General terms and conditions Osafyr B.V.


1. Parties
1. Osafyr B.V.: Osafyr, registered with the Chamber of Commerce under number 94517231, established in Zandvoort, user of these general terms and conditions.
2. Further details of Osafyr:
Website: osafyr.com
Email: info@osafyr.com
3. The Client: the (potential) buyer of offered services from Osafyr.
4. The Activity Provider: The Activity Provider uses the service of Osafyr for the administrative handling and payment for the activity provided by The Activity Provider. The Activity Provider has his own terms and conditions for offering the activity.

2. Product
The product/service on osafyr.com: The administrative handling and payment of the booking of activities at osafyr.com


3. Applicability
1. Osafyr declares these general terms and conditions to be applicable to every offer by Osafyr and, whether or not resulting therefrom, agreements entered into by the parties with each other. Insofar as their content has not been changed or no more specific conditions apply between the parties, these general terms and conditions shall also apply to future contractual relationships between the parties.
2. Deviations from these terms and conditions shall apply only insofar as they have been expressly agreed upon by the parties in writing.
3. General (purchase) conditions of The Client are expressly rejected.
4. Third parties engaged by Osafyr in the performance of the agreement may also rely on these general terms and conditions.
5. If one or more (part(s) of the provisions of these general terms and conditions are null and void or annulled, the remaining provisions of these general terms and conditions will continue to apply. Parties will then consult to replace the void or voided provisions to agree new rules, which as much as possible the purpose and intent of the void or voided provisions will be reflected.


4. Offer and agreement
1. Any offer, whether in the form of a quotation or otherwise, is entirely and unconditionally free of obligation and revocable, unless otherwise indicated in writing by Osafyr.
2. The prices stated on the website or in any other form of offer are in Euros, VAT is included, but exclusive of subject to levies, third-party service charges, surcharges and other factors.
3. All quotations by Osafyr of size, color and other display specifications of services to be provided are indications only. A deviation from these will not result in a breach of contract with Osafyr.
4. Obvious clerical errors and mistakes in the offer are not binding on Osafyr.
5. A legal relationship governed by these terms and conditions is established at the time the Client has created a booking and payment at Osafyr's website. These terms and conditions then apply, inter alia, to any agreement that The Client concludes directly and indirectly through the booking. Such further agreements are concluded when The Client starts the administrative handling and payment of the booking for the activity at osafyr.com or both parties have signed a written offer, after Osafyr has confirmed a written acceptance or after Osafyr, or a third party on its behalf, has commenced performance.
6. Osafyr is expressly not a party to any agreement reached between The Client and The Activity Provider or third parties. Disputes arising from such an agreement must be resolved by the parties themselves. Osafyr plays no role whatsoever in this. Osafyr therefore does not guarantee the performance of any agreement with The Activity Provider or its Third Party.
7. The offer has been made by mutual agreement. By entering into the agreement, the parties consider all amounts and agreements to be reasonable and fair.


5. Registration form
1. The Client is only permitted to create a registration form with the consent of the Client's legally valid representative.
2. Each registration form must describe The Client's entity. Requested data must be completed truthfully. Therefore, The Client may not create a fictitious character or represent any other entity.
3. Osafyr reserves the right to refuse an application for any reason. However, Osafyr reserves this right in case the identity or business operations of The Client's company does not fit within Osafyr's ethics and target group. In the latter case, no additional fee shall be payable by The Client. Osafyr reserves the right to temporarily suspend a registration form.


6. The performance of the agreement by and obligations of Osafyr
1. The Client shall give Osafyr the opportunity to perform the agreement. The Client undertakes to provide the necessary cooperation for the performance of the agreement by Osafyr.
2. Osafyr shall fulfill its performance as soon as possible. Deadlines towards Osafyr are not fatal, as a result of which The Client must always first give Osafyr notice of default, whereby a long and reasonable deadline must be set, before any remedy can be taken.
3. Osafyr is free to have the order and/or delivery carried out by third parties. Section 7:404 of the Dutch Civil Code is expressly excluded from the contract.
4. Osafyr reserves the right to change the layout of the website (including user options, etc.) at any time and at its own discretion without the client being entitled to compensation or restitution of (part of) the price.
5. Osafyr makes every effort to publish the website(s) or company accounts/profiles throughout the agreement. However, Osafyr does not guarantee uninterrupted, fault-free and/or error-free publication or accessibility of the website(s) at all times. Osafyr is entitled, without prior notice, to take the website(s) or company accounts/profiles (temporarily) out of use and/or to restrict their use if, in its reasonable judgment, this is necessary, for example in the context of necessary maintenance of the website or systems.
6. If, in Osafyr's judgement, the functioning of Osafyr's or third parties' computer systems or network is endangered and/or Osafyr's deliveries are hampered or prevented by, but not limited to, failures or breakdowns of the Internet, telecommunications infrastructure, synflood, network attack, DoS or DDoS attacks, power failures, civil unrest, mobilization, war, traffic congestion, strikes, lockouts, operational failures, supply congestion, fire, flooding, import and export impediments, epidemics, pandemics, government measures, all obligations of Osafyr will be suspended and Osafyr will be entitled to take all measures it reasonably deems necessary to avert or prevent this danger/prevention, without the Client being entitled to any compensation. If performance due to force majeure is impossible for more than one month or there are other circumstances as a result of which it is disproportionately burdensome for Osafyr to fulfill its obligations, Osafyr is entitled to rescind the contract in whole or in part by giving notice to The Client and without judicial intervention, without there being any obligation to pay compensation in this case.


7. The performance of the agreement by and obligations of The Client
1. The registration form, offer or other communication posted by The Client on Osafyr's website or (otherwise) must comply with the following general rules:
a) the registration form has to be filled with the correct personal information.
b) the registration on the online contact form must not be misleading, inaccurate or false.
2. In order to control compliance with the agreed conditions and monitor quality, Osafyr is entitled to request and monitor offers or other communications between The Client and The Activity Provider. The Client is obliged to cooperate in this.
3. Unless otherwise agreed, The Client shall have paid the fees due in full immediately prior to the commencement of delivery and payment shall be made by online payment. The Client provides Osafyr with an authorization to debit the agreed fee from The Client by means of online payment.
4. Without Osafyr's express written consent, The Client is not permitted to apply setoff and/or suspension and/or deduction in respect of its payment obligations.
5. Osafyr is authorized to change the rates.


8. (Interim) Termination of the agreement
1. Osafyr is entitled to terminate the agreement with The Client with immediate effect for the future by written notice without (further) prior notice of default and without any right to compensation if:
(a) The Client is granted suspension of payment (provisional or otherwise) or The Client is declared bankrupt, The Client submits a request for application of a debt rescheduling scheme or The Client is placed under guardianship or administration;
b) The Client ceases or otherwise liquidates all or part of its business operations and/or substantially modifies or transfers its business activities to a third party without Osafyr's prior written consent;
c) At any time it appears that The Client has provided incorrect information or has misled Osafyr in any other way, such as, for example, with respect to the identity and personal characteristics of The Client;
d) The Client violates these or other applicable terms and conditions;
e) If Osafyr doubts the integrity or reliability of The Client, e.g. in complying with ethical codes in the relevant industry or the quality of business operations. The latter will occur in any case if Osafyr receives a complaint about The Client from The Activity Provider.
2. In the event of termination of the agreement, all payments owed by The Client to Osafyr shall be immediately due and payable in full. There will be no refund of any balances.
3. An agreement is terminable by both parties, after a term of one (1) year, with a notice period of one (1) month. In the event of termination by The Client, Osafyr is not obliged to refund any amounts already paid. After cancellation, The Client is no longer entitled to complain.
4. Upon cancellation of the contract by The Client or by Osafyr, The Client will receive a voucher that can be redeemed on Osafyr's website.


9. Liability
1. The Client is obliged to check each booking made under the contract by Osafyr as soon as possible, but within 48 hours of delivery. If the performance does not comply with what was agreed, The Client must have notified Osafyr in writing by email within 72 hours of delivery.
2. The Client is responsible for the content of the registration form, the quotation or other communication and indemnifies Osafyr - in and out of court - against any claims made against it by third parties in this regard.
3. The Client guarantees that digitally delivered content is secure and does not contain any viruses or other harmful content, which may in any way cause damage to the computer systems, computer programs of Osafyr and/or third parties. Osafyr is in no way liable for the content of the registration form, quotation or other communication including photographic and/or other visual material. The Client shall indemnify Osafyr both in and out of court against claims by third parties in connection with the content of the registration form, quotation or other communication from The Client.
4. The Client itself bears the risk of correct and timely delivery of the registration form, quotation or other communication, regardless of how The Client delivers it.
5. Osafyr is in no way liable for any damages resulting from the (temporary) unavailability of the registration form, offer or other communication.
6. In the event of any shortcomings in the performance of the agreement on its part, Osafyr will only be obliged to adjust other communication, extend the publication or credit the costs, without the Client being able to assert any right to any (compensation) whatsoever in addition.
7. Should Osafyr be liable to The Client, this liability will be limited to the amount paid out under the professional/company liability insurance or other liability insurance taken out by Osafyr, but at most (in the event that there is no insurance to which a claim can be made), to the amount of the invoice amount to be increased by 15%.
8. Osafyr's liability, except in cases of intent or deliberate recklessness, does not extend to consequential damage, indirect damage, immaterial damage, damage caused by delay, property damage, reduced goodwill, lost sales and/or profit, etc.
9. Osafyr is not responsible for any statements, actions or performance of The Client, whether through its website or otherwise. Osafyr is, unless expressly stated otherwise, not a party to the agreement concluded by The Client with and The Activity Provider. All claims and other disputes are to be resolved between them. The content of an agreement between The Client and a third party, such as The Activity Provider, may contain different and/or additional terms, than as initially displayed on Osafyr. The actual terms should therefore be negotiated and agreed by the parties independently. Texts provided via Osafyr from third parties, such as The Activity Provider, therefore do not constitute an irrevocable legal offer/acceptance.
10. Osafyr's website contains urls/links to (social media) websites. These referral opportunities are provided as a facility and do not have the qualification of recommendation by Osafyr. Osafyr is in no way liable for the content of the linked websites or for the acts and omissions of these third parties.
11. Osafyr does not in principle apply censorship and is not in principle active in screening the content of its website (the registration form, the offer or other communication) posted or provided by The Client or other third parties. The Client assumes all risks associated with all contacts with third parties established through Osafyr's website. The Client is obliged to independently verify all published content. Osafyr does expressly reserve the right to monitor the registration form, offer or other communication for quality control and compliance with the agreed terms and conditions, The Client must provide all cooperation for this purpose.
12. If an order is given by several clients, all clients shall bind themselves jointly and severally to the agreement. If Osafyr takes on the assignment with several contractors, each contractor is responsible for its own actions. Section 7:407 (2) of the Dutch Civil Code is excluded.


10. Privacy and Intellectual Property
1. All intellectual property rights to the content of the website, such as designs, images, videos, texts, software, sound files, belong to Osafyr. Third parties may not commercially use or otherwise multiply these without the prior consent of the holder of such intellectual property.
2. The Client is not permitted to deploy software to collect and process data from Osafyr's website.
3. The Client is not allowed to send to The Activity Provider unsolicited mail or emails, or other spam, make unsolicited phone calls or contact in any other way for the purpose of promoting or selling its own or third parties' products and/or services, with the exception, of course, of the business for which a request for quotation has been submitted.
4. The Client guarantees to use the website and all related products, services and documentation, in accordance with all applicable intellectual property and privacy protection laws and regulations.
5. All data may be used by Osafyr after anonymization for promotional, training and advisory or statistical purposes. All data will be kept anonymized and possibly used after deletion for any reason.


11. Forum, choice of law and transfer of rights
1. Osafyr is authorized to transfer its rights and obligations under this agreement to a third party. The Client is authorized to transfer its rights and obligations to a third party only with the written consent of Osafyr.
2. This - and any other - agreement(s) concluded between the parties is exclusively governed by Dutch law, with the express exception of the Vienna Sales Convention. Should an obligation arise between the parties in the future, other than as a result of an agreement, that obligation shall also be governed by Dutch law.
3. In the event that a dispute arises between the parties as a result of the agreement, the exclusively absolute competent court is the court in the district in which the municipality in which Osafyr's head office is located is subject. In the event that a dispute arises between the parties regarding non-contractual obligations, the court of exclusive absolute jurisdiction is also the court in the district in which the municipality in which Osafyr's head office is located is subject.


These general terms and conditions have been prepared by Bleijerveld Juridisch advies www.bleijerveldjuridischadvies.nl


This translation can only be used in combination with and as explanation to the Dutch text. In the event of a disagreement or dispute relating to the interpretation of the English text the Dutch text will be binding. These general terms and conditions are subject to Dutch Law.