General terms and conditions

Gravity Forms to Pipedrive is a product of Jos Waalkens based in the Netherlands. Below is a translation of the Dutch general terms and conditions these can also be found on https://joswaalkens.nl/voorwaarden/ in Dutch.

March 4, 2025
These general terms and conditions apply to all offers and Agreements resulting therefrom between Jos Waalkens in Groningen, Chamber of Commerce 73768421 and its counterparties (“Client”).

Provisions or conditions set by the Client that deviate from, or do not appear in, these general terms and conditions are only binding on Jos Waalkens if and to the extent that this has been expressly accepted in writing.

Definitions

In these terms and conditions the following terms shall have the following meanings:

Jos Waalkens : the company Jos Waalkens, established in Groningen and registered with the Chamber of Commerce under number 73768421.
Jos Waalkens Website : the website of Jos Waalkens, accessible via the domain https://www.joswaalkens.nl or https://gravityforms-pipedrive.com/
Subscription: the Agreement whereby one or more of the parties undertakes to perform services continuously or repeatedly for a certain period of time (e.g. a 12-month hosting contract). Account: the right of access to a user interface with which the Customer can manage and configure (certain aspects of) the Services, as well as the configuration(s) and the files stored for the Customer themselves. General Terms and Conditions : the provisions of this document. Customer: the natural person or legal entity with whom Jos Waalkens has concluded an Agreement. This also includes the person who enters into or is negotiating with Jos Waalkens in this regard, as well as his representative(s), authorised representative(s), legal successor(s) and heirs. Client: the legal entity or natural person acting in the exercise of a profession or business with whom Jos Waalkens concludes the Agreement. Cloud Service: the service as provided online by Jos Waalkens to the Client and specified in the Offer. Services: the service(s) as provided by Jos Waalkens to the Client and specified in the Offer and possibly consisting of Cloud Services and/or Software Services and/or Advisory Services. Materials: all works, such as websites and (web) applications, software, house styles, logos, folders, brochures, leaflets, lettering, advertisements, marketing and/or communication plans, concepts, images, texts, sketches, documentation, advice, reports and other products of the mind, as well as preparatory material thereof and (whether or not encoded) files or data carriers on which the Materials are located. Agreement: any Agreement between Jos Waalkens and the Client on the basis of which Jos Waalkens provides Services to the Client. Written: in addition to paper documents, also e-mail and communication via digital channel, provided that the identity of the sender and the integrity of the message are sufficiently established. 

Applications with increased risk:
Applications where an error in the Services could lead to death or serious injury, serious environmental damage or loss of (personal) data with very high consequential damage. Examples of Applications with increased risk are: transportation systems where an error could cause trains to derail or aircraft to crash; medical systems where an error could result in a patient not being able to receive treatment or receiving the wrong treatment; systems on which a substantial part of the population is dependent for the allocation of crucial government Services, such as DigiD; systems in which (a lot of) medical data or other special data within the meaning of the Personal Data Protection Act, or otherwise very sensitive data is stored.

1 Offer and acceptance

1. Jos Waalkens will draw up a quotation in which Jos Waalkens will indicate which activities (“the Services”) Jos Waalkens will offer to perform, what is included in the Services and what amount will be due for this. Only the description of the Services stated in the quotation is binding.
2. In general, the services include advice, design and project management of digital products, maintenance of the Client’s hardware and software, configuration and installation of hardware and software for the benefit of the Client, the creation of custom software at the request of the Client, delivery of hardware, delivery of licensed software, the provision of services in the cloud, the provision of remote support, and all related matters. Other activities will only be performed if this is stated in the quotation.
3. A quote is entirely without obligation and valid for 14 days after dispatch, unless otherwise stated in the quote. Jos Waalkens can never be obliged to accept an acceptance after this period, but if Jos Waalkens does so, the quote is still accepted.
4. The Agreement shall be concluded at the time when the notification containing acceptance of the offer by the Client is received by Jos Waalkens. This notification may be made by e-mail.
5. If the Client does not explicitly indicate that it agrees with the quotation, but nevertheless agrees, or gives the impression that Jos Waalkens performs activities that fall within the description of the Services, the quotation will be considered accepted. This also applies if the Client requests Jos Waalkens to perform certain activities without waiting for a formal quotation.
6. Modification of the Services is only possible with the consent of both parties, except as otherwise provided elsewhere in these terms and conditions.

2 Delivery of the Services

1. After the Agreement has been concluded, the Services will be performed by Jos Waalkens as soon as possible in accordance with the quotation, taking into account reasonable wishes of the Client.
2. Jos Waalkens will make every effort to realize high-quality and uninterrupted availability of Services and associated systems and networks, and to realize access to data stored by Customer with them. However, Jos Waalkens does not offer any guarantees regarding quality or availability, unless otherwise agreed in the quotation by means of a Service Level Agreement (SLA) designated as such.
3. Delivery times given by Jos Waalkens are always indicative. This delivery time is based on similar projects already carried out.
4. The Client is obliged to do and refrain from doing everything that is reasonably desirable and necessary to enable the correct and timely performance of the Services. In particular, the Client shall ensure that all data that Jos Waalkens indicates is necessary or that the Client should reasonably understand is necessary for the performance of the Services, are provided to Jos Waalkens in a timely manner. The period within which Jos Waalkens must perform the Agreement shall not commence until all requested and necessary data have been received by Jos Waalkens.
5. Client shall grant Jos Waalkens access to all locations, Services and Accounts under its management (such as web hosting and analytics accounts) that Jos Waalkens reasonably needs to provide the Services.
6. Jos Waalkens guarantees that the Services will be performed carefully, properly and as well as possible. If a proper performance of the Services requires this, Jos Waalkens has the right to have certain activities performed by third parties. Jos Waalkens is and remains responsible to the Client.
7. Jos Waalkens is entitled, but never obliged, to investigate the correctness, completeness or coherence of the source materials, requirements or specifications made available to him and, if any imperfections are discovered, to suspend the agreed work until the Client has removed the imperfections in question.
8. Unless otherwise agreed, Jos Waalkens is not a party to the delivery of Third Party Services, such as software licenses or hosting required for Services, not even if Jos Waalkens purchases these Services on behalf of Client. In the case of software licenses delivered as a Service, it depends on the supplier whether Jos Waalkens is the contractual counterparty of Client or the supplier. Jos Waalkens will provide adequate information about this.
9. Jos Waalkens has the right to (temporarily) not provide or to provide limited Services if the Client fails to fulfil an obligation towards Jos Waalkens in connection with the Agreement or acts in violation of these general terms and conditions.
10. Jos Waalkens will make every effort to respond to a request from the Client as quickly as possible, but cannot make any concrete commitments regarding times, unless otherwise agreed in the quotation or the agreed SLA.

3 Customer Obligations

1. If Customer knows or can suspect that Jos Waalkens will have to take certain (additional) measures in order to meet its obligations, Customer will inform Jos Waalkens thereof without delay. This obligation applies, for example, if Customer knows or should foresee that an extraordinary peak in the load on Jos Waalkens’ systems will occur, which could in all probability cause the Services to be unavailable. This applies even more so if Customer knows that Services are also provided to others via the same systems that Jos Waalkens uses to provide Services to Customer. After warning, Jos Waalkens will do everything in its power to prevent the Services from being unavailable. Unless expressly agreed otherwise in writing, all reasonable additional costs incurred in this regard may be charged to Customer.
2. Customer may not use the Services for High Risk Applications unless the Service is expressly designated as suitable for such applications. If none of the Services are designated as suitable, Customer may submit a request to Jos Waalkens for a custom agreement.
3. If Customer requires any permit or other permission from government agencies or third parties for the specific use that Customer gives or intends to give to the Services, Customer must ensure that it obtains this. Customer guarantees to Jos Waalkens that it has all permits and/or permissions that are necessary for Customer to use the Services.

4 Search Engine Optimization

1. If the Service is (also) intended to improve the position of the Client’s website and/or services in search results of search engines, the provisions of this article apply.
2. Client acknowledges and understands that the position of and search results regarding Client’s website and/or services are fully determined by the administrators of the search engines concerned. Jos Waalkens can therefore not give any guarantee regarding the result to be achieved, but will make every effort to influence this position and search results in favor of Client.
3. Client hereby authorizes Jos Waalkens to create accounts in Client’s name with search engines and similar publicly accessible services and to provide all necessary data of Client. If such services involve costs, Jos Waalkens requires written permission from Client for this.

5 Rules of Conduct and Notice/Takedown

1. Customer is prohibited from using the Services to violate Dutch or other laws or regulations applicable to Customer or Jos Waalkens or to infringe the rights of others.
2. It is prohibited (whether or not this is legal) for Jos Waalkens to offer or distribute Materials using the Services that:
   • are clearly primarily intended to assist others in violating the rights of third parties, such as websites with (exclusively or mainly) hacking tools or explanations about computer crime that are clearly intended to enable the reader to commit the criminal acts described and not to be able to defend themselves against them;
   • are clearly libellous, defamatory, insulting, racist, discriminatory or hateful;
   • contain child pornography or bestiality pornography or are clearly aimed at helping others find such Materials;
   • constitute a violation of the privacy of third parties, including but not limited to the distribution of personal data of third parties without permission or necessity or the repeated harassment of third parties with unwanted communication;
   • contain hyperlinks, torrents or references to (locations of) material that clearly infringes copyright, neighboring rights or portrait rights;
   • contain unsolicited commercial, charitable or ideological communication;
   • contain malicious content such as viruses or spyware.
3. Distributing pornographic Materials through the Services is not permitted.
4. Customer shall refrain from hindering other Customers or internet users or from causing damage to systems or networks of Jos Waalkens or other Customers. Customer is prohibited from starting up processes or programs, whether or not via the systems of Jos Waalkens, of which Customer knows or could reasonably suspect that this will hinder or cause damage to Jos Waalkens, its Customers or internet users.
5. If, in the opinion of Jos Waalkens, hindrance, damage or any other danger arises for the functioning of the computer systems or the network of Jos Waalkens or third parties and/or the provision of services via the internet, in particular due to excessive sending of e-mail or other data, poorly secured systems or activities of viruses, Trojans and similar software, Jos Waalkens is entitled to take all measures that it reasonably deems necessary to avert or prevent this danger.
6. When Jos Waalkens receives a complaint about a violation of this article by Customer, or determines that this appears to be the case, Jos Waalkens will inform Customer of the complaint or violation as soon as possible. Customer will respond as soon as possible, after which Jos Waalkens will decide how to act.
7. If Jos Waalkens believes that a violation has occurred, it will block access to the Material in question, but without permanently removing this Material (unless this proves technically impossible, in which case Jos Waalkens will make a backup). Jos Waalkens will make every effort not to affect any other Materials. Jos Waalkens will inform Customer of the measures taken as soon as possible.
8. Jos Waalkens is at all times entitled to report any criminal offences that are observed. Furthermore, Jos Waalkens is entitled to provide the name, address and other identifying details of the Customer to a third party who complains that the Customer is infringing his rights or these General Terms and Conditions, provided that the correctness of that complaint is reasonably sufficiently plausible and the third party has a clear interest in the disclosure of the details.
9. Although Jos Waalkens strives to act as reasonably, carefully and adequately as possible following complaints about the Customer, Jos Waalkens is never obliged to compensate for damage as a result of measures as referred to in this article.
10. Customer is not permitted to resell the Services, unless expressly agreed otherwise in writing. Customer must indemnify Jos Waalkens in that case against all claims by its customers. Jos Waalkens may also take full action in the event of violations of these general terms and conditions by those customers.

6 Application for domain names

1. Application, allocation and possible use of a domain name are dependent on and subject to the applicable rules and procedures of the relevant registration authorities, such as the Stichting Internet Domeinregistratie Nederland for .nl domain names. The relevant authority decides on the allocation of a domain name. Jos Waalkens only plays an intermediary role in the application and does not guarantee that an application will be honored.
2. Customer can only learn the fact of registration from the confirmation of Jos Waalkens, in which it is stated that the requested domain name has been registered. An invoice for registration costs is not a confirmation of registration.
3. Customer indemnifies and holds Jos Waalkens harmless from all damages related to (the use of) a domain name on behalf of or by Customer. Jos Waalkens is not liable for the loss by Customer of its right(s) to a domain name or for the fact that the domain name is requested and/or obtained by a third party in the meantime, except in the case of intent or deliberate recklessness on the part of Customer.
4. Customer must comply with the rules that registration authorities set for application, allocation or use of a domain name. Jos Waalkens will refer to these rules during the registration procedure.
5. Jos Waalkens has the right to make the domain name inaccessible or unusable, or to place it in its own name if the Customer demonstrably fails to comply with the Agreement, but only for the duration that the Customer is in default and only after a reasonable period for compliance set in a written notice of default has elapsed.
6. In the event of termination of the Agreement due to breach of contract by the Customer, Jos Waalkens is entitled to terminate a domain name of the Customer, subject to a notice period of two months.

7 Storage and data limits

1. Jos Waalkens may impose a maximum on the amount of storage space or data traffic per month that Customer may or may actually use in connection with the Services.
2. Should Customer exceed the applicable limits, Jos Waalkens may, after sending at least one warning message to Customer regarding the excess, unilaterally convert Customer’s Subscription to a Subscription that does accommodate the storage and data traffic.
3. No liability exists for the consequences of not being able to send, receive, store or modify data if an agreed limit for storage space or data traffic has been exceeded.

8 Provisions regarding maintenance

1. Maintenance means ensuring that existing hardware and/or software functions in accordance with the quotation or further agreement, and more generally correcting errors.
2. Jos Waalkens will make every effort to perform maintenance as well as possible, but is often dependent on its supplier(s) and third parties for updates, error-fixing software (‘patches’) or spare parts. Jos Waalkens is entitled not to install certain updates or patches if, in its opinion, this does not benefit the correct functioning of the software or is not in the interest of the Client. This maintenance also includes the software used by Jos Waalkens for the Cloud service.
3. As part of the maintenance, Jos Waalkens will make every effort to repair errors in the Works and associated software. However, Jos Waalkens is dependent on supplier(s) and third parties in this regard. In the event of new functionality or changes that could materially change the functioning of the software, Jos Waalkens will consult with the Client in advance.
4. Jos Waalkens will make every effort to add changes requested by the Client to the software. Jos Waalkens is always entitled to refuse a request if it is deemed unfeasible or may hinder the proper functioning or availability of the software.
5. If in the opinion of Service Provider a requested change may negatively affect the functioning or security of the software, Jos Waalkens will report this in writing to Client. If Client nevertheless insists on the change and Jos Waalkens implements it, this will be done at Client’s own risk and without any liability for Jos Waalkens.
6. If the Client independently wishes to implement a change to results delivered by Jos Waalkens, this will be done entirely at the Client’s own risk and responsibility, unless the Client has notified Jos Waalkens of the desired change in advance and Jos Waalkens has approved this in writing. Jos Waalkens may attach conditions to this approval.

9 Provisions regarding remote support

1. Remote support is provided by telephone, email and other mutually agreed channels.
2. At the request of the Client, Jos Waalkens will propose software with which the computers to be supported can be accessed remotely. It is the responsibility of the Client to ensure that his network and security environment allows this software to work.
3. If it appears that remote support does not lead to a satisfactory solution or is not feasible given the nature of the problem, Jos Waalkens will consult with the Client to find an on-site solution.

10 Sale of equipment

1. If Jos Waalkens supplies hardware to Client in the context of the Services, Jos Waalkens guarantees that this hardware meets the agreed or reasonably required specifications for a period of one year after delivery. In the event of a breach of this guarantee, Jos Waalkens will replace or repair the hardware free of charge, after which the guarantee period will again be one year.

11 Installation and configuration

1. Jos Waalkens will proceed with the configuration and installation of hardware and software for the Client in accordance with the quotation or further specification, in order to realise a new, working hardware and software system.
2. Client shall, at the request of Jos Waalkens, grant Jos Waalkens employees and assistants all necessary access to the environment to enable installation, configuration, maintenance and adjustments of the software. Physical access to hardware shall only take place if this is necessary, and only after prior consultation with Client.
3. If third-party licenses are required for the use of software, Client will purchase these licenses and ensure that the provisions contained therein are strictly observed. Client indemnifies Jos Waalkens against claims from third parties concerning installation and licenses of the software, except to the extent that the claims are the result of information or licenses supplied by Jos Waalkens.

12 Development of works

1. If a Service aims to develop, configure and/or adapt Works such as websites, data files, software, documentation, advice, reports, analyses, designs, texts, photos, films, sound recordings, images, audiovisual material, logos or house styles (hereinafter: “Works”), Jos Waalkens has the right, unless otherwise agreed, to use images, software and components of third parties in the development, configuration or adaptation of Works.
2. Jos Waalkens is permitted to use open source software, the rights to which are held by third parties. This means, among other things, that Jos Waalkens may supply open source software to the Client and may incorporate open source software into Works that Jos Waalkens creates or modifies in the context of a Service. If the license of certain open source software entails that the Client may only distribute (parts of) the software as open source, Jos Waalkens will adequately inform the Client about all applicable license conditions.
3. After delivery, the responsibility lies with the Client for correct compliance with the relevant third-party licenses when using the developed Works.

13 Delivery and acceptance

1. After completion of the work or parts thereof, Jos Waalkens will deliver the result when, in her professional opinion, it meets the specifications or is suitable for use.
2. Client must then evaluate the delivered goods within fourteen days after delivery and approve or reject them. If Client does not reject the delivered goods within this period, the delivered goods are deemed to have been accepted.
3. If work is delivered in phases, the Client must approve or reject the part of the work of that phase after delivery of each phase in the manner specified in the previous paragraph. The Client may not base an approval or rejection in a later phase on aspects that were approved in an earlier phase.
4. If the Client rejects the delivered product in whole or in part, Jos Waalkens will make every effort to remove the reason for rejection as soon as possible. Jos Waalkens can do this by revising the result or by stating reasons why the reason does not apply. The Client then has another fourteen days to approve or reject the revision or motivation.
5. If the Client has rejected the delivered product in whole or in part after the first revision or motivation, a reasonable number of revision rounds will follow, in the opinion of Jos Waalkens. If a party indicates that it does not (any longer) consider further revisions useful, both parties are entitled to terminate the Agreement for the relevant Service. In that case, the Client will reimburse the hours actually worked by Jos Waalkens, with a maximum of the amount quoted for the rejected product. However, the Client is not entitled to use the rejected product in any way whatsoever.
6. After acceptance of the delivered goods, any liability for defects in the delivered goods shall lapse, unless Jos Waalkens knew or should have known of the defect at the time of acceptance. In any case, any liability for defects shall lapse after one year after termination of the Agreement for whatever reason.

14 Intellectual property rights

1. All intellectual property rights to all Services or Works developed or delivered under the Agreement shall remain the exclusive property of Jos Waalkens or its licensors. Rights may only be transferred to the Client if explicitly stated in the quotation or separately agreed upon.
2. Client shall only obtain the rights of use and powers that arise from the scope of the Agreement or that are granted in Writing and for the rest Client shall not reproduce or publish the Works or other results of Services Materials. Any use, reproduction or publication of the Materials that falls outside the scope of the Agreement or granted rights of use shall be considered a violation of copyright. Client shall pay an immediately due and non-judicially mitigating fine of € 25,000 per infringing act to Jos Waalkens. This shall not affect the right of Jos Waalkens to be compensated for its damage caused by the infringement or to take other legal measures to end the infringement.
3. The Client is entitled to make changes to Works for which it obtains a right of use, but only if this has been explicitly agreed.
4. Jos Waalkens will, if requested by the client, make the source files (such as, but not limited to, PSD, HTML/CSS or PHP code) of custom-developed Works available to the Client after payment of the relevant invoice(s).
5. Client is not permitted to remove or change any indication concerning copyrights, trademarks, trade names or other intellectual property rights from the Materials, including indications concerning the confidential nature and secrecy of the Materials.
6. If the Cloud Service forms part of the Agreement, the Client will obtain from Jos Waalkens a non-transferable right of use to use the Cloud Service solely and exclusively as offered through the Platform for the duration of the Agreement for the benefit of the Intellectual Property Rights that rest on (parts of) the Cloud Service.

15 Prices and payment

1. For all work, Jos Waalkens will invoice based on the actual hours worked. For work outside office hours, Jos Waalkens can stipulate a surcharge of up to 200% of the normal rate.
2. Jos Waalkens will send an invoice to the Client for the amounts owed by the Client.
3. The payment term for invoices is fourteen days after the date of the invoice, unless a longer payment term is stated on the invoice. If the Client does not pay on time, he will be in default by operation of law after the expiry of this period without any notice of default being required. If an amount due is not paid within the payment term, the statutory interest will be due on the outstanding invoice amount.
4. If the Client believes that (part of) an invoice is incorrect, he must report this to Jos Waalkens within the payment term. The payment obligation for the disputed amount (but not the remainder) will be suspended until Jos Waalkens has investigated the report. If, after investigation by Jos Waalkens, it appears that the dispute was unjustified, the Client must still pay the disputed amount within seven days.
5. In the event of late payment, the Client shall be obliged, in addition to the amount owed and the interest accrued thereon, to pay full compensation for both extrajudicial and judicial collection costs, including the costs for lawyers, bailiffs and collection agencies. In particular, Jos Waalkens shall be entitled in this case to charge administration costs of €50.
6. The claim for payment is immediately due and payable if the Client is declared bankrupt, applies for a suspension of payments or if all assets of the Client are seized, the Client dies, goes into liquidation or is dissolved.
7. Unless expressly stated otherwise with an amount, all prices stated by Jos Waalkens are exclusive of sales tax and other government levies.
8. If the Agreement concerns a Subscription, Jos Waalkens is entitled to change the rates used at any time. In the event of a change in the rates, Customer is entitled to cancel the Subscription.

16 Confidentiality

1. Parties shall treat information that they provide to each other before, during or after the performance of the Agreement as confidential if this information is marked as confidential or if the receiving party knows or should know that the information was intended to be confidential. Parties shall also impose this obligation on their employees and on third parties engaged by them to perform the Agreement.
2. Jos Waalkens will make every effort to avoid taking cognizance of data that Client stores and/or distributes via the hardware or software to which the Services relate, unless this is necessary for the proper performance of the Agreement or Service Provider is obliged to do so by virtue of a statutory provision or court order. In that case, Service Provider will make every effort to limit the cognizance of the data as much as possible, insofar as this is within its power.
3. Jos Waalkens may use the knowledge acquired during the execution of the Agreement for other assignments, provided that no information from the Client becomes available to third parties in violation of confidentiality obligations.
4. The obligations under this Article shall survive termination of the Agreement for any reason whatsoever, for as long as the party providing the information can reasonably claim the confidential nature of the information.

17 Liability

1. Jos Waalkens shall only be liable to the Client in the event of an attributable failure to comply with the Agreement and exclusively for replacement damages, i.e. compensation for the value of the performance not provided.
2. Any liability of Jos Waalkens for any other form of damage is excluded, including but not limited to additional compensation in any form whatsoever, compensation for indirect damage or consequential damage, damage due to lost turnover or profit, damage due to loss of data as well as damage due to exceeding deadlines as a result of changed circumstances.
3. In the event of liability under the first paragraph, the maximum amount that Jos Waalkens is required to reimburse shall be equal to the amount owed for the relevant Service. This maximum amount shall lapse if and to the extent that the damage is the result of intent or gross negligence on the part of Jos Waalkens.
4. Jos Waalkens’ liability for attributable failure to comply with the Agreement shall only arise if the Client immediately and properly notifies Jos Waalkens in writing of the default, whereby a reasonable period is set to remedy the default, and Jos Waalkens continues to fail to comply with its obligations after that period. The notice of default must contain as detailed a description of the default as possible, so that Jos Waalkens is able to respond adequately.

18 Force Majeure

1. Neither party may be held to fulfil any obligation if a circumstance beyond the control of the parties and which could not or should not have been foreseen at the time of entering into the Agreement, nullifies any reasonable possibility of fulfilment.
2. Force majeure includes (but is not limited to): disruptions of public infrastructure that is normally available to Jos Waalkens, and on which the delivery of the Services depends, but over which Jos Waalkens has no actual power or contractual obligation to comply, such as the operation of the registers of IANA, RIPE or SIDN, and all networks on the internet with which Jos Waalkens has not entered into a contract; disruptions in infrastructure and/or Services of Jos Waalkens that are caused by computer crime, for example (D)DOS attacks or successful or unsuccessful attempts to circumvent network security or system security; shortcomings of suppliers of Jos Waalkens, that Jos Waalkens could not foresee and for which Jos Waalkens cannot hold its supplier liable, for example because the supplier in question (also) suffered from force majeure; Defects in items, equipment, software or other source material the use of which has been prescribed by the Customer; Unavailability of staff members (due to illness or otherwise); government measures; general transportation problems; strikes; wars; terrorist attacks and civil unrest.
3. If a force majeure situation lasts longer than three months, either party shall have the right to terminate the Agreement in writing. In that case, any performance already performed under the Agreement shall be settled proportionally, without the parties owing each other anything else.

19 Duration and termination

1. The Agreement is entered into for the term stated in the quotation.
2. The Agreement may only be terminated prematurely as provided in these general terms and conditions, or with the consent of both parties.
3. After termination, termination or dissolution for whatever reason, Jos Waalkens is entitled to delete all data stored by itself for the benefit of the Client immediately after the date on which the Agreement expires. Jos Waalkens is not obliged to provide the Client with a copy of this data in that case.
4. The Agreement shall automatically terminate if a party is declared bankrupt, applies for a moratorium on payments, has all assets seized, dies, goes into liquidation or is dissolved.

20 Changes to Agreement

1. After acceptance, the Agreement may only be amended by mutual consent.
2. If the Agreement is a continuing agreement, Jos Waalkens is however entitled to unilaterally amend or extend these general terms and conditions once per calendar year. To this end, it must notify the Client at least two months before the amendments or extensions take effect. However, amendments to the general terms and conditions can never set aside a specific agreement.
3. If the Client objects within this period, Jos Waalkens will consider whether or not it wishes to withdraw the objectionable adjustments or extensions. Jos Waalkens will notify the Client of this decision. If Jos Waalkens does not wish to withdraw objectionable adjustments or extensions, the Client has the right to terminate the Agreement as of the date on which these will take effect.
4. Jos Waalkens may at any time make changes to these general terms and conditions if these are necessary due to changed legal regulations. The Client may not object to such changes.
5. The above regulation also applies to prices. Jos Waalkens may at all times pass on price changes imposed on him by suppliers to the Client. Proof of the price change will be provided upon request.

21 Final provisions

1. This Agreement is governed by Dutch law. Unless otherwise prescribed by mandatory law, all disputes arising from this Agreement will be submitted to the competent Dutch court for the district in which Jos Waalkens is established.
2. If any provision of this Agreement proves to be void, this will not affect the validity of the entire Agreement. In that case, the Parties will establish (a) new provision(s) in replacement, which will give effect to the intention of the original Agreement and these general terms and conditions as much as legally possible.
3. In these terms, “Written” also includes e-mail and other digital communication, provided that the identity of the sender and the integrity of the content are sufficiently established. The parties will make an effort to confirm receipt and content of communication by e-mail.
4. The version of any communication received or stored by Jos Waalkens shall be deemed authentic, unless proven otherwise by the Client.
5. Each party is only entitled to transfer its rights and obligations under the Agreement to a third party with the prior written consent of the other party. Notwithstanding this, Jos Waalkens is always entitled to transfer its rights and obligations under the Agreement to a parent, subsidiary or sister company.
6. Information and communications, including price indications, on the Jos Waalkens website are subject to programming and typing errors. In the event of any inconsistency between the Website and the Agreement, the Agreement shall prevail.