Knisp, located in Amsterdam, registered with the Chamber of Commerce in Amsterdam under registration number 71950338.

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1. Company Description

Knisp is an independent agency specialized in the development and guidance of young professionals and is registered with the Chamber of Commerce with SBI codes:

• 8560: Educational support services
• 85592: Business education and training

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2. Definitions

In these general terms and conditions, the following terms shall have the meanings ascribed to them below:

• Contractor: the natural or legal person on behalf of whom Knisp offers services in the field of education, coaching, training, workshops, or related activities under the application of these general terms and conditions.
• Client: the natural or legal person who has commissioned the Contractor to provide services in the field of coaching, training, workshops, or related activities.
• Knisp Coach: the coach affiliated with Knisp.
• Agreement: any agreement between Client and Contractor for the provision of services by Contractor for the benefit of Client.
• Client: the natural person participating in a coaching process or related activities, also referred to as Coachee.
• Participant: the natural person participating in a training process, workshops, or related activities.
• Services: all products and services provided by Contractor to Client, including coaching and other forms of guidance, training, workshops, in the broadest sense, as well as all other activities of any nature whatsoever performed for the benefit of Client, carried out in the context of an assignment, including activities not expressly requested by Client.

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3. Applicability

• These general terms and conditions apply, unless agreed otherwise in writing, to all quotations and agreements in which Contractor offers or delivers services in the context of its profession, both of a preparatory and executive nature.
• Both Contractor and all persons, companies, or institutions involved in the execution of any assignment for the Client may invoke these general terms and conditions.
• Any purchasing or other general terms and conditions of the Client are not applicable unless expressly accepted in writing by Knisp.
• If one or more provisions of these general terms and conditions are null and void or are annulled, the remaining provisions of these general terms and conditions shall remain in full force. In such case, Client and Contractor shall enter into consultations to agree on a new provision to replace the null or annulled provision, as much as possible in accordance with the purpose and intent of the original provision.

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4. Execution of the Agreement

• Every Agreement results in an obligation of effort for the Contractor, whereby the Contractor is obliged to fulfill its obligations to the best of its abilities, with due care, and the necessary expertise.
• In all cases where the Contractor deems it useful or necessary, it has the right to have certain activities performed by third parties or to be assisted by third parties.
• The Client ensures that all data, which the Contractor indicates are necessary or which the Client should reasonably understand to be necessary for the execution of the Agreement, are provided to the Contractor in a proper, complete, and timely manner. If the necessary data for the execution of the Agreement are not provided to the Contractor in a timely manner, the Contractor has the right to suspend the execution of the Agreement and/or to charge the Client the additional costs resulting from the delay according to the customary rates.
• If a deadline has been agreed upon for the completion of certain activities by the Contractor, this is not a strict deadline unless expressly agreed otherwise. Exceeding the agreed deadline does not constitute attributable shortcoming by the Contractor. Consequently, the Client cannot terminate the Agreement for this reason nor claim damages. In the event of exceeding the agreed deadline, the Client may, however, set a new, reasonable deadline within which the Contractor must execute the Agreement. Exceeding this new deadline may provide grounds for the Client to terminate the Agreement.
• When the Contractor is instructed to fulfill an assignment or part thereof in cooperation with a third party, the Client will, in consultation with all parties involved, determine each party's tasks. The Contractor does not accept joint liability, nor liability for the execution of the task and the associated activities of the third party.
• The Contractor is not liable for damages of any kind resulting from the Contractor relying on incorrect and/or incomplete data provided by the Client, unless this inaccuracy or incompleteness should have been known to the Contractor.

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5. Prices, Quotations, and Conclusion of the Agreement

• All quotations and price quotations made by or on behalf of the Contractor are without obligation, both with regard to price, content, and delivery time, and are valid for 30 days unless otherwise indicated. The Contractor is only bound by an offer if its acceptance by the Client within the validity period is confirmed to the Contractor without reservation or modification.
• The prices in the quotations are exclusive of VAT unless expressly stated otherwise.
• The Agreement is concluded by acceptance of the quotation by the Client as referred to in the last sentence of paragraph 1.
• The Client and the Contractor have also concluded an Agreement if the Contractor confirms an agreement made between the Client and the Contractor in writing and the Client does not dispute its accuracy in writing within ten working days, or if that period is shorter, before the start of the work.
• Activities for which no fixed price has been agreed upon will be invoiced to the Client based on actual costs and at the agreed rates. If no rates have been agreed upon in advance, the rates will be determined based on the Contractor's customary pricing.

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6. Fee and Expenses

• Unless expressly agreed otherwise, the fee of the Contractor consists of a predetermined fixed amount per Agreement or per service provided, and/or can be calculated based on rates per unit of time worked by the Contractor.
• All fees are exclusive of government levies such as value-added tax (VAT), as well as travel and other expenses incurred on behalf of the Client, including but not limited to invoices from third parties.
• The Contractor may request the Client to pay a reasonable advance payment in connection with fees owed or to be incurred by the Client and/or expenses to be made on behalf of the Client. When a reasonable advance payment has been requested by the Contractor, the Contractor has the right to suspend the execution of the work until the moment the Client has paid the advance payment to the Contractor or has provided security for it.
• The Contractor reserves the right, in consultation with the Client, to adjust the agreed fees annually due to changes in the general price index and due to measures imposed by the government.

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7. Payment

• Payment for Courses, education, Coaching, or Training takes place before the start of the Agreement by means of an invoice.
• Invoices must be paid no later than 14 days after the invoice date, including VAT and in the currency in which the invoice was issued, in the manner indicated by the Contractor. Payment shall be made without deduction, setoff, or suspension for any reason whatsoever.
• In the event of late payment, the Client is automatically in default and, even without any default notice to that effect, shall owe default interest from the due date equal to the statutory interest rate.
• If there are multiple Clients, each Client is jointly and severally liable to the Contractor for the payment of the total invoice amount if the work has been performed for all these Clients.
• Payments made by the Client shall always be applied firstly to settle all due interest and costs, and secondly to settle invoices that have been outstanding for the longest period, even if the Client states that the payment relates to a later invoice.
• In the event of liquidation, bankruptcy, or suspension of payment of the Client, the claims of the Contractor and the obligations of the Client towards the Contractor shall become immediately due and payable.
• The Client must raise any objections to the Contractor's invoice in writing to the Contractor within two weeks of the invoice date, failing which the Client is deemed to have agreed to the amount of the invoice.

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8. Collection Costs

• If the Contractor takes recovery measures against the Client, who is in default, the costs associated with such recovery shall be borne by the Client, which costs shall be set at a minimum of 15% of the outstanding invoices. These costs include the costs of any collection agencies, bailiffs, and/or lawyers to be engaged. In the event that the Client is a private individual, an email/letter will first be sent with a period of 14 days to make the payment. If no response is received, the above will apply.

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9. Cancellation Conditions

• Opdrachtnemer reserves the right to cancel or reschedule appointments free of charge in the event of illness, disability, death, or serious illness of family or loved ones, preventing Opdrachtnemer from properly performing their assignment.
• Cancellation by Opdrachtgever must be made in writing.
• In case of cancellation by Opdrachtgever of education, Training, Workshops, and related activities within 2 weeks before the start of the activities, Opdrachtgever is liable for 100% of the costs of the canceled hours or the agreed total amount, for cancellations longer than 2 weeks before the start of the activities, 40% of these costs.
• In case of cancellation by Opdrachtgever of Courses and Coaching within 24 hours before the start of the activity, Opdrachtgever is liable for 100% of the costs of the canceled hours or the agreed total amount, between 24 and 48 hours before the start of the activities, 50% of these costs, and for cancellations longer than 48 hours before the start of these activities, a maximum of 25%.
• Opdrachtgever is liable for 100% of the total agreed amount if, even without cancellation, no use is made of Opdrachtnemer's agreed Services or if no further use is made of the agreed Services after the start.
• After signing the contract, the client still has the legal cooling-off period of 14 days.

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10. Termination of the Agreement

• Opdrachtnemer is entitled to terminate the Agreement, immediately and without judicial intervention, by means of a registered written notice to Opdrachtgever, if Opdrachtgever fails to pay the invoice sent by Opdrachtnemer within 14 days after written reminder.
• Opdrachtnemer is entitled to terminate the Agreement, immediately and without judicial intervention, by means of a registered written notice to Opdrachtgever, if any obligation arising from this Agreement is not or not properly fulfilled within 14 days after written reminder.
• Both Opdrachtgever and Opdrachtnemer may terminate the Agreement immediately by registered mail if the other party is granted suspension of payment or declared bankrupt.

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11. Confidential Information – Confidentiality

• Both parties are obligated to confidentiality regarding all confidential information obtained from each other or from other sources in the context of their Agreement. Information is considered confidential if it has been communicated by the other party or if it arises from the nature of the information. Opdrachtnemer ensures that this obligation is also imposed on any employees or third parties engaged by them in an assignment. Conversations, sessions, and other contacts between Opdrachtnemer and the client in any form are considered strictly confidential.
• In case of imminent danger to both Opdrachtgever and society or specific individuals, Opdrachtnemer reserves the right to provide relevant information to competent persons or authorities if this can prevent the danger. As a person subject to Dutch law, it is the duty of Opdrachtnemer to report activities that are in violation of the law to the authorities mentioned above. Therefore, Opdrachtnemer cannot be held accountable for reporting unlawful activities to the sponsor of Opdrachtgever or to the legal authorities.
• If, based on a legal provision or a judicial ruling, Opdrachtnemer is obliged to provide confidential information to third parties designated by law or the competent court, and Opdrachtnemer cannot invoke a legal or judicially recognized or permitted right of non-disclosure, then Opdrachtnemer is not obliged to pay compensation or indemnification, and the counterparty is not entitled to terminate the Agreement due to any damage caused thereby.
• The principle of confidentiality applies to all other communication media, such as email, mail, fax, voicemail, and other means. Unless explicit written agreements have been made beforehand, only Opdrachtnemer and Opdrachtgever are the ones who can see the communication via these mediums. Parties should be aware that some media are managed by third parties and therefore may not always contain confidential content.
• In cases where Opdrachtgever is not the client or Participant, confidentiality applies to all exchanged information and conversations between Opdrachtnemer and the client or Participant also towards Opdrachtgever unless the client or Participant has explicitly given written consent for this.

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12. Personal Data

By entering into an Agreement with Opdrachtnemer, consent is granted to Opdrachtnemer for the automatic processing of the personal data obtained from the Agreement. Opdrachtnemer will only use this personal data for its own activities.

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13. Liability

• Opdrachtnemer is never liable for direct or indirect damage, emotional damage, or damage resulting from decisions made by Opdrachtgever, whether or not in consultation with Opdrachtnemer.
• Opdrachtgever is at all times responsible for their own choices, behavior, and the consequences thereof, both during the time spent jointly with Opdrachtnemer and thereafter.
• Opdrachtnemer is only liable to Opdrachtgever, client, and/or Participant for damage resulting from a serious attributable shortcoming in the performance of the Agreement. This is the case if Opdrachtnemer fails to exercise the required care and expertise in the execution of the Agreement.
• If Opdrachtnemer were liable for damage suffered by Opdrachtgever, client, and/or Participant, their liability is limited to the amount that is paid out in the specific case under the professional liability insurance or other liability insurance taken out by Opdrachtnemer, increased by the deductible applicable to Opdrachtgever, with the total of these amounts limited to the maximum amount of the insurance. A copy of the policy with conditions of the professional liability insurance will be sent by Opdrachtnemer upon request.
• If, for any reason, no insurance payout takes place, Opdrachtnemer's liability to Opdrachtgever, client, and/or Participant is limited to the fee of the assignment to which the liability relates, with a maximum of €1,000.00.
• Opdrachtnemer is not obliged to compensate for indirect damage suffered by Opdrachtgever, client, and/or Participant, including but not limited to consequential damage, loss of profit, and damage due to business interruption.
• When engaging third parties not employed in their organization (such as advisors, experts, or service providers), Opdrachtnemer will exercise due care. Opdrachtnemer is not liable for serious shortcomings towards Opdrachtgever, client, and/or Participant or for any errors or shortcomings of these third parties. In such a case, Opdrachtgever is obliged to hold the engaged third parties liable and to recover any damages suffered from these third parties.
• Opdrachtnemer is not liable for damage suffered by Opdrachtgever, client, and/or Participant, of any kind, if Opdrachtnemer relied on incorrect and/or incomplete data provided by Opdrachtgever during the execution of their assignment, unless this incorrectness or incompleteness was or should have been clearly apparent to Opdrachtnemer.
• Opdrachtnemer or third parties engaged by them, responsible for guiding Clients and/or Participants, will not provide or use any means, methods, techniques, or instructions or create situations that limit or adversely affect the ability of the client and/or Participant to perceive, analyze, and assess impending injury, in any form whatsoever. If a client and/or Participant were to suffer any injury, Opdrachtnemer or third parties engaged by them shall not be liable in any way.
• Opdrachtgever indemnifies Opdrachtnemer against all claims (such as damages and legal actions) from third parties related to the execution of the Agreement between Opdrachtgever and Opdrachtnemer unless they result from serious shortcomings of Opdrachtnemer.
• If Opdrachtgever, client, and/or Participant has not brought any possible claim against Opdrachtnemer to court within 1 year after discovering the damage, this claim will expire after the expiration of the year.

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14. Retention of Ownership

• All items provided and loaned by Opdrachtnemer, including but not limited to tests, reports, models, computer programs, maps, games, sketches, software, books, drawings, exercises, etc., remain the (intellectual) property of Opdrachtnemer and are intended solely for use by the Opdrachtgever, client, or Participant and may not be reproduced, disclosed, or made known to third parties without the prior consent of Opdrachtnemer.
• The Opdrachtgever, client, or Participant is not authorized to pledge the items falling under retention of title or encumber them in any other way.
• If third parties attach the items delivered under retention of title or wish to establish or enforce rights on them, Opdrachtgever, client, or Participant is obliged to inform Opdrachtnemer as soon as reasonably expected.
• Opdrachtgever, client, or Participant undertakes to take optimal care of the items delivered under retention of title and to return them in optimal usable condition to Opdrachtnemer within 14 days after these items have been made available to Opdrachtgever, client, or Participant, unless otherwise agreed. If the Agreement is terminated, all items on loan must be returned within 14 days. If Opdrachtgever, client, or Participant fails to fulfill this obligation, all resulting costs will be charged to Opdrachtgever.
• In case of damage caused to items delivered and loaned by Opdrachtnemer by Opdrachtgever, client, or Participant, Opdrachtnemer will recover these from Opdrachtgever.
• Opdrachtnemer reserves the right to use the knowledge gained during the execution for other purposes, provided that no confidential information is disclosed to third parties and it cannot be traced back to individual Opdrachtgevers, clients, or Participants.

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15. Indemnities

• Opdrachtgever indemnifies Opdrachtnemer against claims from third parties regarding intellectual property rights on materials or data provided by Opdrachtgever, used in the execution of the Agreement.
• If Opdrachtgever provides Opdrachtnemer with data carriers, electronic files, or software, etc., Opdrachtgever guarantees that these data carriers, electronic files, or software are free from viruses and defects.

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16. Dispute Resolution

• Dutch law applies to all Agreements and legal acts between Opdrachtgever and Opdrachtnemer.
• If Opdrachtnemer and Opdrachtgever, client, and/or Participant have a dispute arising from this Agreement, they are obliged to first attempt to resolve this dispute through consultation.
• If consultation does not lead to a resolution of the dispute, the competent judicial authority where Opdrachtnemer is established shall have exclusive jurisdiction to hear the dispute.

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17. Complaints Procedure

When no solution has been reached after the processing of the complaints registration, an independent third party will be involved to review the complaint and hear both parties. His name is Mr. A. Lollinga and will act as the third person.

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Request Complaint Registration Form at nicole@knisp.eu.

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18. Amendment of the Terms

The version that was in effect at the time of the conclusion of the present assignment always applies.