1. WebGrowth B.V., established in Hellevoetsluis under Chamber of Commerce No. 77639103.
  2. Customer: the person with whom WebGrowth B.V. has entered into an agreement.
  3. Parties: WebGrowth B.V. and customer together.
  4. Consumer: a customer who is also an individual acting as a private person.

Applicability of general terms and conditions

  1. These terms and conditions apply to all quotations, offers, work, orders, agreements and supplies of services or products by or on behalf of WebGrowth B.V..
  2. The parties may deviate from these terms and conditions only if they have expressly agreed to do so in writing.
  3. The parties expressly exclude the applicability of additional and/or different general terms and conditions of the customer or third parties.

Offers and quotations

  1. Offers and quotations of WebGrowth B.V. are without obligation, unless expressly stated otherwise therein.
  2. An offer or quotation is valid for a maximum of 2 weeks, unless another acceptance period is stated in the offer or quotation.
  3. If the customer does not accept an offer or quotation within the applicable time period, the offer or quotation shall lapse.
  4. Offers and quotations do not apply to repeat orders unless the parties have expressly agreed to this in writing.


  1. Verbal acceptance of the customer shall bind WebGrowth B.V. only after the customer has confirmed it in writing (or electronically).


  1. All prices quoted by WebGrowth B.V. are in euros, are exclusive of VAT and exclusive of any other costs such as administration costs, levies and travel, shipping or transport costs, unless expressly stated otherwise or agreed otherwise.
  2. All prices on that WebGrowth B.V. maintains for its products or services, on its website or otherwise disclosed, WebGrowth B.V. may change at any time.
  3. The price with respect to a service will be determined by WebGrowth B.V. on the basis of actual hours spent.
  4. The price is calculated according to WebGrowth B.V.'s usual hourly rates, valid for the period in which it performs the work, unless a different hourly rate has been agreed upon.
  5. If the parties have agreed on a total amount for a service by WebGrowth B.V., this is always a guide price, unless the parties have expressly agreed in writing on a fixed price, which cannot be deviated from.
  6. WebGrowth B.V. is entitled to deviate up to 10% from the target price.
  7. If the target price is going to be more than 10% higher, WebGrowth B.V. shall inform the client in a timely manner why a higher price is justified.
  8. If the guide price exceeds the guide price by more than 10%, the customer has the right to cancel the part of the order that exceeds the guide price plus 10%.
  9. WebGrowth B.V. has the right to adjust prices annually.
  10. Prior to its effective date, WebGrowth B.V. will communicate price adjustments to the customer.
  11. The consumer has the right to terminate the agreement with WebGrowth B.V. if he does not agree with the price increase.

Consequences of not paying on time

  1. If the customer does not pay within the agreed period, WebGrowth B.V. is entitled to charge interest of 1% per month from the day the customer is in default, whereby part of a month is counted as a whole month.
  2. If the customer is in default, he shall also owe WebGrowth B.V. extrajudicial collection costs and any damages.
  3. Collection costs are calculated according to the Compensation for Extrajudicial Collection Costs Decree.
  4. If the customer fails to pay on time, WebGrowth B.V. may suspend its obligations until the customer has fulfilled its payment obligation.
  5. In case of liquidation, bankruptcy, seizure or suspension of payment on the part of the customer, WebGrowth B.V.'s claims against the customer are immediately due and payable.
  6. If the customer refuses to cooperate in the execution of the agreement by WebGrowth B.V., he is still obliged to pay the agreed price to WebGrowth B.V..

Right of Suspension Unless the customer is a consumer, the customer waives the right to suspend the performance of any obligation under this agreement. Set-off Unless the customer is a consumer, the customer waives its right to set off any debt to WebGrowth B.V. against any claim against WebGrowth B.V. Guarantee Where the parties have entered into an agreement of a service nature, it contains for WebGrowth B.V. only effort obligations, not result obligations.Execution of the agreement

  1. WebGrowth B.V. shall perform the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
  2. WebGrowth B.V. has the right to have the agreed services (partially) performed by third parties.
  3. The execution of the agreement shall be by mutual agreement and after written agreement and payment of any agreed advance by the client.
  4. It is the client's responsibility to ensure that WebGrowth B.V. can begin execution of the agreement in a timely manner.
  5. If the client has not ensured that WebGrowth B.V. can begin execution of the agreement in a timely manner, the resulting extra costs and/or extra hours shall be borne by the client.

Client disclosure

  1. Customer shall make available to WebGrowth B.V. all information, data and documents relevant to the correct execution of the agreement in a timely manner and in the desired form and manner.
  2. The customer guarantees the accuracy, completeness and reliability of the information, data and documents provided, even if they originate from third parties, insofar as the nature of the agreement does not dictate otherwise.
  3. If and to the extent requested by the customer, WebGrowth B.V. will return the relevant documents.
  4. If client does not, not timely or not properly provide the information, data or documents reasonably required by WebGrowth B.V. and the execution of the agreement is delayed as a result, the resulting extra costs and extra hours shall be borne by client.

Duration of the agreement

  1. The agreement between WebGrowth B.V. and the customer is entered into for the duration of 1 year, unless the nature of the agreement dictates otherwise or the parties have expressly agreed otherwise in writing.
  2. If an agreement is entered into for a definite period, then after the expiration of the term it is tacitly converted into an agreement for an indefinite period, unless 1 of the parties terminates the agreement with due observance of a notice period of months, c.q. a consumer terminates the agreement with due observance of a notice period of 1 month then the agreement ends by operation of law.
  3. If within the term of the agreement the parties have agreed on a term for the completion of certain work, this is never a deadline. If this term is exceeded, the client must give WebGrowth B.V. written notice of default.


  1. Customer shall keep confidential any information received (in any form) from WebGrowth B.V..
  2. The same applies to any other information concerning WebGrowth B.V. which he knows or can reasonably suspect to be secret or confidential, or which he can expect that its dissemination may harm WebGrowth B.V..
  3. The customer shall take all necessary measures to ensure that he also keeps the information mentioned in paragraphs 1 and 2 confidential.
  4. The duty of confidentiality described in this article does not apply to information:
    • that was already in the public domain before the customer learned of it or that subsequently became public without being the result of a breach of the customer's duty of confidentiality
    • disclosed by the customer pursuant to a legal duty
  5. The obligation of confidentiality described in this article applies for the duration of the underlying agreement and for a period of 3 years after its expiration.

Penalty clause

  1. If the other party violates the article of these general terms and conditions on confidentiality or on intellectual property, it shall forfeit to trade name an immediately payable fine for each violation.
  • If the other party is a consumer then this penalty is €1,000
  • If the other party is a legal entity then this fine is €5,000
  1. In addition, the other party shall forfeit an amount of 5% of the amount mentioned in paragraph 1 for each day that such violation continues.
  2. Forfeiture of this penalty does not require prior notice of default or court proceedings. Nor does it require any form of damages.
  3. The forfeiture of the penalty referred to in the first paragraph of this article does not affect the other rights of WebGrowth B.V. including its right to claim damages in addition to the penalty.

Indemnification The customer indemnifies WebGrowth B.V. against all claims by third parties related to the products and/or services provided by WebGrowth B.V. Complaints

  1. Customer should examine a product delivered or service provided by WebGrowth B.V. for any deficiencies as soon as possible.
  2. If a product delivered or service provided does not meet what the customer could reasonably expect from the agreement, then the customer should WebGrowth B.V. as soon as possible, but at least within 1 month after discovery of the shortcomings, notify.
  3. Consumers should notify WebGrowth B.V. no later than 2 months after discovering the deficiencies.
  4. The customer shall provide as detailed a description of the shortcoming as possible, so that WebGrowth B.V. is able to respond adequately.
  5. The customer must show that the complaint relates to an agreement between the parties.
  6. If a complaint relates to work in progress, this can in any case not lead WebGrowth B.V. to be held to perform other work than agreed upon.

Notice of default

  1. The customer must give written notice of default to WebGrowth B.V..
  2. It is the client's responsibility that a notice of default actually reaches WebGrowth B.V. (in a timely manner).

Joint and several liability customer If WebGrowth B.V. enters into an agreement with more than one customer, each of them is jointly and severally liable for the full amounts they owe WebGrowth B.V. under that agreement. Liability WebGrowth B.V.

  1. WebGrowth B.V. shall only be liable for any damage suffered by the customer if and to the extent such damage is caused by intentional or deliberate recklessness.
  2. If WebGrowth B.V. is liable for any damages, it shall only be liable for direct damages arising out of or in connection with the performance of an agreement.
  3. WebGrowth B.V. is never liable for indirect damages, such as consequential damages, lost profits, missed savings or damages to third parties.
  4. If WebGrowth B.V. is liable, such liability shall be limited to the amount paid out by any (professional) liability insurance taken out, and in the absence of (full) payment by an insurance company of the amount of damages, liability shall be limited to the (part of the) invoice amount to which the liability relates.
  5. All illustrations, photographs, colors, drawings, descriptions on the website or in a catalog are only indicative and are only approximate and cannot be grounds for compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

Expiry period Any right of the customer to compensation from WebGrowth B.V. expires in any case 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions of article 6:89 of the Civil Code.Right of dissolution

  1. The customer has the right to terminate the agreement if WebGrowth B.V. imputably fails to fulfill its obligations, unless such failure, given its special nature or minor importance, does not justify termination.
  2. If the fulfillment of the obligations by WebGrowth B.V. is not permanently or temporarily impossible, then dissolution can only take place after WebGrowth B.V. is in default.
  3. WebGrowth B.V. has the right to dissolve the agreement with the customer, if the customer fails to fulfill its obligations under the agreement in full or in a timely manner, or if WebGrowth B.V. has knowledge of circumstances that give it good reason to fear that the customer will not be able to properly fulfill its obligations.

Force majeure

  1. In addition to the provisions of article 6:75 of the Civil Code, a failure of WebGrowth B.V. to fulfill any obligation towards the customer cannot be attributed to WebGrowth B.V. in a situation independent of the will of WebGrowth B.V. independent situation, as a result of which the fulfillment of its obligations to the customer is prevented in whole or in part or as a result of which the fulfillment of its obligations cannot reasonably be required of WebGrowth B.V..
  2. The force majeure situation mentioned in paragraph 1 also includes - but is not limited to - the following: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, delivery companies or other third parties; unexpected power, electricity, internet, computer and telecom failures; computer viruses, strikes, government measures, unforeseen transportation problems, bad weather conditions and work interruptions.
  3. If a force majeure situation arises as a result of which WebGrowth B.V. cannot fulfill 1 or more obligations to the customer, then those obligations will be suspended until WebGrowth B.V. can fulfill them again.
  4. From the moment a force majeure situation has lasted for at least 30 calendar days, both parties may rescind the agreement in writing in whole or in part.
  5. In a force majeure situation, WebGrowth B.V. shall not owe any (compensation), even if it enjoys any advantage as a result of the force majeure situation.

Modification of the Agreement If, after the conclusion of the agreement, its execution proves necessary to modify or supplement its content, the parties shall promptly and in mutual consultation modify the agreement accordingly. Modification of General Terms and Conditions

  1. WebGrowth B.V. is entitled to amend or supplement these general terms and conditions.
  2. Changes of minor importance may be made at any time.
  3. Major substantive changes will be discussed by WebGrowth B.V. with the client in advance to the extent possible.
  4. Consumers are entitled to terminate the contract in the event of a material change in the general terms and conditions.

Transfer of Rights

  1. Customer's rights under an agreement between the parties cannot be assigned to third parties without the prior written consent of WebGrowth B.V..
  2. This provision counts as a clause with property law effect as referred to in Article 3:83, paragraph 2, Civil Code.

Consequences of nullity or voidability

  1. Should one or more provisions of these general terms and conditions prove to be void or voidable, this shall not affect the remaining provisions of these terms and conditions.
  2. Any provision that is void or voidable shall in such case be replaced by a provision that comes closest to what WebGrowth B.V. had in mind when drafting the terms and conditions on that point.

Applicable law and competent court

  1. Any agreement between the parties shall be governed exclusively by the laws of the Netherlands.
  2. The Dutch court in the district where WebGrowth B.V. is located/practicing/office is exclusively competent to take cognizance of any disputes between the parties, unless otherwise required by mandatory law.

Retrieved January 01, 2020.