data Protection Regulation (AVG). For more information about the processing of personal data
20.2. The agreements regarding the processing of personal data by Webatleten on behalf of
the Customer are laid down in chapter 6 of these general terms and conditions.
Article 21. Contract takeover and ceasing business activities
21.1. If Webatleten (partially) transfers its business or transfers its legal relationship that
arising from the Agreement, then the Customer, by entering into
the Agreement in advance consent to the takeover of the Agreement by the
party who takes over the company (partially) of Webatleten resp. who takes over the
takes over the legal relationship and the Customer is obliged to cooperate in this
contract takeover as follows from article 6:159 BW.
21.2. The Customer is not allowed to transfer any right from an Agreement concluded with Webatleten
to third parties, other than the transfer of his entire company.
21.3. If Webatleten ceases its business or business activities to which the
Agreement relates to and no transfer as described in Article 21.1
takes place, then all data relevant to the Customer will be provided to the Customer so that
the Customer can transfer the services to a third party. Webatlete shall not be liable
for any damage suffered by the Customer as a result of Webatleten (partially) ceasing its
Article 22. Applicable law, disputes and competent court
22.1. Every Agreement and legal act between Webatleten and the Customer is governed by Dutch
Dutch law shall apply, also if an obligation is fully or partly carried out abroad or if the party involved in the legal relationship is situated abroad.
executed abroad or if the party involved in the legal relationship is domiciled there.
22.2 The parties will only appeal to court after they have made every effort to
to settle a dispute in mutual consultation.
22.3. All disputes relating to Agreements and legal acts between the Customer and Webatleten
be submitted to the competent court in the district where Webatleten is located.
CHAPTER 2: PROJECT
The provisions contained in this Chapter 2 "Project" shall apply if Webatleten develops for the
Customer develops Software, without prejudice to the applicability of the other provisions of these general
terms and conditions.
Article 23. Cancellation or relocation of project.
23.1. If the Customer cancels or moves the project, Webatleten shall charge the Customer for
the cost of all Work already performed based on the hourly rate of
Webatletes. In addition, Webatleten has the right to use the reserved working time, based on
Webatleten's hourly rate, to the Customer.
Article 24. Price adjustment and revision round.
24.1. If a fixed price has been agreed for the project, Webatleten has the right to increase the
to increase the fixed price if:
a. At the request of the Customer the Work is extended, such as wishing for
functionalities and/or adjustments that fall outside the agreed specifications;
b. There are unforeseen circumstances that lead to extra costs and/or extra
Work for Web Athletes;
c. The data provided by or on behalf of the Customer on which the price and hour estimate of
Webatleten is based on are not correct and/or complete and that leads to extra Work for Webatleten.
24.2 The fixed price for the project includes one revision round. The Customer must make use of it within 1
month after delivery to make use of the revision round.
24.3. If the Customer wishes more revision rounds or if the Customer wishes to have a revision round after the deadline mentioned in article
24.2, then such Work will be performed on the basis of Webatleten's
hourly rate of Webatleten.
Article 25. Obligations of the Customer.
25.1 The Customer shall provide Webatlete with all Content necessary to enable the Agreement to be
25.2 The Content must comply with the specifications prescribed by Webatleten.
25.3. The Customer is solely responsible for the disclosure of Content whose rights are
lie with third parties.
Article 26. Completion
26.1. After the Work is completed, the Website will be placed in a staging environment
so that the Customer can check whether the Software is satisfactory. The Customer is responsible
for fully checking the Website in the staging environment. For the consequences of
errors in the Website after the Website is put online, Webatleten is not responsible.
Article 27. Software
27.1. With the exception of statutory non-excludable warranties, the Software is made available to the Customer after delivery
as it is ("as is") made available to the Customer, without any form of warranty.
27.2. The Customer is not entitled to updates, unless updates are covered by a term agreement that
the Customer has entered into with Webatleten.
27.3. If the Website is not hosted with Webatlete for hosting, then Webatlete cannot
cannot guarantee the quality and continuity of the Website.
27.4. If the Customer wishes to have work done on the delivered Software
and the Customer does not purchase hosting and/or support from Webatleten, then it is possible that this work cannot
work cannot be carried out immediately, since customers who do purchase hosting
Support have priority.
Article 28. Invoicing
28.1. If a fixed price has been agreed upon for the development of the Software, then
Invoicing takes place as follows:
a. 50% of the quoted amount immediately after the conclusion of the Agreement;
b. 50% of the quoted amount + any additional costs upon delivery in the
28.2. If billing is on an after-the-fact basis, the Customer shall be periodically invoiced in arrears
CHAPTER 3: HOSTING AND SUPPORT
The provisions contained in this Chapter 3 "Hosting and Support" shall apply if Webatleten
provides hosting services and/or support services to the Customer, without prejudice to the applicability of
the other provisions of these general terms and conditions.
Article 29. Term, renewal and termination of hosting agreement.
29.1. The Agreement is entered into for 1 year, unless another term is agreed in writing.
29.2. After the expiry of the term, the Agreement will be renewed automatically each time by
the period for which the Agreement was entered into, unless the Agreement is terminated in accordance with
Article 29.3 is terminated.
29.3. Either party may terminate the Agreement by the end of the term. Termination
shall be in writing and with due observance of a notice period of 2 months.
29.4. If the Agreement is terminated prematurely by the Customer, the fee
payable for the agreed term of the Agreement.
Article 30. Duration, extension and termination of the Support Agreement.
30.1. The Agreement for support has a term equal to the term of the Agreement
30.2. If the Customer does not purchase hosting, but does purchase support, the term of the Agreement
for support is 1 year.
30.3. After the expiry of the term, the Agreement will be automatically extended by 1 year each time,
unless the Agreement is terminated in accordance with article 30.4.
30.4. Either party may terminate the Agreement by the end of the term. Termination
must be in writing and with due observance of a notice period of 2 months.
30.5. If the Agreement is terminated prematurely by the Customer, the fee
due for the agreed term of the Agreement.
Article 31. Support without hosting
31.1. If the Customer hosts the Website himself, then Webatleten is not responsible for the code
of the Website and for the operation of the code.
Article 32. Support
32.1. The Services covered and the number of hours covered by the Support Agreement depends
on the service package that the Customer purchases from Webatleten.
32.2. Support does not include software development work, unless otherwise agreed.
32.3. The Agreement may cover a website that has not been developed by Webatlete.
is. In such a case, Webatleten is never liable for the operation of codes
written by the Customer or by a third party. Performing maintenance or
solving a failure requiring Work to be performed on a
code that was not written for Webathletes may result in additional costs. These additional costs
will be charged to the Customer in addition to the periodic fee for the Agreement.
32.4. Support is provided on a best-effort basis, unless from the service package purchased
otherwise follows. If there is a malfunction in the Website, Webatleten will make
make a maximum effort to solve the malfunction as soon as possible, without guaranteeing a solution time.
32.5. If the Customer wishes to purchase more support hours, than the number of support hours under
the Agreement, these extra hours will be charged to the Customer based on the hourly rate of Webatleten.
charged to the Customer.
Article 33. Obligations of the Customer.
33.1. To promote the quality of support, the Customer refrains from making
changes to the plugins etc. of the Website.
Article 34. Hosting
34.1. Webatleten uses a hosting company for the hosting service.
34.2. Webatleten shall make every effort to achieve uninterrupted availability of the hosting service
realize and to realize access to data stored by the hosting company, but
offers no guarantees in this respect.
34.3. In using the hosting service, the Customer shall not violate the rights of third parties, act
not behave indecently or in violation of morals or public order, and not act in violation of
act in violation of statutory provisions. In particular, the Customer shall:
a. Respect the (intellectual property) rights of third parties;
b. Not disseminate data in violation of legal provisions;
c. Not use the hosting service for the purpose of criminal activities;
d. Not knowingly spread viruses.
34.4. Webatleten will always strive for the best possible functioning of the hosting service,
but is therein dependent on the services of the hosting company engaged.
Should these services fail, this shall be considered force majeure for Webathletes.
34.5. If the Customer, in the opinion of Webatleten, acts in violation of the obligations as
laid down in this article or makes other improper use of the hosting service, then Webatleten is
entitled to discontinue the hosting service with immediate effect, without Webatleten
is bound to any damages. The Customer will be notified of this in Writing.
Article 35. Invoicing
35.1. Invoicing for hosting will be done quarterly in advance.
35.2. Invoicing for support entered into for a definite period of time will be done quarterly in advance.
Article 36. Purchased support hours
36.1. If the Customer has purchased support hours in advance (prepaid), these hours must be purchased within 3 years after the hours were purchased.
within 3 years after the hours have been purchased. After this period the Customer cannot
can no longer claim the hours.
36.2. If the hours purchased by the Customer are used, Webatleten will inform the Customer.
of this fact.
Article 37. Liability and force majeure.
37.1. Should Webatlete, due to a force majeure situation, due to a day off or due to vacations, be less
quicker than usual and/or than desired by the Customer to solve a malfunction in the Website, then
Webatlete is not liable for any resulting damages, such as, but certainly
not limited to, loss of sales.
37.2. If Webatlete, due to a force majeure situation, is unable to perform the Agreement for a longer period of time
cannot perform, then the Customer has the right to terminate the Agreement prematurely.
In such a case, Webatlete shall cooperate in the transfer of the Work
to a third party.
CHAPTER 4: HIRING
The provisions contained in this Chapter 4 "Hiring" shall apply if the Customer hires Webatleten
hires for a certain project for a certain period of time, without prejudice to the applicability of the
other provisions of these general terms and conditions.
Article 38. Fee
38.1. The Work shall be performed on the basis of the agreed hourly rate.
38.2. In consultation, Webatleten shall charge an expense allowance to the Client.
Article 39. Cancellation
39.1. If the Customer cancels the Agreement, the following will be charged to the Customer
a. All Work already performed;
b. The reserved labor time based on Webatleten's hourly rate.
Article 40. Invoicing
40.1. Invoicing shall be done monthly in arrears.
CHAPTER 5: TRAINING
The stipulations included in this chapter 5 "Training" shall apply if the Customer purchases a Training.
without prejudice to the applicability of the other provisions of these general terms and conditions.
Article 41. Cancellation by the Customer
41.1. If the Customer wishes to cancel the Training, the Customer should contact Webatleten as soon as possible.
as soon as possible and the parties will try to reschedule the Training. If
parties cannot agree on rescheduling the Training
and the Training is cancelled shortly in advance, then the Customer shall continue to pay the full agreed
amount for the Training to Webatleten.
Article 42. Cancellation by Webatlete and changes.
42.1. Webatlete may cancel a Training if there are not enough registrations, Webatlete is
is prevented by force majeure, or if there are other forms of force majeure. The
Customer will be informed of this as soon as possible. In such a case,
if possible, the Customer will be offered another Training. If the Customer does not accept this
offer or if no other Training is offered, Webatleten will refund the amount already
paid to Webatleten by the Customer to the Customer.
42.2. Webatleten has the right to change the date, time and/or location of the Training.
The Customer shall be informed of this as soon as possible. In such a case
Customer the right to cancel the Training free of charge, unless the change is only of minor
Article 43. Obligations of the Customer.
43.1. If Webatlete conducts a Training at the Customer's location then:
a. The Customer must provide a suitable space in a timely manner where the Training can
b. The Customer shall provide the facilities reasonably required by Webatleten free of charge;
c. The Customer shall ensure that the location where, the tools with which and the circumstances in which
the circumstances in which Webatleten has to perform the Activities are safe
and comply with all legal regulations. The Customer shall take such measures
that during the performance of the Activities Webathletes is protected against
danger to body, honour and property.
43.2. The Customer is responsible for the behavior of the Participants during the Training.
Article 44. Training and responsibilities of the Participants.
44.1. Web Athletes is authorized if:
a. A Participant misbehaves;
b. A Participant unreasonably interferes or prevents proper performance of the Training;
c. A Participant's conduct indicates that he does not wish to participate in the Training,
deny the Participant access to the Training. The agreed fee shall remain
due in full, without prejudice to Webatleten's right to compensation for any damages.
44.2. During the Training the Participant should not be disturbed by incoming
telephone calls, (text or WhatsApp) messages or e-mail messages, unless the Participant has permission from Webatlete.
has received permission to do so from Web Athletes. During the Training the phone of the Participant must
of the Participant must be on silent.
44.3. Costs resulting from damage and/or destruction caused during a Training by Participants will
Costs resulting from damage and/or destruction caused during a Training by Participants will be paid by the Customer to the extent that they cannot be recovered from the perpetrator(s) themselves.
44.4. The Client is not entitled to a refund (in part) of the Training fee already paid if
The Customer or the Participant registered by the Customer does not attend the agreed training
44.4 The Client is not entitled to a refund (of part of the training fee) if the Client or the Participant registered by the Client does not attend the agreed training days or prematurely stops attending the Training.
Article 45. Invoicing
45.1. Invoicing for the Training will take place in advance.
Article 46. Intellectual property rights
46.1. Webatleten is fully and exclusively entitled with respect to the intellectual property rights,
such as copyrights, vested in the Materials.
46.2. It is not allowed, without prior permission from Webatleten, to duplicate, disclose, or
reproduce, disclose or exploit the Materials without the prior consent of Webathletes.
46.3. The Customer is only permitted to use the Materials within his own company and in
the context of the Agreement.
46.4. It is not permitted to remove or change any indication of (copyright) rights from the Materials.
46.4. It is not permitted to remove or alter any indication of (copyrights) from the Materials.
46.5. If the Customer violates the intellectual property rights of Webatleten, then
Customer is liable for all damages suffered by Webatleten as a result, including loss of sales.
CHAPTER 6: PROCESSOR AGREEMENT
The provisions contained in this Chapter 6 "Processor Agreement" shall apply if
Webatleten processes personal data on behalf of the Customer, without prejudice to the applicability
of the other provisions of these general terms and conditions.
Article 47. General and definitions.
47.1. The words included in these general terms and conditions (such as "personal data" and "processing")
have, in whatever conjugation, the meaning as referred to in the AVG.
47.2. The Customer shall determine the purpose and means of processing personal data. In the
context of the AVG, the Customer shall be referred to as the "controller". For the purposes
the context of the AVG, Webatleten is referred to as a "processor".
47.3. Webatlete undertakes under the terms of this chapter on behalf of the Customer to
to process personal data. Processing will only take place in the context of the
Work that Webatleten will perform for the Customer as agreed by the parties.
Article 48. Type of personal data, categories of data subjects and purposes.
48.1. From whom personal data are processed depends on the Work, the
functionalities of the Software and the Website and/or the type of Service the Customer purchases.
This may include, for example, the following persons whose personal data are
processed: employees, customers/customers and suppliers of the Customer, users of the
Software and persons whose personal data are entered by the user of the Software.
48.2. The type of personal data that Webatleten processes on behalf of the Customer depends
on the Work, the functionalities of the Software and the Website and/or the type of
Service that the Customer purchases. It may include, for example, the following personal data:
first name, last name, call sign, address, zip code, city, email address, phone number,
date of birth, Citizen Service Number, gender, login details and bank details.
48.3. Webatleten will not process the personal data for any other purpose than as determined by the
Customer has determined.
48.4. The purpose of processing the personal data is the performance of the Agreement,
including hosting, software development work and support.
48.5. It is the Customer's responsibility to ensure that the type of personal data that Webatlete
processed on behalf of the Customer and that the categories of Data Subjects and processing purposes are
are established between the parties through an agreement or other legal act.
48.6. Should the type of personal data, the categories of Data Subjects and/or the processing purposes
change, then the Customer must inform Webatleten thereof In Writing.
Webatleten is not responsible for processing purposes that have not been notified by the Customer
communicated to Webatleten.
Article 49. Responsibilities of the Customer.
49.1. The Customer guarantees that:
a. The Customer has a legal basis to process the personal data;
b. With respect to the Data Subjects, the processing is proper and transparent;
c. The content, use and assignment of the processing of the personal data,
are not unlawful and do not infringe any rights of third parties;
d. The Customer provides Data Subjects with all legally required information regarding the processing
of personal data, for instance by means of a clearly defined privacy
e. The Customer, if the Customer is obliged to do so pursuant to the AVG, as of the entry into force
of the AVG, keeps a register of processing activities;
f. Personal Data will not be stored by Customer for longer than permitted by law.
49.2. The Customer shall indemnify Webatlete against claims and demands arising from the non-compliance
of the aforementioned obligations.
49.3. If the Customer acts in violation of the AVG, the Customer shall be liable for any damage Webatleten
suffers as a result. Damages should be understood to include imposed fines.
Article 50. Processing
50.1. Webatlete will process personal data during the Agreement.
50.2. The processing will be carried out by Webatleten within an automated environment.
50.3. With respect to the processing of personal data, Webatleten shall ensure the
compliance with the AVG.
50.4. Webatleten shall process personal data on behalf of the Customer, in accordance with the Customer's
written instructions and under the responsibility of the Customer. Webatleten is not responsible
for the collection of personal data by the Customer.
50.5. Webatlete does not control the purposes and means of processing of
personal data and does not make decisions about the use of personal data,
disclosure to third parties and the duration of storage of personal data. The control
over the personal data shall never be vested in Webatleten. The Customer is the
responsible for the processing of the personal data. The Customer has and will retain
full control over the personal data.
50.6. In case Webatlete processes personal data outside the European Economic
Area, they will only be processed in countries with an adequate protection regime
which provide appropriate safeguards and where Data Subjects have enforceable rights and
effective legal remedies.
50.7. Webatlete will inform Customer without delay if a competent (governmental) authority
has made a law-based request for the disclosure of personal data.
If Webatlete has to provide personal data based on a legal obligation, Webatlete shall
provide, Webatlete verifies the basis of the request and the identity of the requester
and informs immediately, if possible prior to the provision, the Customer
in this regard.
50.8. Webatlete shall not provide personal data to third parties without the prior consent
of the Customer, unless Webatlete is required by law to disclose or communicate
of the personal data.
Article 51. Rights of Data Subjects and compliance with the AVG.
51.1. In the event that a Data Subject makes a request regarding inspection, correction or deletion of
personal data to Webatleten, or wishes to exercise any other right, then Webatleten will inform the Customer thereof.
Webatlete shall inform the Customer thereof. The Customer should handle the request of the Complainant
itself to deal with the Data Subject's request and is therefore itself responsible, for example, for the
request of the Data Subject, erasing, adjusting or providing the personal data or
terminating or limiting the processing of the Data Subject's personal data.
51.2. Webatlete shall fully cooperate with the Customer to comply with the obligations that
Customer has under the AVG, including providing assistance in fulfilling
by the Customer of its obligations if a Data Subject exercises a right in relation to the personal data
that follows from the AVG and the obligations that the Customer has under Articles 32 to
Article 52. Sub-processor
52.1. By entering into the Agreement with Webatleten, the Customer agrees that
Webatleten may engage a third party to execute the Agreement, this
third party processes personal data on behalf of Webatleten and this third party therefore
should be considered a sub-processor, such as a hosting company.
52.2. Webatlete shall enter into an agreement with its sub-processor in which the sub-processor is
is bound to at least the same obligations that Webatleten has towards the Customer in accordance with these general
terms and conditions towards the Customer or these duties follow from a legal act between
Webatlete and the sub-processor, such as from the general terms and conditions of the sub-processor.
52.3. Special personal data shall not be shared with sub-processors.
Article 53. Security measures
53.1. Webatlete will take all necessary technical and organizational measures to secure the personal data
secure against loss or any other form of unlawful processing.
These measures, taking into account the state of the art and the
costs of implementation, an appropriate level of security considering the risks that the
processing and the nature of the personal data.
53.2. The following security measures, among others, shall be taken:
a. Using systems with strong passwords to prevent unauthorized access
b. Data provided to Web Athletes will be stored via a secure web
c. Timely software updates and backups on secure data carriers;
d. Using secure network connections;
e. Storing encrypted data in the database;
g. Virus scanners;
h. Periodically checking (or having checked) the security measures taken;
i. E-mail messages and/or other documents containing Personal Data of Data Subjects
are generally not printed out. If something is printed out anyway,
the document will be kept in a locked cupboard or the document will be destroyed immediately after
j. Physically protect IT facilities, equipment and the server containing the data from
unauthorized access and from damage and malfunction.
53.3. If security measures undergo changes, Webatlete shall notify the Customer
of these changes.
53.4. The Customer shall only make personal data available to Webatleten for processing, if
he has ensured that the required security measures are in place.
53.5. Webatlete shall provide the Customer with all information necessary for the Customer to establish that
Webatleten is complying with its obligations that follow from these general terms and conditions. Webatlete
Handles all requests for information from the Customer regarding the processing of
personal data promptly and properly.
53.6. If in the context of the processing of the personal data a data protection impact assessment is
is necessary, then Webatlete shall cooperate therewith.
Article 54. Audit
54.1. The Customer is entitled during the Agreement to have the agreed security measures
by an independent ICT expert no more than once a year by means of an audit.
test by means of an audit. The Customer shall inform Webatleten in writing at least 2 weeks
prior to the audit that an audit will be performed and of
the party conducting the audit. The independent ICT expert shall be obliged by the Customer by means of
A confidentiality agreement must oblige the independent ICT expert to disclose confidential information and personal
to which he will have access during the audit.
54.2. The costs of the audit shall be borne by the Customer.
54.3. Webatlete guarantees to cooperate with the audit. The outcome of the audit
will be discussed by the parties together in order to come to a possible improvement plan if
there would be reason to do so.
Article 55. Security Incident
55.1. Web Athlete shall make every effort within his power to prevent Security Incidents.
prevention. Despite all security measures taken, Webathletes cannot guarantee
that no Security Incident will occur.
55.2. If in connection with the processing of personal data a Security Incident has occurred
whereby personal data of a sensitive nature has been leaked or for any other reason
reason there is a serious adverse consequence for the protection of the personal data processed,
then Webatlete will notify the Customer as soon as possible and no later than
48 hours. It is up to the Customer to assess whether there is such a
serious data breach that notification to the Personal Data Authority is mandatory and is himself responsible
for the timely reporting of a serious Security Incident.
55.3. Webatlete shall provide the Customer in a timely manner with all information concerning the Security Incident relating
to personal data requested by the Customer or of which Webatlete knows or reasonably
should know that such information is necessary for correct compliance with the obligations arising for the Customer as
obligations arising as such from the AVG concerning a Security Incident in connection with personal data
relating to personal data is or may be of importance.
55.4. Webatlete shall, immediately after it discovers a Security Incident relating to personal data
discovered, take all reasonably required measures to prevent or limit
of adverse consequences for the protection of personal data.
55.5. If there is a Security Incident that adversely affects the personal
privacy of the Data Subjects, then the Data Subjects must be informed of it
be notified, unless there is a statutory exception. The Customer is responsible
for assessing whether there is a data breach as defined above and
for notifying the Data Subjects of such a Security Incident. If Web Athletes
is obliged to do so on the basis of laws and regulations, it shall cooperate
to inform the Data Subjects.
Article 56. Employees of Webatlete and engaged third parties.
56.1. An employee of Webatlete or a third party engaged by Webatlete has only
access to those personal data which are strictly necessary for that employee or third party to be able to
necessary to perform the work. Access rights of an employee
of Webatleten and of a hired third party are immediately blocked if
access to the personal data within the framework of the execution of the Agreement is not
necessary or if an employee or third party is no longer employed by or for Webatleten.
56.2. Webatleten is obliged to keep the personal data accessible from the Customer confidential
and to impose this obligation also on its employees. This obligation does not apply
insofar as a legal regulation or judgment obliges Webatleten to any disclosure.
Employees and hired third parties sign a declaration of confidentiality or the duty of confidentiality is
The duty of confidentiality is included in the employment contract, staff handbook or (assignment)
agreement that the employee resp. third party has entered into with Webatleten.
56.3. Webatleten regularly checks whether its employees and hired third parties act in accordance
these general terms and conditions.
Article 57. Provision and removal of personal data
57.1. Webatlete shall make all personal data available to
57.2. Webatlete is obliged to completely and
57.3. After termination of the Agreement, Webatlete shall, according to the Customer's choice, either delete the
personal data after the end of the Agreement or delete the personal data to
the Customer and thereafter delete the personal data, unless Webatlete is required by
is required by law to retain the personal data.
57.4. The cost of providing the personal data to the Customer shall be charged to the Customer.
Article 58. Liability
58.1. If the Customer does not use the Software, the Website or the Service correctly and/or performs actions
with the use of the Software, the Website or the Service contrary to the
AVG and/or other regulations that impose requirements on the processing of personal data
Webatleten is not liable. Webatleten is never responsible
for fines imposed on the Customer in connection with the processing of personal data.
58.2. If Webatlete is obliged to pay compensation to one or more Data Subjects
payment due to a breach of the AVG, then Webatlete has a right of recourse against the Customer and
Customer is obliged to compensate such damages to Webatleten, with the exception of the
damages caused by Webatleten's failure to comply with the processor-specific
obligations of the AVG or because Webatleten acted outside or contrary to the instructions
of the Customer.
58.3. Should Webatlete be liable to the Customer in connection with the processing of personal data,
then the liability of Webatleten is at all times limited to what
Article 14.13 of these General Terms and Conditions.
58.4. Liability on the part of Webatleten due to an attributable shortcoming in the
this chapter of these general terms and conditions only arises at the moment
that the Customer has sent Webatleten a Written notice of default in which the shortcoming of Webatleten is clearly stated.
Webatleten's shortcoming is described and Webatleten is given a reasonable time to comply
and Webatleten has accountably failed to comply with this notice of default.
has failed to comply. No notice of default can be given if performance is permanently impossible.